7x06
Script created with Final Draft by Final Draft, Inc.

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                                       ACT TWO

               FADE IN:

         7     EXT. MOUNTAIN BASE - EVENING                                7

               Lindsey walks out through the veil of mist to find himself
               standing at the base of a tall MOUNTAIN. The sun is setting
               far overhead, bathing the scene in a fiery orange glow.

               A small stone DOORWAY is carved out of the mountainside, and
               as Lindsey approaches it his eye falls on the various
               mystical SYMBOLS etched into it.

               Lindsey runs a hand across them, squinting as he struggles
               with the translation.

                                   LINDSEY
                             (reads)
                         And he... who seeks the means... to
                         destroy his... what is that?
                             (frowns)
                         Bowl of... fruit?
                             (shakes head)
                         Enemy. The means to destroy his
                         enemy. He must... take the leap...
                         of... 
                             (stumped again)
                         Fruit. Again.

               Lindsey sighs audibly as he shakes his head. 

                                   LINDSEY (cont'd)
                         No point in going back to Kansas
                         empty handed. 

               He strides boldly through the doorway.

         8     INT. MOUNTAIN - PASSAGEWAY - NEXT                           8

               Lindsey walks down a dimly lit passageway, tunneled out of
               the rock itself, heading for a distant light source some way
               further down.

               He stumbles on something and CURSES, fumbling in his pack in
               the dark and digging out a flashlight. 

               Using the flashlight to make his way down the corridor, he
               comes out into:

         9     INT. MOUNTAIN - CHAMBER - NEXT                              9

               The path ends abruptly, leading out a few feet over a huge
               ABYSS. Nothing but pure black below. The chamber's walls are
               too far away to reach, and there's no other way in or out.

               Lindsey shines the flashlight down into the chasm, but the
               beam can't cut through the thick darkness below, so he tucks
               it away. Flaming torches fastened to the wall provide a dim,
               flickering light.

               Lindsey paces carefully to the edge of the path, peering
               down. He fishes in his pocket for a coin, flipping it into
               the air and letting it drop.

               He waits.

               And waits.

               There's no sound of the coin hitting the bottom, so Lindsey
               steps back to the safety of the tunnel.

                                   LINDSEY
                             (calls out)
                         Is this it? A dead end? Is that
                         what I was told to come all the way
                         out here for?

               He waits, but there's no sound except the echo of his own
               voice.

                                   LINDSEY (cont'd)
                             (mutters)
                         Leap of faith...

               Lindsey strides out to the edge of the path again, looking
               around him.

               He takes a deep breath, closes his eyes - and STEPS OFF the
               edge of the path.

               Lindsey plummets down into the pit, swallowed up by the black
               in an instant.

        10     INT. DUNGEON - NEXT                                        10

               Lindsey DROPS from the ceiling and lands awkwardly in a
               small, stone-walled medieval chamber. A steel grate covers
               the only exit.

               Lindsey stays sprawled on the floor for a moment, catching
               his breath - and a pair of well-polished SHOES step into
               frame.

               Lindsey looks up and there is the VALET, a diminutive man in
               slightly disheveled Dickensian clothing, a gentleman's
               dresser from a bygone era.

                                   VALET
                         Congratulations, sir. There aren't
                         many who come this way that have
                         the spirit to take that final step.

               Lindsey keeps his eyes on the Valet as he stands.

                                   LINDSEY
                         Isn't really a hill for a high
                         stepper now, is there?

                                   VALET
                         Quite right, sir. You've proven
                         yourself worthy. So now that merit
                         is out of the way, we'll be testing
                         your valor.
                             (small bow)
                         I'll be assisting you in the coming
                         trials.

                                   LINDSEY
                         And you are?

                                   VALET
                         My name is as unimportant as my
                         background. All you need to know is
                         that I am here to aid you in your
                         impending hardships.

                                   LINDSEY
                         'Hardships'? Guess I really am in
                         the right place.

                                   VALET
                         Yes, sir. Nothing in this life, or
                         any other for that matter, is free,
                         is it?
                             (beat)
                         I'll allow you a moment to orient
                         yourself to your surroundings and
                         then the first trial will begin.
                         May I take your things?

