ACT TWO

EXT. SPIKE'S CRYPT – NIGHT

Establishing shot. The door to the crypt is open a crack once again. Other than that, it's the usual graveyard "doom & gloom" atmosphere.

INT. SPIKE'S CRYPT – NIGHT

It's a whole new ballgame inside chateau de Spike. The spider demon's WEB is now fully established, and is slung from wall to wall and across much of the ceiling. Crouching in the shadows lies the beast – a little LARGER than when we last saw him – but more importantly there are now several COCOONS populating the web – vampires, captured by the beast, waiting to be exsanguinated.

CLOSE ON strands of the web, which can be seen VIBRATING as one vamp regains consciousness. This draws the creature, and we

WIDEN to see it approach, then hunch down over the unlucky creature. A moan, not a scream, is heard as it drinks.

P.O.V. through the VAMPS eyes, glassed over and foggy.

We see the Mosoloth's head – and by some demonic principle, this vamp, like Spike earlier, can see his REFLECTION in the beasts eyes. Perhaps he is seeing it for the first time in years. It isn't a pretty picture. Covered in the silken webbing, drained of blood – a dried up husk really – he watches as the Spider demon rears its fangs – one last low moan, almost a sob, escapes him, then

SMASH CUT TO

A view from behind, as the vamp is beheaded and dusted in a heartbeat. The Mosoloth then moves on to another victim as her or she comes to and begins to panic.

FADE.

EXT. SUMMER'S RESIDENCE – BACK PORCH – NIGHT

The camera tracks through the backyard to find SPIKE, sitting on the porch having a smoke. Face some facts – he's not the cancer society's poster boy.

From behind Spike the DOOR OPENS to reveal BUFFY, who's changed into some casual clothes (whatever those are). Spike doesn't turn when she opens to door, nor when she approaches, nor when she sits next to him. He knows she's there – but for the most part is lost in thought.

CLOSE ON Spike staring at the sky, for a moment, then

WIDEN back to a comfortable portrait of the two on the back porch.

SPIKE
(after a moment)
Dawn tucked away?

BUFFY
Safe from all things that go bump in the night.

SPIKE
I go bump in the night.

Buffy is put off by this until Spike flashes a wry smile – he's just joshing.

Another moment, then:

BUFFY
Spill it.

SPIKE
Spill what?

BUFFY
I know you enough to tell you're
holding something back.
What, and why?

SPIKE
I saw my reflection.

BUFFY
(startled)
In a mirror?

SPIKE
In its eyes.

BUFFY
Oh.

SPIKE
Neat little trick, that. Makes it all the worse.
Knowing what's gonna happen.
Watching your immortality stolen from you…

BUFFY
How many lives have you stolen?
You or any other vamp?

SPIKE
One too many.

BUFFY
One is too many.

SPIKE
Can't help what I am.

Buffy doesn't have a reply for this.

SPIKE
Back at the shop… what I said…
about this not being about me…

BUFFY
It is. I got that.

She's confident in saying it – that much she's figured out for herself.

CUT TO:

INT. SPIKE'S CRYPT – NIGHT

We now see EMILY, inspecting the victims of the Mosoloth. She can't, of course, see the dusted ones – they're dusted after all – but she examines the cocooned lunch-to-be closest to her.

The spider demon itself is nowhere to be seen, but sounds drift up from the trap door – it's gone below again.

ON EMILY, as she inspects another victim. She stares back at her – it's a female, yes, and she's awake. She's roughly the same age in appearance as Emily.

EMILY
Poor girl. What it was like, to be your age.
Somn.
(Romainian, 'Sleep')

This command must be powered by magic, for her head sags as soon as it is uttered. Emily, however, FLICKERS – SHIMMERS – and her true form is revealed, for just a moment – she's at least thirty years older than she appears. An ELDERLY WOMAN, but without a doubt Emily.

EXT. SUMMER'S RESIDENCE – BACK PORCH – NIGHT

It's back to where we left off with Buffy and Spike on the back porch. Buffy's somewhat pissed off now.

