Episode 18 - The Grand Illusion

                                  ACT ONE


          EXT. BUFFY'S HOUSE - DAY

          to establish.


          INT. BUFFY'S HOUSE/LIVING ROOM - DAY

          We see Buffy, Willow and Tara sitting in the living room.
          There is a tremendous commotion going on upstairs as
          someone runs to and fro. The girls are looking up and
          tracking the source of the noise as it moves from one end
          of the hallway to the other.

                                          DAWN (O.S.)
                              (yelling happily)
                         Circus! Circus!
                         

                                          BUFFY
                              (calling out)
                         Dawn? What's going on up there?

          More rumbling sounds as Dawn runs around upstairs. Buffy
          gives a nervous smile to Willow and Tara who are sitting
          close to each other.. hands and arms entwined.

                                          BUFFY
                              (looking back up)
                         Dawn! We have company. Don't make me go
                         up there and oh my God, I've turned
                         into a little old lady with blue hair.

                                          WILLOW
                         That reminds me. You still up for Bingo
                         Night on Thursday?

                                          BUFFY
                         Funny.

          Buffy and Willow exchange a playful smile.

                                          DAWN (O.S.)
                              (yelling happily)
                         Circus! Circus!

                                          TARA
                         Boy. There really must have been some
                         extra pep in her peppy pills today.

                                          BUFFY
                         She's been bouncing off the walls all
                         day, you know, ever since she saw..

                                          WILLOW
                         Circus, circus?

                                          BUFFY
                         A horror so nice, she named it twice.
                         Right now, it's more like.. migraine,
                         migraine.

                                          TARA
                         Poor Buffy.

                                          BUFFY
                         I'm still not sure about this whole
                         field trip to the ol' Barnum and
                         Bailey. I mean, for a group who's been
                         charged solely with the protection of
                         the human race from the nefarious
                         plottings of the dark underworld, we
                         seem to be taking quite a bit of time
                         off for jaunty little day-trips.

                                          WILLOW
                         Well, things have been kinda quiet on
                         the whole slayage, evil demons, end of
                         the world front recently.. you know,
                         the unholy trinity. I think we deserve
                         a little time-out.

                                          TARA
                         Yeah. It's good to take a break now and
                         again. Besides, you know, a little fun
                         is always.. um.. fun.

                                          BUFFY
                         Don't get me wrong. I'm all for fun. I
                         used to be like the Queen of fun. They
                         gave me a sash an everything. But, I
                         guess I'm just not in the mood right
                         now. I mean, fun for fun's sake just
                         isn't fun.

                                          WILLOW
                         Okay, let's all move on to a new word.

          Dawn comes bounding down the stairs and rushes into the
          living room. She can hardly contain her excitement.

                                          DAWN
                              (almost squealing)
                         Isn't this exciting? 
                              (a thought occurs to her)
                         Ooh.. camera.

          Dawn rushes off again.

                                          BUFFY
                              (smiling)
                         I gotta admit. It's great to see her so
                         happy again..

          Dawn rushes back into the living room, a camera in hand.
          She stands and looks at Willow, Tara and Buffy with a
          huge smile on her face.. ready to explode. She bounces
          around lightly on her toes.. trying to find the words to
          convey her joy.

                                          DAWN
                              (bursting out)
                         Circus! Circus!

          .. and rushes off again.

                                          BUFFY
                         ..though the novelty is quickly wearing
                         thin.

          We see Buffy playing idly with a locket on a chain around
          her neck. 

                                          TARA
                              (noticing)
                         Is that new?

                                          BUFFY
                         What?
                              (holding out the locket)
                         This? I think I've had this for a while
                         now.

                                          WILLOW
                         What is it?

                                          BUFFY
                         It's a locket.
                              (Buffy opens up the locket
                              to show to Willow and Tara)
                         See. It's a picture of me, Dawn and
                         Mom. 

                                          TARA
                         That's nice.

                                          BUFFY
                         Yeah. I like it to have it around, you
                         know.. close to my heart? 
                              (she looks at the locket)
                         It's important.