               Lindsey hesitates, then shrugs off his pack and hands it to
               the Valet. He walks over to a long, wooden table and places
               it down.

                                   VALET (cont'd)
                         Did you bring a weapon?

                                   LINDSEY
                         Did you bring a contestant?

                                   VALET
                             (smiles)
                         Very good, sir. I have a selection
                         for you to choose from, if it
                         pleases you.

               The Valet waves his hand - and a portion of the wall behind
               him LIGHTS UP to reveal an alcove packed with WEAPONS.
               Swords, axes, daggers, the whole enchilada. Lindsey heads
               over and starts examining the weapons.

                                   LINDSEY
                         So how does this work?

                                   VALET
                         'Work,' sir?

                                   LINDSEY
                             (obviously)
                         You know, what do I do?

                                   VALET
                         You must pass three trials in order
                         to claim your prize. A test of the
                         body, the mind and of the heart.
                         Succeed in all three and you may
                         take your hard-earned possession
                         and depart. Fail, and... well, I'm
                         sure sir does not need me to stress
                         what failure here would mean.

               Lindsey glances at the Valet, then reaches up and grabs a
               beefy broadsword from the wall. He takes a few experimental
               slices through the air with it.

                                   VALET (cont'd)
                         I see sir is quite the master
                         swordsman.

               Lindsey admires the sword as he arrogantly answers the man. 

                                   LINDSEY
                         Sir is, indeed.

                                   VALET
                         Then are you ready to begin?

                                   LINDSEY
                         As I'll ever be.

               The valet SNAPS his fingers and the steel grate over the only
               doorway rises up with a series of CLANKS.

                                   VALET
                         Proceed through the gateway and
                         your first challenge will begin,
                         sir. I shall await you in the
                         fourth and final chamber.

               The Valet watches Lindsey as he approaches the doorway,
               before calling out to him:

                                   VALET (cont'd)
                         Oh! I almost forgot. One last
                         detail, sir.

               The Valet walks over and quickly presses his hand to
               Lindsey's chest. There is a quick FLASH of yellow light, and
               Lindsey staggers back a step.

                                   LINDSEY
                             (dazed)
                         What did... what did you just do?

                                   VALET
                         I'm sorry if there was a
                         misunderstanding, but life is the
                         bargain here. By entering, you've
                         placed yours in the balance.

               Lindsey looks himself up and down before it dawns on him.

                                   LINDSEY
                             (disbelief)
                         You made me human...

                                   VALET
                         I'm afraid it's one of the
                         requirements of your particular
                         trial, sir. Your previous status
                         will be restored should you
                         succeed.

               Lindsey glares at the Valet, but knows fighting him wouldn't
               do any good. He walks through the archway, ready for a fight.

                                   VALET (cont'd)
                         Good luck, sir.

               As Lindsey rounds a corner and disappears from view, cut to:

        11     INT. UTF HQ - CORRIDOR - EVENING                           11

               Spike walks down one of the UTF base's plainly-painted
               corridors, following a sign that reads 'Infirmary.'

               One of the UTF members, SEBASTIAN, steps out of a doorway
               just as Spike passes and calls after him.

                                   SEBASTIAN
                         Hey!

               Spike turns and Sebastian relaxes when he recognizes him.

                                   SEBASTIAN (cont'd)
                         Oh, Spike, it's only you.

                                   SPIKE
                         Only me?

                                   SEBASTIAN
                         Uh, I just meant that-

                                   SPIKE
                             (rolls eyes)
                         Stop clenching, mate, I'm only
                         pulling your leg.

                                   SEBASTIAN
                         Oh, yeah. I knew that.

                                   SPIKE
                         I've come to pay my nightly visit
                         to the squirt. Is she still in the
                         same place?

                                   SEBASTIAN
                         Uh, yeah, she's just in the
                         infirmary. I think David's with her
                         at the moment.

               Spike heads off and Sebastian heads on his way as Spike
               pushes the doors open into:

        12     INT. UTF HQ - INFIRMARY - NEXT                             12

               Spike sees DAVID standing by one of the empty beds in the
               well-stocked infirmary, sorting through a shipment of new
               supplies.

               He nods a greeting to Spike as Spike heads over to a bed
               nearby, his mood rapidly darkening as he heads closer.

