See Part 1 for Disclaimer

Part Two: New Moon Rising (Episode aired 02 May, 2000)

GILES: (V.O.) Previously on Buffy the Vampire Slayer...

(Shot of Oz and Willow in bed.  Willow tries to kiss Oz, but he pulls away)

WILLOW: Oz...don’t you love me?

(Shot of Oz walking forward and kissing her)

OZ: (V.O.) The wolf is inside me...all the time.

(Shot of Oz walking away from the house, getting into his van)

OZ: (V.O.) Until I figure out what that means, I shouldn’t be around you.  Or anybody.

(Shot of the van driving away.  Cut to Adam’s face, then Adam killing Maggie Walsh)

BUFFY: The Initiative created this thing and they can’t stop it, but we will.

(Shot of Spike trying to bite Willow, but flinching back in pain)

RILEY: (V.O.) The implant works.  Hostile 17 can’t hurt any living creature in any way.

SPIKE: (in the Bronze) I get this chip out, you and me are gonna have a confrontation.

(Shot of Willow and Tara holding hands and moving the soda machine, then another of them holding hands and lifting a rose)

WILLOW: I just like having something that’s...mine.

TARA: I am, you know.  (pauses)  Yours.

(Shot of Xander drowning in the bathtub, and then lying still)

BUFFY: (V.O.) NO!!!

(Cut to Hillcrest Cemetery, a funeral is in progress.  The sun is close to the horizon in the background.  Pan to a crowd of people dressed in black, or dark-colored clothing.  Their attention is focused on the priest, who is standing over a coffin surrounded by a guardrail)

PRIEST: (in Latin) Et nomini patris, et fili, et spiritu sancti.  [In the name of the Father, the Son, and the Holy Spirit.]  (continues in English, doing the sign of the cross)  We commend the soul of our brother Alexander to the Lord, as we return his body to the earth of its origin.  Ashes to ashes, and dust to dust...Lord, we beseech thee to take him unto your bosom, and comfort his parents...

(Shot of Xander’s father, holding a crying woman that is assumed to be his mother.  Mr. Harris looks angry, like he did in "Restless")

PRIEST: ...and loved ones in their time of grief...

(Shot of Buffy, Riley, Willow, Tara and Giles standing together.  Anya is standing a little distance away from them, near Xander’s parents.  Initiative commandos are in the background wearing civvies, including Forrest and Graham)

PRIEST: ...and we pray that one day, we will all be reunited in the Kingdom of Heaven.  Amen.  (closes his prayer book, and moves back slightly)

(Shot of Anya and Xander’s mother placing a rose on the coffin, before it is lowered into the ground.  Pan across the crowd, some people mutter amongst themselves, some leave)

(Cut to later, the Scooby Gang is gathered around the grave, some of them are crying)

WILLOW: (cries) I just...I just can’t believe he’s gone.

BUFFY: (sniffles) This is all my fault...if I hadn’t...(Riley hugs her, and she starts crying harder)

GILES: Buffy, it’s not anyone’s fault.  You couldn’t have known what would happen ...

ANYA: (joins them)  That’s easy for you to say.

GILES: (sighs, looks at her) Anya, I-I know you’re grieving...

ANYA: (interrupts him)  You have no idea what I’m going through.  (looks at all of them)  He tried to tell me that there was weird stuff going on during the party that night, but I didn’t listen to him.  If I had, we might not be here right now.

BUFFY: (looks at her in pain)  Anya...

ANYA: (stares back at her)  Of course, that doesn’t mean that I think you and your beau are any less responsible for what happened to him.

RILEY: (somewhat angry)  Hey!

BUFFY: (sobs)  She’s right.

ANYA: (shrugs)  Of course I am.  You should both feel shame.

GILES: Look...

ANYA: (interrupts)  No. I’ve had it - I’m leaving Sunnydale.  Right now.  There’s nothing left for me here anymore. (looks hard at Buffy and Riley)  And if I ever get my powers back, you two had better watch out.  (turns around, and leaves)

TARA: She - she’s really upset.

GILES: Y-yes, definitely.  You should be careful from now on, especially when you patrol and such.

BUFFY: (still sniffling)  Patrol’s been totally uneventful.  My kill count’s way down.

RILEY: But the weird thing is, we’ve been busy at the Initiative.  Our squads are pulling in a lot more captures.  We’ve got demons practically coming out our ears.

GILES: So the activity’s shifted, but not stopped.  (pauses)  Interesting.  (Buffy and Riley look toward someone approaching, as he keeps talking)  I suspect there is a matter of some import brewing, I-I -

(Shot of Giles noticing everyone looking behind him, and he turns around.  Shot of Tara looking confused.  Shot of Willow looking shocked.  Cut to a close-up shot of Oz, dressed in dark-colored clothes, with his hands in trouser pockets)

OZ: Hey.

(Cut to Willow) WILLOW: Oz.

(Shot of Oz looking around, uncomfortable)

TARA: (understanding) Oz.

(Shot of Willow looking at Tara, then looking back at Oz.  Shot of Buffy looking at Willow, concerned)

WILLOW: When, when did you get back?

OZ: Few hours ago.  Long enough for a shower, and to hear what happened.

