Written by:  David Fury
Directed by:  James A. Contner
Transcribed by:  AleXander Thompson

Copyright  1999 Alexander Thompson

                   ~~~~~~~~~~ Disclaimer ~~~~~~~~~~

I do not own the characters in this story, nor do I own any rights to 
the television show "Buffy the Vampire Slayer". They were created by 
Joss Whedon and belong to him, Mutant Enemy, Sandollar Television, Kuzui 
Enterprises, 20th Century Fox Television and the WB Television Network.

This is not a novelization or a script. It is a straightforward and dry 
transcript of the episode "Helpless". It also includes descriptions of 
the settings, action scenes and camera movements where I felt they were 

I made every effort to accurately transcribe the dialogue from this 
episode. If you notice anything that is transcribed incorrectly, please 
let me know and I will post an update.                     rev 99.05.04.

This episode was originally broadcast on January 19, 1999.

                    ~~~~~~~~~~ Prologue ~~~~~~~~~~

Angel's mansion. The lights are low. The logs in the fireplace are 
burning steadily. Candles are lit throughout the room. The camera pans 
across a blanket upon which are the remains of a cozy picnic dinner.

Suddenly Buffy hits the floor in front of the fireplace hard on her 
back. She has her right knee pulled up to her chest. Angel crouches over 
her, holding himself up with his arms and grinning down at her. She uses 
her leg to throw Angel over her head. He flips backward and lands flat 
on his back. Buffy does a kick-up, bringing her up to a standing 
position, and spins around to face Angel as he gets to his feet. He 
hesitates for a moment before lunging at her with a wide punch that she 
easily ducks. She comes up behind him, and he turns around to face her. 
He tries a left-hand punch, but she inner form blocks it and flies into 
a half-spinning in-to-out crescent kick. Angel ducks it, but gets 
knocked off his feet when Buffy keeps on spinning downwards with a back 
leg sweep, sending him to the floor. She scrambles to grab a baguette 
from the blanket and rolls toward Angel. She comes up straddling him at 
the waist and plunges the long, thin loaf at his chest, stopping just 
short of penetration.

Buffy:  Gotcha!

Angel:  (defeated) Uhh! Right in the heart.

Buffy:  (smiling) Satisfied?

Angel:  I'm not sure that's the word.

Buffy:  (taken aback) Okay.

She sets aside the baguette, stands up and takes a few steps away.

Buffy:  I didn't mean 'satisfied' like...

He grabs the baguette and gets up also.

Angel:  No, I, I wasn't trying to...

Buffy:  (awkwardly) 'Cause we're not having satisfaction in the personal 

Angel:  Of course. (exhales)

Buffy:  (smiles) I should go. (walks past him) Giles is...

Angel:  (turns with her) waiting for you. (Buffy faces him) I 

Buffy:  (smiling) Thanks. For the workout.

Angel:  (nods) Um, am I gonna see you this weekend? You, uh, you-you 
probably have plans.

Buffy:  Right, birthday. Um, actually, I, I do have a thing.

Angel:  Oh, a thing. (trying to be cool) A date?

Buffy:  (nods) Nice attempt at casual. Actually, I do have a date. 
(steps closer) Older man. Very handsome. He likes it when I call him 

Angel:  (smiles) Huh, your father. (frowns) It is your father, right?

She gives him a big reassuring grin and nods.

Buffy:  He's taking me to the ice show. (Angel sighs with relief) Which 
should be big fun. I could use a little fun.

Cut to the library. Buffy is sitting at the table while Giles dangles a 
pink crystal in front of her. She plays with a long, thin, translucent 
one. There is a rather large collection of crystals of various colors, 
shapes and sizes on the table.

Giles:  This one?

Buffy:  Amethyst.

Giles:  Used for?

Buffy:  Breath mints? (looks up at him)

Giles:  (exasperated) Charm bags, money spells, and for cleansing one's 

Buffy:  Okay, so how do you know if one's aura's dirty? Somebody come by 
with a finger and write (gestures with her crystal) 'wash me' on it?

Giles sets down his crystal, takes off his glasses and props his arms on 
the table, leaning toward Buffy.

Giles:  (seriously) Buffy, I'm aware of your distaste for studying 
vibratory stones, but since it is part of your training, I would 
appreciate your glib-free attention.

Buffy:  Sorry. It's just with Faith on one of her unannounced 
walkabouts, I feel like somebody should be patrolling.

Giles:  (looks over the crystals) Well, Faith is not interested in 
proper training, so I must rely on you to keep up with yours.

Buffy:  I hate being the good one.

Giles:  And as for patrolling, well, you'll be there soon enough. 
(suddenly curious) Why so anxious?

Buffy:  I guess it... (suddenly self-conscious about her crystal, 
quickly puts it down) I just have some... energy to burn.

Giles:  Well, in due time, (puts his glasses on) but, uh, for the 
present, (selects the largest blue crystal) if it's not entirely beyond 
your capabilities, (sets it in front of Buffy) try to concentrate.

Buffy sighs and stares into the crystal.

Cut to a playground later that night. A vampire front rolls down the 
slide and onto the ground. Buffy runs down the slide after him and stops 
next to him in a ready stance.

Buffy:  Wow, that was really funny-looking! (grins widely) Could you do 
it again?

Vampire:  I'll kill you for that. (jumps up)

Buffy:  For that? What were you trying to kill me for before?

The vampire swings at her, but she ducks it and comes up behind him. He 
faces her just in time to take a roundhouse kick in the shoulder. He 
swings again, but she ducks it and punches him in the gut, then rises 
back up and backhand punches him in the head. Then she shoves him back a 
step so she can follow up with a half-spinning wheel kick, making the 
vampire stumble back and fall onto the carousel. She strides toward him.

Buffy:  Okay, so here's the deal. (raises her stake)

Suddenly she is overcome by dizziness. She closes her eyes and steps 
back unsteadily, almost as though in pain. The vampire seizes the 
opening and rushes her, grabs her by the jacket, swings her around and 
throws her onto a picnic table. She rolls off of it and onto the ground. 
The vampire jumps on top of her, straddling her. She turns her head away 
in fright. He grabs her right wrist with one hand and with the other 
grabs her hand and twists it around, hurting her and making her cry out. 
Her stake is now pointed at her own chest, and the vampire uses his 
weight to slowly push it down at her.

Vampire:  Lemme know if I'm not doing this right.

