6x14
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         8     INT. HYPERION - LOBBY. DAY.                              8

               Angel holds up the blueprints and peers at them. After a
               beat, he turns them on their side, then upside down, then
               shakes his head and passes them over to Taylor.

                                   ANGEL
                         What am I looking at, Sonia?

                                   SONIA
                         I don't know, do I, that's why I
                         brought them here! I could tell
                         it's some kind of machine but what
                         it does, I have no clue. 

                                   TAYLOR
                         Me neither, we need to find
                         somebody who knows more about this
                         sort of thing.

                                   ANGEL
                         If Wolfram & Hart are going to this
                         much trouble to build it, I'm
                         figuring it's not gonna be a snow
                         cone maker.

                                   TAYLOR
                         Maybe it's a weapon of some kind?
                         Looks like there's a lot of power
                         cells and things attached to it,
                         whatever it does must need a lot of
                         juice.

                                   SONIA
                         I was thinking we could try and
                         find some artificer demons, I know
                         there's a bunch of them in LA,
                         making and fixing things is kinda
                         their specialty.

                                   ANGEL
                         Okay, you three head back out and
                         see what you can find. Don't waste
                         any time, something tells me
                         they're gonna get this thing
                         together quick if we don't stop
                         them.

                                   CONNOR
                         No problem.

                                   SONIA
                         I stuck a tracking device on the
                         crate they took, but it's signal's
                         too weak to get a location at the
                         moment.

                                   ANGEL
                         That's okay, start with what you
                         know for now. Take Connor and Skye
                         with you.

                                   ILLYRIA
                         Am I to remain?

                                   ANGEL
                         Yeah, you we need, stay here.

               Sonia, Connor and Skye head back out as Angel beckons for
               Illyria to follow. He leads her over to the area of the lobby
               floor covered with magic circles, and Illyria cocks her head
               as she studies them.

                                   ILLYRIA
                         What is the meaning of-

                                   WESLEY (O.S.)
                         They're for me, Illyria.

               Illyria looks up as Wes walks over, and Angel takes his cue
               to leave them to talk.

                                   WESLEY (cont'd)
                         Angel believes there's a way to
                         restore my physical form, so he,
                         Spike and Taylor have been setting
                         up a series of circles and
                         enchantments in the hope that one
                         of them will work.

                                   ILLYRIA
                         But... Why is this? I thought you
                         believed your presence here was
                         dangerous to the fabric of this
                         dimension, why would you risk
                         aggravating that?

                                   WESLEY
                             (smiles)
                         Look around you, Illyria. I've been
                         back a few weeks already, and it
                         seems my fears were somewhat
                         exaggerated.
                         I'm confident that this procedure,
                         if it succeeds, won't create any
                         new problems.

                                   ILLYRIA
                         I see... And what then? When you
                         have your physical form back, what
                         next?

                                   WESLEY
                         I was thinking I might go for a
                         walk.

                                   ILLYRIA
                         A walk?

                                   WESLEY
                         You'd be surprised what little
                         things you miss when they're
                         suddenly taken away, you know. I
                         mean, I can walk around now, but
                         I'd like to take a stroll round the
                         park and be able to touch and feel
                         the scenery around me, instead of
                         worrying about getting stuck inside
                         it.

               Illyria manages a brief smile at Wesley's humour, but quickly
               dispels it. 

                                   ILLYRIA
                         Very good. I assume you require my
                         assistance?

                                   WESLEY
                         Yes, that's something else I could
                         do with being solid for. Your
                         powers returning is a great asset
                         to us, but we have to make sure
                         they don't threaten us all again,
                         and if steps have to be taken to
                         limit your magic again, I'm the
                         only person who can really do that.
                         Taylor's a competent warlock but
                         his powers have weakened
                         considerably, and much as I respect
                         Angel - and even Spike - I wouldn't
                         trust them to make another Mutari
                         generator alone, even if I was
                         standing over them!

