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        14     INT. TRICK & TREATS - NIGHT                             14

               Faith is at the bar, knocking back a big gulp of beer. "THE
               RECKONING" by BOOMKAT plays in the background, with some
               people dancing on the dance-floor. Faith eyes them before
               returning her gaze to the barman, FRITZ.

                                   FAITH
                         You know what this place needs,
                         Fritz? Besides, shock treatment,
                         anyway.

                                   FRITZ
                         Naked waitresses? You gonna take me
                         up on my offer at last?

                                   FAITH
                             (chuckles at his joke)
                         No, man, it needs a serious make
                         over, 'cause this club is dying in
                         the E.R, and Doctor Green is
                         nowhere to be found!

                                   FRITZ
                         Hey, it's not that bad. We're just
                         going through a slow phase. Every
                         bar gets it.

                                   FAITH
                         Yeah, but not every bar has to
                         employ a dancing monkey to
                         entertain the regulars.

                                   FRITZ
                         That was just one time!

                                   FAITH
                         Whatever. Time to hit the road.

                                   FRITZ
                         But it's still early! For you,
                         anyway.

                                   FAITH
                         Got a big night ahead of me. Work.

                                   FRITZ
                         Well, check you out! Fun-time
                         Faith, the working gal.

               She shoots him a smile and stands, shrugging on her jacket.
               She's taken two steps away from the bar when Fritz calls back
               out to her.

                                   FRITZ
                         Hey, Faith?

               She turns back, to see Fritz looking down at a folded note in
               his hands. He holds it out for her, and she steps back,
               taking the note with a puzzled frown.

                                   FAITH
                         What's this?

                                   FRITZ
                         Beats me. That guy in the corner
                         just passed it on for you. 

               Faith looks round to the far corner of the bar to see Gabriel
               again. He raises his glass to her with a sly grin as if to
               say 'cheers,' and she rolls her eyes.

                                   FAITH
                             (unfolding note)
                         Tell him if he's trying to pick me
                         up, he's got to try better than- 

               She pauses, looking down at the note. It reads, simply, 'The
               Blue Gem.' 

               Faith looks back towards the end of the bar, but Gabriel is
               gone again. She looks back at the note, confused.

                                   FRITZ
                         What'd he say?

                                   FAITH
                             (distracted)
                         Huh? Oh… nothing. Just a standard
                         pick up line. Nothing major. 

               She hurriedly stuffs the note into her jacket pocket and
               exits the bar, casting one last glance round as she leaves.

               EXT. ALLEY/THE LAB - NIGHT

               Footsteps echo through the alleyway as Faith rushes to the
               backdoor, practically pulling it off its hinges, trying to
               get out of the rain.

        15     INT. THE LAB - LOBBY                                    15

               Faith shakes off the rain from her hair and jacket, looking
               ahead to see Pryor come out of the door, all dressed up in a
               suit.

                                   PRYOR
                         Ah, good, you're here.

                                   FAITH
                         Yeah, sorry. Traffic was a bitch.

                                   PRYOR
                         You drive?

                                   FAITH
                         No. It's still a bitch though.
                             (beat)
                         So, everything set up?

                                   PRYOR
                         It's all ready for you, Faith. Now
                         listen, if you hear some odd
                         noises, don't worry, the plumbing
                         in this building leaves a lot to be
                         desired.

                                   FAITH
                         I'll keep that in mind.

                                   PRYOR
                         And don't answer the door to
                         anyone. We don't get visitors at
                         this time of night so if there is
                         someone, it's not the right kind of
                         someone. Keep it locked up until I
                         get back.

                                   FAITH
                         Relax, I can handle myself. Now go
                         before the city's flooded and you
                         don't get to have your goodnight
                         kiss.

                                   PRYOR
                             (embarrassed)
                         It's only the first date!
                             (beat)
                         Should there be a kiss on the first
                         date?

                                   FAITH
                         You're asking the wrong gal, Pryor.
                         Look, just be yourself. She'll love
                         it. 

               Pryor nods, taking a deep breath, before running out into the
               rain. Faith rolls her eyes.

                                   FAITH (cont'd)
                         'Be yourself. She'll love it.'
                         Sure, if she's a complete nerd… 

               She sighs, taking a good look around. 