RILEY: (looks at everyone, then steps forward)  Hi.  I’m Riley - I don’t know if you remember me, but I’m Buffy’s boyfriend now.  Glad you could make it...uh, no, I-I didn’t mean...

OZ: Yeah, I get it.  Sorry I wasn’t here to help.  (pauses)

BUFFY: So are you here here, or are you just passing through?

GILES: Well, um, let’s not, uh, bombard the chap with questions at a time like this, shall we?

OZ: (walks forward to Willow)  Look, I’m going back to Devon’s to see how long I can crash there.  But...I was hoping that we could talk.  Later tonight.

WILLOW: I guess so.

OZ: I’ll come by your place?

WILLOW: Okay.

OZ: (smiles)  It’s great to see you guys again.  Despite everything.  Really.  (leaves, Willow still looks shocked)

BUFFY: (goes to Willow and touches her arm)  You okay?

WILLOW: I-

TARA: I just, um - I realized, um, I’m - I’m gonna be late for something.

WILLOW: Tara, wait.

TARA: No, no, it’s okay.  Y-you should be with your friends, and, and I-I should go.  (leaves)

WILLOW: Wait...

(Shot of everyone looking at Willow, who is upset.  Cut to the graveyard later that night.  Riley and Buffy are walking along.  He is wearing his battle fatigues, Buffy has a long leather coat and a white cap.  Riley is carrying a bag)

BUFFY: Thanks for letting me stay so long to say goodbye in private, at Xander’s grave.

RILEY: No problem.  I guess everyone needs to find closure, in his or her own way.

BUFFY: I still don’t know how Will is gonna handle all of this.  I mean, she and Xander knew each other since forever...and now that Oz is back and everything...

RILEY: So, um, I was missing something earlier at the service, right?  I mean, breakups are tough, and it was a reunion at a funeral - but when Oz showed up, it seemed like emotions were running extra high.

BUFFY: Oz and Willow had a rough breakup.

(Shot of Riley nodding, when a monster appears)

MONSTER: Grr.

RILEY: Hold that thought.

(Cut to Buffy ducking, and Riley punches it over her head.  There’s a long fight, with both of them up against the demon.  Eventually, Riley grabs the creature and hurls it into a gravestone. It collapses unconscious)

RILEY: (takes out his radio)  Base, this is Agent Finn.  We’ve got an HST down.  Please send a retrieval team to Sector 42.

RADIO VOICE: Roger that, Agent Finn.  We’ll get there as soon as we can.

(Shot of Riley putting the radio away and picking up his bag, they walk on.  Unknown to them, a pair of golden glowing eyes is watching them in the background.  Cut back to Buffy and Riley)

BUFFY: So, I was just about to say something fascinating.

RILEY: Oz and Willow.

BUFFY: Right.  They had a rough breakup.  Some stuff came up, and Oz pretty much bailed overnight.  It left Will really devastated.

RILEY: (nods) I remember.

BUFFY: The thing is that before that, they were doing great.  I mean, she was totally dealing with Oz being a werewolf, it wasn’t even-

RILEY: Whoa, wait.  (they stop walking)  Oz is a werewolf, and Willow was dating him?!

BUFFY: Yeah. Hence, the high emotions.

RILEY: You’re kidding me.  (pauses)  Gotta say I’m surprised. I didn’t think Willow was that kind of girl.

BUFFY: What kind of girl?

RILEY: Into dangerous guys.  Thought she was smarter than that.

BUFFY: (annoyed)  Oz is not dangerous.  Something happened to him that wasn’t his fault.  God, I never knew you were such a bigot.  (starts to walk away)

RILEY: (stops her)  Whoa, hey, how did we get to bigot?  I’m just saying it’s a little weird, to date someone who tries to eat you once a month.

BUFFY: Yeah, well, love isn’t logical, Riley.  It’s not like you can be Mister Joe Sensible about it all the time.  (Riley rolls his eyes)  God knows I haven’t been.

RILEY: I’m not talking about you.

BUFFY: How about we don’t talk about this at all?  Okay?  Let’s just patrol.  (walks off, looking angry.  Riley is confused, but follows her)

(Cut to Willow, opening her dorm room door.  Oz is leaning against the doorframe)

OZ: Hey.

WILLOW: (nervous)  Hey.  (Oz smiles)  So...you wanna come inside?

OZ: Actually, I’d like you to come outside.  I wanna show you something.

(Cut to them walking across the campus.  It’s dark)

WILLOW: (stops walking)  Oz...(he stops walking too)  this is all so weird.  (Oz sighs, fidgets with something on his hand) I-I-I feel like...this isn’t really happening.  Like it’s a dream or, or something.

OZ: It’s real.  Look up.

WILLOW: What?

OZ: (smiles)  Look at the sky.  (Willow looks up.  The moon is full)  I guess you stopped keeping track of 'em, after I left.

WILLOW: Full moon.  (looks at Oz, then back up at the moon)

OZ: Full moon.

WILLOW: Full moon, but-but how?  I mean (smiles) you did it!  How, how did you do it?  Where did you go?

OZ: It’s a long story.

