Episode 17 - Timeless

                               ACT THREE


          INT. THE MAGIC BOX - DAY

          from where we left off. 

          ANGLE : TARA

          staring at Willow.. a mixture of joy and pain.

                                          WILLOW
                         Tara.

          A wordless beat passes between the two. The tension
          thick in the air.

          ANGLE : TARA

          continuing to stare silently at Willow. A thousand
          emotions flickering through her eyes. Then.. as if
          snapping herself out of it..

                                          TARA
                         H-Hi.

                                          WILLOW
                              (still in shock)
                         Hey.

          Tara casts her eyes towards Buffy.

                                          TARA
                              (to Buffy)
                         There's a way.

          Tara starts to walk towards the table, reaching into
          her bag as she does so. She brushes past Willow, who
          continues to face the door.. still recovering.

          Buffy takes a second look at Willow before turning
          around and walking towards Tara.

                                          BUFFY
                         A way?

                                          TARA
                         To break the spell.

          We see Tara removing a large book from her bag and
          placing it on the table. She starts to flip through
          the pages. Buffy, Giles, Xander, Anya and Dawn slowly
          gather around her. After a beat, Willow turns around
          and slowly joins the group.

                                          TARA
                              (pointing to something in
                              the book)
                         Here. It's an incantation. A charm
                         specifically designed to counteract
                         the spells created using the Orb of
                         Takanis.

                                          XANDER
                              (surprised)
                         That's it? Okay, can I have yay! for
                         simple solutions?

                                          TARA
                         Well.. no.

                                          XANDER
                         No?

                                          BUFFY
                         No yay?

                                          TARA
                         There's a hitch. Just like the Orb of
                         Takanis was created to amplify the
                         powers of a spell, a countering spell
                         needs a similar magical artefact for
                         it to be effective against the Orb.

                                          XANDER
                         Say Tara? You wouldn't happen to have
                         that in that little bag of yours
                         would'ya?

                                          TARA
                         Wish I did. It's called the Crystal
                         of Kanis. It was forged by a sorcerer
                         thousands of years ago after a rival
                         created the Orb of Takanis.

                                          XANDER
                         Wow. These sorcerers? Big with the
                         magicks but, you know, not so much
                         with the whole naming thing.

                                          BUFFY
                         In any case, we better get our hands
                         on this crystal.. and fast.

                                          GILES
                         Well, I suppose the good news is that
                         if we're to discover anything about
                         the whereabouts of this object, we're
                         most likely to find it here in
                         Sunnydale.

                                          XANDER
                              (to Buffy)
                         And you said there was no upside to
                         living on the Hellmouth.

          A phone rings off-screen.

                                          GILES
                              (beginning to walk away
                              towards the phone)
                         We should split up and canvas the
                         town.. see if anyone has heard of
                         this crystal.

          Giles picks up the phone and has a conversation in the
          background. The rest of the Scoobies slowly rise from
          their chairs, stirring into action.

                                          XANDER
                         So, I guess there's no chance this
                         sorcerer guy's currently living
                         locally?.. or you know, currently
                         living?

                                          TARA
                         Well, if the Orb of Takanis showed up
                         in Sunnydale recently, maybe the
                         crystal isn't too far behind?

                                          BUFFY
                         Wherever this thing is, it ain't
                         gonna find itself.
                              (to Xander)
                         We better get going.
                              (to Willow, Dawn, Tara and
                              Anya)
                         The rest of you. Why don't you see if
                         you can dig up a little more on this
                         spell. We wanna make sure we do
                         everything right. 
                              (thinks for a beat)
                         On second thoughts, maybe you guys
                         should grab the books and set up HQ
                         at our place. I got a feeling this
                         little scavenger hunt's gonna take
                         all day and I wanna be sure you guys
                         are somewhere vamp-proof when it gets
                         dark. We'll all meet up back there
                         when we're done.

          Silent nods. Anya heads over to the cash register.
          Willow and Tara share quick glances at each other.
          Willow bows her head and walks away from Tara and over
          to a shelf to grab some books. Dawn quietly comes up
          to Tara and they share a hug.

                                          ANYA
                              (looking down at the cash
                              register)
                         Oh!

          Heads turn towards Anya.

