[Willow and Fred, eating lunch at the diner.]

WILLOW: Now Fred, given my own personal history, I'm in no position to criticize Charles for killing a man who did unspeakably horrible things to the woman he loves. Still, it was your fight. He should have respected that.

FRED: I wish Charles had been more like that Xander guy you mentioned. The one who talked you down from the existential ledge, so to speak. He sounds sweet and decent and down-to-earth. Not like the men I know.

WILLOW: He's far from perfect. But he does have his moments.

FRED: Maybe instead of killing Warren, you could have just sent him to an Amazon Dimension, where he'd spend an eternity getting pummelled and tortured by women.

WILLOW: [eyes light up] There's an Amazon Dimension! Which can be accessed from this dimension? Cause that would sure be a fun place to visit.

FRED: I just made that one up. Sounds like you already live in an amazon dimension, with all those female warriors shacking up at your house.

WILLOW: That's true. Kennedy would like that analogy.

FRED: No offense, but I'm still a bit freaked to be sitting across from someone who nearly destroyed the planet.

WILLOW: Wait. You work for Angel. Last time he was evil he tried to suck the world into Hell.

FRED: He did what! I mean, I knew he he had been evil. But I thought he was Ted Bundy evil. Sucking the world into Hell, that's Adolf Hitler evil. When did this almost happen?

WILLOW: Four-and-half years ago.

FRED: Oh. So I wouldn't have gone to Hell. I would have just remained stuck in Pylea from the rest of my life. What a awful thought.

WILLOW: Buffy spent one day enslaved in a demon dimension, and she just went on and on about how horrible and traumatizing it was. And she's the Slayer, so she's really tough. I can't imagine how strong you must be to survive five years of that.

[Angel, Wes and Gunn at the Hyperion. Trying to focus on work and take their minds off their personal problems.]

ANGEL: Wesley, you said the signs and the portents indicated that it would rain frogs tonight. So why was I pelted with them last night?

WES: Forecasting the stages of an apocalypse is not an exact science. It's not even really a science. But at least I had it pinned down in the right week, which is more than I can say for any of the psychics at Wolfram & Hart. You two should look on the bright side. At least your autos were garaged. Mine was outside when it started raining amphibians. A small creature traveling at terminal velocity can do an awful lot of damage. Cordelia was right when she said I should have seen "Magnolia." I didn't expect them to splatter like that.

ANGEL: Ruined a perfectly good Armani coat.

GUNN: That reminds me. Where do you get the benjamins to buy designer threads? I know our little detective agency ain't making that kind of money.

WES: My theory's always been that one of The Powers That Be acts as Angel's sugar daddy.

ANGEL: This from a man who pays his rent with the money Lilah leaves on his nightstand after she puts her clothes back on.

[Wesley glares at Angel. He's deeply offended by the gigolo insinuation. But before he can respond, Cordy runs in.]

CORDY: You're not gonna believe what I just saw!

ANGEL: The Beast?

GUNN: In the daytime?

WES: Where?

CORDY: I was having these cravings and I went out for something to eat. I pass that diner, look in the window, and I see Fred. With Willow!

ANGEL: Excuse me? What is she doing here?

GUNN: Who's Willow?

WES: And what precisely is she doing with Fred?

CORDY: From the looks of it, they were pretty friendly.

WES: How friendly? [raises eyebrows. mischievous half-smile.]

CORDY: Ewww! Wes, that's sick.

GUNN: Who's Willow? I'm missin' somethin' here.

CORDY: We went to high school together. She's a lesbian witch.

GUNN: [chuckles] So you think this Willow's tying to put the moves on Fred. Talk about barkin' up the wrong tree.

CORDY: I know. It's ridiculous. The two of them have absolutely nothing in common. Fred's this smart, shy young woman who's gradually gotten a lot more confident and self-assured, who used black magic to wreak vengeance upon a man who hurt her, who just said she'd had it with men before leaving here. Oh God. She's turning into Willow!

ANGEL: I'm sorry but I don't see the similarity. And when did Willow try to kill a man?

CORDY: When you were under water and I was off in the ether. I was omniscient, remember. She flayed a man alive. It's always the quiet ones you gotta watch out for.

ANGEL: Took off all his skin? While he was still alive? That's really impressive. [smiles, then a moment later looks worried.] And frightening. Deeply, deeply frightening.

CORDY: Nothing you haven't done.

ANGEL: Never completely, while they were still living. Oh, wait, you said she used magic. That's cheating. Where's the hands-on craftsmanship?

GUNN: As disturbing as this little conversation you two are having is, can we get back on topic. What is this woman doin' with Fred.

WES: At least we know Fred has good taste in women. [Gunn slugs him.] That's not fair. You haven't even met Willow.

ANGEL: Why is everyone hitting each other today? Can we stop acting like little children?

GUNN: Least I ain't the one datin' little children. [Angel thinks about punching Gunn. Gunn moves back and smiles. He proved his point. Now even Angel wants to resort to violence.]

WES: Relax Angel. I think he was talking about Cordelia. [Now Angel and Cordy are both mad at Wesley.]

GUNN: Before anyone here reaches for the weapons, I'm splitting. Gonna catch up with Fred, sort this whole mess out.

WES: And I think I'll join him. [He doesn't want to be left alone with Angel and Cordy.] It should be fun see those two ladies together.

Angel: [to Cordy] So . . . just the two of us.

CORDY: Yep . . . Guess so. [both are very nervous. don't make eye contact.]

ANGEL: Why is Willow here? Should we call someone, see what's up? Actually, it's been a long while since we even talked to anyone in Sunnydale. Almost like they're in a different dimension. Why is that?

CORDY: They changed the area codes and none of us has bothered to check and see what their new code is.

ANGEL: Right. I knew there was a good reason. [long silence. more avoiding eye contact.] Fred's doesn't hate men. She's disgusted with all of us. Including you. Not you in particular. I'm just saying, it's clearly not a gender thing. She just feels all of us have let her down. We've let each other down.

CORDY: Angel, is this where you give me the "How Could You Do This To Me" speech? Cause if it is, save your breath. Oh wait, I forgot. You don't breathe.

ANGEL: Cordy, we need to talk. Not about Connor. About us. I know you love me. I also know that in my life, love's not enough. It doesn't necessariy mean you want to be with me. But it's more than love. At least for me, it is. I need you Cordy. In case you haven't noticed, whenever we're apart, horrible things tend to happen. The question is, do you need me?