BUFFY
You knew. The whole time, you knew.
We could have flushed this thing out,
taken it out by now.
What if it takes someone else? An
innocent? Instead of feasting on vamps
and doing my job for me?
(beat)
Why am I rationalizing with a monster?

SPIKE
I didn't know what to say.

BUFFY
Suddenly you're ashamed?

SPIKE
Not exactly. But.

BUFFY
Of course not. You're a vampire.
(beat)
But? What but?
There's not supposed to be any buts…

SPIKE
That this thing was brought forth by some
old gypsy here to take revenge because
I drained her sister fifty some odd years ago – how
was I to explain that? Explain, and then beg your help.
I might be a monster – I am a monster –
but I know when I've dug my own grave,
and I'm usually just fine clawing my way out.
I don't drag fr- …
(Was he going to say friends?)
I don't drag a bunch of extra bodies into it.
'less I'm hungry.
(pauses, then continues)
This… For the first time in a century I'm not
willing to run in swinging blindly. Which means
I need the slayer. To clean up
my own mess. I need your help…

BUFFY
Sounds like the chip's fried your brain.

SPIKE
Maybe. Maybe I just like where I'm at.
Fighting with you beats fighting you.

There's a lot of truth to that. Buffy considers it then chooses to move on.

She's probably had a similar thought herself.

BUFFY
So where's this gypsy chick at now?

SPIKE
Damned again if I know.

BUFFY
She's your victim. You killed her sister.

SPIKE
I think it was her sister. I don't rightly know.
I did what I do. I fed. I'm surprised
you're not leaving me to the dogs on this.

There's no doubt that Buffy has considered this.

BUFFY
What she's unleashed could kill an
innocent person. Or a lot of them.

SPIKE
What about her?

BUFFY
If there's a chance she might back down…
I won't kill a human being because of
something you did, Spike. I won't.
We find another way to take out the
Mosoloth. Maybe we can convince her
to call it off. If that doesn't work… whatever
we can do that will save innocent lives –
we do it.

SPIKE
Gypsy gal seems to have
forfeited innocence.

Buffy SPRINGS up, GRABS Spike by the collar, and THROWS HIM against the wall, holding him there. His feet dangle inches from the floor.

CLOSE on the two of them.

BUFFY
I am not easy with this.
Understand? But what you've done for
Dawn and I earned a stay of execution.
So long as you stay on the right path.
And this one time, because this Mosoloth
could take innocent lives, I'm bailing you out.
Just don't think for a minute that you don't
deserve damnation for your history.

SPIKE
(reserved)
I wouldn't expect any less.

WIDEN as Buffy drops Spike to the floor. He picks himself up, takes one last drag of his cigarette – amazingly he hasn't lost it, though it's almost dead – and butts it out. Buffy is on her way inside, but turns back.

BUFFY
Basement. There's a closet. I left some blankets.

SPIKE
Buffy-

BUFFY
Save it. Until this is done.

Reaching inside, she brings out a PILLOW (pink and girlish), which she throws at him. It hits him in the stomach, where he clutches it. He watches her head in a few moments before following himself.

EXT. SUNNYDALE HOSPITAL – DAY

Establishing shot of the "hospy", as Spike called it earlier. The sun is just peeking out. It's morning.

INT. SUNNYDALE HOSPITAL – DAY

The hustle and bustle of the hospital is in full swing. We open with a wide shot of the admissions desk. There are numerous DOCTORS, NURSES, and PATIENTS milling about. There's no sign that this is the result of anything supernatural – it's just a large hospital in the middle of a busy day.

Moving up to the desk, we come across an ORDERLY – JUNE, according to her ID Tag, an auburn haired, cheerful girl in her late twenties. There are three other ORDERLIES around her.

JUNE
Hey guys, any of you know if
Becca's in today?

ON THE GROUP as they give some shrugs and non-committal comments. It's a busy hospital and a busy day – who knows who might have been called in.