          Willow notices something out the window. She stands up
          and walks over to it and looks out.

          REVERSE ANGLE : SUNNYDALE

          out the window. Off in the far distance, we see what
          looks like a bank of dark clouds rolling in.

                                          WILLOW
                              (turning back to Buffy)
                         Looks like rain.

          Buffy takes a peek out the window and sees the clouds.

                                          BUFFY
                              (calling out)
                         Dawn? Maybe we shouldn't go out today.
                         Things might get a little damp.

          Dawn comes running back into the living room.

                                          DAWN
                         Damp? No! I checked the paper. It said
                         it was going to be fine!

                                          TARA
                         The weather report's normally on the
                         box about now. Why don't we..

          Dawn rushes over to the TV and switches it on before Tara
          can complete her sentence. 

          ANGLE ON : TV

          where we see the weather guy in front of a map.

                                          WEATHER GUY
                         .. and what about Sunnydale? Don't talk
                         to me about Sunnydale cause it's gonna
                         be fine, fine, fine. Nothing but blue
                         skies and clear sunny weather
                         forecasted for the next two weeks! I
                         guess that's why they call this place
                         Sunny.. Dale?

          We switch from the weather guy to the newscaster.

                                          DALE THE NEWSCASTER
                              (not impressed)
                         Yes, that never gets old.

          Dawn switches off the TV.

                                          DAWN
                         See? TV never lies.

          We hear a car horn off-screen. Dawn looks out the window.

                                          DAWN
                         It's Giles!
                              (to Buffy, Willow and Tara)
                         Quick! Hurry! Circus! Circus!

          Dawn sprints out the living room and out the door.
          Willow, Buffy and Tara share a smile and slowly follow
          her out.


          INT. BUFFY'S HOUSE/FOYER - DAY

          as we see Willow and Tara exit, we see Buffy looking
          around and then patting her pockets.. trying to tick off
          a mental check-list in her head.

                                          BUFFY
                              (to herself)
                         I know I'm forgetting something.

          She heads out the door and closes it. We hold on the
          empty, silent and lifeless foyer for a beat.


          EXT. PARK/OUTSIDE THE CIRCUS - DAY

          A happy, festive atmosphere. People are streaming into
          the circus. We PAN from the crowd to..

          ANGLE : TICKET BOOTH ATTENDANT

          in his little ticket booth.. all smiles.

                                          TICKET BOOTH ATTENDANT
                              (handing someone some
                              tickets)
                         Here you are.. and enjoooy your day!

          We PAN around to Buffy.. hiding behind a pair of dark
          sunglasses and wearing a cap. Dawn stands next to her
          sans disguise.

                                          BUFFY
                         Thanks. 
                              (nervous)
                         It's our first time you know.. I mean
                         to the circus.

          Dawn gives Buffy a look.

                                          BUFFY
                         Yup. Never been before.. the ol' big
                         top. The whiz-bang sideshows. The
                         charming little security buildings
                         you'd never thought any circus would
                         have..

                                          DAWN
                         Buffy.

                                          BUFFY
                              (turning to Dawn)
                         Right.. okay. 
                              (back to attendant)
                         It's all good. Okay.. Bye now. Keep you
                         the good work.. you ticket-selling
                         person, you. You know what? I'd just
                         like to say..

          Dawn pulls Buffy away to reveal the rest of the gang
          standing in line ready to buy their tickets.


          EXT. CIRCUS - DAY

          ANGLE : BUFFY AND DAWN

          entering the circus grounds.. people all around.

                                          DAWN
                         What was that?

                                          BUFFY
                         Sorry. I'm new to this whole "I'm a
                         fugitive from the law" caper.. well,
                         the law with big, red noses, oversized
                         police helmets, floppy feet and
                         unicycles for squad cars.. which, if
                         you think about it, is way scarier.

          The rest of the gang.. Willow, Tara, Xander, Anya and
          Giles.. comes up to join Buffy and Dawn. They begin to
          walk slowly towards the big tent in the centre.

