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                                       TEASER

                                                               FADE IN:

         1     EXT. NY CITY STREET. EARLY EVENING                       1

               Passing over and through a cross-section of the city centre,
               taking in the long lines of traffic and pedestrians, milling
               around happily in the last few rays of sunshine, we pick up
               NOA, walking down the street.

               Noa has a dark look on her face, far from the content grin
               she's usually sporting. Her hair is pulled back, and she's
               dressed in muted, plain colours.

               Her mood is obvious as she stops at a coffee house, pushing
               the swing doors open and stepping inside.

         2     INT. COFFEE HOUSE. CONTINUOUS.                           2

               Noa heads for the counter, paying for a plain mocha from
               behind the counter, and making her way over to a booth in one
               corner, keeping herself isolated.

               She sips her drink, then closes her eyes and leans forward,
               her head resting on her hands, a lot on her mind.

               She doesn't notice a shadow fall across her as someone stands
               at the side of the booth, looking in on her. 

                                   QUINN
                         I'd have asked if this seat was
                         taken, but I figured the answer'd
                         be something like 'Back off! I have
                         mace!'

               Noa looks up and sees QUINN, his hair a mess and his clothes
               rumpled, like he hasn't had a good night's sleep either.

               She blinks - then remembers something and GROANS.

                                   NOA
                         I was supposed to meet you, wasn't
                         I... Oh, Jon, I'm sorry.

                                   QUINN
                         It's cool.

               Quinn slides into the booth opposite, looking her up and down
               and picking up on the bad vibes radiating from her.

                                   QUINN (cont'd)
                         Is everything okay? How's Pryor
                         doing?

               Noa SIGHS loudly, looking away for a moment.

                                   NOA
                         As well as can be expected. He's
                         still too doped up to say anything,
                         and most of the lower half of his
                         face is bandaged up anyway. All I'd
                         probably get would be a few grunts.

               Quinn smiles, but Noa isn't in the mood to laugh along. He
               reaches across the table and takes her hands, giving them a
               comforting squeeze.

                                   QUINN
                         Just do what I do. Think to
                         yourself, 'at least he's not dead.'

               Noa looks up, and manages a smile, nodding back at Quinn.

                                   QUINN (cont'd)
                         We fought off those things, Faith's
                         okay - well, paler from all the
                         blood loss, but otherwise okay -
                         and Pryor's still in one piece.
                         More or less.

               Noa takes another sip of her drink.

                                   QUINN (cont'd)
                         Bad things happen in threes, right?
                         And I think that's three bad things
                         right there, so, in theory, nothing
                         bad should happen for a little
                         while.

                                   NOA
                             ('as if')
                         In theory.

                                   QUINN
                             (grins)
                         That's what I said.

               Noa stares at Quinn for a moment, then sits up, leans across
               the table and KISSES him, taking her time over it.

               Quinn looks a little surprised as she leans back. Happy, but
               still surprised.

                                   QUINN (cont'd)
                         What was that for?

                                   NOA
                         Just being you.

                                   QUINN
                         Guess I'd better carry on doing
                         that, then, huh?

                                   NOA
                         It's helping. I've had a hell of a
                         day so far - heck, I've had a
                         pretty crappy few weeks, so right
                         now, I just want to concentrate on
                         sitting down, taking five minutes,
                         a cup of coffee, and my man.

                                   QUINN
                         'My man'? Well, aren't we the
                         forward one?

                                   NOA
                             (playful)
                         Oh, stop it. You wouldn't return my
                         calls if you weren't interested,
                         right?

               Quinn smiles back at her.

                                   QUINN
                         And there she is. That's the Noa I
                         like, right there.

               Noa manages a small laugh at last, as we pan across to the
               right, taking in the view of the human traffic outside
               through the coffe house windows.

               We pick up a WOMAN, standing outside the coffee house,
               staring in, looking directly at Noa. She's tall and slim,
               with long blonde hair and high cheekbones.

               She watches Noa and Quinn for a few beats, before turning and
               starting to walk with the crowds.

