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Earshot

Season III, Episode 18
Earshot

Written by: Jane Espenson
Directed by: Regis B. Kimble

Characters, stories, situations, events and dialogue copyright © 1999 20th Century Fox Television and its related entities.

~~~~~~~~~~ Disclaimer ~~~~~~~~~~

I do not own the characters in this story, nor do I own any rights to the television show "Buffy the Vampire Slayer". They were created by Joss Whedon and belong to him, Mutant Enemy, Sandollar Television, Kuzui Enterprises, 20th Century Fox Television and the WB Television Network.

This is a straightforward and dry transcript of the episode "Earshot".

~~~~~~~~~~ Transcriber’s Note ~~~~~~~~~~

All thoughts will be italicicized in this transcript.

~~~~~~~~~~ Prologue ~~~~~~~~~~

Near a park in Sunnydale at night. The camera follows Buffy as she runs along the street. She takes a quick look behind her, and veers off into the park. She stumbles beside the swing set and falls hard to the ground. She rolls onto her right elbow and looks up at the demon that's been chasing her, uncharacteristically frightened of it. The demon comes into view as it closes in on her.

Cut to a close-up of Buffy's face. Her scared, anxious look is gone, replaced by one of determination. From her position on the ground, Buffy roundhouse kicks the demon in the back of its knee, which makes it fall and smack its forehead into the metal structure of the swing set. The demon quickly gets back to its feet, as does Buffy. She gets it in the head with a high roundhouse kick, and it falls once again. She pulls out a knife and holds it ready.

Buffy: You demons can't resist a run and stumble, can you?

The demon gives her a steady look, and Buffy sees it has no mouth. She raises the knife, and just as she throws it her arm is blocked by the demon's companion. The one on the ground catches the knife out of mid- air. The second demon grabs hold of Buffy and tries to throw her, but she is too strong, and instead it gets thrown against the swing set. It falls to the grass, but both it and the first demon stand up and face off with Buffy, the first behind the second.

Suddenly the second demon ducks, and the first throws the knife at Buffy. She reacts instantly and snatches it from mid-air. The second demon stands back up as Buffy gives them a startled look. It rushes her, and she roundhouse kicks it in the face, grabs it by the shoulders, heaves it up and over onto a picnic table and plunges the knife into its chest. The demon lets out a muffled groan while the other one runs off. Buffy pulls out the knife and turns to look for the other one, just in time to see it disappear among the bushes across the street.

Buffy: One down, one gone.

The camera pans over and down from the running demon to the back of her left hand, which has been splashed by a viscous light blue flourescent liquid. The fluid quickly seeps into Buffy's skin and disappears. The camera pans over to the dead demon. The blue liquid is its blood, and it pours out of the demon and down across its shoulder in thick rivulets.

Opening credits roll. Buffy's theme plays.

~~~~ Commercial Break ~~~~

Sunnydale High. Students are gathering and making their way into the building for their first class of the day.

Cut to the library. Buffy and Willow push open the library doors and enter, making their way to the study table.

Willow: So scabby demon got away?

Buffy: Scabby demon number two got away. Scabby demon number one: (with satisfaction) big check in the slay column.

Willow: I don't like this whole no mouth thing. It's disquieting.

Buffy: Well, no mouth means no teeth. (thinks) Unless they have them somewhere else...

She finds that last thought very disquieting. She and Willow have reached the table and sit across from each other. Already there are Oz and Xander, deep into their research. Giles comes down from the stacks holding a book and walks over to the table.

Giles: Morning girls. We've been researching the, uh, Mayor's forthcoming Ascension.

Oz: It's pretty riveting stuff.

Xander nods, still reading his book.

Buffy: What do we know?

Giles reaches for his mug on the table.

Xander: What don't we know!

Giles tilts his head up and gives Xander a look. Xander gestures toward Buffy with his head.

Xander: Tell her, Giles.

Giles: Based on the supposed date, Graduation Day, and the Mayor being impervious to harm, I've cross-referenced...

Xander: (interrupts) He's a cross-referencing fool. (gives Buffy a smug grin)

Giles: (not amused) And I've eliminated several possibilities. It's not the ritual flaying of the demon Azarath, nor the, um... (notices everyone's expectant looks and admits defeat) I don't know what's gonna happen.

He puts his book on the table, his hand in his pocket and stares down at the floor.

Oz: (evenly) That was kind of an anti-climax.

Buffy: You don't know anything? The whole Faith-Angel thing was for nothing?

Giles: No, no, no. Um, if nothing else, Angel's charade has brought Faith's treachery into the open, (notices Buffy scratching her hand, thinks nothing of it) and this information about the Ascension will prove useful...

Wesley makes a loud entrance and scrambles toward the table. Just before he reaches it he slows and adopts an air of superiority.

Giles: ...Eventually, I just need to put it together...

He notices Wesley and looks to his left where he is now standing.

Wesley: Terribly sorry, I was detained. (smugly to Giles) Official Council business.

Buffy gazes down at the table, and Willow and Oz exchange a look.

Wesley: Mr. Giles, you were speaking?

Giles: I was just filling Buffy in on my progress regarding the research of the Mayor's Ascension.

Wesley: (haughtily) Oh. And what took up the rest of the minute?

Giles: (disappointed with himself) Touché.

He makes his way around Buffy and Xander to the far end of the table.

Giles: Of course my work is unofficial. I'm sure, however, with the resources of the Council at your disposal, you will have something to add.

He takes a seat at the head of the table and gives Wesley a wry grin, putting him on the spot. Wesley steps up, puts his briefcase down on a chair and does his best to save face.

Wesley: Well. I am pleased to state, (inhales) with certainty, (exhales, pauses) that the demon Azarath will not in any way be...

The kids immediately realize he has nothing to add, and so all get up, grab their books and start out of the library to go to class.

Wesley: ...Involved in...

They pass him without so much as an acknowledging look. Wesley just stands there, turning as he watches them leave.

Wesley: (to their backs) I'm sure we'll find out more soon!

Giles is rather amused, but does his best to cover it up. Wesley sits in Buffy's chair, looks again toward the door, then over to Giles.

Giles: (flippantly) The demon Azarath?

He looks away and takes a sip from his mug.

Cut to the hall. Willow, Xander and Buffy are walking to class.

Willow: So, have you talked to Angel lately?

Buffy: Not really.

Xander squeezes by them to get to his locker.

Buffy: Seeing him bad, even pretend bad, and with Faith...

Willow: (reassuringly) He only kissed her for the greater good.

She stops at her locker as well. She and Xander both open their lockers.

Buffy: (steps around Willow) I don't know. (leans against the lockers) To the naked eye it looked like fun. (Willow gives her a look) Or maybe it wasn't. Maybe he wasn't even tempted. I just wish I could be sure.

Willow: As always, I advise you to ask.

Buffy: Like he'd tell me?

Willow frowns at Buffy. A student walks past them.

Student: Hogan!

Xander turns to watch as he closes his locker. The student walks up to some members of the basketball team that have just entered the hall, led by Hogan and Percy. Hogan has a one-handed grip on a basketball.

Student: Great game, man. (offers his hand)

Hogan: (accepts and shakes) Thanks.

Xander points at them sarcastically and struts around the girls to join them.

Xander: Hogan Martin thinks he's sooo hot. (to Buffy) Like we should all be awed by him because he put a ball in the net. (looks at the team)

Hogan: Hey, Xander.

He and Percy approach the group. Buffy works the combination on her locker.

Xander: (quietly to Buffy, excited) He said my name! He knows my name!

Buffy gives Xander a little smile. Hogan and Percy stop by Willow, who is just zipping up her backpack.

Hogan: Hey, Willow.

Percy: Hey.

Willow: (turns and smiles) Hi!

Percy: (mildly apprehensive) Um, look, I can't make it to the study session after school today. Um, can we do it fifth period?

Willow: Okay. Did you finish the reading? (pulls on her backpack)

Percy: Most of it.

Willow: (annoyed) Percy...

Percy: I'll finish it at lunch.

Willow: (smiles) That's my little trooper.

Hogan: (grinning) I don't know what you're doing to him. I actually heard him complete a sentence. Had a clause and everything.

He slaps Percy on the shoulder and heads down the hall. Percy takes the good-natured teasing well.

