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                                       TEASER

                                                               FADE IN:

         1     INT. THE RAYGUN - NIGHT                                  1

               ANGLE ON a shot glass, filled to the brim with something
               dark, something potent.

               FAITH brings the glass to her lips in one deliberate
               mechanical motion.

               And then a pause. The drink remains suspended; hovering
               before her lips.

               As we HOLD on her we begin a slow pan out to see the assorted
               masses gathered at the bar this night; typical art-house
               college crowd all broken up into their own "unique" clicks,
               sipping their watered down, imported drinks at their wire
               frame, plastic tables.

               In the center of the room, which is built like a stadium with
               all the tables scattered around circling the performance
               area, sits OLIVER. His tall thin frame is offset by the
               large, dumpy clothing he wears - all black, matching his
               spiked-with-blue-highlights-raven-black hair.

               As he strums his ripened old Gibson acoustic and barks out
               his angsty and estranged lyrics with a scruffy whine, the
               audience can't help but be enthralled by the passion of his
               performance.

               We close on Faith's weary eyes as they round the corners of
               their sockets to view the song-smith. Her head remains face
               forward, unmoving; refusing to betray her feign of interest.

               Oliver notices Faith's presence, quickly averting his eyes to
               keep this fact unknown to her, but allows himself the
               subtlest of smiles.

               Faith lowers her glass back to the table (its contents
               intact) and slowly rises from her seat. She sluggishly works
               her way through the long & winding open corridor around the
               performance area toward the rear exit. Oliver is visible from
               her POV, so are the legions of art school girls (and boys)
               drooling over him.

         2     EXT. THE RAYGUN - BACK ALLEY - CONTINUOUS                2

               Faith exits the bar. At, or around, five paces from the door
               she stops.

               Her face is blank; emotionless... and as a consequence:
               unreadable.

               We pan from her head to her shoulder, to her arm, stopping on
               a clenched fist.

               Crimson slowly runs from the cracks of the fist as her
               fingernails penetrate skin.

               We slowly pan out and away from Faith until we:

                                                             BLACK OUT:



                                    END OF TEASER
                                       ACT ONE

                                                               FADE IN:

               TITLE OVER: 24 Hours Earlier

         3     EXT. ALLEY - NIGHT                                       3

               The black screen explodes into dust as another vampire is
               obliterated, courtesy of Faith, who just as quickly spins
               herself around to parry another vamps attack, before
               sidelining it with a swift and powerful kick to the groin.

               Faith is now standing on guard as two vamps circle her,
               contemplating their next move, or to be more honest, if they
               even have a "next move" to make.

               VAMP #1 very cautious and carefully lowers his defenses to
               gesture his hands in a downward "calm down" motion.

                                   VAMP #1
                             (Nervously)
                         Okay, Okay, Okay. Hold on just a
                         sec, Slayer. I think that maybe the
                         three of us can come to a bit of
                         an.. I dunno... "arrangement"?

                                   FAITH
                         Honestly, guy, I'm really tired
                         tonight so the only thing I'd like
                         to arrange is a quick death for you
                         two so I can get some sleep.
                             (put out)
                         I mean, come on. I bust my chops
                         fighting the good fight every
                         night, and still have to hold down
                         a 9 to 5 so I can have a roof over
                         my head and a cup of ramen?
                             (then)
                         And you want to play "Let's Make a
                         Deal"? I'm TIRED. I need sleep.
                         And, great, now I'm all cranky and
                         awake.
                             (angry)
                         So, in response to your request,
                         "no" I don't want to make an
                         "arrangement", I just want you to
                         fight me so I can kill you, go
                         home, sleep for a few hours, get up
                         and go to work where I will more
                         than likely have to fight something
                         else.

               Faith eyes the vamps warily.

                                   FAITH (cont'd)
                             (giving up;sigh)
                         Okay, what kind of arrangement?

         4     EXT. STREET - CONTINUOUS                                 4

               OLIVER is dodging in and out of traffic. His motions are
               frantic. In each of his hands he carries a guitar case. As
               wild as his movements, his grip remains steady. Or at least
               until:

               SLAM! Oliver is knocked over the hood of a car. The car
               screeches and stops. The driver just sits in a state of
               shock.

               Oliver's fingers tighten on the handles to one of his cases
               as his eyes search the stars dangling above him in the night
               sky.

         5     EXT. ALLEY - CONTINUOUS                                  5

               Vamp #1 flashes through the air and into a hard brick wall,
               landing into several garbage cans.