                                          ANYA
                         We still haven't deposited this
                         week's takings. I know business has
                         been slow, but money is still money.

                                          XANDER
                         Well, maybe we could leave it till..

                                          ANYA
                              (hurriedly stuffing the
                              money into a bag)
                         And let some burglar steal my hard-
                         earned cash?

                                          XANDER
                         An, with the amount of money we've
                         made this week, you'd have to pay a
                         burglar to come in here to steal it.

          Anya ignores Xander and finishes emptying the
          register. She hurries out towards the door.

                                          ANYA
                         I'll meet up with everyone at the
                         house.

                                          BUFFY
                         Make sure you get back before..

          Anya is out the door. The door-bell tinkling.

                                          BUFFY
                              (to herself)
                         Ookay.

          Giles returns from his phone call.

                                          GILES
                         That was Harmony. Apparently, some
                         vampires are driving in a truckload
                         of blood into Sunnydale tonight.
                         There's going to be some kind of
                         large gathering of vampires to meet
                         it.

                                          BUFFY
                         The General's?

                                          GILES
                         No, but according to Harmony, some of
                         his associates will be dropping in.

                                          WILLOW
                              (suddenly interested)
                         Solomon?

          ANGLE : TARA

          a worried glance towards Willow.

                                          GILES
                              (suspiciously)
                         She didn't say.

                                          XANDER
                         So, you think the big G's gonna make
                         a personal appearance.

                                          BUFFY
                         Doesn't sound like something the
                         General would bother with. In any
                         case, we can't deal with that right
                         now.

                                          WILLOW
                         But we can't just..

                                          BUFFY
                         Will, there are more important things
                         to do than to crash the kegger of the
                         undead.
                              (to Giles)
                         Let them have their little feast.

          Giles considers for a beat, then nods. Giles, Buffy
          and Xander start to head towards the door. Willow
          takes a step forward.

                                          WILLOW
                         Maybe I should come along and help.

                                          BUFFY
                              (following Giles and Xander
                              out the door.)
                         No. We need you to bone up on this
                         spell. Stay here with Tara.

          Buffy exits. Willow slowly turns around to take a look
          at Tara and Dawn. More tension-filled exchange of
          looks. Tara ushers Dawn away with her to pick up some
          books. Willow looks glum.


          INT. SHOP - DAY

          As we witness a montage of scenes of Buffy and Xander
          (as a pair) and Giles visiting various shops and
          talking to various humans and demons.. all of whom
          don't seem to know anything. Time passes and we see
          all three becoming more and more frustrated.


          EXT. SUNNYDALE STREET - DAY

          as we see Buffy and Xander walking along a street, on
          their way to the next shop.

                                          XANDER
                         Geez. You'd think it'd be easier to
                         find a magical thousand year-old
                         talisman created to neutralize the
                         powers of an evil, once thought to be
                         mythical, Orb.

                                          BUFFY
                         They should really have, like,
                         catalogs.. with bright pretty
                         pictures and hidden, subliminal
                         messages cunningly enticing you to
                         buy. You know, like with Sears.

                                          XANDER
                         This is our last stop?

                                          BUFFY
                         We've pretty much exhausted every
                         seedy store, dive, sweatshop and
                         demon java joint in Sunnydale. At
                         least, all the ones that we know of.

                                          XANDER
                         Well, it's a good thing Tara found
                         out about Will or we'd be in an even
                         bigger hole.. and let me tell you,
                         this is one darn impressive hole
                         we're in.
                              (something occuring to him)
                         Hey. How did Tara find out about
                         Willow? Hard to believe a little bird
                         whispered it into her ear.

                                          BUFFY
                         Not if the bird's about 5 foot 5,
                         with a loud, annoying chirp and a
                         habit of stealing stuff from other
                         bird's nests to use to decorate her
                         own.

                                          XANDER
                         That's one scary bird.

                                          BUFFY
                         We're thinking of getting her a
                         smaller cage.

                                          XANDER
                         I am kinda glad she called Tara.

                                          BUFFY
                         Yeah.. me too.

          They reach their destination and appraise the
          storefront. 

                                          XANDER
                              (not hopeful)
                         Here we go again.

                                          BUFFY
                         I just hope Giles is having more
                         luck.

          Buffy reaches for the door handle..