               Illyria looks down at the floor, and Wesley steps closer.

                                   WESLEY (cont'd)
                         Of course, if you want to leave
                         this dimension so badly, this place
                         where your previous domain holds no
                         stature, then all we have to do is
                         wait, and make sure we leave you
                         somewhere far from civilisation, so
                         that when you detonate, nobody gets
                         hurt... Is that what you want?

                                   ILLYRIA
                             (quickly)
                         No! I don't...

               She trails off, and Wes grins at her, knowing he's just made
               her admit something she normally wouldn't. Illyria scowls at
               him and lowers her head.

                                   ILLYRIA (cont'd)
                         You tricked me.

                                   WESLEY
                         I just needed to hear you say it,
                         is all. Well then, your Highness,
                         if you would stoop so low as to
                         assist us in activating these magic
                         circles, maybe I can, in turn,
                         assist you. Deal?

               Illyria looks up, then nods slowly. Wes smiles.

                                   WESLEY (cont'd)
                         Excellent.

         9     INT. WOLFRAM & HART - KITRIDGE'S OFFICE. DAY.            9

               James is on the phone as Kirsten enters.

                                   KITRIDGE
                         Excellent, good work! Report back
                         in when you're in the building.

               Ha hangs up as Kirsten hands him some papers.

                                   KITRIDGE (cont'd)
                         Looks like things are getting
                         pretty busy!

                                   KIRSTEN
                         Retrieval teams three through
                         twelve are already home, James,
                         we're halfway there, and no sign of
                         Angel, except for-

                                   KITRIDGE
                         Except for team seven, yes, I've
                         just been informed, they got the
                         item but lost their part of the
                         blueprint. Seems Angel's junior
                         squad almost interrupted one of our
                         shipments, and that can't happen
                         again. I don't care how tough these
                         mercenaries think they are, they
                         don't know Angel like I do. Call
                         the summoning division, get them to
                         call up some garren demons and put
                         one with every team.

               Kirsten nods and leaves. Kitridge lays the papers out on his
               desk and leans back in his seat, studying them.

                                   KITRIDGE (cont'd)
                             (thoughtful)
                         Why didn't you tell me about any of
                         this first, old man...?

               We leave James to his thoughts before we cut to:

        10     INT. OLD WORKSHOP. DAY.                                 10

               Sonia, Connor and Skye step through the gloom of an old
               electronics work room, dozens of trays of smaller parts on
               the wall, tools scattered around and larger, half-finished
               devices strewn at random across the workshop's floor.

               Skye starts nosing around as Sonia nudges Connor and points
               towards a light coming from behind a partition up ahead.

               She rounds the corner to see MUNCH, an elderly, grey-skinned
               artificer demon, long spines in places of his hair and long,
               double-jointed fingers working on soldering an array of
               circuit boards before him.

               A tinny radio plays as Sonia coughs to get his attention.

                                   MUNCH
                             (without turning round)
                         Yes, I heard you come in, young
                         lady, just a moment.

               Munch solders another section then turns round, lifting a
               pair of oversized glasses and squinting at Sonia.

                                   MUNCH (cont'd)
                         Oh, hello! Haven't seen you in...
                             (squints again)
                         No, sorry, you're not her. Thought
                         I recognised you, you look very
                         familiar.

                                   SONIA
                         Uh, I get that a lot. Are you Mr.
                         Munch?

               Munch nods and beams proudly at her.

                                   MUNCH
                         That's me, best pair of hands in
                         the underworld engineering
                         business! Nothing I can't fix, even
                         less I cant build to order for ya.

               Munch stands and shuffles past them over to a large, dusty
               display cabinet, filled with unusual-looking swords and axes,
               and below them an array of weapons that would look more at
               home in the Men In Black headquarters.