WILLOW: (looks up again, then down, smiling)  Oh my God, Oz!  (hugs him.  He holds her and closes his eyes.  Willow pulls back, no longer smiling)  This is...I mean, it’s wonderful for you.

OZ: I asked Buffy, and she said you didn’t have a new guy.

WILLOW: No.  No new...guy.

OZ: (smiles, takes her hand)  I know what I put you through, and I’m not gonna push.  But I am...a different person than when I left.  And I can be what you need now.  (Willow looks sad)  That’s what I want.  That’s why I came back.

(Cut to Graham and two other commandos, walking through the woods.  The other two are carrying big guns.  One of them nudges Graham)

COMMANDO 1: Sir.

(Shot of Graham taking out his handgun.  They all look and see rustling in the bushes)

(Shot of a werewolf-like monster suddenly attacking them.  They try to grab it, but it shoves Graham and another soldier away.  Graham goes flying backward into a tree, and falls to the ground)

(Shot of the other soldier getting killed by the werewolf.  The third commando is attacked by a demon, and flies into another tree.  Graham lifts his head, and sees the first creature with its mouth covered in blood.  Graham’s head drops back onto the ground)

(Cut to the graveyard. Spike is staggering around with a bottle of liquor, somewhat drunk.  He stops by Xander’s grave)

SPIKE: Well, if it isn’t me old roomie Xander Harris!  Nice new digs you got 'ere, mate.  Never got the chance to come to your funeral 'n all, but lemme make up for that right now.  (starts jumping and stomping on Xander’s grave)

VOICE: (sarcastic) Gee, Spike, I never knew you cared so much to go to all that effort.

(Shot of Spike whirling around, the bottle crashes to the ground and smashes to pieces.  Shot of Xander standing there.  He now looks like the poltergeist children who killed him)

SPIKE: (shocked) Bloody toffing hell!  How did you get 'ere?

XANDER: (sardonic) You’re surprised to see me?  Come on. In 126 years, you never saw a ghost before?

SPIKE: (recovers) You may be dead, but it’s pretty obvious that you’re still the same wanker you always were, Prince Charmless.

XANDER: (looks annoyed) Spike.  Keep that up, and you’ll regret it.  Remember what it was like living with me in that basement?  Try to imagine going through something like *that* for all eternity.

(Shot of Spike looking furious.  He goes to punch the ghost.  His fist goes straight through Xander’s face, and the vampire stumbles briefly)

SPIKE: (shudders) Whaddya want, anyway?  Why don’t ya go visit Red, or the Watcher, or your pet Slayer?  (smirks)  'Cause, y’know, that ex-demon girlfriend you 'ad?  She ain’t around no more.

XANDER: (sighs)  I know.  But I need you, Spike.  Besides, it’s too late for the cheese to protect me now.

SPIKE: (confused)  What the-?

XANDER: (shrugs)  Sorry.  It’s all this stuff in my head.  Don’t know yet exactly where it’s coming from, or even what it all means.

SPIKE: (shrugs)  As if I’m gonna care.  (turns, starts to leave)

XANDER: You should care, 'cause one thing I do know is that you’re going to die soon, Spikey-Boy - and so is Buffy and Willow and everybody else, if I do nothing.  (Spike stops, turns around)  Adam’s coming for you.

SPIKE: (shrugs again) So I’ll deal with it.  What exactly does he 'ave to do with me gettin’ dusted, anyway?

XANDER: (sighs again) Everything.  You see, it wasn’t supposed to be like this, Blondie.  I wasn’t supposed to die yet.

SPIKE: (sneers) Aww, you’re breakin’ my 'eart.  (with contempt)  Deal with it, ya ponce.

XANDER: (serious)  You don’t get it.  This whole thing now is a mess I gotta fix up, as best I can. Adam is gonna offer to take your chip out, Deadboy Junior.  And if you don’t do what I say, the entire world is -

SPIKE: (interrupts)  Color me concerned.  Oh wait, that’d mean I’d 'ave to 'ave a soul, like that defanged poof Angelus.  Tell ya what, why don’t ya go bother 'im?  Do it with my blessin’, too.  It’s something we’d both enjoy.

XANDER: (looks cross)  Angel’s gonna have his own problems.  He doesn’t need ours.  Just be ready, when I contact you again.  'Cause if you don’t listen to me, Adam will eventually have you sunnyside up for breakfast.

(Cut to Buffy and Willow’s dorm room in the morning.  Willow is sitting on her bed, with something in her lap.  Oz reclines on the end of the bed)

WILLOW: I love this.

OZ: A woman in Tibet traded it to me for the Radiohead record.  Got a lot of mileage out of the barter system.

WILLOW: So Tibet was your favorite?

OZ: Well, it’s where I stayed the longest.  This warlock in Romania sent me to the monks there, to learn some meditation techniques.  Very intense.  All about keeping your inner cool.

WILLOW: Good, 'cause you were such a spaz before.  (smiles)  So that’s it?  You keep your cool, and no more wolfie?

OZ: No, there’s more.  I take some herbs and stuff.  Some chanting.  A couple of charms.  (shows her some beads on a string, wrapped around his hand)

WILLOW: It’s incredible.  You’ve been all over the world.  You’ve had this...complete mind/body transformation.  And I’ve just been here.  (chuckles)  Same old Sunnydale.