JUNE
She left her ID Tag at the desk.
Must have forgotten it when she signed out
last night.


An orderly in a white shirt chimes in.

WHITE SHIRT ORDERLY
Leave it in the third drawer. It's
our employee lost and found.
So to speak.

JUNE
Is the person who lost it destined to be
the one who finds it?

WHITE SHIRT ORDERLY
Most of the time.
But hey, it's an ID Tag, who's going to
pocket that?

Fair enough. June heads to the desk, opens the drawer, and tosses it in.

As she pitches it, we slowly ZOOM IN to see that the photo on the card is that of the girl trapped in the Mosoloth's web. The card identifies her a Rebecca Marback.

INT. MAGIC BOX – DAY

XANDER, WILLOW, BUFFY, and GILES circle the table in the magic box. Tara, Anya, and Dawn are notably absent.

BUFFY
Dawn's out of school at three.

XANDER
Anya and Tara seem to have gone shopping.
I have a bad feeling about this.

GILES
About tonight? A premonition, perhaps?

XANDER
Huh? No.
About what the two of them may be planning.
For me. Possible wedding stuff.

GILES
Oh.


Willow rescues Xander from this thought.

WILLOW
So in the meantime, we plan.

XANDER
Yes. Plan. Ok, Buffy, Giles – What's the plan?

BUFFY
How come I'm always plan-gal?

WILLOW
I am – sometimes.

BUFFY
Ok, one plan, coming up.
(beat)
Wait. No. That would probably kill us.

GILES
Go in the back door.
(off their stares and huh?'s)
We know Spike finds his way into
the sewer system from underneath his crypt.
We know there's a way in – just not how
to get to it.

BUFFY
I really should have thought of that.

GILES
We just need to find the blueprints for the crypt.
Or perhaps the design log.
Willow, perhaps you could do… that thing
you do… with the computer.

WILLOW
I'll get a hackin' and a crackin'.

She has her LAPTOP with her, and a CELL PHONE with hookup to get online – and she pulls these out from her bag under the table but pauses before getting very far.

WILLOW
But uhh… don't you think the crypt is a bit
old to have blueprints online?
I doubt the city has records that far back.

GILES
Oh. Right.
Well then. We know where the
crypt is centered. If we get the blueprints to the
sewer system in the area, we just need to find
an entrance point and then follow the map to
the crypt. I'm sure the secret hidden entrance
can't be too hard to find.

Willow again starts setting up her computer. Plugs the cell phone into the laptop.

BUFFY
Uh-huh. Because secret entrances are
usually clearly marked.

XANDER
Or, we could just ask Spike.

And Willow is thwarted once more. This time, she collapses the screen, unhooks the phone, and pops it all back into her bag.

BUFFY
We could do that.

They really should have thought of that sooner.

XANDER
Then we go in the back door – preferably
with Spike leading the way in case the not-so itsy bitsy
Spider lays in wait – and then…
Kill it.

BUFFY
Ok. Xander's the man with the plan.

XANDER
The man with the plan I am.

WILLOW
Like Sam I Am!
(It comes out sort of lame and obvious)
Darn. Did I just ruin it?

BUFFY
Not at all.
(to the group)
We've got the plan down.
Except the killing it part.
(re: Giles)
Did you learn anything more from the books?
Any great answers from all the rifle'n in
regards to the demon killing part?

GILES
Nothing we didn't already know.

BUFFY
Xander, those spears?

XANDER
Sharp and pointy.

WILLOW
Tara and I have a few spells up our sleeve.
Sleeves.

XANDER
Anya spent some time scanning the books
with Giles last night.
(to Giles)
Either of you come up with who might have
raised this thing?

GILES
The spell seems simple, but we're missing some
of the ingredients. It's a basic chant,
but uses several rare powders, mostly found
in eastern Europe. Although, several bands of
Gypsies traded them in western European nations
right through the turn of the century.

BUFFY
I'd say Gypsies is a good bet on this one.

XANDER
What makes you say that?