Percy: (to Willow) You'll watch the game, right?

Willow: Wouldn't miss it.

Percy: (mumbling) Alright. (walks off)

Xander: (calls after them) See you, Hogan!

He takes off down the hall to his next class. Willow and Buffy start back the way they just came.

Buffy: You're going to the game? I-I didn't know you liked basketball.

Willow: I didn't either! (excited) But, I've really started getting into it. Especially now that we're in the championships, it's so exciting. Too bad you're patrolling, 'cause we're all going, Oz, Xander, everybody.

She continues on to class. Buffy stops, suddenly feeling very left out.

Buffy: Great. Everybody who isn't currently Buffy.

She frowns sadly for a moment, idly scratching her hand, then looks down at it.

Cut to the library. Giles has his nose in a book.

Giles: You touched one of the demons.

He moves over to his desk where Buffy is inspecting her hand under the magnifying lamp.

Buffy: A good touch. Not a bad touch. Anyway, it's been itching like crazy.

Giles leans down for a look. Buffy lets out a heavy sigh.

Buffy: No big.

She switches off the light, pushes it away and looks up at Giles.

Buffy: Just another problem for the good people at Lubriderm, right?

He sets the book down in front of her, open to a sketch of the demon.

Giles: Is this the demon in question?

The sketch is of a demon with horned ridges on both sides of its head that start from the eyebrows and get higher as they continue back; uneven, blotchy skin; glaring eyes and no mouth.

Buffy: In the disgusting flesh.

Giles: (picks up the book and reads) Hmm.

She gives him a concerned look.

Buffy: What?

Giles: (preoccupied) It says it can infect the host.

He sits and continues reading.

Buffy: Infect?

Giles is absorbed in the book, and doesn't respond.

Buffy: (more concerned) Infect?!

He still says nothing, and just turns the page.

Buffy: (sharply to get his attention) Giles!

Giles: (looks up at her) Hmm?

Buffy: INFECT?!

Giles: Oh, um, (looks down at the book) in-in-infect the host with an aspect of the demon. (furrows his brow) That's all it says.

She is suddenly very worried, and snatches the book from Giles' hands.

Buffy: An aspect of the demon? (reads)

Giles: It is rather terse, isn't it.

Buffy: You mean like a part of it?

Giles: (shrugs) There could be any number of explanations for your hand. Um, a-a new f-fabric softener can cause irritation.

She pays him no mind, instead concentrating on reading the book.

Giles: In any case, I-I-I would advise not to attempt to track the one that got away. (stands up, looking at the book) Let's minimize your exposure.

Buffy: A part of the demon. I hope it's not the outside part.

Cut outside to the quad. Cordelia and the rest of the cheerleaders are leading a pep rally for the basketball team. They're spelling out the names of each team member while the marching band drummers keep time.

Cheerleaders: H! O! G! A! N! It's Hogan! Gooo Hogan!

The crowd cheers as Hogan steps up palming a basketball high over his head. The camera pans across the quad to the gang sitting on the stone bench.

Buffy: (stroking her hair) Is it me or is this really lame?

Oz: I don't know. I usually enjoy lameness, and this is leaving me kinda cold.

Willow: (reading the school paper) Well according to Freddy's latest editorial, 'The pep rally is a place for pseudo-prostitutes to provoke men into a sexual frenzy, which, when thwarted, results in pointless athletic competition.'

Oz and Xander were looking over at the cheerleaders, who've just completed another cheer.

Xander: (dreamily) And the downside being?

Willow folds the paper and drops it onto her lap. Buffy sits quietly next to her.

Willow: The school paper is edging on depressing lately. (sets the paper onto the bench) Have you guys noticed that?

Buffy reaches up to scratch her head.

Oz: I don't know, I always go straight to the obits.

Buffy is still scratching -- or is she? Willow notices and gives her a concerned look. Buffy drops her hand to her shoulder and looks back.

Willow: What are you doing, Buffy?

Buffy lowers her hand into her lap.

Buffy: Nothing.

Willow's concerned look intensifies.

Buffy: (caves, embarrassed) Checking for horns.

She gets up and walks away. Willow goes after her and takes her arm to stop her and turn her around.

Willow: Ah, y'know Buffy, I don't even think Giles is right about you becoming like a demon. I mean, he's totally burnt. Y'know, dealing with Faith and this Ascension thing. Between you and me he's not doing his best work.

Buffy: But what if he is right? I'm suddenly gonna grow this demon part, and we don't even know what it is. I mean, it could be claws or scales...

Willow suddenly looks very distressed.

Buffy: What? (reaches her hand to her neck)

Willow: Was it a boy demon?

Buffy's expression become wide-eyed, shocked at the thought.

Cut to the cheerleaders. They go on to cheer the next team member. The Sunnydale Razorback mascot claps his hands.

Cheerleaders: T! O! M! It's Tom! Gooo Tom!

Cut to Xander applauding with the cheering crowd.

Xander: (aside to Oz) They really are very good. (leans on the bench)

Oz: Their spelling's improved.

Xander: Y'know, Oz, I look at all this beauty, all these healthy young women, and I wondered why I ever wasted my time on Cordelia.

Cordelia and the others cheer and wave their pom-poms.

Xander: I mean, look at her. She's no better looking than the rest of 'em.

Oz: Mm, none of them are really my...

Xander: (interrupts) Oh, my God, he's looking at her!

Oz glances up at him to see what's got his attention, and notices him watching Wesley on the stairs gawking down at Cordelia.

Xander: (very annoyed) He's got his filthy, adult, Pierce Brosnie eyes all over my Cordy!

Wesley catches himself staring, and quickly continues up to the balcony.

Oz: You're a very complex man, aren't ya?

Cut to Buffy and Willow.

Buffy: It's just, I'm scared Will. There's this thing in me, and I can't find it, I, I can't stop it. What if it changes me?

Cheerleaders: ...Seven, eight! P! E!

Buffy: I mean, not just the way I look.

Cheerleaders: R! C! Y!

Buffy: All of a sudden I-I could be something that's not me anymore.

Cheerleaders: It's Percy! Gooo Percy!

Willow looks to the stage and cheers along with the crowd. Buffy is taken aback.

Willow: (apologetically) Oh, sorry. T-they spelled 'Percy', a-a-and I have to show support, he's needy. (Buffy looks away) But, but I heard what you were saying really. (Buffy looks up at her) An-and I would be frightened, too, but I'm sure you're gonna be okay.

Buffy gives her an unconvinced look.

Dissolve to a residential street that night. Buffy slowly steps up from the street to the sidewalk and over to the fence in front of a yard, all the while keeping watch around her. She stops, exhales and pulls out a pocket mirror. She holds it up to her face and checks her reflection.

Buffy: (exhales) Still got a mouth.

The camera shows her view of the mirror. She looks fine. When the camera cuts back, Angel is standing behind here. Buffy startles when she turns to continue her patrol.

Angel: Sorry.

Buffy: It's okay. I didn't see you, so I should have known you were there. (pauses) What are you doing here?

Angel: It's a dangerous time, y'know. With Faith.

Buffy: (turns away) Yeah. Faith. (they stroll) She, well... (exhales) Faith. What can you say about her?

Angel: I just wanna make sure that you're, y'know, okay. Uh, that you're safe.

She stops and faces him.

Buffy: And the fact that you're right here, does that mean Faith's around?

Angel gives her a blank look.

Buffy: Are you keeping me safe by tracking me, or are you tracking her?

Angel: I'm tracking you. (realizes) Something's bothering you.

Buffy: A lot of things.

She starts walking again. Angel follows.

Buffy: The most recent being this demon. (exhales) Actually two. I touched one of them, and now I'm gonna get a big case of the bumpies or a tail or something.

Angel: Aspect of the demon.

Buffy: You know the drill.

Angel: By rumor. But that doesn't mean anything. I mean, sometimes demons, they just exaggerate their power.

Buffy: Demon hype. Maybe not. (shrugs) I spend all my time in the dark here anyway. It's not like I'd be at a game, y'know, with my friends, where someone could see me in my new monster part.

He takes her arm and pulls her around to face him.

Angel: Hey. I won't let anything happen to you if I can help it. No matter what, I'll always be with you.

They look at each other for a long moment. He gives her a subtle smile.

Angel: Hey. I love you. Even if you're covered with slime.