                                   FAITH (O.C.)
                         You have got to be kidding me.

               We see Vamp #2 - his face is all squished up and looks
               constipated.

                                   FAITH (O.C.) (cont'd)
                         I've been offered immortality and
                         all the power beyond my wildest
                         dreams...

               Pan out to see that Faith has Vamp #2 in a headlock.

                                   FAITH (cont'd)
                         And you offer me money? I mean,
                         come on!

               Faith tightens her grip.

                                   VAMP #2
                         It's a lot of money!

               Faith tightens her grip even more.

         6     EXT. STREET - CONTINUOUS                                 6

               The driver finally snaps out of his daze, ejects himself from
               his vehicle and rushes over to see if the young man has been
               seriously hurt.

                                   DRIVER
                         Hey!  You all right?  Hey, Kid!
                             (to himself)
                         Aw, crap... please don't be dead,
                         please don't sue, please don't be
                         dead, please don't sue...

               Oliver suddenly sits up, perfectly erect, if but a bit dazed.

                                   OLIVER
                         Ow.

               The driver stands over Oliver, offering reassurances of a
               perfect bill of health and something about how absolutely
               unnecessary it is to bring the authorities and especially the
               insurance companies into this.

               His dialogue sounds muffled and distant, the way you'd expect
               it'd sound after a blow to the head like that!

               A black, hard shadow engulfs their, by comparison, relatively
               tiny frames.

         7     EXT. ALLEY - CONTINUOUS                                  7

               POOF! Vamp #2? Dusted.

               Vamp #1 is now cornered up against a wall, trying to figure a
               way out of this impossible mess when

                                   GABRIEL (O.C.)
                         Honestly, you might as well just
                         help yourself.

               Faith turns to see GABRIEL stepping out of the shadows.

                                   GABRIEL (cont'd)
                         The money gets dusted along with
                         the clothes and any other
                         possessions they may have on their
                         person.

                                   FAITH
                         Jesus, Gabriel!
                             (then)
                         Here's a trade secret a lot of you
                         up-and-comers don't know: that
                         whole sneaking up on someone out of
                         the shadows?  Annoying.
                             (then)
                         So, unless you're evil...
                             (off his look)
                         Don't.

               Gabe just grins as Faith lays Vamp #1 out with a mean right
               hook, before she marches up to Gabriel, not looking happy.

                                   FAITH (cont'd)
                         And the money thing? You think I
                         haven't considered it? I mean, have
                         you seen what Pryor pays me?  I'm
                         living off cheap ramen. Seriously,
                         think about that for a second and
                         let that really sink in: cheap
                         ramen.
                             (then)
                         I don't know, call me crazy, but
                         taking someone's money before I
                         kill them feels a bit like mugging,
                         even if they are a vampire.

                                   GABRIEL
                         But the killing doesn't feel like
                         murder? The stealing is actually
                         worse?

                                   FAITH
                         Okay, something else you have to
                         learn about me real quick, chief,
                         is not to try and mess with my
                         head. I got enough voices in their
                         to last me a lifetime.

                                   GABRIEL
                         Just trying to understand you
                         better, is all.

                                   FAITH
                         Only thing you need to "understand"
                         is that unless you have some
                         cryptic message to give and
                         disappear into the shadows -again:
                         annoying by the way, you should
                         probably leave. Now.
                             (twirling her stake in
                              hand)
                         I have some work to do.

               Faith turns toward Vamp #1 to finish him off. Takes two
               steps. Stops. Rolls her eyes.

                                   FAITH (cont'd)
                         You're still here, aren't you?

                                   GABRIEL
                         Yeah. Sorry.

                                   FAITH
                         But not evil, right?
                             (sternly)
                         Don't lie.

                                   GABRIEL
                             (trying not to laugh)
                         No. Really not evil.

                                   FAITH
                         Good, cause I could seriously mess
                         up that pretty face of yours if you
                         were.

                                   GABRIEL
                             (amused)
                         You think my face is pretty?

                                   FAITH
                             (covering)
                         No, just being nice.
                             (beat)
                         Look, if you're just looking for a
                         bone, I gotta tell you, you're just
                         not my type. I like my meat a
                         little less tender, a little more
                         worn. You're all... I dunno...
                         pretty.

                                   GABRIEL
                         That word again.
                             (then)
                         And no, not really looking to
                         "bone".

                                   FAITH
                         Okay, enough. Message. Now. Then
                         leave.

                                   GABRIEL
                         Actually, I've got two.

                                   FAITH
                         Lucky me. Spill.