        16     INT. THE LAB - EXAMINATION ROOM - LATER                 16

               Various colored liquids fill the screen. From behind them
               Faith's face appears, looking bemused. Pull out to reveal…

               Faith jots down the results she has on a piece of paper,
               taking the thermometer and putting it in another tube. She
               writes down the next results and as she takes the thermometer
               out again -- 

               BANG! Her eyes DART to the cabinets where the noise came
               from. Her eyes narrow, her senses telling her she's not
               alone. But, she shrugs it off, and continues with her work.

                                   FAITH
                         It's just the plumbing.

               But there is another BANG! This time she drops what she's
               doing and slowly heads over to the other side of the room. 

               She looks down at the cabinets, at one in particular, where a
               SHIFTING noise is heard. 

               Her hands grip the handle as she carefully pulls it open… to
               reveal a YOUNG GIRL, bound and gagged, eyes tearful as she
               looks up at Faith.

                                   FAITH (cont'd)
                         Ah, jeez!

               Faith quickly takes the tape off around the girl's mouth and
               helps her off the pullout stretcher, working her way through
               the ropes that are restraining her.

                                   YOUNG GIRL
                             (crying)
                         Thank you, thank you so much!

                                   FAITH
                         What the hell were you doing in
                         there?

                                   YOUNG GIRL
                         A man grabbed me, drugged me, and
                         the next thing I knew, I was in
                         there.

                                   FAITH
                             (shocked)
                         Pryor? He did this to you?

                                   YOUNG GIRL
                         He seemed so nice… I… I let him… oh
                         God, I've been in there for so
                         long!

                                   FAITH
                         It's all right. You're okay now. 

               The girl HUGS Faith, who looks a little uncomfortable with
               it, pulling away.

                                   FAITH (cont'd)
                         Okay, easy. It's cool.

                                   YOUNG GIRL
                         I thought I was going to die but…
                         you saved me.

                                   FAITH
                         I just opened a drawer. Nothing
                         big.

                                   YOUNG GIRL
                         No, it is. You don't understand
                         what this means to me.

                                   PRYOR (O.S.)
                         Faith?

               Faith the girl turn to see Pryor standing in the doorway,
               soaked from the storm outside.

                                   PRYOR (cont'd)
                         What have you done?

                                   FAITH
                         What have I done? This girl was
                         trapped in there! You've got some
                         sick dealings, Pryor.

                                   PRYOR
                         This isn't what it looks like --

                                   FAITH
                         Is she your last assistant? Is that
                         what you do to them? Lock them up
                         to fulfill your crazy ass
                         fantasies?

                                   PRYOR
                         Faith, listen to me, this isn't --

                                   FAITH
                             (incensed)
                         You know, I really think I don't
                         wanna talk to you right now. 

               She steps closer to him, her fists clenched, ready to do some
               serious damage.

                                   FAITH (cont'd)
                         I think instead, I'm just gonna
                         smack you round this crappy lab of
                         yours 'till I remember to call the
                         cops. And I should warn you, I've
                         got a real bad memory.

                                   PRYOR
                             (panicked)
                         No, Faith, she's a demon!

                                   FAITH
                         What?

                                   PRYOR
                         A shape-shifting demon. That isn't
                         my assistant!

                                   FAITH
                         That's gotta be the lamest excu--
                             (realizing)
                         Wait, you know about demons?

                                   PRYOR
                         Yes. It's what I do here. I wasn't
                         out on a date tonight, I was out
                         working, and I can tell you with
                         absolute conviction, this is not a
                         girl. 

               Faith isn't sure what to believe. She turns to the girl
               standing just behind her.

                                   FAITH
                         You a demon?

                                   YOUNG GIRL
                         No!

                                   FAITH
                             (shrugs)
                         Works for me.

               She heads for Pryor, grabbing him by his throat, pinning him
               against the wall.

                                   PRYOR
                         Wait! Faith! The liquid!

                                   FAITH
                         The what?

               She loosens her grip so he can speak.

                                   PRYOR
                         The aqua colored liquid in the
                         rack. Put some on her skin and
                         you'll see!

                                   FAITH
                         How do I know it won't kill her?

                                   PRYOR
                         That'd be pretty foolish on my
                         part, wouldn't it? I can't move
                         fast enough to escape you if it
                         did. 

               Faith thinks for a beat, then accepts this, letting him go
               and turning to the test tubes. She picks out one, approaching
               the girl.