Buffy: (meekly) I liked everything until that part.

Her look betrays her worry.

Cut to Sunnydale High the next morning. Once again the students gather for class. Cut to the student lounge. Willow, Oz and Xander walk up the stairs, heading for the couches.

Willow: (giddy) Could you believe it? Right at the buzzer! Three points for the win!

Xander: Ooo.

They all sit.

Oz: It was intense.

He puts his arm around Willow. She plays with his shirt.

Xander: Yeah, for a minute there I thought you were gonna make an expression! (smirks)

Oz: Well I felt one coming on, I won't lie.

Willow: Man, I've never seen anyone jump like Hogan Martin. They should call him... (smiles) The Jumper!

Xander: Or a name that isn't an article of women's clothing. (leans forward) Hey remember when they...

Willow: (cuts him off, gestures) Shh!

Xander glances aside and sees Buffy coming, and sits back. Buffy comes over and finds them sitting in silence.

Buffy: Hmm, quietness. (sits next to Xander) We either lost, or we won and you don't want me to feel bad. (takes off her pack)

Willow: Well, y-yeah, i-it wasn't really a good game.

Xander: Yeah, tall hoops, but then tall guys. What's the point, huh?

Cordelia walks by and retrieves her folio from the table by the window.

Oz: Pretty dull.

Cordelia has overheard and turns around to add her two cents.

Cordelia: Are you guys crazy? I was an incredible game! I have never cheered so hard in my life! I still have knee marks on my back.

They all look at her as though to say, of course she'll ruin our desire to protect our friend's feelings. And of course she misinterprets the looks, making it all about herself.

Cordelia: From the pyramid.

She huffs and walks off to her friends. Buffy takes it in stride.

Willow: (apologetically) Yeah well, I still bet patrolling was way better, 'cause, wow, important.

Buffy: Well, I thought I saw a-a four-legged demon. (Willow nods expectantly) But i-it was just a dog.

Oz: A were-dog?

Buffy: Regular.

Xander: Tough luck.

Buffy: Yeah.

Cordelia's conversation attracts Xander's attention. He turns his head to look at her. Buffy looks at him.

Xander: ...I wonder if she and Wesley have kissed...

He turns back to the others.

Buffy: Really bugs you, huh?

Xander: (puzzled) What?

Buffy: Cordelia and Wesley. Smooching.

Xander: Man, you read my mind.