               SONIA lies on the bed. She's pale, hooked up to a heart
               monitor and breathing apparatus, and looks every inch the
               intensive care patient she is.

               Spike pulls up a chair and seats himself next to the bed,
               staring at her for a long beat as he searches for the words.

                                   SPIKE
                         Sorry I'm late tonight, luv. Blame
                         the pack of crazed infants we've
                         got running about the hotel at the
                         moment. Place is starting to look
                         like a bleedin' daycare center gone
                         awry.

               He chuckles to himself, then peeks over his shoulder to check
               where David is. Satisfied that he's far enough away, Spike
               leans closer to Sonia - and squeezes one of her hands.

                                   SPIKE (cont'd)
                         Wes is working as hard as he can to
                         find a way to bring you out of
                         this.

               Spike trails off, grimacing in frustration and throwing his
               head back to curse.

                                   SPIKE (cont'd)
                         Truth is, everyone thinks it's my
                         bloody fault for not telling them
                         you were taking those pills
                         sooner... and I'm starting to think
                         they were right.
                             (sighs)
                         Angel may have his hands full at
                         the moment, but as soon as somebody
                         points me in the direction of
                         whatever I need to kill to help,
                         I'll...

               Spike pauses as though imagining her answer, the click of her
               breathing gear and the steady BEEP of her heart monitor for
               company.

                                   SONIA (O.S)
                         Seba...

               Spike's head shoots up - did Sonia just speak? He looks round
               the ward, but David has moved away. Spike's all alone. He
               looks back to Sonia expectantly.

                                   SPIKE
                         Was that you?

               A beat. No noise. Spike sags a little and starts to sit back
               down, when:

                                   SONIA
                             (frowning)
                         Seb...

               Spike is on his feet in a second, leaning over her and
               clutching her hand tightly. Sonia's voice was muffled by the
               tube down her throat, but it was definitely there.

                                   SPIKE
                         Sonia? Sonia! It's me! It's Spike!
                         Can you hear me? Can you-

                                   SONIA
                             (whispers)
                         Sebastian...

               Spike freezes. Sonia settles back down, and Spike realises
               she's not going to speak again for now.

               He frowns, trying to work out what she could have meant - as
               a HAND lays itself on his shoulder.

               Spike looks up to see Sebastian standing over him, his
               expression folorn as he looks down at Sonia.

                                   SEBASTIAN
                         I hope we find whoever did this to
                         her, and soon. She deserves better
                         than this.

               Spike stares up at Sebastian as he puts the pieces together,
               and Sebastian looks back at him, puzzled.

                                   SEBASTIAN (cont'd)
                         Everything alright?

               Spike narrows his eyes, but manages to break out a disarming
               grin.

                                   SPIKE
                         Lovely.

               Sebastian nods, turns, and walks away. Spike watches him go
               before turning back to Sonia. He leans over and KISSES her on
               the forehead.

                                   SPIKE (cont'd)
                             (whispers)
                         Thank you.

               He leaps out of his chair and dashes out of the infirmary,
               and we cut to:

        13     INT. DUNGEON - FIRST CHAMBER - NIGHT                       13

               Lindsey strolls into an identical chamber to the one he just
               left, only this one has a steel grate in each wall.

               As he enters, the archway he walked through is sealed as a
               grate drops with a loud CLANG, trapping him inside the room.
               He tenses up, gripping his sword tightly.

               The other three grates start to RATTLE as they slowly rise,
               and the SHADOWS of three figures appear behind them.

               Lindsey paces into the middle of the room, raising his sword
               and keeping his reflexes sharp.

               The grates are taking an agonizingly long time to rise, and
               Lindsey is visibly losing patience.

                                   LINDSEY
                             (shouts)
                         We gonna do this?!

               On cue, there is a loud, inhuman ROAR from behind one of the
               grates - and then another, then another. Lindsey frowns and
               takes a step back as the approaching figures come into view.

               Stepping deftly beneath the rising grates are three huge
               DEMONS, green skinned with thick, pig-like features and thick
               coils of muscle all over their bodies.

               Each one is armed with a curved sword, and as they twirl the
               swords in their hands, circling Lindsey slowly, he releases
               he's about to have a real fight on his hands.

                                   LINDSEY (cont'd)
                         Alright! 'Bout time we got into
                         this.