         3     EXT. NY CITY STREET. CONTINUOUS.                         3

               Staying with the woman, she turns into a quieter street,
               bathed in shadows cast by the tall buildings overhead, before
               stepping into a small convenience store.

               We stay on the door for a beat - and then two MEN step into
               frame, all wannabe white boy gangster with their expensive
               sportswear and gaudy jewelry.

               Checking up and down the street, they nod to each other and
               step into the store.

               We start to pull away from the entrance.

               After a few beats, we can hear RAISED VOICES shouting at one
               another - then a woman SCREAMS.

               There are two GUNSHOTS.

               Silence for a beat.

               As an ALARM BELL starts to ring inside the store, the two
               wannabe gangsters burst out of the store, hastily tucking
               away a handgun each as they sprint away, down the street.

               The woman inside the shop continues to SCREAM, sounding
               hysterical, and as a POLICE SIREN starts to wail, we:

                                                             BLACK OUT:



                                    END OF TEASER
                                       ACT ONE

                                                               FADE IN:

         4     INT. GENERAL HOSPITAL. DAY.                              4

               TITLE OVER - Two hours earlier.

               Noa is walking down a hospital corridor, a small backpack
               slung over one shoulder, checking the numbered doors she
               passes, finally stopping at one that's labelled 'Zanardi
               Ward.'

               She pushes the door open, and steps into:

         5     INT. HOSPITAL - WARD. CONTINUOUS.                        5

               Scanning the beds, she spots FAITH sitting up on one of the
               beds, and with a grin heads over.

               Faith is fidgeting, flicking disinterestedly through the TV
               channels on display via the tiny set mounted on the wall, and
               she breathes a sigh of relief as she sees Noa.

                                   FAITH
                         Thank God, thought i was gonna have
                         to kill somebody to get out of
                         here! Did you bring my stuff?

               Noa swings her backpack round onto the bed and unzips it.

                                   NOA
                         Clean clothes, clean underwear, a
                         few essential feminine hygiene
                         products, the works. Another great
                         service from the DeRubria Family.

               Faith picks up the bag and starts mooching through it.

                                   FAITH
                         Thanks.

               She glances at Noa and double takes.

                                   FAITH (cont'd)
                         Hey, is that my shirt?

               Noa looks down - she's wearing an olive coloured t-shirt
               bearing the Linkin Park band logo, graffiti style. She smiles
               innocently.

                                   NOA
                         Uh, yeah, sorry. Just kinda jumped
                         out and went 'Hey, Noa! Wear me!'
                         when I was getting your stuff.
                             (bites lip)
                         Is that okay?

                                   FAITH
                             (grins)
                         It's cool. First time anybody
                         bummed clothes off me, that's all.
                         Usually has to be the other way
                         round.

               Noa takes a seat as Faith starts laying out her outfit. Noa
               eyes the bandage on Faith's arm, covering her wounds from the
               recent encounter with the Chattering Assassins.

                                   NOA
                             (off bandage)
                         How is it?

                                   FAITH
                         Good as new. Well, sorta. Slayer
                         healing takes care of the skin and
                         bone, it's just the pain that
                         sticks around afterwards.
                             (beat)
                         How's Pryor?

               Noa falls quiet, and after a beat, she glances round the ward
               to make sure no-one's listening in, before leaning closer and
               talking quietly.

                                   NOA
                         He's still in Intensive Care, the
                         nurse said it'll be a few days
                         still before he can have visitors.
                         I managed to get a bit of info out
                         of her, but not much.

                                   FAITH
                         How is he overall, though? You
                         know, with the...

               She mimes the wounds Pryor made to his cheeks, and Noa SIGHS,
               taking a beat.

                                   NOA
                         The nurse told me he's had some
                         initial reconstructive surgery, and
                         there's more scheduled for later
                         this week. Sounds like he literally
                         cut his cheeks open, and then
                         smashed out a bunch of his own
                         teeth.
                             (saddened)
                         Why would he do that, Faith? I just
                         don't understand!