                                   MUNCH (cont'd)
                         What can I get you kids? I'm
                         figuring you're more of those
                         vigilante types, I get a lot of
                         those swinging by. They know old
                         Munch makes the best!

                                   CONNOR
                         Actually, we wanted your opinion on
                         something. You know, as a
                         professional.

               Connor knows that massaging Munch's ego is the best way
               forward, and Munch looks suitably smug as Connor takes the
               blueprints from Sonia's bag and unfurls them on one of the
               work surfaces. 

               Munch puts his glasses back on and peers over them.

                                   MUNCH
                         My, my, my... Haven't seen one of
                         these for a long, long time!

                                   CONNOR
                         Can you tell us what it is? We
                         think somebody may be trying to
                         build one, and we're not sure if
                         that's bad or not yet.

                                   MUNCH
                         Bad? Well, that depends on your
                         definition of 'bad,' young man, I'm
                         sure-
                             (calls to Skye)
                         Don't touch that, miss!

               Skye looks up, guiltily, and quickly puts back the small
               black object she was fiddling with.

                                   MUNCH (cont'd)
                         You hit the wrong button, it'll
                         take your fingers clean off!

               Skye takes a cautious step away from the clutter on the
               shelves as Munch turns back to the blueprints.

                                   MUNCH (cont'd)
                         Now then. You say someone's putting
                         one of these together?

                                   SONIA
                         Yeah, we think Wolfram & Hart may
                         be involved.

                                   MUNCH
                             (spits)
                         Ach! The lawyers? That can't be
                         good. You see this section?

               He points to what look like a large set of batteries at the
               back of the machine.

                                   MUNCH (cont'd)
                         That's the power cell array, needs
                         the kind of charge that'd black out
                         a whole city just to power this
                         thing for one shot!

                                   SONIA
                         So what is it?

                                   MUNCH
                         It's an Aimon Device, very old,
                         very archaic, refined over the
                         years but still does the same
                         thing.

                                   CONNOR
                         Which is?

                                   MUNCH
                         It locates spirits, ghosts and
                         whatnots, using the tracking
                         equipment here, and then drags them
                         through an energy portal that it
                         creates, making them corporeal.
                         It's a machine that turns ghosts
                         back into real people! Very
                         dangerous in the wrong hands.

               Sonia and Connor share a shocked look as they realise what
               this could mean for Wesley, before an off screen CRASH
               interrupts them.

                                   SKYE (O.S.)
                         Uh... Sorry! Was that expensive?

               As Munch sighs, we cut to:

        11     INT. HYPERION - LOBBY. DAY.                             11

               Angel holds a thick book in his hands, reading from it as he
               steps into frame.

                                   ANGEL
                         Duello catam nox periculus, via
                         habeas corporealis!

               He looks up a big grin on his face, but it quickly fades.

               Standing inside one of the circles is a now very-weary
               looking Wesley, who sighs as Spike and Taylor groan. Angel
               shrugs and tosses the book away.

                                   ANGEL (cont'd)
                         Alright, scratch that one too.

               With a comradely nod to Taylor, Wes steps out of the circle
               he was in as Taylor draws a line through it in red chalk.

                                   SPIKE
                         This is bloody hopeless, we've been
                         at this three hours now and we're
                         still no closer to putting that
                         bloody Ghostbusters reject into a
                         proper body!

               Illyria's hands are glowing a faint blue as she stands over
               the next circle in line, the circle itself pulsing softly as
               she charges it up.

                                   ILLYRIA
                         The power is not in question, each
                         of the circles contains the correct
                         amount of magical essences that are
                         required. The problem is the ritual
                         itself.

                                   ANGEL
                         Hey, I know I'm no Latin major, but
                         I'm trying-

                                   WESLEY
                         She means we haven't found the
                         right one to use yet, Angel. We
                         just need to keep trying.

                                   SPIKE
                         For how much longer? Fred spent
                         weeks trying to do the same for me,
                         and I only got all fleshy again
                         when something just landed on your
                         desk and zapped me! Chances of that
                         happening again are-

                                   SONIA
                         We got something!