               With a grin, he leaps to the attack, his sword CLANGING off
               the first demon's blade as he swings for it.

               He KICKS the demon backward and spins to block the blade of
               the second, ELBOWING the third in the chops as he begins to
               duel with the second creature.

               Lindsey twirls on one heel and SLICES his blade across the
               demon's belly, and it staggers backward with a GRUNT of pain.

                                   LINDSEY (cont'd)
                         Might want to take it up a notch,
                         guys. You're supposed to be a
                         trial!

               The other two demons charge towards him, but he neatly dodges
               one and trips the third over, CRACKING his sword hilt off its
               neck as it falls.

               He pauses to grin at his own swordsmanship - but is
               unexpectedly TACKLED by Demon #2, recovering despite the
               bloody wound across its belly.

               Lindsey shoves the demon back and RAMS his sword into its
               throat, and with a CHOKING sound the demon drops to its
               knees, very dead.

                                   LINDSEY (cont'd)
                         Guess you guys are running on a
                         budget now, huh?

               Lindsey starts to pull his sword out of the carcass - but his
               grin quickly drops.  It's stuck!

               He strains and heaves but to no avail, and Demon #1 takes the
               chance to SOCK him in the jaw.

               Lindsey stumbles, almost to the floor, but with a mean look
               of fighting spirit on his face he SWEEPS the demon's legs
               from under it, wrestling its sword from its hand and STABBING
               it into its chest.

                                   LINDSEY (cont'd)
                             (seething)
                         You can't touch me! Nobody can
                         touch me!

               As Demon #1 HOWLS and writhes on the floor, Lindsey turns to
               the final demon - and narrowly dodges a slicing sword blade. 

               It cuts into his arm and Lindsey SHOUTS in pain - but the
               pain only makes him madder.

               With a ROAR of fury, he DROP KICKS Demon #3 to the ground,
               grabbing its head in his hands and SLAMMING it back into the
               stone chamber floor, again and again, until it falls still.

               Panting, Lindsey stands, examining the bloody gash on his arm
               before walking over to the first felled demon.

                                   LINDSEY (cont'd)
                         Think you got something of mine
                         there, champ.

               He plants a boot against its neck and pulls at his sword
               again, this time managing to pull it free.

                                   VALET (O.S.)
                         Excellent work, sir.

               Lindsey looks up to see the ever-pleasant Valet standing
               before him. The Valet casts an eye down at the dead demons.

                                   VALET (cont'd)
                         And a new record for your time as
                         well.

                                   LINDSEY
                         I'm not here to break the speed
                         limit. I just want what I came here
                         for.

                                   VALET
                         And you are one step closer, sir.
                         Please, proceed.

               The Valet motions to the open archway behind him, and with a
               glance at the Valet, Lindsey heads through as we cut to:

        14     INT. UTF HQ - CORRIDOR - NIGHT                             14

               Sebastian passes two UTF troopers on their way out for the
               night, nodding to them before rounding a corner, out of
               sight.

               He leans back against the wall and closes his eyes, SIGHING
               heavily, before reaching into his pocket for a packet of
               cigarettes. He starts to light one, when:

                                   SPIKE (O.S.)
                         Got a light?

               Sebastian looks up - and POW! Spike nails him, right on the
               nose.

               Sebastian collapses to the floor, clutching his bloody nose,
               but Spike grabs him and hauls him back to his feet, game face
               on.

                                   SEBASTIAN
                             (dazed)
                         What- what did you-

                                   SPIKE
                             (furious)
                         Shut it! You and me are about to
                         have a little chat... and a little
                         birdie tells me you're not going to
                         feel like pretending you don't know
                         anything when we're done.

                                   SEBASTIAN
                         I don't know-

               CRACK! Spike bangs Sebastian's head back against the wall,
               and Sebastian knows he's cornered as Spike gets in his face.

                                   SPIKE
                         That was your one and only chance.
                         Hope it was worth the headache.

                                   SEBASTIAN
                             (beat; shaking)
                         How did you... how did you know?

                                   SPIKE
                             (grins)
                         I'd say I could smell it on you
                         like a cheap scotch, but truth is
                         it was just a hunch. 
                             (leans in)
                         Which you just confirmed for me.