                                   FAITH
                         Me either. I'm figuring the fact
                         that those demon things we fought
                         got taken out when I did a little
                         emergency dental work, and Pryor's
                         own attempt to become a private
                         dentist have a lot in common.

                                   NOA
                         Do you think he knew what was going
                         on?

                                   FAITH
                             (shrugs)
                         Noa, I really don't know. When he
                         gets a new set of dentures, we'll
                         have to ask him.

               Faith hops off the bed, clutching her change of clothes as
               Noa scowls at her.

                                   NOA
                         Don't you think you're being kinda
                         flippant about all this?

                                   FAITH
                         Hey, don't get me wrong, I like
                         Pryor. He's a nice guy. Misguided,
                         but nice. But I think it's clear
                         know he's been keeping secrets from
                         us, and that's kind of a problem
                         for me. When he can explain
                         himself, I'll be all ears.

               Faith heads for the restrooms - but as she moves away from
               Noa, the dark look that crosses her face tells us what she's
               thinking. She has secrets of her own that she hasn't shared
               with Noa yet. 

               As she pushes open the restroom door, we cut to:

         6     EXT. STREET/OUTSIDE HOSPITAL. DAY.                       6

               Noa and the newly-dressed Faith head out onto the sunny
               street, Faith adjusting a pair of shades.

                                   FAITH
                         So what's the plan now? Is there
                         anything back at the Lab worth
                         doing, or-

                                   NOA
                         God, no! You think I'm going
                         anywhere near that place until
                         Pryor's out of hospital?

                                   FAITH
                         So I guess we're officially on paid
                         leave for now, huh?

               Faith grins, but Noa isn't in a laughing mood. The girls
               start to head down the street.

                                   FAITH (cont'd)
                         Changing the subject, looks like
                         you and that Quinn guy are getting
                         kinda cosy.

                                   NOA
                         Yeah, that's something, I guess. He
                         saved my ass when those things
                         attacked us, but he's been really
                         cool about it since.

                                   FAITH
                         What were you expecting?

                                   NOA
                         I dunno, maybe that he'd feel like
                         I owed him something, but no, he's
                         just taken it in his stride.
                             (beat)
                         Oh, yeah, and how come you never
                         told me you two knew each other?

                                   FAITH
                         Uh, we don't, really. Helped each
                         other out with that freaky tooth
                         fairy demon a few months back,
                         that's all. Didn't feel like
                         sharing too much with him at the
                         time.

                                   NOA
                         Oh. Well, he just asks a lot of
                         questions about you, that's all.

                                   FAITH
                             (suspicious)
                         What kind of questions?

                                   NOA
                         Oh, the usual, where you're from,
                         how you know about...
                             (looks round; whispers)
                         ... demons and vampires...
                             (back to normal)
                         ... and all stuff like that. Don't
                         worry, I haven't told him you're a
                         Slayer or anything.

                                   FAITH
                         Good. I like to keep that low key
                         if I can help it.

               They reach a street crossing, ready to part ways.

                                   FAITH (cont'd)
                         Okay, I'm gonna head home. I need a
                         shower and an actual bed to sleep
                         in, not that stainless steel
                         mattress I got at the hospital.

                                   NOA
                         I'm just gonna walk for a while. I
                         need to clear my head, you know?

                                   FAITH
                         Yeah, it's cool.

               Noa starts to walk away, but Faith calls out to her.

                                   FAITH (cont'd)
                         Hey, uh, Noa?

                                   NOA
                             (turns)
                         Yeah?

                                   FAITH
                         If you wanted to, you know, maybe
                         swing by later, go out, get a beer,
                         whatever... that'd be cool.

                                   NOA
                             (smiles)
                         Okay, yeah. I'll call you in a few
                         hours?

                                   FAITH
                         Sweet. Later.

               Faith turns and walks off, and a surprised Noa watches her go
               for a beat before heading off her own way.

               Noa strolls down the busy sidewalk, not paying much attention
               to anything, when she frowns, slowing to a halt.

               She looks round, as though sensing something, and stops as
               she spots someone across the street.