The camera closes in on Buffy as she realizes that that may be exactly what just happened.

~~~~ Commercial Break ~~~~

The hall at school. Buffy walks in, staring at the floor, not paying attention to where she's going. Mr. Beach comes out of the cafeteria, and she runs into him.

Mr. Beach: Ooo! (friendly) Whoa, there. (smiles) You watch where you're going now.

Buffy: (apologetically) I'm sorry Mr. Beach. I will.

Mr. Beach: ...Students... (walks off) ...If we could just get rid of all the students... (enters his classroom)

Buffy is taken aback by his thoughts, but continues walking slowly along the corridor. A boy passes in front of her.

Boy#1: ...When I'm a software jillionaire, and you're all flipping burgers, who's the loser then?...

He heads into the cafeteria. Buffy sees a girl at the drinking fountain.

Girl#1: ...Maybe I'll take French, I said. How hard can it be? French babies learn it. (sees Buffy, but ignores her) Idiot!...

Buffy notices a group of boys loitering by the soda machine in the student lounge. One of them reaches down to pull up his very loose- fitting pants.

Boy#2: ...I swear, some day my pants are gonna fall right off...

Buffy smiles at that. She continues walking along the hall, starting to get a feel for her new power. She walks past a boy, who looks hard at her when he notices her pass by.

Boy#3: ...Buffy's so beautiful...

She stops and gives him a casual glance.

Boy#3: ...I mean, look at that body...

She casually steps back so that she's next to the boy. He certainly appreciates the opportunity to gaze at her. She strikes a pose.

Boy#3: ...God, I'd love to shove her against that locker right now and just, ooo!...

Buffy's smile instantly disappears, and she strides away, almost bumping into another boy. She takes one look at him, knows his thoughts and gives him a look of shock and disgust. She runs down the hall to the library.

Cut to the library. Giles searches through a bookcase while Buffy talks to him.

Buffy: Is this the thing? The aspect thing? Because I've gotta say, if it is, (steps in his way) it is way better than a tail. I mean, I have a hard enough time as it is finding jeans that fit right...

Giles: (trying to concentrate) Buffy, slow down. Just, um... (pulls a book from over her head) I-I'm not even convinced that (pulls another book) this is genuine mind-reading. (goes down the stairs, Buffy follows) I mean, y-you're most likely projecting your...

Buffy: (interrupts) When I walked in a few minutes ago you thought, 'Look at her shoes. (sits on the study table) If a fashion magazine told her to, she'd wear cats strapped to her feet.'

He turns and gives her a look of open-mouthed amazement.

Giles: I, um... ...The demons are telepathic, I should have known, that's why they don't need mouths... (gestures) Of course. The demons are telepathic.

Buffy: I know. You just told me. (gets an inquiring look) That's why they don't need mouths. And you should have known.

Giles: (amazed) Ah, uh... This is astounding.

Buffy: It was happening out in the hallway. I mean, Principal Snyder has 'Walk Like an Egyptian' stuck in his head. And the boys of this school are seriously disturbed. It's weird, but Giles, think about it. I mean, think about what I could do.

Giles: Oh, it could be very useful. You could, uh, anticipate your opponent's every move, uh, turn his plans against him.

Buffy: (upbeat) Oh, way better than that!

Cut to Buffy's English class. Xander and Willow are also there. They are right in the middle of discussing 'Othello'. The teacher, Ms. Murray, is near the back of Buffy's row.

Buffy: Jealousy!

Ms. Murray: (turns to Buffy, surprised) Buffy! Right. (walks to the front of the class) Very good.

Buffy smiles to herself.

Nancy: ...I knew that...

Ms. Murray: Jealousy is the tool that Iago uses to undo Othello. But what's his motivation? What reason does Iago give for destroying his superior officer? ...'Cassio has my place. 'Twixt my sheets he's done my office.'...

Buffy: (concentrates) Well, he was passed over for promotion. Cassio was picked instead. A-and people were saying that Othello slept with his wife.

Willow: ...Buffy did the reading? Buffy understood the reading?...

Buffy is hurt by that comment.

Xander: ...When did she study? Was I supposed to study? (naughtily) Miss Murray's kinda hot...

Buffy looks back at him, disturbed.

Nancy: ...I was gonna say Cassio. Uh! I hate her...

Buffy smiles smugly at Nancy.

Ms. Murray: Any other reasons?

Nancy: (blurts out) Race!

Ms. Murray: Um... good, Nancy.

Nancy smiles smugly at Buffy.

Ms. Murray: Can't overlook that.

Buffy hears the thoughts of a boy sitting behind and to her right on the other side of Willow.

Ms. Murray: (in the background) Just like now, the world of Shakespeare has its own... (inaudible)

Freddy: ...Look at them scrambling for the teacher's praise like pigeons for old bread crusts...

Ms. Murray: (in the background) You could make the argument that the two slights against Iago, that were pointed out earlier, that they wouldn't have bothered Iago as much if he...

Buffy: (quietly to Willow) Will. Who's that guy?

Willow: (glances quickly, quietly to Buffy) It's Freddy Iversen. He writes those editorials for the school paper. He's sardonic.

Ms. Murray: (in the background) Iago makes a lot of references to Othello's color, but he never specifically cites race as a motive.

Buffy turns back to the front.

Freddy: ...Bread crusts. That's deep. I should write that down...

Ms. Murray: Is there something else at work here? (scans the class for responses)

Buffy: Well, he um, he sort of admits himself that his (inhales deeply) motives are... (concentrates, Ms. Murray looks at her thoughtfully) spurious?

Ms. Murray listens intently, interested in where Buffy is going with this.

Buffy: He, um, he does things because he e-enjoys them.

Nancy fumes, annoyed that Buffy is stealing her thunder.

Buffy: It's like, he's not, he's not really a person. He's, uh...

Willow listens, raising her eyebrows in anticipation of whatever's coming.

Buffy: ...the... dark half of Othello himself.

Willow: Whoa!

Xander: ...Whoa!...

Other students are equally impressed, and chime in and give her looks. Ms. Murray walks out from behind her desk, completely amazed by Buffy's insights into Othello.

Ms. Murray: Buffy. Really. Very astute! I said something quite like that in my dissertation.

Buffy: I know. (realizes her faux pas, tries to cover it) Uh, I mean, I agree. With that. (smiles weakly)

Buffy gives Nancy a triumphant glance. Nancy looks down, defeated, and takes notes.

Ms. Murray: Yes, and doesn't that also explain Othello's readiness to believe Iago? Within seconds he turns on Desdemona. He believes that she's been unfaithful. And we're all like that.

The camera closes in on Buffy, as she considers how this applies to her own life.

Ms. Murray: We all have our little internal Iagos that tell us our husbands or our girlfriends or whatever don't really love us. We can never really see what's in someone's heart.

Dissolve to Angel's mansion. He's walking toward the heavy, dark drapes drawn across the still-damaged atrium entrance, apparently groggy after just getting up, when Buffy suddenly pulls them aside to enter. He quickly jerks back from the column of light that instantly shines into the room.

Buffy: Oh! Sorry! Sorry about the... daytime. I just ducked out of school, and that's when they have it.

The curtain falls back to partially cover the doorway again, but she doesn't draw it closed. Instead they both start moving into the main room to the couch.

Buffy: Um, you look good. I mean, I-I know I saw you last night, but sometimes things can change real quick.

She sits on the couch, and he plops down next to her, still trying to shake the sleep from his eyes.

Buffy: I mean, really quickly. Listen to me, I'm talking like Faith.

He gives her an inquiring look. She looks at him for a reaction. When she doesn't get one, physically or mentally, she keeps fishing for one.

Buffy: Y'know, not that she was so bad to have around.

She looks at him, her expression full of concentration.

Buffy: Y'know, before the evil.

Angel just sits there.

Buffy: Y'know, I think she was hurting a lot. (stammers slightly) And some people, protective type people, might be drawn to that, I-I guess.

She continues staring hard at him while he just sits there, expecting something but getting nothing. Buffy cranes her neck forward in disbelief. She ought to be getting something at least. She tries again.

Buffy: Well, the thing about Faith...

Angel: (interrupts) You can't get into my mind.

She gives him a surprised look. Apparently he's figured it out.

Buffy: How did you... (taken aback) Why not?

Angel: It's like the mirror. The thoughts are there, but they create no reflection in you.

Buffy leans back into the couch and crosses her arms. Angel stands up.

Angel: You got your aspect of the demon.

He leans on a far corner of the couch, rubbing his hands while he looks at her.

Buffy: Yeah. Giles doesn't know how long it's gonna last. I-it's okay. A-a little headachy but...

Angel: (interrupts) You don't have to play games with me, Buffy. Ever.

Buffy: Well, you're not exactly Joe Here's-What-I'm-Thinking.

Angel: (opens his hands) So ask me.

Buffy: (with a hint of sarcasm) Oh, but that would've made sense.

Angel: What do you wanna know about? Faith? How I felt kissing her? Pretending to have no soul, watching you suffer?

Buffy: (shrugs, looking slightly hurt) Well, since you bring it up.

Angel: I hated hurting you. More than I could stand.

Buffy: Look, the thing about Faith... (sighs heavily) I'd understand. (looks away) Y'know, she has that whole bad girl thing working for her.

Angel: Kissing her meant nothing. I-I don't want a bad girl. I've done that before.

She looks at him. He can see she's going to need more assurance than that, and moves around the end of the couch.

Angel: I've lived a long time, Buffy, and I'm past that. (sits) I've been with dozens of girls like her. More.

Buffy: (not liking this) Oh, this honesty stuff is fun. (smiles ironically)

Angel: (looks at her, shaking his head) And there's no comparison. In two hundred and forty-three years I've loved exactly one person.

Buffy: (likes that better) Oh.

She moves closer to him.

Buffy: It is me, right? (smiles, looking for more assurance)

Angel: Next time, just ask.

Buffy: (quietly, accepting that) Okay. (looks down)

Angel: And Buffy, (she looks up) be careful with this gift. A lot of things that seem strong and good and powerful, they can be painful.

Buffy: (playfully) Like, say, immortality?

Angel: (deadpan) Hmm, exactly. I'm dying to get rid of that.

Buffy: (raises her eyebrows, smiles) Funny.

Angel: (looks at her) I'm a funny guy.

Cut to the library. Buffy is sitting on one corner of the study table with Willow next to her in a chair. Oz and Xander sit across from them. Cordelia is leaning against the stair railing, while Wesley and Giles stand near the head of the table.

Xander: (worried) She can read our minds, our every impulse and fantasy?

Buffy: Every one.

Xander: ...Oh, God!...

Cordelia: ...I don't see what this has to do with me... I don't see what this has to do with me.

Willow: Well I think it's great, right? I mean, you enjoy your other slayer powers. (smiles brightly)

Buffy: (smiles back) Yeah, it'll be fun. (impressed with herself) I mean, did you see Nancy Doyle's face in English class today?

Willow: Yeah, she's super competitive. ...She's hardly even human anymore... You can tell it was just killing her. ...How can I be her friend now? She doesn't need me...

Buffy: No, I do need you.

Willow is taken aback.

Cordelia: Okay, what are you talking about? Because you are so creepy right now.

Giles: I think there must be, uh... some precedence for occurrences such as this. I'll, I'll, I'll research it. Uh, Wesley can you give me a hand?

Wesley: Of course. Where do you think we should start?

He and Giles talk about it in the background.

Buffy turns to Oz, hearing him over Giles and Wesley.

Oz: (furrows his brow) ...I am my thoughts. If they exist in her, Buffy contains everything that is me and she becomes me. I cease to exist... Huh.

Buffy wonders about that for an instant, then hears Xander.

Xander: ...What am I gonna do? I think about sex all the time. Sex. Help... (Buffy rolls her eyes) ...Four times five is thirty. Five times six is thirty-two. Naked girls. Naked women. (leers at Buffy) Naked Buffy. (jerks away, shocked at himself) Oh, stop me!...

Buffy: (disgusted) God, Xander! Is that all you think about?

Xander: (nods) Actually... Bye!

He jumps up and runs from the library.

Wesley: Xander has just illustrated something.

Giles goes up to the stack level.

Wesley: Chances are you're all going to be thinking whatever you least want Buffy to hear. It's a question, of course, of mental discipline.

Giles: (from above) He's right. There are... (inaudible)

Wesley: (glances aside) ...Look at Cordelia. (looks the other way) No, don't look at Cordelia, she's a student...

Buffy rests her chin on her hand, and gives Wesley a knowing smile.

Wesley: (looks down) ...Oh, I am bad. (looks up) I'm a bad, bad man...

He notices Buffy wiggle her eyebrows at him.

Wesley: (dignified) Excuse me.

He turns and goes into the office.

Willow: What's it like, Buffy?

Cordelia moves to take a seat at the table.

Buffy: I don't know. I mean, it's a little weird but... (imploringly) Look, please don't for a second think that I don't need you, because I do. And I wanna share this with you. It's like all these doors are opening to all these little worlds, and I can just walk right inside.

She hears Oz's thoughts again and turns to him.

Oz: ...No one else exists either. Buffy is all of us. We think, therefore she is...

Willow watches Buffy look at Oz.

Willow: ...She knows so much. She knows what Oz is thinking. I never know that! Before long she'll know him better that I do!...

Buffy: (shakes her head) No, don't think that.

Willow: (shrugs, worried) I-I can't help it, Buffy.

The implications suddenly become more clear to her.

Willow: (very upset) I'm sorry, I just can't.

She picks up her bag and quickly leaves. Oz gets up and follows, concerned for his girlfriend.

Oz: Ah, if you don't need me, I'm gonna follow the redhead.

Giles comes back down from the stack level with several books.

Buffy: I guess I won't be writing that book, 'Winning Friends through Telepathy.'

Cordelia: (leaning back in her chair) ...Whatever. I wonder when I can go... (leans forward) Whatever. (to Giles) Can I go?

Wesley pokes his head out of the office.

Wesley: Excuse me, can you hear me thinking in here? I could go out into the hall.

Buffy's had quite enough of this insanity.

Buffy: Y'know what, you stay. I'm getting a headache, I'll go.

She slides off of the table, grabs her bag and goes. Giles watches her leave with an expression of concern on his face.

Cut to the halls. It's between classes so it's busy now, and Buffy is bombarded with thoughts coming from all directions. Some are stronger than others, and are easier for her to pick out, while others just contribute to the background noise. As she goes along, she looks around at everyone, trying to determine who is thinking what.

Boy#1: ...She is so hot... Girl#1: ...I hate my body... Boy#2 crosses in front of her. Boy#2: ...I swear, I will scream from boredom... Boy#1: ...No one's ever gonna love me... Girl#1: ...What if I never get breasts?... Boy#3: ...I can't believe the test is today... Boy#1: ...I have the worst luck... Mr. Beach: (while talking with a student) ...Get rid of the students. It's that easy... Girl#2: ...What if I'm the last virgin in the world?... Girl#3: ...He has the cutest butt...

Buffy walks past Nancy talking to a group of friends. Nancy notices her as she leaves them and crosses the hall behind Buffy.

Nancy: ...Uh! I hate her...

Cut to Giles' office. He is researching, and sets his mug down when he finds something.

Giles: Here.

He picks up the book and turns around to face Wesley, who steps over to have a look.

Giles: A man in Ecuador. Quite recently.

He puts the book back down on the desk so they can both read.

Wesley: Can we contact him?

Giles: I'd say not. He can't communicate with anyone.

Wesley: Dead?

Giles: No, he's in complete isolation. (looks up at Wesley) The power... he can't shut it off.

Cut to the cafeteria. Buffy is at the serving counter getting her lunch. The background noise, both in her ears and in her head, is getting much louder because of the lunch crowd. The lunch lady scoops a spoonful of mashed potatoes onto her plate. Jonathan is standing next to her in line.

Thoughts: (overlapping)

(girl): ...It's gotta get better. Please tell me it gets better... (boy): ...I hate school... (boy): ...I never should have taken honors math. I'm too stupid...

Jonathan: ...Am I normal?...

Buffy gives him a disturbed glance, which he notices.

Jonathan: Are you through with the mashed potatoes?

She gives him a puzzled look.

Girl: I'm finally gonna get my driver's license!

Jonathan: ...She doesn't even know I'm here...

Chatter and thoughts: (overlapping)

(boy) ...I want a car so bad... (boy) ...Look at her... (boy) ...None of this matters... (boy) ...just figured that out. Why would...

Buffy puts her plate on her tray and steps away from the serving counter. The thoughts are becoming garbled, coming at her faster and faster from all directions.

Chatter and thoughts: (overlapping) (girl) I know what I'm gonna do! (girl, impatiently) ...C'mon...C'mon!... (boy) What did Mrs. Kelly say? (boy) ...Great... (girl) Didn't she wear that skirt yesterday? (boy) ...She's okay... (boy) ...He's a loser... (boy) ...She has the sweetest face I ever saw...

Freddy Iversen follows her as she goes to find a place to sit.

Freddy: ...If I stand in just the right place, I can sorta see into the armhole of her top...

Buffy becomes increasingly troubled and confused. All the thoughts are now just a big noise, mixing with the chatter in the caf, so that none of it is at all clear. Caught in a sea of confusion, she meanders between the tables aimlessly. Her eyes dart all around, trying to make some sense of the chaos, but the voices and thoughts just get louder and louder. It's too much for her, and she closes her eyes, trying to shut it out. Suddenly all of the thoughts dim, replaced by one overpowering, deeply disturbed thought.

Thought: ...This time tomorrow I'll kill you all...

She stops in the middle of the room and opens her eyes, horrified by what just went through her mind.