Her eyes go wide with terror as she struggles desperately with him.

Opening credits roll. Buffy's theme plays.

                    ~~~~~~~~~~ Part 1 ~~~~~~~~~~

The playground. The vampire straddling Buffy leans hard on the stake, 
slowly pushing it closer to Buffy's chest. She struggles hard to keep 
him at bay, but she's losing the battle. In a desperate attempt to get 
him off of her, she head butts the vampire. He is slightly stunned and 
stops pushing down on the stake, but remains on top of her. She then 
slaps him in the face hard and shoves him off of her. He rolls away and 
onto all fours. Buffy scrambles to get the stake, rolls back onto her 
back and braces the stake against her chest pointing upward. The vampire 
jumps to his feet and lunges angrily for her, landing on top of her and 
impaling himself. He explodes into a cloud of ashes. Buffy waits a 
moment before she raises herself into a sitting position. She brushes 
some of the dust from her jacket and takes a few breaths before standing 

Cut to Sunnydale High the next morning. Cut to the library. Buffy stands 
by the table concentrating on a target she set up against the railing of 
the stack level. She raises a knife and throws it. It glances off of the 
target and clinks as it hits the floor. Giles comes into the library 
with his briefcase and a cup of coffee and heads toward his office.

Giles:  Bit early in the day. (sips his coffee)

Buffy:  Giles, something's wrong.

Giles:  (stops) Wrong?

He sees the target with a few knives stuck awkwardly into it. None of 
them are anywhere near the center.

Giles:  Ah. Perhaps you shouldn't... (Buffy throws a knife and misses) that anymore. (sets down his briefcase)

Buffy:  On top of that, I got a bad case of the dizzies last night and 
almost let a vamp stake me. With my own stake!

Giles sips his coffee again as Buffy throws yet another knife. It flies 

Buffy:  I'm way off my game. (Giles sips again) My game's left the 
country. It's in Cuernavaca. Giles, what's going on here?

Giles:  (sits) Well, perhaps you've got a bad flu bug or something.

Buffy:  No. No, not sick. I *can't* get sick. My dad's coming to take me 
to the ice show. We do it every year for my birthday. If I cancel, it's 
gonna break his heart.

Giles:  Well, just, um, take it easy for forty-eight hours. You know, 
forego patrolling until you feel yourself again.

He gets up again and goes to get his briefcase. Buffy picks up a couple 
more knives from the table.

Buffy:  No. No, I just need to spend a little more time training.

She throws one. This time it goes very wild and breaks one of the 
reading lamps. Giles didn't see it, but he sure heard it.

Buffy:  I'm gone! (turns and leaves)

Giles:  Thank you!

He goes into his office without looking at the damage.

Cut outside to the lunch tables. Oz, Xander, Willow and Buffy are 

Xander:  An ice show? A show performed on ice. And how old are we again?

Willow:  I went to Snoopy On Ice when I was little. My dad took me 
backstage and I got so scared I threw up on Woodstock.

Buffy:  Look, I know you guys think it's just a big, dumb, girlie thing, 
but it's not. I mean, a lot of those skaters are Olympic medal winners. 
And every year my dad buys me cotton candy and one of those souvenir 
programs that has all the pictures, and okay, it's a big, dumb, girlie 
thing, but I love it.

Oz:  It's not so girlie. Ice is cool! It's water, but it's not.

Willow:  I think it's sweet you and your dad have a tradition. 
Especially now that he's not around so much. Ixnay on the caramel corn, 
though, if you go backstage.

Buffy nods in agreement.

Xander:  We're still talking party, right? I mean, some of us still love 
to relish celebrating in the birth of the Buff.

Buffy:  I dunno. I think it might be time to put a moratorium on parties 
in my honor. They tend to go badly. Monsters crash. People die.

Willow:  But eighteen is a *big* one, Buffy. I mean, you can vote now. 
You can be drafted. (smiles) You can vote not to be drafted.

Buffy:  I think I'll choose to celebrate this one with quiet reflection.

Xander:  Where is it written that quiet reflection can't be combined 
with cake and funny hats?

Cut to the kitchen at Buffy's house. A large birthday floral arrangement 
is on the island, complete with helium balloon and card. The tickets to 
the ice show are attached to the card. Joyce is at the stove making 
dinner. She hears the front door close.

Joyce:  Buffy?

Buffy:  Present.

She comes into the kitchen, sees the flowers and smiles.

Buffy:  Ooo, present!

Joyce:  Uh, they're not. They're from your father.

Buffy takes the card and tickets from the arrangement and looks at them. 
Her expression shows deep disappointment.

Joyce:  His, uh, quarterly projections are unraveling and he can't 
afford to take off right now. He promises to make it up to you. It's all 
right there in the letter.

Buffy sadly folds up the tickets and the card without even opening it.

Joyce:  I-if you want, I could ask somebody to cover for me at the 
gallery. I-I mean, if you want me to take you.

Buffy:  No. No, that's not necessary. I-I was just thinking it might be 
nice to have a quiet birthday.

Cut to an abandoned boardinghouse. The sign outside reads "Sunnydale 
Arms, Rooms for Let, Breakfast Included, Inquire Within." Cut inside. 
The place is dark and musty. A few of the wall lamps are lit and there's 
a fire going in the fireplace. It's clear, though, that no one has lived 
here for years. The furniture is torn and the books on the shelves are 
strewn about. A man is bricking shut one of the windows. Quentin 
Travers, a member of the Watcher's Council, observes his progress. He 
turns as another man comes down the stairs.

Quentin:  How much longer, Hobson?

Hobson:  Five, maybe six hours, sir.

They slowly walk into the next room.

Quentin:  Once you finish, you and Blair can get some rest. But sleep in 

He and Hobson stop and look across the room. There stands a tall wooden 
crate with a heavy lock on it.

Quentin:  We're getting very close. The Slayer's preparation is nearly 

Cut to the library. Giles gets out the crystals again and carefully lays 
them out on the table. Buffy sits and watches him.

Buffy:  You know, it's not just cartoon characters. They do pieces from 
operas and ballets. Brian Boitano, doing Carmen, is a life changer. Oh, 
he doesn't actually play Carmen, but a lot of sophisticated people go.

Giles:  (absently) Yes, I think we should start with the grounding 
crystal again.

He sets the largest blue crystal on the table in front of Buffy.

Buffy:  You know, it's usually something that families do together.