                                   YOUNG GIRL
                         No, I don't trust him, I-

                                   FAITH 
                         Trust me, alright? I have to do
                         this.

                                   YOUNG GIRL 
                         It might burn me! I just wanna go
                         home!

                                   FAITH
                         I really don't have time for this,
                         kid. All I wanted was a normal job,
                         with a normal apartment, and a
                         normal… seminormal-bordering-on
                         complete nerd boss. So let me do
                         the damn test!

                                   YOUNG GIRL
                         Please… don't…

               Faith tips the liquid on the girl's arm. It begins to SIZZLE
               as she SCREAMS, falling down. Faith looks on in SHOCK,
               turning back to Pryor.

                                   FAITH
                         Son of a… It killed her!

                                   PRYOR
                         No, it didn't. Watch. 

               Faith turns back, only to see the girl has transformed into a
               very big and very ugly DEMON, who's getting to its feet. It
               stretches its muscles and GROWLS menacingly at her.

                                   FAITH
                         Oh. Okay. 
                             (beat)
                         Demon.

               Off Faith's expression, we:

                                                             BLACK OUT:



                                   END OF ACT TWO
                                      ACT THREE

                                                               FADE IN:

        17     INT. THE LAB – EXAMINATION ROOM.                        17

               The demon LUNGES at Faith with both hands, grabbing her neck,
               pushing her back against the wall. Pryor dodges out of the
               way, his eyes widened with fear as Faith wrestles with the
               demon that is throttling her. 

               Faith KNEES the demon in the groin, getting one hand loose.
               With that she elbows the creature in its face, knocking it
               back just enough so she can kick it in the gut. Her hand
               dives into her jacket, pulling out a stake.

                                   PRYOR
                         A stake? You're a -- 

               Suddenly he is grabbed by the demon, who holds him by his
               throat in a very dangerous fashion. Faith back off.

                                   FAITH
                         Let him go.

                                   DEMON
                             (snarling)
                         Never! This human must pay!

                                   FAITH
                         Let him go or I'll kick your ass.
                             (then)
                         Well, I'm pretty much gonna kick
                         your ass anyway, but it won't be so
                         severe if you drop him. Promise.

                                   DEMON
                         Mortals. Thinking they can command
                         the world they infested, the world-

                                   FAITH
                         Yeah, whatever, sister, just put
                         the nerd down, okay? If you kill
                         him, I'm out of a job, and it's
                         murder getting a half decent job in
                         this city.

                                   DEMON
                         Murder is a gift you should be so
                         lucky to possess!

                                   FAITH
                             (thinks)
                         Murder is a… what? Did that even
                         make sense in your head?

               The demon strengthens its hold on Pryor, who GROANS IN PAIN.
               Faith edges closer, her eyes looking around, searching for a
               way out of this.

                                   FAITH (cont'd)
                         Okay, I get it. You're pissed.
                         Locked in that box, quite probably
                         due to get sliced open and studied.
                         I get that. So how about we talk
                         this out over a nice cool beer? I
                         know this great place…

                                   DEMON
                         Intoxicate me, then take my life?
                         Is that your plan?

                                   FAITH
                         Actually, I was thinking about
                         killing you before we got to the
                         beer, means more for me. What can I
                         say? I'm no good with follow
                         through.
                             (to Pryor)
                         Close your eyes!

               He does what she says as she kicks the test tubes on the
               table at the demon. It smothers it and Pryor. 

               Faith grabs him and throws him to safety while she drives her
               stake into the demon. She then turns to Pryor, who is
               covering a burn on his arm.

                                   FAITH (cont'd)
                         So, do I get paid extra for saving
                         you?

                                   PRYOR
                         You, ah, haven't saved me yet.

               Faith turns to be met by a fist. She STUMBLES back a few
               inches as the demon comes at her again but she grabs its
               neck. 

               It pushes Faith's grip away from it with its free hand and
               swings the stake at her. 

               Faith both blocks the blow and steps away from the swing. She
               then anticipates the creature's swing and blocks it. The
               demon swings the knife in an arc trying to cut her low, but
               Faith jumps back avoiding contact. 

               It then steps forward swinging the knife as it advances on
               the Slayer. 

               Faith backflips several times out of its range managing to
               avoid the pointy end of the stake.
               Faith crouches low and kicks the demon in the abdomen several
               times. It steps back upon impact. She jumps back on her feet
               and turns around to face the monster.