~~~~ Commercial Break ~~~~

The cafeteria. Shocked by what she just heard, Buffy loses her equilibrium and drops her tray. It crashes loudly to the floor. All around her the students start to applaud, and suddenly her head is once again filled with their sounds and thoughts. Buffy is too freaked out to pay their laughter any mind, and instead starts to frantically go from one student to the next, her only concern being to find out whose thought that was. She touches a boy at the table in front of her.

Boy: ...She's gone nuts...

A girl passes in front of her.

Girl: ...I hate being here...

Buffy turns wildly, touching everyone who comes within reach, trying to get the voices and thoughts under control.

Girl: ...I bet she's done that before...

She rushes to another table and touches a boy, who looks at her in surprise.

Boy: ...Buffy's such a show-off...

Jonathan passes by, and she grabs him by the shoulders.

Jonathan: (surprised) ...She touched me!...

She lets go of him, and without anyone to concentrate on, Buffy's mind is filled with thoughts.

Thoughts: (overlapping) (girl) ...Can you believe she's... (girl) ...Hello, circus... (girl) ...I'm gonna die... (boy) ...I hope I get through this... (boy) ...I can't believe it... (girl) ...I can hardly hear... (girl) ...She's not my friend!... (boy) ...She's making such a big deal...

The thoughts overwhelm Buffy, and she puts her hands over her ears in a desperate attempt to shut them out. The room spins out of control, and she becomes disorientated. Finally she snaps, and collapses to the floor unconscious. Cut to black.

Fade in outside beneath a tree as Buffy regains consciousness. Cut to Buffy's view as she wakes up. Willow, Oz, Giles, Xander and Cordelia are all leaning over her. Their thoughts flood into her mind.

Willow: ...I think she's waking up!...

Oz: ...She's okay...

Giles: ...Oh, thank goodness!...

Xander: ...Her eyes are opening...

Cordelia: ...I'm cold...

Giles: Are you alright?

Buffy looks up at them, still a bit confused.

Cordelia: I told them not to move you. They probably severed your spinal cord.

Willow gives her an exasperated look.

Buffy: I'm okay. (tries to get up)

Giles: Buffy... (helps her sit up)

Buffy: No, really, I'm okay. Listen. There's a killer in the cafeteria.

Xander: See, I've been saying for years that the lunch lady's gonna do us all in with that Mulligan stew.

Cordelia: (hits him) Xander.

Xander: I mean, what the hell's a Mulligan?

Buffy: (weakly to Giles) Someone was thinking it, they thought, 'this time tomorrow I'll kill you all.' I have to find them.

She struggles to her feet. Giles offers his support.

Giles: Wha...? D-d-did you recognize a-a-a voice?

Buffy: No.

Willow: Boy or girl?

Buffy: I don't know. I mean, it was... hardly human, it was so full of anger and pain.

She starts to walk back to the cafeteria, but as soon as she looks in that direction her mind is bombarded with a mass of indecipherable thoughts. Buffy is overwhelmed. Her eyes shoot wide open and then immediately clamp shut. Giles rushes to catch her as she begins to collapse again.

Giles: Buffy, you can't.

She briefly puts a hand to her head against the pain.

Buffy: (determined) No, I have to find them.

Oz: Are you sure they meant it?

Xander: Yeah, I mean, who hasn't just idly thought about taking out the whole place with a semi-automatic?

He gets looks from everyone.

Xander: (defensively) I said 'idly'.

Buffy: I know the difference. He... She... Whoever, they meant it. They're gonna do it.

Giles: ...She looks so tired...

Willow: ...How horrible!...

Cordelia: ...I'm not getting any warmer...

Buffy puts both hands over her face.

Xander: ...I'll bet it was Hogan...

Oz: ...Who could it be?...

Buffy: Shut up!

She sees them all looking at her.

Buffy: (exhales) I'm sorry, I... It's just... Could you guys not think so loud? Or so much?

Giles: Buffy, you should go home. I'll-I'll-I'll take you home. (takes her arm)

Buffy: Yeah, okay.

She starts to go with him, but quickly turns back to the others.

Buffy: No. Look, I need you guys to go back into the cafeteria, make a list of everyone who's there. We have to find the killer before lunch tomorrow.

Willow: (nods) We'll do it, Buffy. A list of all the students.

Buffy: Yeah. Nancy was there, she's scary. (Willow nods) And, uh... oh! Teachers, too. Uh, Mr. Beach. He-he-he thought something about, about getting rid of all the students...

Giles: Come on.

He guides her away to his car. The others head back into the school. Buffy puts her hands to her temples.