                                          ANYA
                              (to Dawn)
                         You owe me monkeys.

                                          DAWN
                              (looking around)
                         Oh, I'm sure they're around..
                         somewhere.

                                          ANYA
                         I wonder if they have spider-monkeys?
                         Or bonobos.. or marmosets?
                              (excitedly to Xander)
                         Oh.. Maybe they have apes. I've been
                         dying to see an orangutan up close. Of
                         course, it should really be pronounced
                         oar-rung oo-tahn. It's Malay you know..
                         It means old man from the forest.

                                          GILES
                         Yes, in spite of the fact we are slowly
                         but invariably pushing them towards
                         extinction, I'm sure the simian
                         population will be infinitely more
                         devastated if they found out we were
                         using the wrong inflection to describe
                         one of their species.

                                          ANYA
                              (under her breath)
                         Speaking of old men from the forest..

                                          XANDER
                              (jumping in)
                         Hey look!

          Xander points somewhere off-screen. All turn to look.

          REVERSE ANGLE : A CLOWN

          entertaining some kids by blowing up balloons.

                                          XANDER
                              (a little jittery)
                         A clown. Scary, evil, forever-grinning
                         clown.. with balloon animals.

                                          BUFFY
                         Xander, you're not still scared of
                         clowns are you?

                                          XANDER
                         You people don't know it yet but
                         they're secretly planning to take over
                         the world.. right after they sneak into
                         my room at night and smother me while I
                         sleep.. of course.

                                          WILLOW
                         Of course.

                                          DAWN
                         Come on Xander. There's nothing to be
                         afraid of. I mean, we're all here with
                         you.

                                          TARA
                         Yeah, I'm sure there won't even be that
                         many clowns in the show.

          The group reaches the from of the tent. They all look up
          at the sign at the same time.

          REVERSE ANGLE : THE SIGN

          which reads "The Grand Illusion". A smaller sign
          underneath reads "and the Carnival of Clowns".

                                          TARA
                         .. or nothing but.

          Xander stands mortified for a beat. Dawn reaches out with
          her hand and take Xander's.

                                          DAWN
                         C'mon.

          Dawn leads a stunned Xander into the big top. The rest
          begin to follow except Anya who stands aghast at the
          entrance.

                                          ANYA
                         No monkeys?

          No answer as the rest of the group files in past her.

                                          ANYA
                         But I brought peanuts..

          After a beat, Anya disconsolately enters the circus tent.


          INT. THE CIRCUS TENT - DAY

          Where we see the gang finding their way to their seats.
          The audience surrounds the circus ring which is currently
          bare and empty. Buffy sits next to Dawn. As she settles
          down, she notices Rosalind, the actress from the play
          earlier today, sitting in front of her and to the right.
          She still wears her full Shakesperian costume. Her face
          is blank and numb. Buffy stares at her curiously for a
          beat. The lights in the tent darken and Buffy turns back
          to look at the ring.

          As all light dissapears within the tent, a spotlight
          comes on, focusing on an entrance to the ring. We see a
          small, half-crouching figure slowly emerge. It is an old
          man, with a withered, dry face and a long, flowing white
          beard. He slowly hobbles along with the aid of a cane..
          bent over with a hump. The spotlight tracks him as he
          slowly makes his way towards the centre of the ring.
          

          ANGLE : BUFFY AND DAWN

          sharing a surprised and confused look.

          The crowd is hushed as the old man finally hobbles to the
          centre of the ring. He stops, then remains still for a
          beat.. his head down, facing the ground.

          Suddenly, with a flourish, he spins around and
          straightens up, to magically reveal.. the ringmaster.
          Elegantly dressed in black, wearing a top hat and white
          gloves, we see that his cane has now transformed into a
          black wand. His face is long and pale. The ringmaster
          spreads his arms out, as if embracing his audience.

                                          RINGMASTER
                         Willkommen.. Benvenuto.. Witamy..
                         Bienvenue.. Welcome to the Grand
                         Illusion!