                                   DEMON
                         Heh, you fight well, for a human!

                                   FAITH
                         You think? I'm still warmin' up! 

               The demon flips the stake and gets a better grip on it,
               running forward, throwing some kicks at her. Faith avoids
               them and throws some punches at it, with the demon swinging
               the stake, Faith once again avoids impact. 

               Finally, the demon thrusts the stake forward and impales
               Faith in the side. The Slayer grabs its wrists, preventing
               the stake going any deeper. Her eyes are wide with shock, and
               the two are locked in their positions until -- 

               BANG! The demon goes down and we see Pryor standing over the
               demon's body, with the fire extinguisher in his hand, holding
               it as if he were clinging to his own life. 

               He turns to Faith, who's breathing heavily, a little
               surprised by his burst of heroism.

        18     INT. THE LAB - EXAMINATION ROOM – NIGHT                 18

               Faith is sitting on the table, with Pryor dressing her wound,
               using a first aid kit.

                                   PRYOR
                         I think you'll live.

                                   FAITH
                         Yeah. That Slayer healing should
                         kick in soon. I'm kinda like
                         Wolverine, minus the yellow
                         spandex. 

               She slides off the table, clutching her side, trying to
               ignore the pain. She studies Pryor carefully.

                                   FAITH (cont'd)
                         So you're like a scientist?

                                   PRYOR
                             (nods)
                         I study the biology of demons, ever
                         since I saw my first. I was
                         nineteen, out with a friend, one of
                         them jumped us. There was a fight
                         and… my friend was killed. 

               Faith nods, knowing the feeling of having someone you care
               about die in battle.

                                   PRYOR (cont'd)
                         And I ran. I didn't help him, I
                         mean, I couldn't… but I didn't even
                         try.

                                   FAITH
                         So that's why you do all this.
                         Trying to make up for it, right?

                                   PRYOR
                         I believe that through science we
                         can find weaknesses. Then, exploit
                         them to our advantage.

                                   FAITH
                         Not all demons are bad, you know.

                                   PRYOR
                         I'll believe that when I see it.
                         Till then, I'll continue my work to
                         find ways to stop them.

                                   FAITH
                         Good theory. Trouble is, what good
                         is the info if you can't fight
                         them?

                                   PRYOR
                         You can.
                             (beat)
                         I mean, I've read all about Slayers
                         and I just saw what you can do --

                                   FAITH
                         No way. Sure, I fight. But I do it
                         alone. I've seen too many people
                         ripped apart, and that's not gonna
                         be me.

                                   PRYOR
                         Okay, but, maybe you could help me?

                                   FAITH
                         You mean, work here?

                                   PRYOR
                         That, and, help my last assistant.

                                   FAITH
                         What happened to her?

                                   PRYOR
                         She was taken a couple of weeks ago
                         now, I came back and I was too
                         late, she'd already been dragged
                         out of here. But there was a demon
                         left behind. 

               He goes to the cabinets and pulls one drawer open, revealing
               a very dead demon. Faith looks it over.

                                   PRYOR (cont'd)
                         I've been studying it, trying to
                         find out all I can so I could find
                         Noa, but there's not much to go on,
                         except there are traces of human
                         waste products.

                                   FAITH
                         Sewers?

                                   PRYOR
                         It seems to be a popular habitat
                         for demons. Plus, the skin is very
                         pale, which would indicate it lived
                         somewhere very dark, not much
                         sunlight, if any.

                                   FAITH
                         And you want me to go find…

                                   PRYOR
                         Noa. Her name is Noa.

                                   FAITH
                         Right, Noa. Look, I'd be happy to
                         do that, but do you know how big
                         the sewer systems are in a city
                         like New York? It'd be like trying
                         to find a jock at a comics
                         convention.

                                   PRYOR
                         I have the blueprints of the
                         sewers. All the local tunnels are
                         connected to one kind of hub. I
                         think that's where these demons
                         are.

                                   FAITH
                         And what if they've killed her
                         already? I know it's not the
                         happiest scenario, but it happens.
                         If I go in there, find thousands of
                         hungry demons, I die. And I'm not
                         looking to be the main course.

                                   PRYOR
                         I have weapons, some are the
                         traditional style, some are my own
                         work. Contraptions I devised --

                                   FAITH
                         Alright, Batman, I get the picture.
                         You've really thought this through,
                         it's like you knew I was coming.