Buffy: I can't shut it out, Giles. It's like this invasion of my head. It's like there're these strangers walking around in there. (she looks back at her friends going the other way) Look at this, I can't even be around people anymore. Not that they're really clamoring to be near me anyway. Even you.

Giles: I-I-I'm sorry, Buffy. It's, uh, it's hard for all of us. But, uh, Wesley and I are, are looking for a way to help.

Buffy: But I'll be okay, right? I-I mean, even if you can't get rid of it?

Giles: You'll be fine, I promise. (walks ahead) ...If it doesn't go away, she'll go insane...

Buffy stops, watching him in disbelief.

Cut to the library. Oz, Willow and Cordelia all sit at the table while Xander paces.

Willow: I think we have everyone that was in the cafeteria. I'll do some computer work, match it against the FBI mass-murderer profiles, see if maybe we can rule some people out.

Xander: I'm still having trouble with the fact that one of us (leans on the table) is just gonna gun everybody down for no reason.

Cordelia: Yeah, because that never happens in American high schools.

Oz: It's bordering on trendy at this point.

Willow: Besides which, Sunnydale High? Center of evil and all that? Let's get to work. (picks up her notebook) We have till lunchtime tomorrow. We hope.

She stands up and goes to the computer.

Cut to Buffy's room. Her mother tucks her into bed.

Joyce: There. You look better already. (smiles)

Buffy: Thanks, Mom.

Joyce: (walks into the hall) I'm, uh, I'm just gonna get you another pillow.

Buffy: I really don't need one.

Joyce: (returns with a pillow) But you... need another blanket.

She lays the pillow on Buffy's bed and goes into the hall again.

Buffy: Uh, Mom, I'm fine!

Joyce: (returns with a blanket) How, um... How 'bout some soup? Chicken and stars?

She puts the blanket on Buffy's bed.

Buffy: Mom, please, just come sit with me? (indicates a spot next to her)

Her mother backs off slightly, reluctant to stay in the room.

Joyce: (stammers nervously) Um, I-I've, uh... I-I've got laundry.

Buffy: (confused) Why are you...? (sits bolt upright) You had sex with Giles?!

Joyce exhales, mortified that she's been found out. She can't bring herself to utter a single word.

Buffy: (not wanting to believe) You had sex with Giles?!

Joyce: (frantically) It was the candy, (turns, walks out) we were teenagers...

Buffy: On the hood of a police car?!

Joyce stops in her tracks and faces her daughter.

Joyce: (tries to pull herself together) I'll be downstairs. You feel better. (hurries away)

Buffy: (in utter disbelief) TWICE?!

Cut to the library. Willow is behind the checkout counter, explaining her strategy to the others.

Willow: Okay, I've taken our list and narrowed it down to a dozen strong suspects.

She hands everyone two sheets of paper.

Willow: Here are your personalized assignments.

Xander: (sarcastically) Ooo, I was hoping there'd be assignments!

Cordelia: (smiles broadly) I think I should work with Wesley.

Xander: You have no shame.

Cordelia: Oh, please, like shame is something to be proud of?

Willow: (annoyed) Be quiet!

They look at her in surprise.

Willow: (frowns) Sorry, b-but this is important. Okay, talk to everyone on your list, an-and use the sample questions.

They all just stand there reading their assignments.

Willow: (annoyed) Today, people!

Xander slides off of the counter and heads out followed closely by Oz. Cordelia gives Willow a bitchy look, but picks up her purse and goes also.

Willow: Oh! Write neatly, a-and label your worksheets. (smiles)

Cordelia shoots her another look.

Cut to later. Willow is interviewing Jonathan in the library. He's sitting at the study table while Willow stands behind him, playing the role of the detective.

Willow: Fantasies are fun, aren't they Jonathan?

Jonathan: (unsure) I-I guess.

Willow: We all have fantasies where (steps around him) we're powerful, (sits on the table) and respected, where people pay attention to us.

Jonathan: (noncommittally) Maybe.

Willow: But sometimes the fantasy isn't enough, is it Jonathan. Sometimes we have to make it so people don't ignore us. Make them pay attention. You know what I'm talking about, don't you.

She looks at him expectantly.

Jonathan: Um, you w-w-want me to pay attention?

She looks down at the table, disappointed.

Cut to the outside basketball courts. Members of the basketball team are shooting hoops.

Hogan: This is for the yearbook?

Oz: Yeah, 'Personality Profiles'.

Hogan: Uh, can you ask it again?

Oz: Sure. (reads his sheet) Do you ever feel that you've created a false persona for yourself, (looks up) the guy who does everything right, (reads his sheet) and how much of a strain (looks up) does it put on you to maintain it?

Hogan looks thoughtful.

Hogan: Huh. Wow, I guess... moderate strain? (Oz writes on his sheet) Is that a good answer? I wanna get this right.

Oz: (considers) Yeah, that's good.

Cut to Mr. Beach's classroom. He's wiping his notes of Henry VIII from the chalkboard. Cordelia enters.

Cordelia: Hi, Mr. Beach. (he faces her) I was just wondering, were you planning on killing a bunch of people tomorrow? Oh, it's for the yearbook.

She smiles sweetly at him.

Cut to the stairs opposite the student lounge. Xander is interviewing a group of girls on the steps.

Xander: Okay, so turn-offs include smoking, insensitive men, and Birkenstocks. Now, your idea of the perfect romantic evening. (points) Katie, let's start with you.

Cut to the school newspaper office. Oz opens the door and looks in, only to find no one there.

Oz: Freddy?

He comes in and looks around. On the wall hang framed issues of the Sunnydale High Sentinel. The headlines read 'Teachers Fail Competency Exam', 'Drop-Outs Find Happiness' and 'Apathy on the Rise, No One Cares'. Oz turns and leaves the office. The camera pans down behind the desk to reveal Freddy hiding there.

Cut to a view of the town that night. Cut to Buffy's room. She is standing by her open window, looking out over the street. A man walks past.

Thoughts: (overlapping) (man) ...I should've just quit. No job's worth that crap... (wife) ...Look at him smiling. Like he thinks I don't know about her... (woman#1) ...I can't wait to tell him we're gonna have a baby!...

Buffy closes her eyes in despair, then reopens them, looking sadly out. The thoughts start to merge.

Thoughts: (overlapping) (husband) ...She doesn't know a thing... (woman#1) ...I'm so happy!... (husband) ...I can't believe I'm getting away with this... (woman#2) ...One more drink, that'll do it... (child) ...They're fighting again...

Buffy pulls her window shut and turns away to her bed, but the thoughts won't stop.

Thoughts: (heavily overlapped) (man) ...Twenty years with that company... (husband) ...She wants me to do it again! Alright!... (wife) ...You think I can't smell her perfume?... (woman#2) ...It's just a little drink...

Buffy lies down and pulls up the covers, putting her hands to her head in a vain, painful effort to shut everyone out.

Thoughts: (heavily overlapped) (man) ...He shouldn't even be the boss... (woman#2) ...The bottle's almost empty anyway... (man) ...I should've had a promotion a long time ago... (woman#1) ...If it's a girl, I'm never doing it again... (wife) ...Wait till next time he comes home smelling like that... (woman#1) ...If it's a boy, maybe Richard'll act like a father... (husband) ...Maybe I'll run away with her... (man) ...I should've just quit... (woman#2) ...He's such a show off...

Desperate for some peace, Buffy grabs a pillow and covers her head with it.

Cut to the library. Giles and Wesley are researching and preparing the beginnings of a potion. Wesley grinds some herbs while Giles comes back to the table with more vials of liquid to add to the dozen already on the table.

Wesley: Well, it seems to be coming along alright.

Giles: Yes, Buffy is being driven mad, we have no proof that this is gonna work, and it still requires the heart of the second demon, which we have no idea how to get without the Slayer.

He whips off his glasses and drops them onto the table in disgust, then puts his fists on his hips.

Wesley: Negative thinking doesn't solve problems.

He walks to the office as Giles sits at the table.

Giles: Who is going to get the demon heart? (to himself) Berk.