He absently sets the box aside.

Giles:  Now, look very carefully for the tiny flaw at its core.

Buffy:  I-if someone were free, they'd take their daughters or their 
student... or their Slayer. (looks up at him hopefully)

Giles:  Hmm? Yes, but, Buffy, I think we should concentrate now. Now, 
look for the flaw at its center.

He leans against the table. Buffy gives in and starts to concentrate on 
the crystal. At its center is a small stake-shaped flaw in an otherwise 
nearly clear blue crystal. Faint wind chimes can be heard as Buffy 
slowly goes into a trance. Giles leans over further and looks into her 

Giles:  Buffy?

Satisfied that she is caught in the crystal's thrall, he pulls a small 
case from his briefcase, sets it on the table and opens it. Inside is a 
hypodermic needle, a test tube full of a clear yellow liquid and an 
alcohol-soaked gauze pad. Keeping a careful eye on Buffy, he takes the 
pad and leans toward her. He takes her arm, pushes up her sleeve and 
wipes the pad on a spot near the inside of her elbow. He fills the 
syringe, taps it to get any air bubbles to the tip and pushes on the 
plunger until the fluid begins to squirt out. Again he checks to be sure 
Buffy is under, then he takes her arm in one hand and with the other 
sticks in the needle. Slowly he depresses the plunger, all the while 
keeping an eye on his charge. She doesn't stir in the least. He pulls 
the needle back out. Buffy does not bleed from the site. Quickly he puts 
everything away. Buffy remains in the crystal's thrall. Giles sits on 
the table, trying to be casual, and waves his hand between Buffy and the 
crystal. She comes out of her trance and looks up at him.

Buffy:  Oh, I'm sorry. (rubs her temples) Did I zone out on you? It's 
just... I'm nursing that flu bug.

Giles:  It's best to take care of that. Perhaps we should, um...

Buffy: it a night. Yeah, (exhales) that's a good idea. Thanks.

She gets up weakly and groans as she walks out of the library. Giles 
smiles to himself.

Giles:  Good night.

                    ~~~~~~~~~~ Part 2 ~~~~~~~~~~

The quad at Sunnydale High on the next day. Buffy and Willow come 
walking from the stairs.

Buffy:  So, how's it going with Amy the rat?

Willow:  (excited) Good! She loves her new exercise wheel. She runs 
around, her nose wiggles...

Buffy:  (interrupts) I-I meant, how's it going changing her back into a 
human being?

Willow:  Oh. Still working on it. But I just got her the cutest little 

They hear a boy raising his voice and look in his direction. He's 
talking to Cordelia.

Boy:  (upset) You don't do that to me! I waited for you at the Bronze 
all night!

Cordelia:  And the big deal is?

Boy:  You made me look like some kind of dork in front of my posse!

He grabs her arm. Cordelia is offended, and slaps his arm away.

Cordelia:  First of all, 'posse'? Passe'! Second of all, anyone with a 
teaspoon of brains knows not to take my flirting seriously. Especially 
with my extenuating circumstances.

Boy:  (confused) What circumstances?

Cordelia:  Rebound! Look it up!

She tries to leave, but he grabs her by both shoulders and pushes her 
against a tree.

Boy:  Hey! I'm not through here.

Buffy immediately moves in and grabs the boy's arm.

Buffy:  Oh, I beg to differ.

She tries to yank at it, but finds she has absolutely no strength. He 
scoffs at her and nudges her away rather hard. Buffy falls backward, 
stumbling onto a bench and rolls off onto the ground. Cordelia is 
incensed, and shoves him away from her.

Cordelia:  What is wrong with you?

Boy:  Ow.

She starts pounding him in the chest with girlie punches. He quickly 
backs away, but Cordelia keeps up with him and won't let up.

Boy:  God, the chick started it!

Willow gets down to her knees to help Buffy up.

Willow:  (very concerned) Are you okay?

Buffy slowly sits up, very confused.

Cut to the hall. Giles is heading toward the library with a stack of 
magazines. Buffy catches up with him.

Buffy:  Okay, I just got swatted down by some no-neck and rescued by 
Cordelia. What the hell is happening?

Giles:  I'm sure it'll sort itself out.

Buffy:  (desperate to know) You're not getting the big picture here. I-I 
have *no* strength. I have *no* coordination. I throw knives like...

Giles:  (calmly) A girl?

Buffy:  (confused by his reaction) Like I'm not the Slayer.

Giles:  Look, Buffy, I, I, I assure you, um... given time... w-w-we'll 
get to the bottom of, of whatever's causing this, um... anomaly.

Buffy:  Promise me.

Giles:  Yes. I give you my word.

He heads down the hall for his library.

Quentin:  You're having doubts.

Cut inside the boardinghouse. He and Giles are sharing a cup of tea.

Quentin:  Cruciamentum is not easy... for Slayer or Watcher. But it's 
been done this way for a dozen centuries. Whenever a Slayer turns 
eighteen. It's a time-honored rite of passage.

Giles:  It's an archaic exercise in cruelty. To lock her in this... 
tomb... weakened, defenseless. (looks at the crate behind him) And to 
unleash *that* on her.

He stares at the crate in the other room for a long moment before 
turning back to Quentin.

Giles:  If any one of the Council still had actual contact with a 
Slayer, they would see, but I'm the one in the thick of it.

Quentin:  Which is why you're not qualified to make this decision. 
You're too close.

Giles:  That's not true.

Quentin:  A Slayer is not just physical prowess. She must have cunning, 
imagination, a confidence derived from self-reliance. And believe me, 
once this is all over, your Buffy will be stronger for it.

Giles:  Or she'll be dead for it.

Cut to later. Hobson is working on the front door. He stops for a moment 
when Quentin and Giles approach and lets them go through.

Quentin:  Rupert, if this girl is everything you say, then you've 
nothing to worry about.

Giles isn't so sure. He puts on his glasses and leaves without saying a 

Hobson:  (to Quentin) Uh, sir, if you can spare me for a short spell, 
I'll need to make a run to the hardware store. I just need some...

He is interrupted by loud screaming coming from inside the crate. Blair 
hears it, too, and comes in from another room.

Quentin:  Take care of it.

The two men reluctantly go to the crate. Quentin slowly follows them. 
Whatever's inside the crate keeps screaming its head off. Cut to the 
crate. Blair opens the lock and removes it. He pulls open the latch and 
jerks open the crate. Inside is a very angry vampire secured in a 
straightjacket and strapped to the back of the crate with a metal band 
across his forehead. The two men nervously stare at the vampire.