                                   GABRIEL
                         First, "no wiggle room".
                             (off her look)
                         Serious.

                                   FAITH
                         You've got to be kidding. I don't
                         have time for this.

                                   GABRIEL
                         And second, your perp is on the
                         move.

               Faith jumps around to see Vamp #1 back on his feet, running
               for his very un-life.

                                   FAITH
                             (to herself)
                         Oh, Great.
                             (back on Gabe)
                         If he gets away...
                             (then)
                         Wiggle room?

               Faith leaves Gabe with a nasty look as she begins pursuit of
               the fleeing creature.

         8     EXT. STREET - CONTINUOUS                                 8

               Oliver unfastens the clasps on one of his guitar cases as the
               sound of a few garbled crunches can be heard in the not so
               far off distance.

                                   OLIVER
                         C'mon, c'mon...

               A miserable loud bellow fills the air.  Whatever is down
               below, it's finished its meal.  Time for seconds.

               Oliver throws open the case to find - a Gibson electro
               acoustic. He seems surprised to see it.

                                   OLIVER (cont'd)
                         Aw, crap!

         9     EXT.  SIDE STREET - CONTINUOUS                           9

               Vamp #1 is tossing trash cans, boxes, papers, just anything
               he can find to hopefully slow his pursuer down, even going so
               far as to run out into oncoming traffic.

               No such luck.

               Faith sprints down the sidewalk, and through the hail of
               vehicles with relative ease.

               The street is littered with vehicles as there is some sort of
               mass commotion underway, up ahead.  Vamp #1 slows his pace
               down as he realizes he has less and less space to move
               through. 

               He comes to a full stop, looks around only to find no Slayer
               in sight. His head jerks back and forth for someplace to
               move, someplace where he can be sure he's safe. Someplace
               that-

               Faith comes from behind, grabbing the collar to his jacket,
               her stake thrusts into the creature fast and hard, exploding
               it into dust.

               An awkward moment as several bystanders, resting inside their
               motor vehicles gawk at Faith, stake still in hand. 
               Before she can offer a snappy remark or clever explanation,
               Oliver (still holding the remaining guitar case in hand)
               SLAMS into the windshield of a car behind her.

               Car doors tear open as the occupants flee for their lives. 
               Faith turns and tries to squint through the darkness to see
               what is up ahead.

               It comes in to focus. Her squint becomes a bulge.

               A giant CREATURE, humanoid in form, horns, teeth, scaly and
               leathery skin - the works, stands before her. As it opens
               it's mouth to scream, a solid beam of blood erupts from it,
               splattering onto the road.

                                   FAITH
                         That's absolutely, positively,
                         unnecessarily gross. Just damn!
                             (then)
                         Hey, fugly! Let's go.

               The creature BELLOWS.  Faith grips her stake tight.

                                   FAITH (cont'd)
                             (off stake)
                         Yeah, I'm thinking something about
                         needing a bigger boat...

               THWAK! A crossbow bolt explodes into one of the creature's
               eye sockets. It ROARS in pain.

               Faith spins around to see Oliver, on his feet but a little
               cut up, armed with a giant crossbow. At his feet is the
               second guitar case, now vacant.

                                   FAITH (cont'd)
                         Great. He's got a freaking yacht
                         and all I've got is a little...
                             (off stake)
                         ... dingy?

                                   OLIVER
                         Excuse me, if you are quite
                         finished making the overdone and
                         tiresome Jaws references, you might
                         want to move!

               Too late.

               Faith gets nailed by the monster's fierce charge landing into
               a car door, SMASHING the window and falling down onto the
               cold ground. 

               She hoists herself up, using the car as a crutch.

                                   FAITH
                         Maybe you should be a bit less
                         wordy with your warnings, chief! 
                         Something snappy, like a -

               The creature refocuses on Ollie and fires off a thunderous
               punch to his chest.

                                   FAITH (cont'd)
                         - look out!

               Oliver tumbles and smears across the pavement. Faith rushes
               to his aid, flipping him face up to see if he's even
               breathing.

               A moment. He is! Faith tries to help him up, her eyes darting
               about to find where the creature will attack from next, but-

               Pan out to show the street is now deserted save for her and
               Oliver.

                                   FAITH (cont'd)
                         Great.
                             (to Oliver)
                         Okay, we're getting you to a
                         hospital.

                                   OLIVER
                             (coughing)
                         No. No hospital.

                                   FAITH
                             (Wiping blood from his
                              face)
                         Dude, you've probably broken, like,
                         every bone in your...