Cut to the park. The other scabby demon flies through the air and lands heavily on a picnic table, crushing it. Angel runs up to it as it stands back up. The demon punches Angel in the face and tries for another shot, but Angel blocks it and backhand punches the demon in the face. He tries to punch the demon again, but the demon grabs his fist and tries to punch him instead. Angel ducks the shot and throws the demon onto another picnic table. The demon back-rolls up to a standing position. Angel jumps up onto the table and punches the demon hard in the chin, making it flip over into a sloppy back layout. It comes down on the edge of the table and slides off, landing on its butt. As it scrambles to its feet, Angel jumps down to meet it. It manages to land a punch to his face, then grabs him and shoves him against the table. Angel takes its arm, heaves himself to his feet and swings the demon around and into the jungle gym. The demon hits the ground hard, but isn't fazed and immediately gets up swinging a backhand right to Angel's face. He log rolls in midair as he falls to the ground, stunned. The demon runs off, and Angel quickly gives chase.

Cut to Buffy's room. Morning has come, but she is still sleeping restlessly, tossing her head and moaning. Her mother is sitting by her bed, watching and worrying. She gets up, wraps her blanket around herself and goes to the window, pulls back the curtain and looks out.

Cut to the school. Cut to the student lounge, where Willow is interviewing Nancy before classes start.

Nancy: Do I often imagine classmates are spying on me or otherwise acting suspiciously?

Willow: (nods) Right.

Nancy: (frowns) Not till just now.

Willow marks her sheet, but the irony of the comment isn't lost on her.

Cut to a table by the vending machines, where Xander is talking to Larry while he's having a snack.

Larry: What? Talk louder, dude.

Xander: (edgy) I'm just saying it's gotta be frustrating. Having the secret. You gotta be kinda filling up with resentment. Unexpressed rage just waiting to burst out. Today at lunch?

Larry: (loudly) What secret? Being gay?

Xander looks around at everyone around them, startled by Larry's unexpected frankness. Larry takes Xander's reaction well.

Larry: Man, I'm out! I'm so out I've got my Grandma fixing me up with guys. (sips his soda)

Xander: (smiling nervously) That's um... Nice.

Larry: (concerned) But it sounds like, um, you're having a rough time with it?

Xander shakes his head, taken aback by this turn of events.

Larry: Look. Just do it.

Behind them Freddy hurries by.

Larry: (points) That weird Freddy Iversen guy that does the school paper?

Xander: He's gay?

Larry: No, dude. But I'd bet he'd put in, like, a 'Coming Out' announcement for you. Something tasteful.

He gives him an encouraging look as he takes another sip of his drink. Xander is dumbfounded.

Cut to the door of the school paper's office. Oz tries the door, but finds it locked. He knocks.

Oz: Freddy?

The camera pulls back around a corner, where Freddy has just stopped short upon hearing Oz's voice. He turns and quickly walks away.

Cut to the library. Everyone is reporting back to Willow. Their surveys are arrayed on the table.

Willow: He's the only one we couldn't find?

Oz: Yeah, Freddy Iversen.

Cordelia: The newspaper guy? But we can't figure out it's him without the worksheet, right?

Xander steps up with the latest issue of the school paper and sits on the edge of the table as he opens it to read aloud.

Xander: But we do have this, people. Today's editorial, titled 'The Big Game Draws Mindless Brain-Dead Mob'.

Cordelia: (gets up) Does he mention the cheerleaders? Because we were on! (reads over his shoulder)

Cut to Buffy's room. She moans restlessly in bed, putting her hands to her ears. Joyce and Giles are standing by her door watching her. He takes off his glasses and rubs the bridge of his nose.

Joyce: I can't stand this. I keep wondering if I'm hurting her with my thoughts.

Giles: You're not. Not anymore. She can't pick one thought out of the... out of the din.

Suddenly there is a pounding at the front door. They both run to the stairs. Cut to the foyer. Wesley hurries to open the door as Giles and Joyce scramble down the steps. Wesley grabs the knob and pulls the door open wide, getting out of the way so Angel can rush in out of the daylight. He has a heavy blanket over himself and smoke is rising from it. He pulls it off and lets it fall to the floor, revealing a flask containing a blue fluorescent liquid.

Angel: I got it.

Cut to Buffy's room. Angel sets the flask on her nightstand and sits on her bed. She wakes as he pulls her to a sitting position.

Buffy: (semi-consciously) No, no.

Angel: I'm gonna help you.

He gently holds her up and reaches for the flask. He puts it to her lips. She struggles weakly, but can't resist taking a few swallows. Angel puts the flask back on the nightstand and gently lies her back down, cradling her head in his hands. She seems to be in less pain as he kisses her forehead and then sits back up. Suddenly she twists in her bed and lashes out with her arms, apparently going into convulsions. Angel grabs her by the shoulders and struggles to hold her down.

Angel: Giles!

Cut to the quad at Sunnydale High. Larry walks down the steps as Oz, Willow, Xander and Cordelia march across the quad on their mission. The camera stops and pans up to the clock tower.