Quentin:  (impatient) Come on. Come on.

Blair steps over to a table and pulls two pills from a bottle. He puts 
them on a spoon that's been tied to a long bar. Hobson stands behind him 
with a glass of water also on the end of a long bar. Blair reaches the 
spoon up to the vampire's mouth.

Blair:  Kralik, your pills. Open your mouth.

The vampire opens its mouth just enough, and Blair nudges the spoon in, 
turning it to drop the pills in, then quickly retreats. Hobson steps up 
with the glass of water and angles it for Kralik to drink. He gulps 
deeply. Some of the water spills to the sides of his mouth.

Quentin:  That's enough. Close it up.

Hobson backs away, and Blair slams the crate shut.

Cut to the library. The gang is at the table doing research into Buffy's 

Willow:  Aha! A curse on Slayers.

Buffy looks up. Willow reads again.

Willow:  Oh, no. Wait. I-it's lawyers.

Xander:  You know, maybe we're on the wrong track with the whole spell, 
curse and whammy thing. Maybe what we should be looking for is something 
like, um, (ahem) Slayer kryptonite.

Oz:  Faulty metaphor. Kryptonite kills.

Xander:  You're assuming I meant the green kryptonite. I was referring, 
of course, to the red kryptonite, which drains Superman of his powers.

Oz:  (thinks) Wrong. The gold kryptonite's the power-sucker. The red 
kryptonite mutates Superman into some sort of weird...

Buffy:  (impatiently) Guys? Reality?

She drops her book onto the table, gets up and walks toward the stairs. 
Willow gets up and follows.

Willow:  Buffy. (they stop) I know you are *definitely*, without a 
doubt, gonna get your powers back.

Buffy:  Thanks, Will. (starts up to the stacks)

Willow:  But what if you don't?

Buffy:  (stops) Okay... (sighs) if I don't get my powers back, then I 
don't. I'll deal. (considers) And there's a whole lotta good sides to 

Willow:  Actually, this could open up so many...

Giles comes into the library. Buffy runs up to him.

Buffy:  Giles. Did you find anything?

Giles:  (apologetically) Uh, no. Not yet.

Cut to the boardinghouse. Hobson comes into the room where he and Blair 
have set up their cots. He has just sat down on his when Kralik begins 
to thrash and scream in his crate. Blair wakes and sits bolt upright. 
They both take deep breaths when they realize he's not loose.

Hobson:  It's your shift.

Blair gets up and goes to take care of their charge, pulling the door to 
their room closed behind him as Hobson lies down for a rest.

Cut to the crate. Blair pulls it open. Kralik is still tied up inside.

Kralik:  Pills!

Blair:  (nervously) Yes.

He looks over at the pill bottle and sees that there's no water in the 
glass. He takes it and quickly goes to the kitchen. Kralik takes a deep 
breath and strains against the straightjacket, screaming very loudly. 
The seam on his right shoulder tears. In the kitchen Blair fills the 
glass and casts a worried look behind him.

Blair:  It's coming!

He turns off the water and runs back to the crate. Kralik lifts his 
shoulder to make the tear in the seam less conspicuous.

Kralik:  Pills!

Blair sets down the water, gets two pills from the bottle and puts them 
on the spoon. He holds it up to Kralik's mouth as the vampire continues 
to groan loudly, crushing his eyelids shut and panting in apparent pain.

Blair:  Take them.

Kralik:  Pills!

Blair:  They're right in front of you.

Kralik:  (sniffs) Where? (sniffs)

Blair:  Here!

Kralik:  I can't see... can't... (sticks out his tongue) can't reach it.

Blair takes a careful step closer.

Blair:  Open your eyes.

Kralik suddenly thrusts out his arm and grabs Blair by the neck, lifting 
him from the floor and choking him.

Kralik:  Shh. Everything's okay now.

Cut to Angel's mansion. The fire is going nicely. The camera pulls back 
to show Buffy and Angel sitting on the floor in front of the fireplace. 
Buffy unwraps a book, Angel's birthday gift to her. She opens it and 
leafs through it. It's a copy of "Sonnets from the Portuguese", classic 
love poems by Elizabeth Barrett Browning to her husband, Robert 
Browning. On the title page Angel has written simply "Always".

Buffy:  (softly) Thank you. That's beautiful.

Angel:  You really like it?

Buffy:  Of course I do. It's sweet and thoughtful and... full of neat 
words to learn and say like 'wilt' and 'henceforth'.

Angel:  Then why'd you seem more excited last year when you got a 
severed arm in a box?

Buffy:  I'm sorry. Uh, it's just suddenly there's this chance that my 
calling's a wrong number, and... it's just freaking me out a little.

Angel:  That's understandable.

Buffy:  Angel, what if I have lost my power?

Angel:  You lived a long time without it. You can do it again.

Buffy:  I guess. But what if I can't? I've seen too much. I know what 
goes bump in the night. Not being able to fight it... What if I just 
hide under my bed, all scared and helpless? Or what if I just become 
pathetic? Hanging out at the old Slayer's home, talking people's ears 
off about my glory days, showing them Mr. Pointy, the stake I had 

Angel:  Buffy, you could never be helpless or boring, not even if you 

Buffy raises her eyebrows and gets up.

Buffy:  Don't be so sure.

She steps over to a table.

Buffy:  Before I was the Slayer, I was... (leans on the table) Well, I, 
I don't wanna say shallow, but... Let's say a certain person, who will 
remain nameless, we'll just call her Spordelia, looked like a classical 
philosopher next to me. Angel, if I'm not the Slayer, what do I do? What 
do I have to offer? Why would you like me?

Angel:  (quietly) I saw you before you became the Slayer.

Buffy:  (confused) What?

Angel:  I watched you, and I saw you called. It was a bright afternoon 
out in front of your school. You walked down the steps... and... and I 
loved you.

Buffy:  Why?

Angel:  'Cause I could see your heart. (gets up) You held it before you 
for everyone to see. (walks to her) And I worried that it would be 
bruised or torn. And more than anything in my life I wanted to keep it 
safe... to warm it with my own.

Buffy looks up into his eyes for a long moment, then leans into him, and 
they embrace, holding each other close.

Buffy:  That's beautiful. Or taken literally, incredibly gross.