          With that, some bright pyrotechnics explode within the
          tent.. putting an exclamation point at the end of the
          ringmaster's welcome.

                                          RINGMASTER
                         Where everything you see..

          The ringmaster raises his gloved hand. It catches on fire
          but he does not flinch.

                                          RINGMASTER
                         .. is an illusion of the mind. An
                         illusion of the senses.

          He closes his hand into a fist and the flame dissapears.

                                          RINGMASTER
                         Where what is real.. is not. And what
                         is not.. is. Ask yourself.. can you
                         trust what you see?

          With that, the ringmaster floats into the air.. rising
          high above the audience.

          ANGLE : GILES AND XANDER

          looking up in astonishment.

                                          RINGMASTER
                              (spreading out his arms)
                         Can a man fly?

          Suddenly, he drops like a stone.. falling hard to the
          ground. Oohs of concern from the crowd. The ringmaster
          lies still for a beat, then simply picks himself up and
          dusts himself off. He looks back up to his audience.

                                          RINGMASTER
                              (with a smile)
                         Of course not.

          Relieved laughter from the audience.

                                          RINGMASTER
                         For there is no such thing in this
                         world as magic.

          ANGLE : WILLOW AND TARA

          Willow hmmpffs at this suggestion. Tara simply smiles at
          Willow and places a hand on Willow's arm. They turn back
          to the show.

                                          RINGMASTER
                         All we have to offer are tricks and
                         illusions. A mind believes what it
                         wants to believe.. all we do is help it
                         along. On this day, ladies and
                         gentlemen, we will present to you
                         illusions of such a fantastic nature..
                         of such seeming authenticity, that you
                         will be convinced of its truthfulness.
                         Be not fooled my hungry friends, for
                         all we serve today are lies.. but
                         hopefully, enjoyable lies.

          Some laughter from the crowd.

                                          RINGMASTER
                              (demonstratively but
                              silently)
                         Hush.

          The crowd slowly hushes as the ringmaster closes his
          eyes.. reaching out with his hands.. as if sensing
          something.

          Suddenly, we see crackles of purple light appearing at
          the top of the circus tent.. covering the roof with
          light. Oohs and aahs from the audience.

          CLOSE ON : THE RINGMASTER

          as he opens his eyes. Sparkles of purple light crackles
          in his eyes. We WIDEN.

                                          RINGMASTER
                         Our show begins.

          The ringmaster suddenly dissapears in front of the entire
          audience. More oohs and aahs.

          ANGLE : DAWN

          clearly delighted by the show so far. We PAN from her to
          Buffy who looks more uncertain. She turns to look at
          Giles who returns her look of concern.

          ANGLE ON : THE RING

          where the lights go back up. Circusy clown music starts
          up and a group of five white figures come sprinting out
          of the entrance. They are strange-looking clowns. Though
          they have distinctive painted, comical faces, the five
          are dressed simply in white, full-body leotards and are
          bald.

          The five clowns run around in a circle.. bumping randomly
          into each other. Laughter from the crowd. 

          One of the clowns gesticulates wildly, trying to organise
          the other clowns. They separate and disperse to the five
          corners of the circle. In unison, they start sprinting
          towards each other.. converging at the centre of the
          circle.

          The five smack into each other and bounce off comically
          to the floor. Laughter from the audience. The clowns drag
          themselves up and the lead clown begins to kick the other
          clowns around. He gesticulates for them to try again.

          The clowns return to their positions and face each other
          off again. Again, they sprint towards each other.

          ANGLE : BUFFY

          watching with bewilderment.

          The clowns slam into each other again, but this time a
          brilliant flash of white light emerges from the point of
          their collision. The clowns have dissapeared and in their
          place, one large white tiger. It growls at the audience
          and then runs off through the exit. More applause.

          ANGLE : GILES

          watching with interest.

          A montage follows..