OZ: Doesn’t mean you haven’t gone through a lot.

WILLOW: That’s true.  Some of it, you know, was me telling myself I hated you and cursing your name.  Not literally.

OZ: Well, thanks for that.

WILLOW: And, I don’t know, I - I think I’m getting better at my spells and stuff.  (They look at each other.  Willow fidgets, looks at the window)  It’s so light out.

OZ: Yeah, we talked all night.

WILLOW: Well, I believe a manly-sized breakfast is in order, don’t you?

OZ: Or, we could just... (puts his hand on hers) sleep a little while.  (gives her a meaningful look.  Willow looks nervous)  Whatever you want.

WILLOW: I’ll have the less confusing waffles right now.

OZ: (smiles) Breakfast it is.

(Shot of both of them getting up)

WILLOW: (suddenly stops) I can’t.

OZ: (confused) What?

WILLOW: I can’t not tell you something.

OZ: (frowns) Not sure where this is headed.

WILLOW: We talked all night, a-and I didn’t tell you the single most important thing that’s happened since you left.  I mean, life is too short to leave things unsaid - I, I kinda learned that from what happened to Xander.

OZ: What is it?

WILLOW: I did meet someone else.

OZ: But last night, you said there was no new guy...(suddenly he gets it.  His eyebrows shoot up)  Oh.

WILLOW: (looks apologetic)  Uh, yeah.

OZ: (shakes head)  Never saw that one coming.

WILLOW: (stammers)  Uh, me neither.  But that doesn’t mean...

OZ: (interrupts)  I should probably go.

WILLOW: No!  Lemme just, ah, freshen up.  We can still have breakfast.

(Shot of her taking her toothbrush and toothpaste, and exiting.  Oz watches her go.  A knock at the door.  Oz gets up and answers it.  It’s Tara, and she’s surprised to see Oz)

TARA: Oh, sorry, I-I-I’ll come back.

OZ: Are you looking for Willow?  She’s just in the bathroom down the hall.

TARA: No, no.  No, it’s, it’s okay.  (backs away)

OZ: I saw you at the funeral yesterday.  You’re a friend of hers, right?

TARA: Y-yeah.  I - I’m a witch, my name is Tara.  I-I met Willow at this coven meeting, and r-recently she introduced me to all the s-scoobies.

OZ: (looks at her suddenly)  You’re her, right?

TARA: (looks confused)  What?

OZ: Willow said...no.  Not for me to say.  You sure you don’t wanna come in?

(Shot of Tara shaking her head.  She leaves.  Oz shuts the door, looking emotionless.  Soon Willow comes back in, and sees his expression)

WILLOW: What?

OZ: Your friend came by.  Tara.  But she wouldn’t stay.  (turns away.  Willow looks upset again)

(Cut to Riley’s bedroom.  Riley and Buffy are asleep.  The alarm goes off, and they wake up.  Riley stops it.  Buffy yawns.  Riley turns to Buffy, and rubs her stomach)

RILEY: Morning.

BUFFY: (wearing one of his shirts) Morning.  (sits up and pulls away, getting out of bed)

(Shot of Riley watching her walk away.  He gets out of bed, and pulls on some pants.  Stretches, starts doing pushups.  Buffy comes back, wearing pants.  Puts some clothes on the bed and watches him)

BUFFY: Those like, regulation?  Do you have to do those every morning?

RILEY: No, just a good way to start the day.

BUFFY: (puts her clothes into a bag)  Great, then you can have your perfectly balanced breakfast, and then you can call your mother.

RILEY: (stops doing pushups, did exactly ten)  Okay, I’m up less than a minute, and somehow I’ve managed to piss you off.  Is this about what happened with Anya at Xander’s funeral? <>BUFFY: No!  I, I should just go home.

RILEY: Buffy, wait.  Is it that whole thing about Willow last night?  (sits on the bed)  Look, I only said what I said because I’m concerned.  I don’t wanna see her get hurt.

BUFFY: You sounded like Mr. Initiative.  Demons bad, people good.

RILEY: Something wrong with that theorem?

BUFFY: (looks exasperated, walks a few steps away)  There’s different degrees of-

RILEY: Evil?

BUFFY: It’s just...different with different demons.  There are creatures - vampires, for example - that aren’t evil at all.

RILEY: Name one.

(Shot of the door opening, Forrest comes in)

FORREST: (looks solemn) Rye, we need you downstairs.  Beta team got hit.

RILEY: (stands up) Bad?

FORREST: We lost Willis.

RILEY: (winces)  Graham?

FORREST: He’s walking.  (Buffy looks concerned)  We’re going on a hunt.

(Shot of Riley turning to get a shirt)

BUFFY: (to Forrest)  What kind of demon was it?

RILEY: (angry)  Does it matter?  (walks past her, holding his shirt.  He and Forrest leave.  Shot of Buffy as the door closes)

(Cut to Buffy and Willow’s dorm room.  Willow is sitting on her bed, holding a stuffed animal.  Buffy comes in with her bag)

BUFFY: Hey.

WILLOW: Hey. You okay?