BUFFY
Call it a hunch.

WILLOW
Hunches and premonitions abound today.

GILES
If I had the complete spell, I might
be able to come up with a reversal.
With Tara and Willow's help.
Since we don't…
It's still kill the master, or go after the
beast itself.

XANDER
And risk an acid facial.

BUFFY
I'm betting sh-
(she stumbles over 'whoever', almost saying 'she')
whoever is controlling it will
be nearby. We haven't heard any
reports of a big nasty Spider wandering around
town attacking people, so we'll have to assume
it's still in the crypt.

WILLOW
Unless it's using the sewer system to
move about.

XANDER
Can it do that? I mean,
is it small enough? Because if it
gets too big… You know, big, small,
either way I don't like the sound
of this thing.

WILLOW
From the picture, its look isn't much better.

BUFFY
According to Spike it was just a bit
smaller than him when he was attacked.

GILES
So it could use the sewers without difficulty.
And there's no way to know how much its fed.
There might not be any reports, but if no one's seen it…
People go missing all the time.
Especially in Sunnydale.

WILLOW
What if it's out roaming tonight?
We don't want to miss it… or do we?

BUFFY
We'll patrol the graveyard early tonight.
Should be some new vamps rising, and this thing
will be out to get them. That's its nature.
If it prefers vamps, it'll go there first, and
wander out in search of mortal snacks later.

XANDER
If we spot it?

BUFFY
We regroup and go in after it.

GILES
Allowing it to feed will allow
it to get stronger.
Nor do we know
anything new about its
target… or what happens
after it completes the
intended task.

BUFFY

If the whoever is driving this thing
is near the crypt, we just need
to draw her…
(stumbles again, saying 'her')
or him out. Keep the demon busy,
and find some way to stop the person
controlling it.

WILLOW
So who will play the role of Little Miss Muffet?

BUFFY
Just show me to my tuffet.

INT. SUMMER'S RESIDENCE – DAY

The door opens as DAWN returns home – somewhat later than three o'clock, as the sun is already sagging on the horizon.

CLOSE ON Dawn.

DAWN
Buffy?
You home?
Sorry I'm late.

WIDEN. No response. With a shrug she heads for the kitchen, and

CUT TO the basement door opening right into her. Dawn SCREAMS, SPIKE YELLS.

DAWN
CRAP!

SPIKE
Sorry.

DAWN
(catching her breath)
Forgot. You. Were here.

SPIKE
Yeah, well, Vampires do tend to
creep up on ya. Glad to see I'm
not out of practice.

DAWN
Sleep ok?

SPIKE
Like the dead.

DAWN
(meekly)
Hungry?

SPIKE
Not 'less you happen to
have stored a pint o' the
red stuff about the house.

DAWN
Sorry. Fresh out.

Dissolve, from the Summers' household in early evening, to:

INT. SUMMERS RESIDENCE – NIGHT

We're in the living room, where months before Joyce lived out her final moments. It's been noticeably re-arranged. The couch is gone – no surprise there. New chairs. It's… a little more mystical, than middle class. Everyone is present now, save Spike. TARA and WILLOW are together, as are XANDER and ANYA. GILES stands silently, BUFFY does the opposite – pacing impatiently. DAWN is stretched out on the floor writing in her journal. Xander's been busy – his SPEARS, long, sturdy, deadly looking – lean against the wall.

BUFFY
Where's Spike?
And why isn't that where here?

DAWN
He said he had a stop to make.
Who am I to argue?

XANDER
Right. Arguing with the undead gets you
nowhere.

ANYA
You should follow that when
arguing with me. Though I'm not undead.
But at least you never win.

XANDER
I do. Did. Once. I believe
it was a Wednesday.

With this Xander rises from his seat and begins passing out spears – one to Anya, one to Buffy, one for himself.

XANDER
Just in case. They'll give us some distance
if we wind up tangoing with the monster
instead of the master.

A knock at the door draws their attention.

CUT TO the door, as it opens. SPIKE'S head peers around the corner looking in. Seeing the Scoobies, the rest of him appears.