Angel:  (grimacing) I was just thinking that, too.

Cut to the boardinghouse. Although Kralik has his arm free, he's still 
tied too well to free himself from the straightjacket. No matter, 
though, seeing as Blair is lying in front of him, soon to become a 
vampire. Kralik idly hums and licks his fingers while he waits for his 
new friend to wake. He watches as Blair's face spontaneously morphs into 
a vampire's. Blair stirs, turns his head to see where the humming is 
coming from and slowly gets to his feet.

Kralik:  Ah, you're up. I was afraid I drained you too much. I do that 

Blair growls at Kralik, but knows what he must do. He looks around for 
the ax he knows should be there.

Kralik:  Ever have a tune you can't get outta your head? It keeps 
playing over and over and over? Drives me nuts.

Blair brings the ax over and swings it at the metal strap where it's 
attached to the crate on the left side of Kralik's head, then on the 
right. The strap falls to the floor, and Kralik steps out.

Kralik:  Ahh. Thank you.

He grunts as he pulls the straightjacket off his other arm and lets it 

Kralik:  Ohh. That... is much better.

He goes over to his pill bottle and pops a couple into his mouth, then 
picks up the glass of water and steps back over to Blair.

Kralik:  Mmm.

He takes a good swallow of the water.

Kralik:  It's a game, you know. We're not gonna play by their rules, 
but... that doesn't mean we're not gonna play.

He smiles broadly and downs the rest of the water.

Kralik:  Mmm. (points at Hobson's room) Why don't you call your friend 
in? We'll discuss it over dinner.

                    ~~~~~~~~~~ Part 3 ~~~~~~~~~~

The boardinghouse later that night. Giles opens the door and takes a 
tentative look inside. Everything seems quiet.

Giles:  Quentin?

He steps in and closes the door, still wary of the place. He goes into 
the sitting room. Nothing seems amiss. He walks back out and down the 
hall, looking up the stairs. Still all seems well, but it's just too 
quiet. He takes a few steps up to the landing.

Giles:  Hello? Quentin? Hob...

He notices that the stair railing feels clammy, and looks at his hand. 
It's covered with fresh blood. From the landing he looks into the other 
room and sees the closed crate standing there. He rushes down the stairs 
and looks for a weapon. He grabs one of the stair rail supports and 
breaks it out with the heel of his other hand. He heads straight for the 
crate, intending to dust whatever's inside, but finds it empty. Alarmed, 
he looks around and then down at the floor. There he sees tracks of 
blood leading into the kitchen. He follows them, ready for anything. 
Holding his makeshift stake up and ready, he grabs the doorknob and 
swings it open, but nothing is there to meet him. He searches for the 
light switch, first on one side, then the other, and flips it on when he 
finds it. He sees what's left of Hobson lying on the table. The camera 
only shows his arm, but the mauling Hobson received must have been 
horrific because Giles immediately drops the stake, backs out of the 
kitchen, puts his hand to his mouth and does his best not to vomit. 
Quickly he regains his composure and makes tracks out of the house.

Cut to the streets. Buffy is slowly walking home holding her coat closed 
and hugging her book. She watches as a car passes, and then steps into 
the street to cross it. Near the other side of the street she walks past 
a couple of guys just hanging out by a car. They see her pass by and 
check her out.

Man:  (to the other) Let's find out. (to Buffy's back) Hey, sweet girl! 
(Buffy stops cold) How much for a lap dance for me and my buddy?

They laugh to themselves. Buffy begins to turn around, but thinks better 
of taking them on in her weakened state. She continues along the street. 
The men make no move to follow her.

Buffy:  (wryly) Walk me home, Angel. No, I'm fine. I can take care of 

She rounds a corner and hears humming, but doesn't see anyone around. 
She stops and looks behind her, but sees no one there either.

Buffy:  Hummers. Big turnoff. I like guys that can remember the lyrics.

She starts to walk again as she turns back, and runs right into Kralik. 
He holds onto her by the arms while she tries to pull away.

Kralik:  You know, I wish I could, but my mind just isn't what it used 
to be.

Buffy:  Let me go.

She pulls harder, and he yanks her back.

Kralik:  (playfully) You didn't say please!

She starts to struggle in earnest and call for help.


She gets her left arm loose, pulls her right arm out of her jacket and 
lets her left arm slip out of the other sleeve as she begins to run. 
Blair heads her off and roars at her. She screams and begins to run back 
the other way, dodging Kralik, who makes no move to give chase. He has 
what he wants. Blair, however, continues to run after her.


Cut to an alley behind a row of houses. She runs along it.


At the far end of the alley she encounters a fence. She tries to climb 
it, but doesn't have the strength. She drops back down, checks behind 
her and sees Blair coming. She looks down and sees that the fence has 
been cut at the base, and so quickly gets down and crawls through it. 
Blair catches up and grabs her by the leg. She keeps crawling, making 
him lose his balance and grip, but he scrambles to grab her foot. He 
can't get a good hold of it, though, and Buffy slips through and begins 
to run. Blair gets down and starts to squeeze himself through the fence. 
Buffy runs into the street and tries to flag down a car. 


The driver honks his horn and swerves sharply to get around her, but he 
just keeps going.


She looks over at Blair, who couldn't get through the hole, and sees him 
climbing the fence instead. Another car honks at her and screeches 
around her. A third car comes in the other direction. Buffy thinks she 
recognizes it. She does when it stops. Giles pushes open the passenger-
side door.

Giles:  Hurry!

She jumps in and Giles guns it just as Blair gets there. Blair grabs the 
door and gets his feet up just inside the car. Buffy hits him repeatedly 
as they speed along, and eventually Blair can't hold on any longer. He 
drops out of the car and rolls over a few times in the street before 
coming to a stop face down. Back by the fence Kralik steps into the 
street and watches them go.

Cut to the library. Buffy is sitting at the table wrapped in a blanket.

Buffy:  When I hit him, it felt like my arm was broken, it hurt so much. 
I can't be just a person. I can't be helpless like that. Giles, please, 
we have to figure out what's happening to me.

Giles opens his briefcase and pulls out the case with the syringe. He 
opens it, lets out a deep sigh and sets it in front of her.

Giles:  (with a shaky voice) It's an organic compound... of muscle 
relaxants and adrenal suppressers. The effect is temporary. You'll be 
yourself again in a few days.