BUFFY: (rubs her neck)  Yeah, I just - I don’t wanna talk about it.  I wanna hear about you and Oz.  You saw him, right?

WILLOW: I was with him all night.

BUFFY: (raises her eyebrows) All night?  (grins)  Oh my God.  (sits on Willow’s bed)  Wait.  Last night was a wolf moon, right?

WILLOW: Yup.

BUFFY: Then either you’re about to tell me something incredibly kinky, or-

WILLOW: No kink.  (smiles)  He didn’t change, Buffy.  He said he was gonna find a cure, a-and he did.  In Tibet.

BUFFY: (smiles)  Oh my God.  I can’t believe it.  (pauses)  Okay, I’m all with the woo-hoo here, and you’re not.

WILLOW: No, there’s "woo" and, and "hoo".  But there’s "uh-oh", and..."why now?"  And...it’s complicated.

BUFFY: Why complicated?

WILLOW: (sighs, steels herself)  It’s complicated...because of Tara.

BUFFY: (frowns)  You mean Tara has a crush on Oz?  No.  (The clue-by-four hits her)  Oh!  (Willow gives her a nervous smile.  Buffy stands up)  Oh. Um...well...that’s great.  You know, I mean, I think Tara’s a, a really great girl, Will.

WILLOW: She is.  And...there’s something between us.  It - it wasn’t something I was looking for.  It’s just powerful.  And, it’s totally different from what Oz and I have.

BUFFY: Well, there you go, I mean, you know, you have to - you have to follow your heart, Will.  And that’s what’s important, Will.

WILLOW: Why do you keep saying my name like that?

BUFFY: (falsely cheerful) Like what, Will?

WILLOW: (sits up) Are you freaked?

BUFFY: What?  No, Will, d- (stops and sighs)  No.  (sits on bed)  No, absolutely no to that question.  (Willow looks skeptical)  I’m glad you told me.  What did you say to Oz?

WILLOW: I - I just blurted it out, right before we were gonna go for breakfast.  (Buffy looks sympathetic)  A-and I said something about life being too short, as well.  Kinda dumb, huh?

BUFFY: Yeah.  (momentary pause)  Uh, no, I mean-

WILLOW: (nods) I get it, Buff, i-it’s okay.

BUFFY: So what’s gonna happen now?

WILLOW: I don’t know - I, I don’t wanna hurt anyone, Buffy.

BUFFY: Yeah, but no matter what, somebody’s gonna get hurt.  And the important thing is just to be honest with yourself and them, or it’s gonna get a lot worse.

(Shot of Willow nodding.  Cut to a crypt.  Spike is lying on top of a coffin, covered with a blanket.  Footsteps are slowly approaching.  A greenish hand reaches for Spike’s throat, but he grabs it)

SPIKE: (not opening his eyes)  From the sound of those massive mud flaps, I’d peg you as a demon.  Which means you’re in for a world of... (opens his eyes, and sees Adam. Starts in recognition, remembering the conversation with Xander’s ghost) pain?  (gets to his feet)

ADAM: Spike, I want you to come with me.

SPIKE: Do you?  (shrugs)  Well, let’s go then.  (turns as if to leave, then spins around and punches Adam in the stomach.  No effect.  Spike shakes his hand in pain)  Ow.

ADAM: Come.  (steps forward, and Spike steps back)  You’re going to help me with my problem.

SPIKE: Why is that, exactly?

ADAM: I’m going to help you with yours.

(Shot of Spike looking shocked.  Cut to Tara, opening her dorm room door.  Willow is standing there)

WILLOW: Hi.

TARA: Hi.  (stands back so Willow can come in, then Tara closes the door)

WILLOW: I can only stay for a minute.  I have class.

TARA: Me too, I-I-I have class too.

WILLOW: I just want you to know that what you saw this morning, it wasn’t-

TARA: No, it’s okay.  I-I always knew that if he came back-

WILLOW: We were just talking.  Nothing happened.

TARA: (hopeful smile)  Oh.  (pauses)  Really?

WILLOW: (nods)  But, you know, it was intense.  We had a lot to talk about.  (frowns)  I kinda feel like my head’s gonna explode.

TARA: (struggles for a moment)  Whatever, you know, happens...I’ll still be here.  I’ll still be your friend.

WILLOW: Of course we’ll be friends!  That’s not even a question.

TARA: (upset)  But I’m saying, I know what Oz means to you.

WILLOW: How can you, when even I’m not sure?  I mean, I know what he meant to me.  But he left, and...everything changed.  I changed, and...then we--

TARA: What?

WILLOW: (teary) I don’t know.  I just - life was starting to get so good again, and -- (sighs, moves closer to Tara) you’re a big part of that.  (starts crying)  And here comes the thing I wanted most of all, and...I don’t know what to do, I...I wanna know, but I don’t.

TARA: (looks sympathetic, brushes the tears off Willow’s cheek) Do what makes you...h-h-happy.

(Shot of Willow hugging her. Tara strokes Willow’s hair.  Cut to the inside of one of the college buildings.  Oz is looking at a wall covered with flyers and posters)

OZ: (wrinkles his nose, just as Tara walks by) Willow?