BUFFY
Come on in.

He's already in.

BUFFY
Fashionably late?

SPIKE
Had to make a stop.

From the confines of the leather coat he is so rarely without, Spike brings out a hefty, double sided BATTLE AXE, with a spear tip. How he ever managed to conceal it is a wonder.

WILLOW
Woah.
BUFFY
Impressive.

WILLOW
Wouldn't want to be a chicken
if the farmer had that.

TARA
I don't think you'd want to be
a chicken anyway.

XANDER
Being someone's dinner…
not ranked high on the
fun scale.

Spike coughs and looks a little… embarrassed?

XANDER
(a bit hurt that his spears have been outdone)
Where'd you get that?

SPIKE
Secret stash.

He pauses to examine one of the spears casually.

SPIKE
Not bad. We set?

Xander is vindicated by this comment. Hey, an experienced killer complimented his weaponry.

BUFFY
Armed and ready. Lets get this
extermination business
off the ground.

She leads the way out, the rest follow, save Giles and Dawn who stay behind.

EXT. GRAVEYARD – NIGHT

From the entrance of the cemetery, we watch the Scoobies, looking very much out of place traveling the street armed with spears – and one large battle axe – make their way in, with little chatter.

They pause at the entrance, and Buffy is once again in take-charge mode.

BUFFY
Spike and I will scout ahead.
You guys wait here… if we see it,
we'll double back.

XANDER
I still don't like this splitting up
part.

BUFFY
We need to keep the beast distracted
while you guys deal with whoever is
running the show.
(re: Willow)
You sure you can draw them out?

WILLOW
Got it covered.

BUFFY
We'll be back soon. I hope.
Unless I find a comfy
looking tuffet.
(re: Spike)
Come.

They head off leaving the others in wait.

WILLOW
I should never have said it.

XANDER
At least she doesn't have to wear
a curly blonde wig.

TARA
Or eat curds and weigh.

EXT. GRAVEYARD – ANOTHER LOCATION – NIGHT

We're now in a separate section of the graveyard. We see Buffy and Spike doing a good job of hiding – not the usual, painfully obvious job of hiding behind a too-small gravestone.

CLOSE ON the two of them, heads side by side, behind a thick leafy TREE. Ok, it's not THAT good of a hiding job.

VAMPIRE 1
(off screen)
I couldn't drink another drop.

We SWING AROUND to find two vamps entering the scene from the opposite side.

They're the type Buffy usually dusts in seconds.

VAMPIRE 2
I can't believe how sweet the red-head was.

VAMPIRE 1
Enjoying your first night as a vamp…
So glad I turned you.
I sorta missed you.

ON BUFFY as she reacts to these two. They're both young, probably Buffy's age. New to being Vampires, even the sire (vamp 1).

VAMPIRE 2
Should we turn the rest of the old gang?

VAMPIRE 1
Well we could. Or eat some.
Bones owes me an old debt still.
I'm sure as hell not granting immortality
to a deadbeat.

The second Vampire laughs at this, and the first soon joins in, chuckling at his own lame joke.

From the side we see a blur of motion as the MOSOLOTH SPRINGS into the picture. It has entered between where Buffy and Spike are hidden and where the two vamps were walking. It's now TWICE the size of a human.

The camera backs away as we hear the screams of the vamps.

ON BUFFY and SPIKE – they turn away from the tree and head back out.

ON THE DEMON – a final look, one of the vamps lies beneath its body, covered in webbing, another is crawling away slowly – but we get the distinct impression that he won't make it very far.

CUT TO:

Buffy and Spike, tracking shot, as they run back to the others.

TARA
We heard…

WILLOW
Screams.

BUFFY
It's here. It just picked up dinner.

SPIKE
Takin' the poor soulless back to its web I gather.

XANDER
You sure about-

BUFFY
(cutting him off)
We do this now.

BLACK OUT

END OF ACT TWO

Acts three & four will be posted by the weekend...