               The boys turn as Sonia and Connor race from the front door
               across to them.

                                   ANGEL
                         What?

                                   CONNOR
                         We fond an old artificer demon who
                         says he's seen one of these
                         machines before.

                                   SPIKE
                         Brilliant. And?

                                   SONIA
                         And, he says he knows what it's
                         for. It's a spectral
                         corporealisation machine!

                                   TAYLOR
                         So that means...

               Taylor turns to Wes, who looks brightened up by this news,
               but Angel's dour face soon kills the mood.

                                   ANGEL
                         It means Wolfram & Hart are trying
                         to bring somebody back. And we have
                         to stop them.
                             (to Wesley)
                         Even if that means destroying their
                         machine.

               Wes doesn't look thrilled to hear this, but nods sagely. He
               knows what must be done. Angel turns back to the others.

                                   ANGEL (cont'd)
                         Let's go to work.

                                                             BLACK OUT:



                                   END OF ACT TWO
                                      ACT THREE

                                                               FADE IN:

        12     INT. HYPERION - LOBBY. EVENING.                         12

               Angel marches along the lobby, the whole team lined up before
               him. He steps back, clicking into full speechifying mode.

                                   ANGEL
                         Okay, we know the deal. Sonia's
                         managed to narrow down a list of
                         possible locations for the
                         components Wolfram & Hart are
                         looking for, each team needs to go
                         check them out. If they've already
                         been raised, move on, if not, stay
                         put until the hired hands show up,
                         and then stop them taking what they
                         need.

               With a nod, the team split into pairs - Connor with Sonia,
               Taylor with Spike and Illyria with Skye. Nina waits back with
               Angel as Wes steps over.

                                   WESLEY
                         I'm going to see if I can find out
                         who or what they could be bringing
                         back. My guess is this 'keeper'
                         character has something to do with
                         it.

                                   ANGEL
                         Same here, and if Wolfram & Hart
                         want him, that means he's bad news.

                                   NINA
                         We'll find another way, Wes.

                                   WESLEY
                             (grins)
                         I'm sure we will. For now, this is
                         more important.

               Angel nods and grabs his favourite sword as he heads for the
               front door.

               No words are needed - it's one of those majestic slow-mo
               shots as the united Fang Gang head out for a night's hard
               work. As a flare of triumphant music accompanies them, we
               dissolve to:

        13     EXT. FACTORY. NIGHT.                                    13

               Illyria and Skye are hiding in the shadows, across the street
               from a busy-looking factory as its last shift clocks off for
               the evening. Workers mill around outside, not noticing the
               black car rolling to a halt just past the factory gates.

               Skye points towards the car and Illyria nods, and the duo
               start to creep forward.

               As they get closer to the car, two more MERCENARIES step out,
               checking all around them and loading their rifles before the
               first starts to clip the wire fence around the factory.

               The second starts to light a cigarette, but is disturbed as
               Illyria dashes into frame, laying him flat with a chop to the
               back of the neck. 

               The first merc turns just in time to see Skye barreling
               towards him, and he can't get his rifle up in time before she
               knocks him back, a flurry of punches sending him slumping to
               the floor.

               Skye gives Illyria the thumbs up, but she just cocks her head
               back at her, not understanding the gesture. Skye rolls her
               eyes and fishes out a small walkie-talkie.

                                   SKYE
                         Come in Angel, this is Skye. We've
                         just nailed two of the bad guys,
                         moving on to the next site, over.

               Skye tucks the walkie-talkie away and motions for Illyria to
               follow, before she jogs off screen.

               Neither of the girls have spotted the shadowy form of the
               garren demon, watching them carefully before it HISSES and
               steals after the duo.