          ANGLE ON : THE CIRCUS RING

          Another act in progress. Three clowns on stage with a
          large cannon which is pointed at a certain section of the
          audience. The first two clowns cajole the reluctant third
          clown into the cannon. When the third clown finally
          enters the barrel of the cannon, the two clowns light a
          long fuse and put their hands to their ears. The section
          of the crowd at which the cannon is pointed at begin to
          shout at the clowns.

          The clowns look up, and then with wild, exaggerated
          movements, quickly spin the canon around and points it at
          another section of the crowd. That section of the crowd
          groans. All the while, the fuse is getting shorter and
          shorter.

          The clowns spin the canon around a third time, just as
          the fuse begins to burn out. We see the canon now pointed
          at Buffy and the gang.

          ANGLE : BUFFY AND DAWN

          as Dawn squeals and closes her eyes, turning away towards
          Buffy.

          The canon fires. We see the clown in the canon fly in the
          air towards the crowd. More squeals and screams. Just as
          the flying clown is about to land in the crowd, he
          disintegrates into an explosion of glittering silver
          confetti.. slowly drifting down into the crowd. Laughs
          and applause.

          ANGLE : BUFFY

          amazed.. then examining a piece of confetti in her hands.
          She looks back up to the show. We FADE to..

          ANGLE ON : THE CIRCUS RING

          Another act in progress.. later on in time. We see the
          ringmaster, waving his wand around like a conductor's
          baton. All around him, we see lights of different colours
          rushing up from the ground, producing a musical note as
          they do so.. as if following the ringmaster's baton. The
          resulting show of sight and sound entrances the audience.

          ANGLE : ANYA

          watching the show.. happily munching on a bag of peanuts.

          ANGLE ON : THE CIRCUS RING

          again.. later on in time. We see two clowns, one male and
          one female, again dressed simply in full-body white
          leotards. They are engaged in some kind of performance..
          a mixture of clown-comedy and dance. The male clown is
          chasing the female, trying to offer her a single rose.
          The female coyly resists.. running away from him whenever
          he comes close. The male clown awkwardly stumbles through
          and bounces off various sets and props in the ring in his
          pursuit of the female clown.. provoking howls of laughter
          from the crowd.

          Finally, he has her cornered at the edge of the ring. He
          approaches her with the rose, offering it out to her.
          Suddenly, she soars up into the air.. evading his
          advances one again. He soars up as well. And thus, we
          have the scene played over again, only with two flying
          figures chasing each other gracefully, high above the
          audience below. 

          ANGLE : WILLOW AND TARA

          looking up from their seats.. enjoying the performance.

          The two finally meet at the centre of the ring.. high up
          in the air. The male clown offers the rose to the girl.
          She takes it with a smile. The two slowly float down
          towards the ground, their hands joined holding on to the
          rose. They reach the ground and then dissapear into the
          floor.. descending into it. Suddenly, hundreds of red
          roses spring up from the circus floor, covering the
          entire area in a sea of red. Applause from the audience.

          ANGLE : XANDER

          clapping along with the crowd.

          ANGLE : RINGMASTER

          as we continue to hear applause. The ringmaster holds out
          his hands.. asking for silence. The applause dies down.

                                          RINGMASTER
                         Sadly, Our day is at an end. 

          We hear groans, mainly from the children in the crowd.

                                          RINGMASTER
                              (noticing)
                         Maybe.. one last trick?

          The children go crazy.. yelling and applauding.

                                          RINGMASTER
                         One last trick it is. 

          The ringmaster walks up to a smiling child sitting in the
          front. He brushes the child's hair with his gloved hand.

                                          RINGMASTER
                         After all, how can I ignore the pleas
                         of such beautiful children?

          He turns away from the child and returns to the centre of
          the ring. He looks up to the crowd.

                                          RINGMASTER
                         But for this last illusion, I will need
                         a volunteer. But.. who to choose?

          He looks around the crowd, as if searching for a face.

                                          RINGMASTER
                         Who to choose? I know. Why don't I let
                         my little friend decide?