Buffy can't believe her ears or eyes. She reaches out to the tube of 
liquid and touches it.

Buffy:  You?

Giles:  (shaky) It's a test, Buffy. (takes off his glasses) It's given 
to the Slayer once she... uh, well, if she reaches her eighteenth 
birthday. (swallows hard) The Slayer is disabled and then entrapped with 
a vampire foe whom she must defeat in order to pass the test. (paces 
toward his office) The vampire you were to face... has escaped. (stops 
at the door facing away) His name is Zackary Kralik. As a mortal, he 
murdered and tortured more than a dozen women before he was committed to 
an asylum for the criminally insane. When a vamp...

Buffy stands up and throws the syringe case at him, but misses, hitting 
the wall beside him.

Buffy:  (sobbing angrily) You bastard. All this time, you saw what it 
was doing to me. All this time, and you didn't say a word!

Giles:  (faces her) I wanted to.

Buffy:  (sobs) Liar.

Giles:  In matters of tradition and protocol, I must answer to the 

Buffy runs her hands through her hair in disbelief of her betrayal.

Giles:  My role in this... was very specific. I was to administer the 
injections and to direct you to the old boardinghouse on Prescott Lane.

Buffy:  (crying and shaking her head) I can't... I can't hear this.

Giles:  Buffy, please.

Buffy:  (looks him in the face) Who are you? (lowers her hands) How 
could you do this to me?

Giles:  I am deeply sorry, Buffy, (reaches out to her) and you have to 

She backs away and warns him off with her hand.

Buffy:  (shaking with hatred) If you touch me, I'll kill you.

Giles lowers his hand.

Giles:  (imploringly) You have to listen to me. Because I've told you 
this, the test is invalidated. You will be safe now, I promise you. Now, 
whatever I have to do to deal with Kralik... and to win back your 

Buffy:  (interrupts, sobbing) You stuck a needle in me. You poisoned me!

Behind them Cordelia walks into the library.

Cordelia:  What's going on?

She sees Buffy's tear-streaked face.

Cordelia:  Oh, God. Is the world ending? I have to research a paper on 
Bosnia for tomorrow, but if the world's ending, I'm not gonna bother.

Buffy starts to walk out of the library.

Giles:  (desperately) You can't walk home alone, Buffy. It isn't safe.

Buffy stops. Cordelia doesn't understand and looks at her.

Buffy:  (facing away) I don't know you.

Cordelia:  (faces Giles) Did something take her memory? (turns to Buffy) 
He's Giles. Giiillles. (grins) He hangs out here a lot.

Buffy turns around.

Buffy:  Cordelia, could you please drive me home?

Cordelia:  (surprised) Of course.

Buffy turns and walks out.

Cordelia:  (to Giles) But if the world doesn't end, I'm gonna need a 

She follows Buffy out of the library.

Cut to the Summers' dining room. Joyce is doing her bills. She hears a 
noise outside and looks up. She gets up from the table. Cut outside. 
Joyce opens the door and steps out. She looks over to the side of the 

Joyce:  Buffy?

There she sees a figure lying on the floor shrouded in Buffy's coat. She 
reaches down and touches the figure's back. It rolls over, and Kralik 
looks up at her. She steps back in fright.

Kralik:  (grinning horribly) Mother.

                    ~~~~~~~~~~ Part 4 ~~~~~~~~~~

The kitchen at the Summers house. Buffy opens the door and comes in. The 
bouquet from her father is still on the island. She pushes it to the end 
and lets it drop into the wastebasket. She walks through the dining room 
and sees the front door standing open. Taped to the doorframe is a 
Polaroid photo. She strides over to it and pulls it down to look at it. 
It's of her mother with Kralik behind her holding her by the neck. She 
turns the picture over, and on the back is written "come".

Cut to her room. She has a heavy leather bag open on her bed. She pulls 
a knife and several stakes from her trunk and drops them into the bag. 
At her desk she opens the top left drawer with her Slayer stuff and 
pulls out a bottle of Holy Water. This she drops into the pocket of her 
coveralls. She closes the bag and heaves it up by the strap and onto her 
shoulder. It's very heavy, and she has to lean to the side quite a bit 
to counterbalance it as she walks out of her room.

Cut to the basement of the boardinghouse. Joyce is tied to a chair and 

Kralik:  Mother.

She looks toward his voice, and he snaps another Polaroid of her.

Kralik:  May I call you Mother? (walks in front of her) My own mother 
was a person with no self-respect of her own, so she tried to take mine.

Joyce turns her head away from him, and he takes another picture. She 
strains against the ropes around her arm, but they are too tight.

Kralik:  Ten years old, she had the scissors. You wouldn't believe what 
she took with those. (takes another pic) But she's dead to me now. 
(takes two more) Mostly (chuckles) because I killed and ate her, but 
also because I know I won't be alone much longer. (kneels by Joyce) I'll 
have your daughter. I won't kill her; I'll just make her like me. 
Different. She'll go to sleep, and when she wakes up, (gets into her 
face) your face will be the first thing she eats.

Joyce's eyes are wide with terror. Kralik stops to consider.

Kralik:  I have a problem with mothers. (chuckles) I'm aware of that.

Cut to the front door of the boardinghouse. It opens quietly, and Buffy 
looks in. She has her crossbow up and ready. The front rooms are empty 
and quiet, so she steps in. She takes one of her stakes and puts it down 
between the door and the frame to keep it open. Again she raises her bow 
and looks around the front rooms. She steps in further and looks through 
the archway into the sitting room. The fire is going there. She walks 
once around the room and then sets her bag down on the old couch. She 
continues to explore the area quietly, her fear and nervousness evident 
in her face. She approaches a door and cautiously takes hold of the 
knob. Quickly she twists it and pulls the door open, only to find that 
it's been bricked up on the other side. She closes it again.

Cut outside. A hand reaches down and picks up the stake she left there. 
The door closes and the latch echoes loudly. Cut inside. Buffy spins 
around to face the noise. Cut outside. The camera pans from the hand up 
to Blair's face.

Cut to Giles' office. He's on the phone trying to reach Quentin. The 
other end of the line keeps ringing. Just then Quentin appears at the 
door and walks in. Giles sees him and sets the phone back down in its 

Giles:  I was just trying to reach you.

Quentin:  I was on watch over by the boardinghouse. (paces away)

Giles:  Then you know what's happened.

Quentin:  Yes.