        14     INT. OFFICE BLOCK - NIGHT.                              14

               Taylor and Spike are sitting inside an empty, darkened
               cubicle farm office suite, Spike idly smoking as they wait
               for the next team of mercs to show up. Taylor coughs at the
               smoke, and Spike chuckles.

                                   SPIKE
                         Is this bothering you, mate?

                                   TAYLOR
                         Actually, yeah, it is.

                                   SPIKE
                         Oh, good.

               Taylor scowls as Spike carries on smoking, before Taylor
               lashes out, snatches the cigarette from Spike's lips and
               stubs it out.

                                   SPIKE (cont'd)
                         Hey!

                                   TAYLOR
                         Quit moaning, Spike, we may be here
                         a while and I don't fancy picking
                         up lung cancer while I'm stuck
                         waiting with you.

                                   SPIKE
                         Touchy, aren't we?

                                   TAYLOR
                         Not overjoyed to have to spend a
                         night working with you, if that's
                         what you mean. I tend to prefer to
                         company of people who understand
                         teamwork.

                                   SPIKE
                         Last I checked, you were a bit
                         short on them. 

               Taylor clenches his fists - but let's Spike's comment slide.
               Taylor stands and heads for the windows overlooking the car
               park below.

                                   TAYLOR
                         Can I ask you something?

                                   SPIKE
                         As long as you're polite.

                                   TAYLOR
                         What's the deal with you and that
                         Skye kid?

                                   SPIKE
                             (a little guilty)
                         'Deal'? What do you mean? There's
                         no 'deal'.

               Taylor turns round - and smirks as he realises he's finally
               got some dirt on Spike for a change.

                                   TAYLOR
                         Just saying what I see. You two are
                         pretty close, she looks up to you.
                         God only knows why, but she does.

                                   SPIKE
                         You reckon?

                                   TAYLOR
                         Yeah, seen it before. Sonia used to
                         be like that with me, I was a
                         little worried about it but then
                         she met Angel's kid, and now she's
                         got somebody her own age to crush
                         on.

                                   SPIKE
                         Hang about - you reckon Skye's got
                         a crush on me?

                                   TAYLOR
                         Jeez, you really need to start
                         opening your eyes, Spike!

               Spike considers this, a smirk creeping across his face.

                                   SPIKE
                         Always thought I was a better
                         option than Angel...

               As Spike talks happily to himself, Taylor spots something - a
               van, rolling up in the otherwise empty car park, its lights
               already out.

                                   SPIKE (cont'd)
                         Back in the good old days, we used
                         to put bets on who'd shag the most
                         girls in a week, and this one time,
                         we-

                                   TAYLOR
                         Spike! Showtime.

               Spike hops down from the desk he was sat on and scoops up a
               sword, joining Taylor by the window.

                                   SPIKE
                         Looks like our little monkeys are
                         here at last!

                                   TAYLOR
                         They'll be going straight to
                         manufacturing, we'll split up and
                         come from either side. There should
                         only be two of them, same as the
                         other teams.

               The duo head off screen.

        15     INT. OFFICES - MANUFACTURING FACTORY. NIGHT.            15

               The two new mercs pace into the high-ceilinged, open plan
               workshop area, one checking the shelves full of devices they
               pass against a photo in his hand.

               They've made it halfway down the first row when Taylor steps
               out from behind them, shotgun raised.

                                   TAYLOR
                         Sorry, boys, the last shift
                         finished an hour ago! You'll have
                         to come back tomorrow.

               The mercs spin round and SHOOT back at Taylor, who fires a
               few blasts as he ducks for cover.

               The mercs scramble for cover behind a row of large filing
               cabinets, but the first is grabbed by Spike, who gleefully
               slams his head into the closest cabinet.

               The second merc turns and SHOOTS Spike in the chest with a
               pistol, but Spike laughs the bullets off and keeps coming.
               The merc runs out of bullets, but then glances behind Spike
               and grins, throwing the gun away.