               His face now un-obscured by blood and mussed hair. Faith
               notices how attractive he is; how perfectly her type he is. 
               She looks his fine form up and down.

                                   FAITH (cont'd)
                         ... body...

                                   OLIVER
                             (weakly)
                         No... hospital. No... cops...

                                   FAITH
                         Don't worry, definitely no cops,
                         but you really need...

               Faith takes it in. She understands. She's been there.

                                   FAITH (cont'd)
                         Okay. No hospitals. No cops.

               She starts to help him up, doesn't work to well, but she
               manages.

                                   FAITH (cont'd)
                         C'mon, there's some place else I
                         can get you some help.

               As Faith hefts the guy up, we cut over to:

        10     INT. POLICE HQ - NIGHT                                  10

               The elevator doors open to reveal QUINN biting into a bright,
               shiny, red apple.

               We follow Quinn out of the elevator as he strolls past the
               legions of desks with their piled up reports, balding
               detectives and immoral suspects being questioned until he
               comes upon LEHTO, who is scrambling through a stack of
               papers, desperately looking for something.

                                   QUINN
                         Good evening, Lehto.

                                   LEHTO
                             (still searching)
                         Hey, Jon, how're things?

                                   QUINN
                         Good, you?
                             (off scrambling)
                         You, uh, having a problem there?

               Lehto falls back into his chair, reclining with hands behind
               his head.

                                   LEHTO
                         No, not really. Just lost an
                         important number.
                             (smiles)
                         Again.

               Quinn chomps another bite into his apple.

                                   QUINN
                         Here, let me help.
                             (gestures to computer)
                         Aside from multiple gigs of space
                         to hold all of the most bizarre,
                         torrid, and taboo porn you can find
                         via the world wide web, it can also
                         hold dates, files, and important
                         numbers.  Try these fine programs:
                         "datebook", "phonebook", and
                         "filer".

               Lehto just smirks back.

                                   LEHTO
                         Yeah, that's going to happen.

                                   QUINN
                         Hey, I've seen stranger things.

               Lehto once again scans over his desk.

                                   LEHTO
                         Not me, and I've seen a lot.

               He snatches a "post it" note into the air and hands it over
               to Quinn.

                                   LEHTO (cont'd)
                         Your wife called earlier by the
                         way. Sounds pretty hot. Nothing
                         like her picture.

                                   QUINN
                         Har har.
                             (eyes the note)
                         How long ago?

                                   LEHTO
                         Maybe twenty minutes. I dunno. 
                         Don't have a watch - part of my
                         whole unorganized thing.

                                   QUINN
                         There's a clock on the wall.
                             (then)
                         And on your computer.

                                   LEHTO
                         Oh yeah...
                             (off his look)
                         Seriously though, only about twenty
                         minutes, tops.

               Quinn tosses his apple into a trashcan next to their desks,
               plops down in his seat and immediately starts dialing on his
               phone.

                                   LEHTO (cont'd)
                         I'm assuming this is something
                         important?

                                   QUINN
                         Nah, not really, just-
                             (on phone; coldly)
                         What is it?

               Lehto is a bit taken aback by Quinn's seemingly rude, and
               blunt directness with his wife.

                                   QUINN (cont'd)
                         Right. Not a problem. I'll do it.
                         No leftovers? Right.

               Quinn hangs up the phone, his somber expression still in
               place. Lehto just stares at him for a moment, taking in the
               odd behavior as Quinn just starts scribbling some notes on a
               paper.

                                   LEHTO
                             (to himself)
                         I've had more intimate
                         conversations with myself in the
                         men's room.

               Lehto eyes a LIME GREEN POST IT NOTE.

                                   LEHTO (cont'd)
                             (picks it up)
                         There you are!

               He tilts his monitor toward him a bit, keeping his eyes on
               the post-it, and begins typing a series of numbers on his
               keyboard.

        11     INT. LAB - PRYOR'S OFFICE- LATER                        11

               PRYOR sits back in his big, comfy chair as Elvis Costello
               booms out of the speakers in his office. He is cool, calm and
               perfectly relaxed. Maybe a bit too relaxed.

               Around him are several large widescreen monitors with a view
               of almost the entire building. The walls are lined large
               prints by Erte - his favorite artist. The room is a safe
               haven for him.

        12     INT. LAB - "THE SLAB" - CONTINUOUS                      12

               NOA is sorting through some medical tools on the counter:
               syringes, razors, picks, etc., etc.