Giles:  (angrily) He's killed Hobson and made Blair one of his own. Your 
perfectly controlled test seems to have spun rather impressively out of 
control, don't you think?

Quentin turns and gives him a long look, then paces back the other way 
to the teapot.

Quentin:  It changes nothing. (lifts the lid from the teapot)

Giles:  Well, then, allow me. (leans on his desk) I've told Buffy 

Quentin:  (looks up from the teapot) That is in direct opposition to the 
Council's orders. (sets the lid back down)

Giles:  Yes. (crosses his arms) Interestingly, I don't give a rat's ass 
about the Council's orders. There will be no test.

Quentin:  (pours a cup of tea) The test has already begun. Your Slayer 
entered the field of play about ten minutes ago.

Giles:  (stands up, surprised) Why?

Quentin:  I don't know. I returned there just as she entered.

Giles grabs his keys from his desk and starts out of the office. Quentin 
tries to stop him.

Quentin:  Now Giles, we've no business...

Giles grabs him by the coat and shoves him up against the doorframe.

Giles:  This is *not* business!

He lets the other man go and strides out of the library.

Cut to the sitting room in the boardinghouse. Buffy slowly moves out of 
it back into the foyer. She looks around before entering it, then goes 
back over to the door to check it. It's locked shut. She yanks at it 
several times, but she can't budge it. Blair comes up behind her and 
growls. Buffy spins around and aims the crossbow at him. She pulls the 
trigger, but the bolt flies right past his face. Blair grabs the bow, 
jerks it out of her hands and throws it down. He grabs her by the throat 
and begins to choke her. Buffy grabs onto his arm and stomps on his 
foot. Blair lets go. She shoves him aside and runs into the sitting 
room. She opens her bag and tries to reach in, but Blair reaches for her 
over the back of the couch. Buffy jumps away and runs to the far wall by 
the bookcase. Blair moves to follow, but Buffy pushes the bookcase over 
on top of him. He struggles underneath it, but can't lift it off. Buffy 
climbs over it and goes to her bag, opens it and reaches in. Blair 
reaches out from under the bookcase and grabs her ankle. Buffy screams 
and looks around for a weapon. She spies the andirons, grabs the tongs 
and starts to whale on Blair's arm. She has to hit him several times 
before he finally lets go. Buffy grabs her bag and runs out of the room. 
She stops in the hallway and looks around. Somewhere Kralik is watching 
her, and he taunts her.

Kralik:  Hide and seeeek...

She looks all around her.

Kralik:  Hide and seek!

The hall, the stairs and the adjacent room are empty. There she sees 
Kralik's crate. The crate door is closed and looks locked. She 
approaches it, and it suddenly swings opens. Kralik jumps out and grabs 
her by the throat. Buffy gasps in fright, but doesn't struggle.

Kralik:  Why did you come to the dark of the woods?

He yanks her bag out of her hands and looks into it. Inside is a smaller 
bow, several stakes and a few knives.

Kralik:  To bring all these sweets to grandmother's house?

He drops the bag and pulls her closer. Buffy surprises him by holding up 
a cross. He leaps back from her in fear. She holds it out at arm's 
length, shaking nervously. Kralik stares at her for a while, smiling 
evilly, then suddenly grabs her arm and pulls it and the cross into his 
chest. There he rubs it around and laughs as it burns against his skin.

Kralik:  Oh-oh, no, no. Just a little lower. (nudges it down) Right... 
(inhales in ecstasy) Oh, yes. Yes. Oh. (gasps) Oooh! Thank you very 

Buffy lets go of the cross and runs in terror. Kralik just smiles and 
watches her run. She runs into the kitchen and locks the door. Hobson's 
remains are still there. She notices the body but doesn't have time to 
really look at it before she is distracted by Kralik pounding on the 
door. She runs to the counter and rifles through the drawers looking for 
anything she can use. She finds nothing, but then looks up when the 
pounding stops. Her breathing is shallow and panting with fear. She 
looks around again, but can't find anything of use. Slowly she steps 
back to the door and quietly opens it.

The coast is clear, so she comes into the hall. She constantly looks 
around as she makes her way toward the stairs. When she's almost there 
she makes a dash for them and starts to run up. Kralik punches his arm 
through the railing and trips her, making her fall and cut her forehead 
against the steps. He grabs her leg and pulls her down a ways. She 
struggles to get away. She grabs a broken piece of the railing and stabs 
at his arm with it. He lets go and decides to run up the stairs after 
her. Buffy scrambles to her feet, runs to the top and starts down the 
hall. At a bend in the hall she stops and looks around. The hallway is 
empty, so she runs to the first door. It's locked, so she goes to the 
next. It opens, and she runs in, slamming the door behind her. The room 
is pitch dark. Buffy searches around until she finds a string hanging 
from the ceiling. She pulls it and the light goes on. She stares in 
shock at the walls around her. They are covered with Polaroids of her 
mother. She grabs one off the wall to make sure. Just then she hears 
Kralik pounding at the door. He punches through and reaches in, 
searching for the knob to unlock it. She runs to another door, opens it 
and runs out into the hall. Just as she reaches the end, Kralik steps 
out in front of her.

Kralik:  If you stray from the path, you will lose your way.

He reaches out and puts his hand on her cheek. She tries to push him 
away, but he's too strong and bends down toward her neck.

Kralik:  (reassuringly) I won't take it all. I won't take it all.

She strains hard to keep him at bay. Suddenly Kralik has one of his 
attacks. He grabs his head and begins to scream. Buffy tries to get past 
him, but he shoves her into the wall, stunning her. He pulls out his 
pill bottle and struggles to get it open. Buffy regains her head and 
grabs the bottle out of his hands. She runs down the hall away from him.

Kralik:  No! No! No!

He has a hard time coming after her with the pain in his head. Buffy 
reaches the far end of the hall and leaps into the laundry chute. Kralik 
looks down the chute and hears her sliding, but doesn't follow. Instead 
he staggers back the other way.

Cut to the basement. Buffy comes sliding out of the chute and onto a 
table. It breaks beneath her, and she falls to the floor in a cloud of 
dust. Her mother is there, tied to a chair and gagged, and sees her 
daughter fall.

Joyce:  Buffy?

Buffy gets up and scrambles over to her mother. She tries to untie her, 
but can't.

Joyce:  (muffled) Buffy, we have to get out...