               Standing outside a cafe is the tall blonde Woman we saw
               earlier, looking directly at Noa.

               Noa squints, trying to make out who it is - then her eyes
               widen as she recognises her.

                                   NOA
                             (quietly)
                         Mom?

               We cut from Noa's startled expression to:

         7     INT. CAFE. NEXT.                                         7

               We pan across the almost deserted, small cafe, picking up Noa
               sitting at a table opposite the Woman - her mother, BARBARA.

               Barbara looks tired, heavy bags under her eyes as she
               concentrates on stirring the coffee before her.

               Noa watches her for a few beats, before reaching out and
               laying a hand on her mom's, stopping the stirring.

                                   NOA
                         Mom, I think whatever needed to be
                         stirred in that thing is well and
                         truly done by now.

               Barbara laughs nervously and puts the spoon to one side, her
               hands fidgeting nervously. She isn't looking directly at Noa,
               who watches her with a frown.

                                   NOA (cont'd)
                         What's the matter?

                                   BARBARA
                         I'm sorry, honey. I know you must
                         hate it when I just swing by
                         without any warning...

                                   NOA
                             (cold)
                         Hey, why would I mind? I mean, it's
                         not like you tried to have me
                         sacrificed last time I saw you or
                         anything. Oh, and don't forget the
                         part where you 'forgot' to tell me
                         I had a little brother!

               Barbara SIGHS, wringing her hands before finally looking up
               at Noa. Her eyes are filled with sadness, and her pleading
               look manages to soften Noa a little.

                                   NOA (cont'd)
                         What's wrong?

                                   BARBARA
                         Wrong? Nothing's wrong. Why would
                         anything be wrong? Can't a mother
                         swing by to see her daughter?

               Noa throws the classic 'don't give me that crap!' look.

                                   BARBARA (cont'd)
                             (beat)
                         It's the Giantellis.

                                   NOA
                             (rolls eyes)
                         Oh, man...

                                   BARBARA
                         I started going to their parties,
                         you know, the ones they hold at the
                         casino every few weeks?

                                   NOA
                         Yeah, I remember, the ones Paulo
                         uses to rip off everybody who owes
                         money to him by fixing the roulette
                         wheel and using crooked blackjack
                         dealers! Mom, I moved away to get
                         as far away from those creeps as I
                         could, why the hell were you going
                         back there?

               Barbara doesn't answer, and Noa groans as she puts the pieces
               together. She leans her head on one hand.

                                   NOA (cont'd)
                             (weary)
                         How much do you owe him...

                                   BARBARA
                         Eleven thousand dollars.

                                   NOA
                             (splutters)
                         What?!?

               Barbara looks around nervously - nobody in the cafe is
               listening in, but she still shushes Noa.

                                   NOA (cont'd)
                         Mom, what the hell?

                                   BARBARA
                         I'm sorry! I'm sorry, I don't know
                         how it got out of control like
                         that, but...
                             (beat; sighs)
                         I'm in trouble, Noa.

                                   NOA
                         So you thought you'd see if your
                         estranged daughter could find it in
                         her heart to save you, right?

               Barbara goes back to anxiously stirring her coffee.

                                   NOA (cont'd)
                         Mom, I've had a really bad few
                         weeks, I don't need something else
                         going wrong just now, okay?

               Barbara stares at her for a beat, then reaches out for her
               purse, starting to stand.

                                   BARBARA
                         I'm sorry. This was a mistake, I
                         shouldn't have come.

               She's halfway up when Noa reaches out and grabs her arm.

                                   NOA
                         Mom...
                             (beat)
                         Mom, sit down. Come on.

               Barbara slowly re-seats herself as Noa glares at her.

                                   NOA (cont'd)
                         Did you come here to ask me to lend
                         you the money or something?

                                   BARBARA
                         No! No, not at all!
                             (beat)
                         Not all of it, anyway...

                                   NOA
                         Look, now's not a great time for me
                         financially. My boss just got put
                         in hospital, so I'm not a hundred
                         per cent sure when my next
                         paycheck's gonna arrive, if ever. I
                         don't exactly have eleven grand
                         lying around, you know?