                                   PRYOR
                         No. It's just… I was preparing
                         myself. I didn't think anyone would
                         show up here, to help. Nobody seems
                         to stick around in New York. It's
                         like they get a piece of the apple,
                         then leave.
                             (somber)
                         Noa was the nicest girl I've ever
                         met, I have to find her.

               Faith contemplates this, but quickly reacts.

                                   FAITH
                         K, I'll do it. But not tonight.
                         I've had my fun with demons for the
                         day.

                                   PRYOR
                         But she's still out there, she
                         could --

                                   FAITH
                         She's been missing for two weeks,
                         Pryor. Whatever they were going to
                         do to her has probably happened by
                         now.
                             (beat)
                         Tomorrow, when the sun is up, I'll
                         hunt. But if I go out in the
                         darkness, they'll get the
                         advantage.

                                   PRYOR
                         Alright then, we'll meet here, and-

                                   FAITH
                         No. I go alone. I won't be
                         responsible for you getting killed.

                                   PRYOR
                         But --

                                   FAITH
                         Nu-uh. And that's that. 

               She goes to walk out but stops, turning back to him.

                                   FAITH (cont'd)
                         I've still got a job, right?

                                   PRYOR
                             (sighs)
                         Of course.

                                   FAITH
                         Cool.

               Then she EXITS. Pryor looks on after her, then back down at
               the demon in the drawer. He SLAMS it --

        19     INT. SEWERS                                             19

               A beaten and bruised Noa sits with her back against the wall,
               staring groggily into the darkness surrounding her. There's
               no sound, only the dripping of some water. 

               Until Kilik returns, on all fours, slowly crawling towards
               her with a menacing look upon him.

                                   KILIK
                         I wish to play with you. Just a
                         little. Only a little…

               His claws SCRAPE her skin, then rapidly pulls her legs. As
               she is DRAGGED across the ground, she looks straight into the
               camera and SCREAMS --

                                                          SMASH CUT TO:

        20     INT. APARTMENT - BEDROOM - MORNING                      20

               Faith almost JUMPS OUT OF BED, springing awake. She breathes
               hard, running her fingers through her hair, as if checking
               that this was all real. Her eyes dart across the room, seeing
               Goliath asleep on the chair. 

               Seeing the sunlight bleed through the blind, she sighs,
               letting her head drop back down onto the pillow.

        21     EXT. STREETS                                            21

               Faith walks through the city, once again pushing past the
               hundreds of people just trying to get where they're going.
               The Slayer scans the sidewalk and finally sees what she's
               been looking for. 

               She heads towards manhole, attempting to lift it up. A
               SHOPKEEPER comes running out of her store.

                                   SHOPKEEPER
                         Hey! What are you doing?

                                   FAITH
                             (matter-of-fact)
                         Going into the sewers.

                                   SHOPKEEPER
                         You're not allowed to lift those
                         things up!

                                   FAITH
                         Look, I got a job to do, lady. So
                         if you don't mind, get the hell out
                         of my way.

                                   SHOPKEEPER
                         Well, never have I been so
                         insulted!

                                   FAITH
                         Stick around and you'll see more.

                                   SHOPKEEPER
                         That's it, I'm calling the police!
                         This is illegal!

                                   FAITH
                             (shrugs)
                         Whatever.

               Faith finally pulls the manhole cover off and heads into the
               sewers, replacing the cover. The Shopkeeper pulls out her
               CELL PHONE and starts dialing as Pryor approaches.

                                   PRYOR
                         Hi, excuse me, there was a woman
                         here, dark hair, very beautiful,
                         sometimes a little brash --

                                   SHOPKEEPER
                         Yes. The rudest person I've ever
                         come across!

                                   PRYOR
                         That sounds like her. Do you know
                         where she went?

               The Shopkeeper looks down at the manhole. Pryor nods in
               understanding, then quickly pulls the cover off.

                                   SHOPKEEPER
                         How many people do I have to tell?
                         You're not allowed down there!

                                   PRYOR
                         I know, we're from the toxic waste
                         special environmentalist…
                         something. 

               And with that, he disappears. The Shopkeeper walks back into
               her store, speaking on the cell.
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Script created with Final Draft by Final Draft, Inc.