               In the center of the room sits the "The Slab", a large
               imposing iron block where the bodies of otherworldly entities
               are laid out for examinations and dissections.

               This particular night, a Krohk-Han demon rests upon the giant
               block. It's head holds 3 large horns, one coming from INSIDE
               it's humongous mouth.

               Noa returns over to the slab, with a long sharp x-acto
               looking tool. She smacks her lips, chewing gum, as she
               meticulously drags the blade lightly across the creatures
               eyelid, to get a skin sample when-

               THUNK! A crash causes Noa to drop the gum out of her mouth
               and into the creature's open teeth bared orifice.

                                   NOA
                         Oh sh-

                                   FAITH (O.C.)
                             (interrupting)
                         Little help!

               Noa panics for a moment. Should she try and fish the gum out,
               or go help Faith?

                                   FAITH (O.C.) (cont'd)
                         HEY!

               Faith. Definitely Faith. She bolts out of the room.

        13     INT. LAB - LOBBY - CONTINUOUS                           13

               Faith is helping Oliver over to a sofa, in her off hand she
               is carrying one of the guitar cases. The other is resting on
               the floor where it had been dropped moments before.

               Noa pops in from the slab, rushing over to take the case from
               faith's hand.

                                   NOA
                         Faith! What's going on? Who is he?
                         Is he okay?
                             (notices his looks)
                         Is he single?

               Faith finishes propping Oliver up on the hallway sofa.

                                   FAITH
                         You're dating someone.

                                   NOA
                         Not anymore. He got all weird.

                                   FAITH
                         Define "weird". Fangs and horns
                         weird or, like-

                                   NOA
                             (interrupting)
                         He wanted me to spank him.
                             (off her look)
                         While wearing his mom's slippers
                         and humming the theme from 'The
                         Benny Hill Show'.

                                   FAITH
                         Whoa.

                                   NOA
                             (sighing)
                         Yeah.

                                   OLIVER
                             (not quite conscious)
                         Ohhh... ow ow ow...

                                   NOA
                         Anyway, back to the question at
                         hand.

                                   FAITH
                         "Who is this guy?" Yeah, I know. 
                         He's been too woozy to talk
                         straight.

                                   NOA
                         I meant the single thing, but a
                         name is probably good too.

                                   FAITH
                         Pryor?

                                   NOA
                         Office. I'll get him.

                                   FAITH
                         And hurry, I think our boy here
                         needs some medical help.

                                   NOA
                             (sarcastic)
                         Ya think?

                                   FAITH
                         Just go.

               Faith notices Oliver's blood on the couch cushions.

                                   FAITH (cont'd)
                         Crap! Not the couch!

               She grabs some tissues from a nearby table and tries to blot
               it up some.

        14     INT. LAB - PRYOR'S OFFICE - CONTINUOUS                  14

               Elvis Costello booms loudly, the scene is black - we're
               looking through Pryor's eyes, which are closed.

               Light cracks in the center, briefly.  Then again, as Pryor
               opens his eyes bringing us into his dreamlike, relaxed P.O.V.
               to see Noa shouting at him, but as the music blares all he
               hears is low mumblings.

               We HOLD on Noa as she tries to snap Pryor to attention.  Her
               face twists and distorts into a variety of amusing
               expressions.

               Pryor finds the imagery quite comical. Little snickers become
               bursting giggles before we cut back to:

        15     INT.  LAB - HALLWAY - MOMENTS LATER                     15

               Pryor, more sober now, follows Noa through the corridor.

                                   NOA
                         What are you, like, high?

                                   PRYOR
                         No! Of course not. I was just
                         relaxing.

                                   NOA
                         You looked high. Still do.

                                   PRYOR
                         I just really like my music, Noa. 
                         It soothes me, makes me feel...
                         relaxed.
                             (then)
                         Lord knows I need it, way things
                         have been lately.

               Noa stops dead in her tracks, Pryor bumps into her.

                                   NOA
                         Uh, hello? Few weeks ago, my own
                         mother tried to have me sacrificed!

                                   PRYOR
                         Noa, I didn't mean...

                                   NOA
                         Hey, I'm just saying if anyone's
                         going to get high around here, it'd
                         better be me.
                             (then; innocently)
                         Not that I would.

               The two, once again, resume their journey through the
               corridor. After a beat, Pryor speaks:

                                   PRYOR
                         I'm not high.

                                   NOA
                         I want to see those pupils.

                                   PRYOR
                             (protesting)
                         I was just listening to my music. 
                         In my chair. My big, comfy chair.

                                   NOA
                         Whatever.
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