               Barbara nods, keeping her eyes down. Noa stares at her for a
               few beats, then looks away. She closes her eyes, scarcely
               believing what she's about to say, but:

                                   NOA (cont'd)
                         Alright, I'll do what I can.

                                   BARBARA
                             (hopeful)
                         You will?

                                   NOA
                         I've still got most of my college
                         fund left, you know, because we
                         both know what a disaster that plan
                         turned out to be, and...
                         I dunno, maybe I can scrape
                         together a few bucks here and
                         there. But there's no way I can
                         make the whole eleven grand.

                                   BARBARA
                             (thankful)
                         No, honey, it's okay, I can make
                         some of the money myself, I just-

                                   NOA
                         You just needed good old Noa to
                         make up the difference, huh?

               Noa stands, taking a few dollars out of her wallet and
               leaving them on the table.

                                   NOA (cont'd)
                         Guess it won't be the first time
                         I've picked up the tab for you,
                         huh?

               Noa thinks, then grabs a napkin, find a pen in her purse and
               scribbles a number down.

                                   NOA (cont'd)
                         That's my cell. Call me later on,
                         I'll need a few hours to get all
                         the cash together.

                                   BARBARA
                         Thank you, sweetheart, thank you.
                         If there's anything I can ever do-

                                   NOA
                         Yeah, there's one thing.
                             (icily)
                         Don't come and see me ever again.

               Noa turns on her heel and strides out of the cafe, her
               mother's crestfallen expression burning a hole in her back as
               she exits.

         8     EXT. NEW YORK SKYLINE - DAY/EARLY EVENING.               8

               A time lapse shot of the towers and high rises of New York as
               the sun tracks across the sky, the city lights starting to
               build up as we get back to the time we started at.

         9     EXT. CITY STREET/CONVENIENCE STORE. EARLY EVENING.       9

               We're back outside the general store, as Barbara walks up to
               the door and heads inside.

               There are two GUNSHOTS.

               Silence for a beat.

               As an ALARM BELL starts to ring inside the store, the two
               wannabe gangsters burst out of the store, hastily tucking
               away a handgun each as they sprint away, down the street.

               As the woman inside continues to SCREAM hysterically, we cut
               over to:

        10     INT. NOA'S APARTMENT - BEDROOM. EARLY EVENING.          10

               Noa is humming along to something on the radio, checking her
               hair in a mirror on the wall.

               Her cell phone RINGS, and she scoops it up from the bed to
               answer.

                                   NOA
                         Hello?
                             (listens; smiles)
                         Oh, hey Jon, what's up?
                             (listens; pales)
                         What? Where?

               Noa's hand goes to her mouth as the conversation continues.

                                   NOA (cont'd)
                         Oh, my God! Oh, God, no, I'll be
                         right over!

               She cuts off the call and dashes for the door, sprinting out
               of her apartment, as we cut to:

        11     EXT. CONVENIENCE STORE. NIGHT.                          11

               There are two squad cars parked outside the store now, a line
               of yellow police tape across the entrance.

               Quinn is talking to one of the uniforms on the scene as Noa
               dashes into frame.

               An officer tries to hold her back, but Quinn sees her and
               heads over, tapping the cop on the shoulder.

                                   QUINN
                         It's okay, Bill, let her through.

               Noa is frantic, tears streaming down her cheek as she throws
               her arms round Quinn.

                                   NOA
                         What happened? Where is she? Is she
                         okay?

                                   QUINN
                             (trying to calm her)
                         There was a robbery, two punks
                         crashed the store and opened up
                         when the clerk wouldn't pay them.

                                   NOA
                         And my mom, did she...

                                   QUINN
                         She was injured in the crossfire.
                         The store clerk pulled a shotgun
                         and fired back, as far as we can
                         tell. I recognised your cell phone
                         number on a napkin we found in her
                         purse.
                             (beat)
                         Noa, I'm so sorry...