          The ringmaster holds out an open hand. A tiny blob of
          shining light materialises over it. The blob assumes
          something vaguely human in form. We can just make out
          something like a pair of cute eyes and eyebrows, blinking
          at the ringmaster.

                                          RINGMASTER
                              (to the light)
                         Little friend? Go find me someone nice.

          Little friend blinks some more, then whizzes over towards
          the crowd. We see it passing over people.. illuminating
          their faces as it does so. It whizzes around from one end
          of the tent to the other.

          We see it hover in front of Rosalind. Little friend
          blinks at Rosalind. She shies away from it.. looking a
          little afraid. Little friend whizzes away from her.

          It scoots past each of the Scoobs in order.. from one end
          to the other, passing Anya, Xander, Tara, Willow, Giles
          and Dawn. It stops in front of a surprised Buffy. It
          stares at her for a beat and blinks a few times, then
          turns back towards the ringmaster.. More blinking.

                                          RINGMASTER
                         I see Little friend has found our
                         volunteer. Why don't you stand up?

                                          BUFFY
                         Me? No.. I mean..

                                          DAWN
                              (encouraging)
                         Come on Buffy.

                                          BUFFY
                              (hesitantly)
                         But.. but if he turns me into a frog,
                         none of my outfits would match.

                                          DAWN
                         Buffy.

          Buffy grudgingly stands up. All eyes turn to look at her.
          Little friend whizzes playfully around her.

                                          RINGMASTER
                              (staring intently straight
                              at Buffy)
                         For this trick, I will need something
                         of yours that is dear and personal.
                         Something of value. Something you
                         cherish.

          Buffy thinks for a beat. Her hand slowly reaches up
          towards her locket. 

          ANGLE : RINGMASTER

          watching impassively and patiently.

          She stops.. changing her mind. She reaches down to her
          wrist and unclasps her watch. She holds it out in the
          air.

          The ringmaster nods and smiles.

                                          RINGMASTER
                         Give it to Little friend.

          Buffy holds her watch out towards the tiny shining blob
          of light. Little friend approaches Buffy and circles the
          watch. It reaches out with its little hands and takes
          hold of the watch. Buffy lets go. Little friend carries
          the watch, then looks up to Buffy.. blinking away. 

          CLOSE ON : LITTLE FRIEND

          as it blinks genially ay Buffy. We suddenly see its
          expression change.. to something far more mischievous and
          sinister. In a flash, however, its expression returns to
          its harmless, child-like visage.

          ANGLE : BUFFY

          looking surprised and a little shocked.

          Little friend flies away from Buffy and towards the
          ringmaster. It drops the watch in the ringmaster's hand
          and then dissapears.

          The ringmaster inspects the watch, then holds it high up
          in the air.

          ANGLE : BUFFY

          watching with interest.

          The ringmaster palms the watch and opens his hand. The
          watch has dissapeared. He then pulls it from his ear..
          then throws it up in the air where it again dissapears.
          The ringmaster coughs and seemingly pulls the watch out
          of his mouth. Some applause from the crowd.

                                          BUFFY
                              (looking straight ahead but
                              to the Scoobs)
                         That's just not healthy.

                                          XANDER
                         Hey.. be glad he chose those two
                         orifices.

          The ringmaster holds out the watch to his side.. at about
          waist-level.

                                          RINGMASTER
                              (to Buffy)
                         Would you like your watch back?

          Buffy nods. The ringmaster smiles.

          CLOSE ON : THE WATCH

          as Buffy's wrist suddenly materialises under it. The
          watch coils around her wrist and clasps itself on. We
          WIDEN to reveal a very surprised Buffy now standing at
          the centre of the ring next to the ringmaster.

                                          BUFFY
                              (lookind around; confused)
                         Ookay.. where am I now?

                                          RINGMASTER
                         The question, my dear, is what are you
                         now?

                                          BUFFY
                         What? Who's a what?

          The ringmaster makes a small gesture with his right hand.
          Buffy morphs into a wolf. Oohs from the crowd. From a
          wolf, she morphs into a cat. More oohs.