          INT. A ROOM - DAY

          ANGLE ON : A DOOR

          as it opens to reveal.. a giant, green demon looking
          like an over-sized three-eyed frog. We see that we are
          in a clean, sterile room with fake wood-panelled
          walls. A piece of sterile elevator music is droning in
          the background. A sign reads 'Daegus the Collector:
          Magical Artefacts are our specialty'. We TRACK the
          demon as it waddles over to a small dispenser set in a
          wall and pulls a slip of paper out of it. It then sits
          itself down on a chair and waits.

          We PAN away from him to see a whole rogue's gallery of
          demons sitting and patiently waiting in chairs.. the
          bland music seemingly acting as an anaesthetic agent.
          We end the PAN on Anya, who sits, silently waiting
          like the rest. Her bag is on her lap. 

          She glances over to her left to see a blue walrus-like
          demon with kind, gentle eyes sitting next to her. She
          notices the demon carrying something in its hands.. a
          picture.

                                          ANYA
                         Oh! Are those your children?

          The walrus demon turns slowly to look at Anya, slowly
          down to the picture, then slowly up to Anya again. It
          slowly nods.

                                          ANYA
                         Why, they're just adorable. Look at
                         them, all blue and.. and.. blue. Is
                         that the mother?

          The walrus demon looks slowly down at the picture,
          then looks slowly back up at Anya. It slowly nods.

                                          ANYA
                         Why, she looks lovely. I'm getting
                         married too.. sometime soon. Isn't
                         married life the most fulfilling
                         thing ever? Two souls connecting as
                         one.. two hearts beating in unison..
                         two..

                                          FEMALE VOICE (O.S.)
                         Taranoos?

          Anya looks over to see a tall, slender female creature
          with pale, white skin. She is bald, and her face is
          smooth and almost featureless except a pair of big
          black oval eyes. She is dressed in what looks like a
          uniform of some sort. She is addressing the walrus
          demon. The walrus demon slowly turns towards the pale
          demon and nods.. slowly.

                                          PALE CREATURE
                              (speaking in a soothing,
                              pleasant voice)
                         You're the one who wanted to turn
                         your wife into a spotted toadstool?

          The walrus demon slowly nods, its expression never
          changing.

                                          PALE CREATURE
                         Here you are. We appreciate your
                         business.

          She hands him a strange glowing rock which the walrus
          demon slowly accepts. Anya looks on bewildered. The
          pale creature glides gracefully away as the walrus
          demon slowly gets up, turns and nods to Anya and
          slowly departs. Anya settles back into her chair.

                                          FEMALE VOICE (O.S.)
                              (over a p.a. system)
                         Now serving.. Number 32. Number 32.

          Anya looks down at her slip of paper, then rises. She
          heads over to a large door at the end of the hall. She
          opens and enters..


          INT. AN OFFICE - DAY

          A dark, small room which is entirely empty except for
          a large table, a computer, the back of a very large
          chair and a sign on the wall which states 'We Collect,
          You Pay!'. We hear someone talking from behind the
          chair.

                                          MALE VOICE
                              (in a gruff voice)
                         Listen you imbecile, you're not gonna
                         find a better price for this baby
                         anywhere. It's a one of a kind!

          The large, imposing chair spins around and we see.. a
          tiny, craggy-looking, wrinkled creature with large
          eyes, pointy ears and a headset phone over its
          oversized bald head. It chomps away at a cigar like a
          hyperactive stockbroker. 

                                          DAEGUS
                              (talking into the headset)
                         No.. I don't care what it's going for
                         on E-bay. Don't you know those guys
                         are just a bunch of crooks? You can't
                         trust any of them.
                              (listening for a beat)
                         Uh huh.. uh huh.. Well, don't come
                         crying to me when you end up buying a
                         lemon. If you're stupid enough to
                         take that risk, you deserve to be
                         swindled.
                              (listens for a beat)
                         Okay.. okay. No, really I'll be back
                         soon mother. Love to Dad.

          The creature hangs up and looks up at Anya.

                                          DAEGUS
                         What in the hell are you?

          He switches on his intercom and speaks into it.

                                          DAEGUS
                         Suzie? I told you I don't deal with
                         humans! What are you, blind?

                                          ANYA
                         Daegus.