               Spike THROWS Sebastian to the floor.

                                   SPIKE (cont'd)
                         It's time you told me everything.

               Spike reaches down to grab Sebastian again, as we cut to:

        15     INT. DUNGEON - SECOND CHAMBER - NIGHT                      15

               Lindsey walks cautiously through the archway and into the
               second chamber - which is empty again. A single exit is
               covered by a steel portcullis.

               He takes the opportunity to tear off a strip of his shirt and
               tie it round his wounded arm, before he hears:

                                   ANGEL (O.S.)
                             (tuts)
                         Lindsey, come on! I knew you were
                         always about the macho posturing,
                         but...

               Lindsey's head snaps up - and standing before him with a
               wide, sly grin is ANGEL!

                                   ANGEL (cont'd)
                         ... couldn't you wait until we were
                         somewhere more intimate before you
                         started getting undressed?

               Angel smirks defiantly at Lindsey, who starts to boil with
               cold fury as we:

                                                             BLACK OUT.



                                   END OF ACT TWO
                                      ACT THREE

               FADE IN:

        16     INT. DUNGEON - SECOND CHAMBER - NIGHT                      16

               Lindsey immediately LUNGES at Angel with a battle cry, but
               Angel reveals a sword of his own and blocks Lindsey's attack,
               sniggering in his face as he holds Lindsey in a stalemate.

                                   ANGEL
                         All those years in Hell and this is
                         the best offense you could come up
                         with?

               He SHOVES Lindsey back, but that doesn't stop him diving
               straight into the offensive.

               Angel's sword blocks Lindsey's at every strike, the two
               battling for several beats before Lindsey breaks off the
               attack, stepping back, but keeping his intense gaze on Angel.

                                   ANGEL (cont'd)
                         Giving up so soon? Eh, just as
                         well. You never could beat me in a
                         straight fight anyway.

                                   LINDSEY
                             (laughing)
                         Is that senility creeping in? You
                         seem to be forgetting the fact that
                         I already have.

                                   ANGEL
                         Oh, are we counting that time you
                         tried to engage the Failsafe? Just
                         before your bosses sucked you into
                         a holding dimension? 
                             (scoffs)
                         Like that counted!

                                   LINDSEY
                         You saying it didn't?

                                   ANGEL
                         I'm saying you had a lucky shot.
                         You were never on the same level as
                         me, and the great thing is...
                             (smiling boldly)
                         ... you're never going to be.

               That gets Lindsey worked up enough and with another YELL, he
               charges into the attack - but Angel LAUGHS and DISAPPEARS!

               Lindsey stumbles through thin air, Angel's taunting laughter
               echoing round the chamber as Lindsey looks all round for his
               opponent.

                                   ANGEL (O.S.) (cont'd)
                         This is just another test, Lindsey,
                         but it's one I'm going to take a
                         great personal pleasure in watching
                         you screw up.

               Lindsey smirks, getting his swing back.

                                   LINDSEY
                         If you're trying to rattle me, go
                         on and give it your best. It'll
                         just be that much sweeter when I
                         walk out of here with the door
                         prize.

                                   ANGEL (O.S.)
                         You think it's gonna be that easy?

                                   LINDSEY
                         I made it this far, didn't I?

                                   ANGEL (O.S.)
                         That's the thing about a trial by
                         fire, Lindsey. You haven't even
                         seen the smoke yet. 

               The portcullis starts to RISE and Lindsey turns to see that
               another rocky tunnel lies on the other side.

                                   ANGEL (O.S.) (cont'd)
                         What did Dorothy do when she saw
                         the yellow brick road?

               Lindsey scowls and heads off down the tunnel.

        17     INT. DUNGEON - TUNNEL - CONTINUOUS                         17

               A chill wind whistles down the rocky passageway as Lindsey
               makes his way along it, the starry sky visible at the exit as
               he walks out onto:

        18     EXT. MOUNTAIN - PLATEAU                                    18

               Lindsey finds himself staring up a steep rock face, the wind
               much stronger now as it whips across the scene.

               He's about halfway up the mountain he originally walked into,
               with another plateau a distant climb above him.

               Looking down on him from that high point is Angel, who cups
               his hands round his mouth to yell down:

                                   ANGEL
                         If you want to get to the next
                         trial, better get your bite-sized,
                         Confederate ass up here!