          ANGLE : WILLOW, TARA AND XANDER

          looking concerned.

          ANGLE ON : THE CAT

          as it morphs into a mouse. Oohs from the crowd.

          ANGLE : GILES AND DAWN.

          looking concerned.

          ANGLE ON : THE MOUSE

          as it morphs into an elephant. Oohs from the crowd.

          ANGLE : ANYA

                                          ANYA
                              (excitedly calling out)
                         Howler monkey! Howler monkey!

          ANGLE : GILES

          standing up.. very concerned now.

                                          RINGMASTER
                         Fret not my friends. This, as all
                         others before..

          The elephant dissapears and we WHIP PAN over to Buffy now
          sitting back in her seat. Dawn and Giles looks over to
          her.

                                          RINGMASTER
                         .. is simply an illusion.

          Much applause from the appreciative audience. 

          ANGLE : BUFFY

          looking a little confused.

                                          BUFFY
                         Wha.. what happened?

          Giles sits back down into his seat, looking at Buffy.
          Buffy gives Giles a little nod, indicating she's okay.

          ANGLE : RINGMASTER

          as he raises both his hands out to the audience in a
          grand gesture.

                                          RINGMASTER
                         Leave this tent now and return to your
                         lives. A life where you may once
                         again.. trust in what you see.. believe
                         in what you hear. But remember, for the
                         jester knows that the greatest illusion
                         of all is the one you don't even
                         realise is happening.

          With that, the ringmaster smiles and bows, then
          dissapears. Much applause from the crowd.

          ANGLE : BUFFY

          kinda joining in.. still looking a little uncertain about
          it all. She notices something in front of her.

          REVERSE ANGLE : ROSALIND

          from Buffy's POV. While the people seated around her are
          happily applauding, Rosalind sobs quietly. She turns back
          and notices Buffy looking at her. She gets up and rushes
          off out the tent.

          ANGLE : BUFFY

          staring at the departing figure.. intrigued.


          EXT. CIRCUS - DAY

          as we see the crowd departing the big tent after the
          show. We see Buffy and the gang emerge from the tent,
          joining the flow of the crowd.

                                          BUFFY
                         He turned me into an elephant? What am
                         I? Elephant girl? I mean, why choose
                         that particular animal to turn me into?
                              (turning back to the group)
                         Do I like give off elephanty vibes? Do
                         you guys see me as an elephant?

          Xander and Giles subtly step a few steps away from Buffy
          as they walk.. no way are they touching that question.

                                          TARA
                         Of course not.

                                          WILLOW
                         Yeah, totally not an elephant.

                                          ANYA
                         A hippopotamus.. tops.

                                          TARA
                         I'm sure it wasn't anything personal.

                                          WILLOW
                         It was just for the show.. you know? I
                         mean, who wouldn't be impressed? Big,
                         formidable beast.. and, with the trunk.

                                          BUFFY
                         But an elephant?

                                          DAWN
                         Well, he did turn you into a rat first.

                                          BUFFY
                         Again?

          Anya pokes Buffy in her back.

                                          BUFFY
                              (spinning around to Anya)
                         Hey!

                                          ANYA
                              (nonchalantly)
                         What?

                                          BUFFY
                         Sorry.. I thought I said ouch.
                              (a beat)
                         Ouch.

                                          ANYA
                         I was just checking.
                              (off confused looks)
                         Well, there may be some leftover magic
                         left. Maybe if I poked her at a certain
                         place, she'd turn into something else.

                                          BUFFY
                              (incredulous)
                         What?

                                          ANYA
                              (pouty)
                         I want my monkeys.

          Xander swoops in and tactfully ferries Anya away from
          Buffy.

                                          XANDER
                         Come on An. What say we leave Buffy
                         alone and let her readjust back to
                         bipedal life.

          Xander leads Anya away. The rest of the group continues
          to walk on.

                                          WILLOW
                              (to Buffy)
                         So, what was it like? Taking part in a
                         quick, interactive tour of the animal
                         kingdom?