                                   MERCENARY
                         Better watch your back, vampire.

                                   SPIKE
                             (scoffs)
                         Oh, right, like I'm going to fall
                         for that-

               A low GROWLING sound behind Spike makes him turn round...

               Several feet above him, clinging to the wall by powerful
               talons, the garren demon de-cloaks itself and reveals its
               true form. It had been camoflauged against the wall, but as
               it reveals itself, purple skin and a lizard-like appearance,
               it bares its many many teeth and grins.

                                   SPIKE (cont'd)
                         Oh, bloody hell...

               The garren demon LEAPS off the wall and crashes into Spike,
               who tries to fight it off as the second merc finally spots
               what he came for, a long cylinder that looks like part of a
               car engine, and grabs it.

               Taylor leaps into frame, looking from Spike to the escaping
               merc, then back... And after an agonising moment of decision,
               aims his shotgun at the garren demon and FIRES.

               The shot hits the creature in the neck, and with a whimper it
               falls limp, and Spike shoves it off.

                                   TAYLOR
                         That's one you owe me, Spike, come
                         on!

               Taylor is already running after the merc as a cut and bloody
               Spike struggles to heft the demon's dead weight off him.
               Spike scowls after Taylor.

                                   SPIKE
                         Cocky bastard...

        16     EXT. LA - FACTORY DISTRICT. NIGHT.                      16

               Illyria and Skye are walking past several large buildings,
               Skye checking a map to see where to head next, before Illyria
               suddenly pauses, looking back over her shoulder.

               When Skye turns round, Illyria has gone, and Skye looks all
               around for any sign of her.

                                   SKYE
                         Illyria? 'Ria! Damn it!

               Skye reaches for her walkie-talkie again, but freezes when
               she senses something nearby. 

               She looks slowly up at the corner of the building ahead - and
               her unique senses can make out the outline of the garren
               demon, clinging silently to the wall in wait.

                                   SKYE (cont'd)
                             (grins)
                         I see you...

               Trying to act like she hasn't noticed, Skye begins walking
               cautiously forward again, and as she draws close, we can see
               the garren demon rear up and prepare to jump down.

               As it leaps and de-cloaks with a HISS, Skye is ready and
               dives out of the way, but the demon rolls as it lands and is
               on her in an instant, Skye trying to push its snapping jaws
               away from her neck.

               The demon is suddenly grabbed by Illyria, who WRENCHES it
               away and throws it several feet down the street, standing
               defiantly before it as it recovers and races back towards
               her, snarling viciously.

               Illyria sweeps her hand before her, casting a field of slow
               motion - but the garren is unaffected and smashes straight
               through it, knocking the startled Illyria to the floor!

               Illyria struggles against the demon as Skye rushes over, a
               small pair of sai daggers at the ready which she plunges into
               the demon's back.

               It HOWLS in pain and rears up, enough time for Illyria to
               reach up, grab its neck and SNAP it. She shoves the dead
               creature to the floor and stands, panting with exertion.

                                   SKYE (cont'd)
                         Slick move, 'Ria! Thought I'd catch
                         him out but he was too damn quick
                         for me.

                                   ILLYRIA
                         I sensed the creature but I could
                         not see it until it revealed
                         itself. How did you see it?

                                   SKYE
                             (shrugs)
                         Beats me. Guess it's part of being
                         half vampire, I've always had this
                         weird connection to demons and
                         things like that. I'm like you, I
                         can feel 'em before I can see 'em.

               The girls start to drag the demon's body out of sight.

                                   ILLYRIA
                         It is a useful skill, you will
                         undoubtedly make a fine warrior one
                         day.

                                   SKYE
                         'One day'? You saying I'm not a
                         kick ass warrior princess already?

               Illyria walks past Skye with a smirk.

                                   ILLYRIA
                         You still have much to learn.

               Skye pouts, then with a last glance at the dead demon,
               hurries after Illyria.
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