               Noa's hands go to her mouth, shock and desperation running
               across her face.

                                   NOA
                         No, no, please, don't say it, don't
                         tell me she-

               They glance over to the store entrance as two Paramedics step
               out - and lying on the gurney they're carrying is a black
               body bag. Zipped up.

                                   NOA (cont'd)
                         No!!

               Noa sinks to her knees, sobbing desperately, and Quinn waves
               over another officer to help as he tries to console her.

               We start to pull back from the scene, taking in the gut
               wrenching sobs of Noa as she watches her mom's body get
               loaded into the back of the waiting ambulance.

               Watching the scene from across the street is a HOODED FIGURE,
               staring out from the shadows.

               Long, grey hair spills out from inside his hood, and we can
               just make out his chin as he grins.

                                   HOODED FIGURE
                         Don't worry, Noa... there's plenty
                         of ways to bring her back.

               The Hooded Figure starts to CHUCKLE, and off that, we:

                                                             BLACK OUT:



                                   END OF ACT ONE
                                       ACT TWO

                                                               FADE IN:

        12     INT. FAITH'S APARTMENT. NIGHT.                          12

               Faith is resting up on her couch, Goliath the cat asleep and
               purring happily in her lap.

               She glances at her watch, frowning, and Goliath stirs and
               wake up, blinking up at Faith as she shifts position.

                                   FAITH
                         I guess Noa didn't want to come
                         over after all, huh, cat?

               Goliath's blank look says it all.

                                   FAITH (cont'd)
                         Yeah, that's what I was thinking.
                         Bit of patrolling should take my
                         mind of how much my damn arm hurts!

                                   GABRIEL (O.S.)
                         I wouldn't advise that.

               Faith jumps to her feet, startled - to see GABRIEL, sitting
               half-in, half-out of the open window over by the fire escape,
               perched on the window ledge with a grin.

                                   FAITH
                             (not amused)
                         Alright, you're about an inch away
                         from breaking and entering, and I
                         got my rights if you do that.

                                   GABRIEL
                         You do?

                                   FAITH
                         Yup. You stay out there, if I kick
                         your ass it's classed as 'assault.'
                         You lean a little further forward,
                         it gets bumped down to 'self
                         defence.'
                             (smirks)
                         Wanna test that theory out?

               Gabriel laughs, swinging his legs round and stepping into the
               apartment.

                                   GABRIEL
                         No offence, Faith, but if you
                         wanted to hurt me you'd have done
                         it by now.

                                   FAITH
                         Doesn't mean I haven't thought
                         about it.

                                   GABRIEL
                             (feigns offence)
                         Am I that unpleasant to thine eyes?

                                   FAITH
                         Well, no, but-
                             (catches herself)
                         Whatever. What brings you
                         trespassing on my patch tonight?

                                   GABRIEL
                             (beat; serious)
                         Bad news.

                                   FAITH
                             (wry)
                         There's another kind?

                                   GABRIEL
                         Noa won't be over tonight.

                                   FAITH
                             (frowns)
                         How did you know-

                                   GABRIEL
                         You might want to get over to her
                         place.

                                   FAITH
                             (beat)
                         That's kind of clear cut by your
                         standards - what's the occasion?

                                   GABRIEL
                         I'm feeling charitable. Just make
                         sure you stay there a while.

               Faith eyes him - but she knows to trust his advice by now,
               and reaches for her jacket.

               She winces as she stretches her injured arm, and Gabriel
               steps closer to her.

                                   GABRIEL (cont'd)
                         Better watch that arm. You're gonna
                         need it later.

                                   FAITH
                             (mischievous)
                         That a promise?

               Gabriel smirks and heads back over to the window.

                                   GABRIEL
                         Oh, and, Faith?

                                   FAITH
                         Yeah?

                                   GABRIEL
                         Watch your step.

               She blinks, confused - but Gabriel slips out through the
               window without another word.

               Faith heads over, peers outside - but there's no sign of
               Gabe. As usual. She slides the window shut again, and as she
               turns to leave, we cut to:
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