(Shot of Tara stopping and looking at him)

OZ: (looks confused, walks toward Tara)  Hey.  I thought I sm...ah, heard Willow.

TARA: (looks nervous, clutching books to her chest)  Hey.

OZ: Have you seen her?  (still sniffing the air)

TARA: (nervous) I, I-

OZ: (looks at her closely)  Is that Willow’s sweater?

TARA: (looks down)  Uh...

OZ: (moves closer)  You smell like her.  (Tara still doesn’t look at him)  She’s all over you, did you know that?  (getting angry)

TARA: I can’t.  I-I can’t talk about this.  (tries to walk away.  Oz grabs her arm)

OZ: (calms down, lets her go)  Wait.  Please.  I just...is she in love with you?

TARA: I-I don’t know.

(Shot of Oz starting to change, his eyes go black.  He concentrates, and it goes away)

OZ: Sorry.  I...gotta go.  (leaves.  Cut to Adam’s underground lair)

SPIKE: Well, that sounds like a lotta fun.

ADAM: You see my problem, though.  Total annihilation of the humans doesn’t help me.  I’ll be needing heavy casualties on both sides.

SPIKE: I get that.  I’m still not sure 'ow the Slayer fits in, though.

ADAM: The humans need a leader...a champion.  The Slayer can do that.

SPIKE: (skeptical) Yeah.  But the thing about the Slayer is...she’s a whiny little thing, but when it comes to the fightin’, she does have a slight tendency to win.

ADAM: Then I guess you should be on her side.

SPIKE: (looks down, smiles secretly.  Looks back up)  This all goes down, the chip comes out, yeah?  No tricks.

ADAM: Scout’s honor.

SPIKE: (still suspicious)  *You* were a Boy Scout?

ADAM: Parts of me.  Now, on to something to help you gain the Slayer’s trust.

SPIKE: What’s that then?

ADAM: Saving the life of someone she loves.  And who is very important to me.

(Cut to Willow in the college library, pretending to read.  Tara comes in)

WILLOW: (sees her and gets up) Hey.  What’s up?

TARA: I-I met...Oz.  W-we were talking and, and he almost changed.  His eyes were black and...it happened r-right in front of me.

WILLOW: What?  Can’t be - it’s daylight.

TARA: I know, b-but it happened.

WILLOW: Are, are you all right?

TARA: I’m fine.

WILLOW: Look, I-I have to go.  I have to talk to him.  (runs off, Tara looks upset.  Cut to Riley and Forrest and a bunch of other Initiative guys on patrol that night.  Riley looks around and takes out a tranquilizer gun, as if on a hunch)

FORREST: (examines device readout)  We’ve got movement.

RILEY: Where?

FORREST: Right over...

(Cut to a werewolf jumping out at them)

FORREST: (points) ...there!

(Shot of Riley shooting it in mid-flight, and it collapses in front of them)

COMMANDO 2: This thing looks like it might be one of the creatures that took out Graham’s guys last night.

RILEY: I know.  We may all want to kill it right here and now, but we follow procedure.  Take it back.  Make an ID.  If it is, *then* we’ll put it down.

(Cut to Giles’ place.  Buffy, Willow, Giles, Tara and Oz are there)

BUFFY: Giles, I *know* something’s up.  Riley would have returned my phone calls by now.

GILES: Y-you really think something’s amiss in the Initiative?

BUFFY: Please.  My spider-sense’s all tingly.  Definite monster-ama, and he’s like missing-in-action.  With them giving me the run-around.  I gotta go in to find him.  God, I wish Xander was still with us - I could use someone who’s been down there for backup.

OZ: (stands up from the couch) I’ll do it.

WILLOW: I can come with you.

BUFFY: (looks at her)  No.  Look, it’s too dangerous, Will.  Besides, I need you to hack into the city’s electrical grid.  We’ve gotta try to power down the Initiative to cover our getting Riley outta there.

WILLOW: (looks at Tara) Okay.

(Shot of Oz looking away)

BUFFY: (looks at Oz)  Okay.  (sighs)  Now, the only way I know into the Initiative is through the elevator in the Lowell House.  But my clearance is long gone.

GILES: You could try forcing one of the commandos to take you down there.

SPIKE: Or, you could just use the back way.  (Everyone turns to see Spike standing by the closed door)  Helluva lot less bother.

GILES: How did you get in?

SPIKE: Door was unlocked.  You might wanna watch that, Rupert.  Someone dangerous could come in.

BUFFY: Or someone formerly dangerous, and currently annoying.

SPIKE: (extremely amused and pleased with himself)  Now, now.  None o’ that.  Or I won’t help you take out GI Joe’s assassin.  (Everyone looks surprised.  He looks at Buffy)  Your boyfriend’s in a whole lotta trouble, Miss I-Can-Do-It-All-Meself.  Something’s out to kill 'im.  Good news travels fast with us demons.  We all love a good laugh. (chuckles)

GILES: Short of cash, Spike?

SPIKE: I 'appen to be seekin’ monetary gratification, yeah.  So?  Blood and beer don’t grow on trees, ya know.

BUFFY: Uh-huh.  So what’s the going rate on a wild goose chase, Spike?

