Faith:I know what lonliness is

Faith: (shouting) Come on, Angel! I thought you were bad!?

She tries to hit him with a right hook but he catches her arm and tosses her off. She quickly gets to her feet and grabs a tall lamp stand. Angel's still on his hands and knees when she brings it down on his head but he moves out of the way just in time. Faith lifts it back up into his face flipping him off the floor and he lands hard on his chest. She swings the lamp down hitting him in the side and lifts him off the floor sending him tumbling through the air over the sofa where he lands in the alcove under the low ceiling of the upstairs loft. Dropping the lamp, Faith leaps over the couch as he's getting up and slams him in the back and he crashes into a dresser with an audio system stacked on it. He falls to the floor. As he's trying to get back up, she grabs a large vase and smashes it down on his back. He flops on his stomach. Faith reaches down, grabs him by the back of his coat and lifts him straight up bouncing him hard off the ceiling and bringing him back down to the floor with great force.

She pulls him to his feet and pushes him against the side of the ladder, leading to the upper floor, and throws a punch at his face. He side steps the blow but she sends a maul kick up to catch him in the face and he stumbles back under the steps. Holding the side of the ladder, she kicks out with both legs and he barely avoids her boots as they slam into the wall behind him. From the other side of the ladder, Angel takes a swing at her. Faith dodges and slams his arm with an elbow, following through with a fist across his face. She grabs him and sends him flying over the couch again and he lands on his back close to the windows.

Faith: (shouting) You can't take me! No one can take me!

She charges after him as he's getting to his knees and launches a flying kick at him. Angel grabs a chair, by the wall, and swings it at her. It shatters when Faith hits it and she falls to the floor. Wesley watches as Angel stands over her still form and rolls her onto her back. She suddenly brings her leg up to kick him in the face and he goes sliding across the living room floor. He gets to his feet just in time to take Faith's jump kick in the back slamming him against a china cabinet. He moves out of the way as she brings an axe kick down at his head and her boot crashes through the glass shelves, but her leg gets hung up. Angel steps in punching her across the face then gets his arms under her raised leg and around her back, lifting her up and slams her face-down on the floor. Immediately, he grabs the back of her shirt and waistband and sends her sliding across the floor to the other side of the apartment.

Faith picks up a sharp piece of wood, from the broken chair, as she stands up and faces him.

Faith: (shouting) Come on!

She charges him and Angel catches her, wrestling with her stake, driving her back. Wesley watches helplessly as they both crash through the window and fall three stories down,She silently laughed within.Falling seemed to be her thing,maybe she didn't like to be cooped up during a fight,she needed space,air and to draw energy from her surroudnings. Faith hits the closed dumpster first quickly followed by Angel and they tumble into the deserted alley. Faith gets up just a little sooner than Angel and grabs the back his coat swinging him roughly to the ground.

FLASHCUT.

Wesley, hearing the fight below, is still working furiously to free himself.

Below.

Faith: I'm bad!

It starts to rain as Faith hits Angel with a hard uppercut to his chin. She hits him with another punch and a backhand sending him against the building. Furious, she grabs him and swings him around to face her.

Faith: Fight back!

She batters him with more punches. Then he manages to deflect one swing and block another, but she counters with a fist to his gut.

Above. Wesley has succeeded in freeing himself and begins to untie his feet.

Faith punches Angel across the face then hits him with a roundhouse kick and he stumbles to the middle of the alley. She comes after him and he ducks under her right hook and catches her left hook under his arm. His face is close to hers.

Angel: Nice try, Faith.

He tosses her into the air and Faith tumbles on the pavement when she lands. Angel stalks after her as she gets to her feet. They are both soaked and the rain continues to come down hard.

Angel: I know what you want.

Faith punches him hard in the face. Angel retaliates with a punch of his own and she drops to the wet pavement.

Angel: And I'm not going to do it!

She's on her feet again and he blocks her next two punches and when she tries to kick him he catches her leg and slams it back down.

Above. Wesley looks down from the broken window and sees Faith slamming a knee into Angel's midsection. He hurries to the kitchen and grabs a butcher knife. There is a resolved look on his face as he heads out of the apartment.

In the alley Faith tries to kick him again but Angel catches her leg and slams it back down.

Angel: I'm not going to make it easy for you.

Faith starts throwing wild punches at him which he easily avoids. Then she's suddenly flailing her arms at him.

Faith: (screaming) I'M EVIL! I'M BAD! I'M EVIL! (she grabs his coat and is thrashing) DO YOU HEAR ME?! I'M BAD! ANGEL, I'M BAD!!

Angel just stands there.

Faith: (screaming/sobbing) I'M BAD! YOU HEAR ME?! (beating at his chest) I'M BAD! I'M BAD! I'm bad! Please!

She's crying, tugging on his coat.

Faith: (sobbing) Angel, please, just do it!

Wesley comes running out of the building from behind them and stops at what he sees. Faith is pleading with Angel.

Faith: (sobbing) Angel . . . just do it! Please, just do it!

She's starting to lose steam.

Faith: (sobbing) Just kill me. Just kill me.

Angel grabs her arms and she struggles. He pulls her close and wraps his arms around her keeping her still. Faith is sobbing loudly. She collapses to her knees and Angel falls with her as she cries into his chest.

Angel: (soothingly) Shhh. It's okay. I'm right here. Shhh.

Behind them, Wesley lets the knife fall out of his hand and it clatters on the ground. The only sounds to be heard is the falling rain and Faith sobbing.

Faith: Hell, Ive always known what it is. It's the constant reminded that there is no one who would give their life for you. That you are insignificant in comparison to the rest of the human race. It's what strikes at us when we get our hopes up and returns us to our state of self where we become frozen. It's what makes you wish that tomorrow wont come.

Fade to Faith's blank face.We slowly pull back off her,exposing her dark surroundings.She sits,alone in her apartment by the window.Moonlight pours in and over her and the bed,creating a fallen angel-like image as she stares blankly out into the cold darkness.Finding herself alone...once again

Faith: Loneliness is the thing that Whispers to you when its dark.