                                          DAEGUS
                              (not listening; to Anya)
                         Get outta here. Get that filthy human
                         carcass of yours out of my store!

                                          ANYA
                         Daegus.. it's me!

          Daegus stops yelling and stares at Anya.

                                          DAEGUS
                         Anyanka?

          Anya smiles and nods.

                                          DAEGUS
                              (confused)
                         Should I be handing out candy? What's
                         with the mug?

                                          ANYA
                         Oh.. I'm human now.. sort of.

                                          DAEGUS
                              (thinks for a beat, then
                              softening)
                         Oh. I'm so sorry. You should have
                         said.
                              (looks deeply into Anya's
                              eyes for a beat)
                         I understand.

          Anya smiles and nods.

                                          DAEGUS
                         You want me to end your misery.

                                          ANYA
                         Huh?

                                          DAEGUS
                         Sshh. No more words. I know you'd do
                         the same for me.

          Daegus reaches into a drawer and pulls out a large
          knife.

                                          DAEGUS
                         Hush now. The pain will soon be over.

                                          ANYA
                         What? No! I kinda like being human.

          Daegus stops, gives Anya a dirty look, then..

                                          DAEGUS
                              (stands petutantly on his
                              chair and waves his knife
                              around)
                         Get that filthy human carcass of
                         yours out of my store!

          Anya grabs the knife away from Daegus and pushes him
          back onto his chair. Daegus falls into his chair in a
          heap.

                                          ANYA
                         Is this how you treat an old friend?
                         After all we've been through
                         together?

                                          DAEGUS
                         Sorry. It's just.. You look terrible.

                                          ANYA
                         Yeah? Well, you look.. short.

          Daegus sits himself back upright, recomposing himself.

                                          ANYA
                         I need something.

                                          DAEGUS
                         I don't deal with humans. They are
                         the scum of all dimensions, the
                         stupidest, most despicable creatures
                         I have ever seen. Oh why was I
                         banished to this dimension to service
                         the demons on this plane? Oh why was
                         I..

                                          ANYA
                         Oh, save it for Geraldo. Are you
                         going to help me or not?

                                          DAEGUS
                         Don't belittle my pain Anyanka.. or
                         my hatred for the humans.. or my
                         absolute disgust at their mere
                         existence.. or my God, what the hell
                         is that?

          Anya notices what Daegus is staring at. She raises her
          hand proudly to show off her ring.

                                          ANYA
                         Like it?

                                          DAEGUS
                         You're getting married? To a human?

          Anya nods happily.

                                          DAEGUS
                         How could you betray your demon past?
                         You will willingly give yourself to
                         that filthy creature you will call
                         your husband? You sicken me. You will
                         stink of them and you will never,
                         ever get rid of their putrid smell.

                                          ANYA
                         You are invited to the wedding.

          A beat. Daegus stares hard at Anya, anger etched into
          every corner of his face.. then..

                                          DAEGUS
                         Will there be cake?

                                          ANYA
                         The Crystal of Kanis. Do you have it?

          Daegus thinks for a beat, sizing up Anya. He then taps
          something into the computer on the table. He reads the
          screen, looks back at Anya, then presses a button
          under the table.

          Suddenly, a bright white light fills the room as the
          wall behind Daegus is seemingly ripped open. A large
          white circle forms behind him. Anya peers over to look
          into it..

          REVERSE ANGLE : THE WHITE CIRCLE

          beyond which we see an impossibly large white room and
          containing neverending rows of shelves and boxes.

          Daegus presses the intercom button.

                                          DAEGUS
                         Suzie?

          Suzie, the tall, pale, skinned creature glides in
          gracefully, past Anya and to Daegus. She leans over to
          listen.

                                          DAEGUS
                         Row 403, Shelf 26, Box 32490, Item
                         553993.

          Suzie glides into the portal and dissapears.

                                          DAEGUS
                              (to Anya; re Suzie)
                         Great gal.

          Anya nods.

                                          ANYA
                         Oh.
                              (reaches into her bag and
                              starts pulling out wads of
                              cash)
                         Let me pay for this.

                                          DAEGUS
                              (demonstratively waving his
                              tiny hands)
                         Oh no, no, no, no.