SPIKE: Fine, if you’re not interested.  But I was stuck in that hole, remember?  And I’ve 'eard things from other guys who’ve gotten out.  I can get ya in.  No alarms, no cameras...no problems.

(Shot of everyone looking at Buffy.  Cut to the Initiative.  Colonel McNamara enters a room, and goes over to Riley.  Riley gets up at his desk, and stands at attention)

COLONEL: At ease.

RILEY: Request permission to report, Colonel.

COLONEL: Denied.  (Riley looks surprised)  Being new around here, Finn, I had a look at your record and Professor Walsh’s notes.  Until recently, you were an exemplary soldier headed straight for the top.  Then you meet this girl, this...Slayer, and suddenly you begin to exhibit signs of disloyalty.  That, and abusing your privileges.

RILEY: (frowns in confusion) Sir?

COLONEL: You will speak only when I tell you to!  (Riley goes back to attention)  Tomorrow, I’m going to institute an investigation into the extent of your involvement with the Slayer and her band of freaks.  (pauses)  From what I’ve read they’re anarchists, Finn...too backwards for the real world.  You help me take them down, you’ll further your military career.  Otherwise, you just might find yourself transferred to Anchorage or Antarctica.  (Riley looks shocked.  Colonel McNamara turns and heads for the door)  Trust me, she’s not worth it.  (leaves)

(Cut to Buffy, Oz, and Spike walking through the woods, armed.  Both Buffy and Oz are wearing white lab coats, and Spike is wearing green army fatigues)

BUFFY: I’ve mentioned how much I’m gonna kill you if this is a scam, right?

SPIKE: Look, would I wear this if I wasn’t on the up-and-up?

BUFFY: Sure you would.  Green and dusted is all the in-look this year.

OZ: Buffy...check it out.

(Shot of the hidden doorway.  Oz and Buffy look at each other.  Spike walks toward it)

(Cut to Adam in his lair, working on a computer.  The metal part of his face is hinged back, and wires are running into his skull from the computer.  Cut back to Spike pulling the doors open)

SPIKE: For a nasty town like Sunnydale, nobody seems to mind their locks.

BUFFY: (looks briefly at Oz, and says to Spike)  You first.

(Shot of Spike rolling his eyes.  He enters.  Cut to Adam.  Something beeps, and he looks at another computer screen.  It’s showing diagrams of underground tunnels.  Cut to Willow working on a computer, while Tara looks on)

TARA: N-now type in....(looks at paper maps of the area) X-H-4-J-7 for the emergency shutdown command.  Th-that covers the entire electrical grid for the university, and the outlying area.

GILES: (behind them) A-anything I can do to help?

WILLOW: (not looking at him) No.

GILES: (looks away)  As you say.  (goes and pours himself a drink, downs it in one gulp)

(Shot of Willow typing into the computer.  Cut to Adam at his computer.  The words "EMERGENCY POWERDOWN IN PROGRESS" flash on his screen in red)

(Shot of Buffy, Spike and Oz in the hallways of the Initiative.  Suddenly the lights go out.  Blue emergency lights come on)

(Shot of the UC Sunnydale campus, going black section by section.  Shot of Tara and Willow as the power in Giles’ apartment goes out, but the computer stays on)

TARA: (smiles proudly)  We did it!  (holds up her hand)  Slap my hand.

WILLOW: Okay...(slaps her hand)

TARA: N-now me.

(Cut to the Initiative.  Buffy bursts into a room, the others wait outside)

RILEY: (is pacing around, stops when he sees her)  Buffy?  What are you doing here-?

BUFFY: No time to talk.  The thing you guys captured tonight?  It’s here to kill you.  We gotta get you outta here.

(Sirens are suddenly heard, and a computer voice announcing "Security breach".  Buffy and Riley go outside, see the werewolf monster stalking down the corridor.  Riley starts to go towards it, weapon drawn)

BUFFY: (stops him)  Are you nuts?

RILEY: Buffy, this is my job.  I’m not gonna hide from this thing.

(Shot of Buffy pushing him back into the room and closing the door, over his protests.  Suddenly, the werewolf stops and growls at Oz)

OZ: We got trouble.

BUFFY: Oz?

SPIKE: Where *are* all those bloody nancy-boy commandos?  This is pathetic.

BUFFY: (annoyed) Spike ...

(Shot of Oz suddenly wolfing out, and attacking the other werewolf.  Buffy aims at them but doesn’t dare fire, for fear of hitting Oz.  There’s a fight, and eventually Oz rips out the other werewolf’s throat out, like he did with Veruca in "Wild At Heart")

COLONEL: (suddenly appears)  What the hell is going on here?  (sees Buffy)  You!

(Cut to the gang walking down the halls, with Buffy holding her crossbow to Colonel McNamara’s head.  Oz is back to normal, dressed in her white lab coat, and Spike is bringing up the rear)

VOICE: Hold it!

(Shot of the hallway in front of them suddenly filling up with soldiers, holding guns.  More soldiers appear at the other end of the hall.  Buffy and the others are trapped)

BUFFY: Stay back...or I’ll pull a William Burroughs on your leader here.

(Shot of everyone looking confused)

OZ: (looks puzzled) He’ll die of old age, after listening to a long speech?