They hear pounding at the basement door. Buffy stops struggling with the 
ropes. Kralik smashes the door in and comes running down the stairs 
demanding his pills.

Kralik:  Where are they? Where are they?!

He runs into the room, and Buffy fakes trying to get past him and up the 
stairs. He grabs her and shoves her against a wall. He sees the pill 
bottle in her hands and snatches it from her. He struggles with the lid 
as he stumbles over to where he sees a glass of water near the wine 
racks. He gets the lid off, pops a couple of pills and gulps down the 
water. He gasps for air and takes several deep breaths as he begins to 
calm down, knowing that the medicine should soon take effect. He smiles 
evilly over at Buffy and takes some forced steps in her direction. Buffy 
just watches him come.

Kralik:  You don't seem to understand your place in all of this. Do you 
have any idea...

Suddenly he realizes something is very wrong and stops in his tracks.

Kralik:  Oh, my! (looks down at the glass in his hand) What have you...

He begins to shake and looks back up at Buffy.

Kralik:  My pills!

She pulls the now-empty bottle of Holy Water from her pocket and holds 
it up for him to see. He drops the glass and begins to shake violently, 
grunting and groaning in pain.

Kralik:  No. No...

Smoke begins to puff out of his clothes. Buffy watches coolly.

Buffy:  If I was at full Slayer power, I'd be punning right about now.

Kralik:  No! No!

He screams loudly one final time, and then crumbles to ashes from the 
inside out. Buffy closes her eyes and lets out a sigh of relief. She 
pockets the bottle and rushes over to her mother. She pulls the gag from 
her mouth and begins to work on the ropes again.

Joyce:  (breathing heavily) Buffy, thank God you're okay. Oh, that 

Buffy:  (straining) I can't get these. They're too tight.

Joyce:  Can't you just...

She jerks in her chair suggesting that Buffy just tear the ropes.

Buffy:  Not right now. (looks around) Maybe there's some clippers 

She stands up to look around, when suddenly Blair lunges at her. Giles 
is right behind him.

Joyce:  Oh, Buffy!

Blair grabs Giles and throws him against a shelf rack. Blair punches him 
in the face and in the gut. Giles doubles over, but thrusts up with his 
arm, plunging a stake into Blair's chest. He bursts into ashes. Slowly 
Giles straightens up. He and Buffy look at each other for a long time.

Quentin:  Congratulations, you passed.

Cut to the library. Buffy is sitting at the table. Quentin stands calmly 
at the head as he speaks. Giles leans in the doorway to his office.

Quentin:  You exhibited extraordinary courage and clearheadedness in 
battle. The Council is very pleased.

Buffy:  (deadpan) Do I get a gold star?

Quentin:  I understand that you're upset...

Buffy:  (with controlled fury) You understand *nothing*. You set that 
monster loose, and he came after my mother.

Quentin:  You think the test was unfair?

Buffy:  I think you better leave town before I get my strength back.

Quentin:  (evenly) We're not in the business of fair, Miss Summers, 
we're fighting a war.

Giles:  You're *waging* a war. She's fighting it. There is a difference.

Quentin:  Mr. Giles, if you don't mind...

Giles:  The test is done. We're finished.

Quentin:  Not quite. She passed. You didn't. (faces him) The Slayer is 
not the only one who must perform in this situation. I've recommended to 
the Council, and they've agreed, that you be relieved of your duties as 
Watcher immediately. You're fired.

Giles:  (taken aback) On what grounds?

Quentin:  Your affection for your charge has rendered you incapable of 
clear and impartial judgment. (Buffy looks at Giles) You have a father's 
love for the child, and that is useless to the cause. (Giles looks down) 
It would be best if you had no further contact with the Slayer.

Buffy breaks her stare, and considers Quentin's words.

Giles:  (with hostility) I'm not going anywhere.

Quentin:  No, well, I didn't expect you would adhere to that. However, 
if you interfere with the new Watcher, or countermand his authority in 
any way, you will be dealt with. Are we clear?

Giles:  Oh, we're very clear.

Quentin:  (bows slightly to Buffy) Congratulations again.

She looks up at him with a stare of hatred.

Buffy:  (vehemently) Bite me.

Quentin:  (chuckles ruefully) Yes, well, colorful girl.

He turns and leaves the library. Giles looks up again and puts on his 
glasses. He looks over at Buffy. She gazes down into space for a moment, 
then sniffs and puts her hand to her forehead. She sniffs again, 
reaching out for the cloth that's lying on the table next to a bowl of 
water, and picks it up. Giles walks over to her and puts his hand on the 
cloth. She lets him take it from her hand. He dips it in the water and 
kneels down in front of her, reaches out and gently pats it over the 
gash in her forehead. She winces in pain, but doesn't pull away. She 
looks up at her Watcher sadly for a moment, then lowers her eyes. Giles 
turns the now-bloody cloth over and continues to lightly dab it on her 

Cut to the Summers house. Cut to the kitchen. The whole gang is over for 
a visit. Buffy and Xander are making peanut butter and jelly sandwiches. 
Willow brings a jug of lemonade over to them at the island.

Willow:  I can't believe Giles was fired. How could Giles get fired?

Oz:  So, how did you manage to kill Kralik?

Joyce:  (smiles) Oh, she was very clever.

Buffy raises her eyebrows at her.

Joyce:  Uh, you go ahead and tell it, dear. You tell it better.

Buffy sighs.

Willow:  Now, now when you say 'fired', do you mean 'fired'?

Xander:  You're not cruising past that concept any time soon, are you?

Willow:  Well, it's just... I mean, he's been *fired*! He's, he's 
unemployed! He's... between jobs.

Buffy:  Giles isn't going anywhere, Will. He's still librarian.

Willow:  Okay, but I'm writing an angry letter.

Buffy:  You know, nothing's really gonna change. The important thing is 
that I kept up my special birthday tradition of gut-wrenching misery and 

Oz:  Bright side to everything.

Buffy grabs a new jar of peanut butter and tries to open it.

Buffy:  (sighs) Just feel better when I get my strength back.

Xander:  Give you a hand with that, little lady?

He stands up and holds out his hand to take it from her. She hands it to 

Buffy:  You're loving this far too much.

Xander:  Admit it. (tries to open it) Sometimes you just need a big 
strong man. (smiles)

He struggles with the jar for a while, then tries to cover it with a 

Xander:  Uh, Will, gimme a hand with that?

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