                                          BUFFY
                         Strangely un-strange. I don't really
                         remember anything about it. 

                                          WILLOW
                         Really? I would have thought being
                         turned into an elephant would be kinda
                         memorable.. right up there with first
                         dates, first kisses..

                                          TARA
                         ..first time being turned into an
                         elephant. 

                                          WILLOW
                         I hear it's easier the second time
                         round.

                                          BUFFY
                         Well, it was like it wasn't happening..
                         but it was? I don't know. It was just a
                         world of weird. I tell you. There's
                         something off about this place. I think
                         we better be a little careful around..

                                          DAWN
                              (spotting something to her
                              right)
                         Hall of Mirrors!

                                          BUFFY
                         What?

                                          DAWN
                              (pointing)
                         Hall of Mirrors.

          Buffy looks over to where Dawn is pointing.

          REVERSE ANGLE : A BUILDING

          with a sign indeed entitled "Hall of Mirrors". 

                                          BUFFY
                         I don't think we should..

          Dawn drags Buffy off with her into the building before
          she can finish her sentence.


          INT. HALL OF MIRRORS - DAY

          We see a few people wandering around inside the hall of
          mirrors.. staring at their multiple reflections. We PAN
          over to Buffy and Dawn who have just entered the maze of
          mirrors. Dawn looks all around, eyes wide open and mouth
          agape.

                                          DAWN
                         Cool.

          Dawn rushes off ahead of Buffy.

                                          BUFFY
                         Dawn.. wait.
                              (calling out to a departing
                              Dawn)
                         Don't go far. I've got my eyes on all
                         six of you.

          Buffy idly wanders into the maze. She stops and looks at
          herself in the reflection of one of the mirrors.. like
          examining her condition. She doesn't look impressed.

                                          BUFFY
                         Mirror, mirror on the wall..
                              (takes another long look at
                              herself)
                         Hello elephant girl.

          Buffy notices something out of the corner of her eye. We
          PAN left to another mirror where we see..

          ANGLE : ROSALIND

          staring at herself in her mirror. We see her slowly
          reaching up and touching her face. She looks scared.

          Buffy turns around to face her. She sees three
          Rosalinds.. reflected off mirrors. All three Rosalinds
          see Buffy. She looks startled, then runs off.

                                          BUFFY
                         Hey! Wait..

          Buffy begins to chase Rosalind but is finding a hard time
          tracking her. She chases one Rosalind only to find it is
          merely a reflection. She spins around only to see
          Rosalinds running off in every direction. Buffy runs off
          after one of them.

          Buffy runs into a dead end. All she sees are reflections
          of herself. She hears a door opening close by. She runs
          over towards the sound.

          She sees an open door leading outside. She runs out the
          door to..


          EXT. SMALL ALLEYWAY

          behind the Hall of Mirrors.. between two buildings. Buffy
          looks left and right. The alleyway looks deserted. All
          she sees are a few boxes and a dumpster. We can hear the
          lively noise of the circus off in the distance. Buffy
          takes a good look around and then slowly starts walking
          towards the large, blue dumpster.

          ANGLE : BUFFY

          carefully approaching the dumpster.

          REVERSE ANGLE : THE DUMPSTER

          sitting still and silent.

          ANGLE : BUFFY

          still approaching..

          REVERSE ANGLE : THE DUMPSTER

          looming larger and larger as Buffy gets closer. Suddenly,
          a body jumps out from behind the dumpster.

          Buffy grabs hold of the figure before it can run away.
          She spins it around to face her. It is Rosalind. She
          looks petrified.

                                          ROSALIND
                         It's not time. It's not time.

                                          BUFFY
                         What? Calm down. I'm here to help.

                                          ROSALIND
                              (in agony)
                         Please.. Help me. The world is dying.

          ANGLE : BUFFY

          looking startled and concerned.

                                                             BLACKOUT
          
          
                                 END OF ACT ONE


                                                  CONTINUE TO ACT TWO