BUFFY: (looks annoyed)  Was I the only one awake in English that day?  (Slowly, like you’d talk to an idiot)  I’ll kill him. (to the Colonel)  Tell them to back off.  (he nods to the soldiers, who lower their guns)  Okay, let’s go.

(Still holding the Colonel, they go back down the hall.  The soldiers follow.  They get into the elevator)

(Shot of everyone standing silently looking at each other, until the elevator stops.  Spike leaves at once.  Oz opens the elevator control panel and rips out the wires, creating lots of sparks.  The Colonel glares at him. Buffy gets out of the elevator, still covering the Colonel with her crossbow. Oz follows)

COLONEL: (stares at him)  You’re a dead man, whoever you are.

OZ: (turns around)  No.  I’m not.  (his eyes turn black, the Colonel looks concerned)  And you shouldn’t make threats you can’t keep.  (the doors then shut)

(Cut to the old Sunnydale High ruins. Buffy and Riley are setting up a campsite.  They have coolers and a camp lantern.  Riley spreads a sleeping bag on the ground. Buffy pours some liquid from a thermos)

RILEY: Glad I found you all so quick.  And, I hope everybody else is gonna be okay.  But it was better to split up for tonight, don’t you think so?  I mean, you guys were just too findable in a big clump.

BUFFY: Yeah.  Besides, I think it’s mostly me the Initiative wants now.  (sits on the sleeping bag and sighs)  Probably.  Oh, God, what am I gonna do?

RILEY: (comfortingly)  You’ll be safe for tonight, at least.  The campus is still blacked out, so that’ll slow things down.  We’ll - (gestures) figure out something tomorrow.

BUFFY: (sighs)  Quite a day, huh?  (Riley nods)  Woke up to a big bowl of Wheaties.  Now I’m a fugitive.  Story of my life.  (comes over to sit next to him)

RILEY: I don’t know.  You guys saved *my* life.  I’ll try to explain that to them.  (Buffy looks pensive)  Buffy, I - I just wanna say I was wrong about Oz.  I *was* being a bigot.

BUFFY: (shakes her head)  No you weren’t.  You were thrown.  You found out that Willow was in...kind of an unconventional relationship, and it gave you a momentary wiggins.  It happens. RILEY: Still...I was in a totally black and white place, people versus monsters, and it ain’t like that.  Especially when it comes to the important things in life.  I mean, who’d have thought that Hostile 17 - Spike - would help save my life not once, but twice?!

BUFFY: (looks up, and comes to a decision)  Um, I just gotta say that Willow was totally right about that ‘life is too short’ thing. I have to tell you some stuff...about my past.  And it’s not all stuff that you’re gonna like.

RILEY: (looks a little nervous.  Knows this is important)  You can tell me anything.

BUFFY: I think so.  (smiles)  Yeah.  I know so.  Uh, m-most of it has to do with someone called (pauses) Angel.

RILEY: (grins)  With a name like that, this person can’t be all bad.

(Shot of Buffy staring at him.  Riley’s grin fades away.  Cut to Oz and Willow, sitting in Oz’s van)

OZ: (doesn’t look at her)  Thanks for coming to see me.  (pauses)  I guess I shouldn’t have come back.  I mean...maybe, I should just leave town...

WILLOW: (panicked) No!  We lost Xander...I don’t wanna lose you too.  (calms down)  I know I’ve changed - but Oz, so have you.  I mean, you brought the wolf out, but then it went away when you wanted it to.  Buffy and Tara told me.

OZ: (looks at her) So...you’re happy?  With Tara?

WILLOW: (smiles) I am.  I can’t explain it, but-

OZ: (interrupts) I...it was stupid to think that you’d just be waiting.

WILLOW: I was waiting.  I feel like some part of me will always be waiting for you.

OZ: (silent for a moment)  But I guess now is not the time for us to be together, right?

WILLOW: (shakes her head) No.  (They look at each other)  What are you gonna do?

OZ: Go back to Devon’s for tonight.  If you or Buffy ever need anything, he’ll know where to find me.

WILLOW: Really?

OZ: Pretty much the game plan.

(Shot of Willow and Oz hugging.  Cut to a shot of the campus still in darkness.  Cut to Tara in her darkened dorm room, looking out the window.  There’s a knock on the door, she gets up to answer it.  It’s Willow, holding a candle)

WILLOW: Hi, I-I brought you a candle.  I heard, it’s still supposed to be dark for a long time.  (Tara doesn’t say anything.  Willow steps forward and gives her the candle, closes the door behind herself)  Tara, I have to tell you...

TARA: (interrupts) No, I - I understand.  About you and Oz.

WILLOW: (smiles softly) I don’t think so.

TARA: (confused) Huh?

WILLOW: Oz and I just parted company.  Uh, literally.

TARA: (amazed) Oh, right.

WILLOW: Y’see, Oz and me...well, i-it’s just not. I gotta be with the person I love now.

TARA: (starts to smile) Me?

WILLOW: (smiles back) You bet.

(Shot of Tara placing the candle on the table.  Camera angle focuses on candle.  Cue sounds of the two of them kissing)

Part 3
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