Cut to the view from the balcony of the clock tower. The camera pulls in from a view of the students below and backs into the tower. Standing there is Jonathan, looking down at a case on the floor. His brow is beaded with sweat as he bends down to open it. Inside is a high-powered sniper rifle disassembled into its main components: stock, barrel, receiver with scope and bolt. He lifts out the receiver to begin assembly.

~~~~ Commercial Break ~~~~

Buffy's room. Angel is holding her hand. He kisses it as she wakes. She looks over at him, and he looks back.

Buffy: Angel?

Joyce sits down at the end of her bed. Behind her are Giles and Wesley.

Joyce: Thank God. A-are you alright? Do you hear thoughts?

Buffy concentrates for a moment.

Buffy: (half-smiling) No. (to Giles) Did you find the killer?

Cut to Freddy's office. He is working at his desk. Oz, Willow and Cordelia come in through the front door. Freddy stands up and is about to exit through the side door when Xander comes through it, heading him off. He backs up to his desk.

Freddy: Okay, Oz. (sits) You got me. What are your friends gonna do? Hold me down?

Willow: (ticked off) You better believe it, buster!

Oz shoots her a glance.

Willow: You can't threaten a big murder without getting us pretty darned ticked.

Freddy: (confused) Murder? What murder? (to Oz) You're not here about the review?

Oz: The review?

Freddy: Yeah. (looks for it) Last Thursday.

He hands Oz the paper, who reads it while Xander looks over his shoulder.

Oz: 'Dingoes Ate My Baby played their instruments as if they had plump Polish sausages taped to their fingers.' Willow gives Freddy a look of dismay.

Freddy: (apologetically) Sorry man.

Oz: (considers) No, it's fair.

He puts the paper down on Freddy's desk. Willow strokes his arm comfortingly.

Freddy: I just get a lot of hate mail, and I thought you were gonna come and deliver some personally.

Cordelia sits on his desk and picks up a few letters to the editor.

Xander: Hey, if you find any tasteful announcement about me from Larry...

Willow: (interrupts) Xander, we have to find a way to figure this out.

Cordelia: We have no shot. The killer could be anyone. We lose.

Willow looks at her despairingly. Buffy appears at the door Buffy: We still have a few minutes.

They all turn to look at her.

Willow: Buffy!

Xander: You're okay! Can you hear thoughts?

Buffy shakes her head.

Xander: (disappointed) Just when I wasn't thinking about sex.

Buffy: Okay, here's the new plan: We're gonna get Snyder to evacuate the school. I just hope the killer's not waiting outside.

Cordelia: (reads one of the letters) 'By this time tomorrow you'll all know what I've done. (everyone listens) I'm sure you'll understand that I had to do it, and although death is never easy, it's the only way.' (annoyed) God! Doesn't anybody write in to praise the Cheerleaders?

Willow takes the letter from Cordelia.

Cordelia: We are so unsung.

Willow: (reads) Jonathan. Oh! I had him in my grasp! The slippery weasel!

Buffy: (commandingly) Split up. Find him!

She turns and leaves the office. The others follow suit. Freddy is left just sitting there, completely mystified.

Cut to the clock tower. Jonathan picks up the stock and snaps it into place on the back of the receiver.

Cut to an empty classroom. Oz opens the door and leans in, scans it quickly, then leaves when he sees no one there.

Cut to the clock tower. Jonathan picks up the bolt and begins to insert it.

Cut to the library. Willow comes running through the doors.

Willow: Jonathan? Are you in here?

She sees that it's deserted and hurries out to continue her search.

Cut to the clock tower. Jonathan picks up the barrel.

Cut to the cafeteria. Xander bursts in through the side doors.

Xander: Jonathan! Jonathan!

He scans the room, and his attention is caught by something at the serving counter.

Xander: Ooo, Jell-O!

Open-mouthed and salivating, he heads for the kitchen.

Cut to the clock tower. Jonathan lifts the barrel high and carefully starts to mount it onto the receiver.

Cut to the student lounge. Cordelia is doing a student-to-student search and roughly pulls one boy around to check his face. It's not him, so she quickly moves on to the next one, grabs him by the shoulders and looks hard at him. She shoves him back when she sees he's not Jonathan either.

Cut to the clock tower. Jonathan twists the barrel, locking it into place. The rifle is now fully assembled, and Jonathan looks at it intently.

Cut to the quad. Buffy moves quickly through the crowd of students, looking all around for Jonathan. She sees Larry talking to some people here, Nancy sitting and reading a book there. Buffy notices the clock tower above Nancy, and shields her eyes as she looks up at it. There she sees Jonathan, just visible through an open shutter. He leans into the light, and Buffy sees the rifle in his hands. She thinks fast about how to get up there to stop him and runs across the quad to the stairs. There she takes another look up, then jumps onto the stair railing and runs up it. This attracts the attention of the students, including Nancy who looks up from her reading. Buffy reaches the top, stops and leaps up, grabbing the gutter at the edge of the roof. She swings her body forward and pushes off with her feet to do a kip up to a front handspring, flipping herself up and over onto the rooftop.

Nancy: (unimpressed) Uh! I could've done that.

She frowns and returns to her reading.

Cut inside the clock tower. Jonathan pulls a cartridge from his pocket and inserts it into the receiver.

Cut outside. Buffy runs across the roof tiles.

Cut inside the clock tower. Jonathan pushes closed the bolt, chambering the bullet.

Cut outside. Buffy is still running.

Cut inside. Jonathan looks up as Buffy crashes through the shutters of another window. She drops to the floor as she lands. Jonathan swings around, startled, pointing the rifle at her. Buffy looks up and freezes.

Jonathan: (angrily) Get away from me.

Buffy slowly rises to her feet.

Buffy: (watching the gun) Okay, Jonathan, you wanna point that somewhere else?

Jonathan: (desperately) Don't you try and stop me.

Buffy: (holds up her hands) No, no stopping. (takes a slow step) Just here for the view. Hey, look, (points) City Hall.

Jonathan: (determinedly) Go away.

Buffy: (calmly) Never gonna happen.

Jonathan: You think I won't use this?

Buffy: (steps forward) I don't know, Jonathan, I just...

He reacts defensively, aiming the rifle directly at her.

Jonathan: Stop doing that!

Buffy: (confused) Doing what?

Jonathan: (hurt and confused) Stop saying my name like we're friends. We're not friends. You all think I'm an idiot. A short idiot!

Buffy: I don't.

They look at each other for a moment.

Buffy: (shrugs) I don't think about you much at all. Nobody here really does. (pauses) Bugs you doesn't it? You have all this pain and all these feelings, and nobody's really paying attention.

Jonathan: You think I just want attention?

Buffy: No, I think you're up in the clock tower with a high-powered rifle because you wanna blend in. Believe it or not, Jonathan, I understand about the pain.

Jonathan: (incredulously) Oh, right. 'Cause the burden of being beautiful and athletic, that's a crippler.

Buffy: (reconsiders) You know what, I was wrong. You are an idiot. (intensely) My life happens to, on occasion, suck beyond the telling of it. Sometimes more than I can handle. And it's not just mine. Every single person down there is ignoring your pain because they're too busy with their own.

She moves toward the window.

Buffy: The beautiful ones, the popular ones, the guys that pick on you... Everyone.

She looks down at the quad. Jonathan steps up as well.

Buffy: If you could hear what they were feeling, the loneliness, the confusion... It looks quiet down there. It's not. It's deafening.

She looks down at the floor and then turns to him.

Buffy: You know I could've taken that by now.

Jonathan: (nods sadly) I know.

Buffy: (holds out her hand) I'd rather do it this way.

After a moment he hands her the rifle. She takes it and pulls back the bolt, ejecting the bullet. It clangs loudly against the wall and falls to the floor. She puts the rifle down.

Jonathan: (shaking his head) I just wanted it to stop.

Buffy: Yeah, well, mass murder? Not really doctor recommended for that kind of pain. (Jonathan looks puzzled) Besides, prison? Y'know, it's a lot like high school, only instead of noogies...

Jonathan: (interrupts, confused) What are you talking about?

Buffy: Actions having consequences, y'know, stuff like that.

Jonathan: Well, I... (glances out the window) I-I wouldn't ever hurt anybody!

Buffy doesn't understand.

Jonathan: I came up here to kill myself.

Buffy is shocked, realizing the murderer hasn't been found.

Cut to the cafeteria kitchen. Xander is creeping around, looking for the Jell-O. He spots a tray full of red Jell-O and picks up a bowl. Just as he is about to eat it he realizes someone is watching him and looks up. There he sees the lunch lady tipping a large box of rat poison into a huge, bubbling stew pot on the stove. She looks back at him, caught red- handed. They both freeze, Xander with his mouth wide open about to chomp on the Jell-O, she letting the rat poison pour. Xander moves first, dropping the Jell-O and running. She puts down the rat poison, grabs a cleaver from a cutting board and gives chase.

Cut to the cafeteria. Xander comes running through the kitchen doors. He grabs a boy's tray and throws it on the floor.

Boy#1: Hey!

Xander: Rat poison!

He grabs a table and overturns it, knocking the boy seated there to the floor as well.

Boy#2: Whoa!

Xander: Rat poison!

He throws over another table, then runs to a third, where he shoves all the food to the floor.

Xander: Drop your spoons! Step away from the spoons!

The lunch lady rages into the cafeteria. Xander tries to run, but slips on the food he just knocked down and falls to the floor. She approaches him fast, waving the cleaver in her hand. She raises it and is about to swing down, when Buffy appears by her side and catches her wrist. The lunch lady gives her a furious look.

Buffy: Okay, let's calm down.

Lunch lady: (breaks down tearfully) Vermin. You're all vermin! You come in here and you eat and you eat... Filth!

Buffy: (matter of factly) I don't see this being settled with logic.

She wrenches the lunch lady's arm down, then back the other way, making the cleaver go flying. It hits a vending machine and falls to the floor. The lunch lady tries to punch Buffy, but she ducks it and delivers a solid punch to her gut and two more to her face. She follows that with a roundhouse kick and a full spinning wheel kick, which sends her stumbling backward into a seated student. She knocks him over and they both fall to the floor. She remains there unconscious. Buffy stays her attack and looks down at Xander.

Cut to the front of the school the next morning. Willow and Buffy arrive.

Willow: So you're feeling better about Angel?

Buffy: Well, we talked. Then he ripped out the heart of a demon and fed it to me, and, and then we talked some more.

They climb the steps.

Willow: See, that's how it should work!

Giles: (meets them) Morning.

Buffy: Hey, Giles.

Willow: Oh, I should get to the Yearbook office. I'm gonna give them the murderer profiles. They're really a good read! (walks off)

Giles: Bye.

Buffy: See ya.

They continue walking.

Giles: How are you?

Buffy: (smiles) Loving the quiet. Nobody in here but me.

Giles: Jonathan? How's he?

Buffy: Pretty crappy. His parents are freaking, he got suspended. And toting a piece to school, not exactly winning him a place with the 'in' crowd. But I think he's dealing.

They turn onto the grass.

Giles: It was good of you to check on him.

Buffy: Well, it's nice to be able to help someone, in a non-slaying capacity. Except he's starting to get that look, y'know, like he's gonna ask me to Prom.

Giles: Well, it'd probably be good for his self-esteem if-if you, um...

Buffy: (interrupts) Oh, come on, what am I, Saint Buffy? He's like three feet tall!

Giles: I'm glad to see you've recovered from your psychic encounter more or less intact. Feel up to some training?

Buffy: Sure. We can work out after school. Y'know, if you're not too busy having sex with my mother.

She walks off annoyed. Behind them two boys stop and stare after hearing that comment. Giles stares after her, very taken aback, and walks smack into a tree.

END Credits.

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