               Angel grins and steps back, out of sight, as Lindsey steps up
               to the edge of the almost sheer rock face before him.

               He looks down at the sword in his hands, then angrily THROWS
               it down with a CLATTER. Spitting on his hands, he walks up to
               the rock face, finds a handhold, and starts to climb.

        19     INT. HYPERION - FOYER - NIGHT                              19

               Kirsten is trying to talk to a group of kids but is
               struggling to hold their attention as they fidget, chattering
               excitedly at one another.

               Angel steps out of his office to find Wesley and Illyria deep
               in conversation.

                                   ANGEL
                         What's going on? Why are you two
                         here and not finding some way to
                         keep them quiet? They need to be
                         quiet!

               Wes glances at him, then Illyria, who raises her chin
               haughtily before turning and marching away. Angel reads the
               serious expression on Wesley's face.

                                   ANGEL (cont'd)
                         What was that all about?

                                   WESLEY
                         Illyria and I are still having a...
                         debate about a matter.

                                   ANGEL
                         Cut the crap, Wes. There's
                         something going on between you two,
                         and I think I have a right to know
                         it if it's going to affect us.
                             (beat; quietly)
                         Did she find out about, you know...

               Wes doesn't even have to answer.

                                   ANGEL (cont'd)
                         And I'm guessing she didn't take it
                         too well?

                                   WESLEY
                         Well, I'm not dead, am I? For
                         Illyria, that's taking things very
                         well.

                                   ANGEL
                             (beat)
                         Take note of the serious face, Wes.
                         I'm waiting for some kind of long
                         overdue explanation.  

                                   WESLEY 
                         As it turns out, it's a simple
                         matter of greed.

                                   ANGEL
                         Greed?

                                   WESLEY
                         I got greedy... for Fred.

                                   ANGEL
                             (beat)
                         You mean-

                                   WESLEY
                         I mean just having Illyria assume
                         her form when it pleased her - or,
                         should I say, us - isn't...
                             (catches himself)
                         ... wasn't enough.

                                   ANGEL
                         You wanted the real deal.

                                   WESLEY
                             (nods)
                         I know I've been-

                                   ANGEL
                         Selfish?

                                   WESLEY
                             (beat)
                         But I hardly think you can blame me
                         for that.

                                   ANGEL
                         Actually, I think I can.

               Angel takes a step closer.

                                   ANGEL (cont'd)
                         You were willing to potentially
                         sacrifice one of the most powerful
                         members of this team, just on the
                         off chance that you might be able
                         to bring Fred back. I'd love to see
                         Fred walk through those doors
                         almost as much as you, but even I
                         know that there are some barriers
                         you can't cross and some prices
                         that we can't afford to pay.
                         Something's different with you
                         lately, Wes...

               He starts to walk out the door, but offers:

                                   ANGEL (cont'd)
                         ... and I'm not sure I like it.

               Kirsten motions for Angel to join her, and with a last look
               at Wes, Angel heads over.

                                   ANGEL (cont'd)
                         What is it?

                                   KIRSTEN
                         Okay, I've been talking to these
                         little guys and I've got a few more
                         bits of detail, but we should --

               Angel JUMPS as one of the kids suddenly latches onto his leg.
               Angel grins and reaches down to ruffle his hair, suddenly all
               smiles.

                                   ANGEL
                         I think he likes me! Hey, why don't
                         we order out for-

               Angel sees Kirsten's dark look and his own smile drops. He
               gently pries the boy away from him, crouching down to get to
               the kid's eye level.

                                   ANGEL (cont'd)
                         Kirsten and I just have to go and
                         talk for a while, okay? But we're
                         gonna be in that office right
                         there, so if you need anything,
                         just let us know. Alright?

               The boy nods, looking to his left as a pair of rowdy twin
               girls run past again.

               One of them isn't looking ahead and collides with Illyria,
               stumbling back and looking up at the blue-haired woman in
               terror.

                                   ILLYRIA
                         Move your physical outbursts to
                         another part of the hotel, child,
                         or I will not hesitate to make an
                         example of you to the others!

               The girl backs up, terrified, and quickly scrambles away as
               fast as she can, as we cut to:
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