                                          ANYA
                              (smiling warmly)
                         Really? 

                                          DAEGUS
                         That's not nearly enough.

                                          ANYA
                         What?

                                          DAEGUS
                         Look, if I did a deal for all my
                         friends.. well, you see where it
                         would all lead.

                                          ANYA
                         You don't have any friends.

                                          DAEGUS
                              (smiling)
                         Well, so long as I have their money.

          Anya stares grimly at Daegus.


          EXT. BUFFY'S HOUSE - NIGHT

          to establish.


          INT. BUFFY'S HOUSE/LIVING ROOM - NIGHT

          Where we see Tara and Dawn sitting next to each other
          on the couch, books in hand.. quietly researching.
          Willow sits across from them on a lounge chair, a book
          also in hand. 

          We see the uncomfortable looks Willow and Tara
          occasionally give each other.. peeking up from their
          books. Dawn notices.. sensing the tension in the room.

                                          DAWN
                              (getting up)
                         There's a thing.. um.. I need to do..
                         upstairs.. cos, you know, that's
                         where the thing is.

                                          TARA
                         What thing Dawnie?

                                          DAWN
                         Oh, you know.. just a thing. An
                         upstairs thing.
                              (looking from Tara to
                              Willow)
                         I'll be back.

          Dawn scampers off and heads upstairs. Another
          uncomfortable beat, as Willow and Tara are left alone
          in the room. More nervous glances.

                                          WILLOW
                         So.. how are you?

          Tara looks up, takes a beat to gather herself, then..

                                          TARA
                         I'm fine.

          Willow nods.. then awkwardly fumbles for a next move.
          Finding none, she looks back down to her book. Tara
          looks down to her book, then back up at Willow.

                                          TARA
                         And you? I mean, besides..

                                          WILLOW
                         I'm good. Better, now that you're.. 
                              (trailing off)
                         here.

          Tara fidgets nervously, looking down. Supressing her
          emotions.

                                          WILLOW
                         So.. you all settled in at your new
                         place? Making new friends and all?

          Tara doesn't answer.. looking uncomfortable. Willow
          takes a beat.. then..

                                          WILLOW
                         You know, this whole freezy thing?
                         It's not all bad. Like Anya said, you
                         have to look at the positives. I
                         mean, I can clock in more time for
                         research.. and, and say a vamp
                         decides to attack, it would be like
                         easy slayage if I happen to freeze.

                                          TARA
                              (snapping)
                         Stop it.

          Willow stiffens.. taken aback.

                                          TARA
                         Don't you know how dangerous this
                         was? My God.. Will, the Orb of
                         Takanis? You could have been.. you
                         could have..

          Tara can't continue. She just shakes her head.

                                          WILLOW
                              (softly)
                         Tara

                                          TARA
                         Why did you do it? Why? Because of
                         the visions?

          Willow looks away.. not denying it.

                                          TARA
                              (calmer)
                         You have to stop Will. I need you to
                         just.. stop.

                                          WILLOW
                         And just let the visions come true?
                         Why?

                                          TARA
                         Because..

                                          WILLOW
                         Because what? Why should I just stand
                         back and..

                                          TARA
                         Because I don't want to be the
                         reason.. I don't want to be the
                         reason you get hurt. I don't want to
                         be the reason why one day, you would
                         decide to perform a spell which you
                         know is too powerful for you to
                         control, and too dangerous to even
                         try. I mean, can't you see that?

          Willow doesn't answer.. not knowing what to say.

                                          TARA
                              (calmer)
                         Let's not do this now. Right now, the
                         only thing that matters is getting
                         you out of this.

          A beat as the two share a look.

                                          TARA
                         I'll just go see what's taking Dawn
                         so long.

          Tara walks upstairs.. leaving Willow sitting silently
          by herself. She looks disconsolate and very emotional.
          She gets up and heads over to the..


          INT. BUFFY'S HOUSE/KITCHEN - NIGHT

          where she grabs an empty glass and turns on the faucet
          at the sink. She fills the glass with the water and
          takes a long drink as the tap continues to run. She
          slams the glass down, breathing heavily. She looks up
          and takes a look at the reflection in the window in
          front of her. She looks unimpressed with her visage.
          Suddenly, all sound dissapears from the room. Willow
          looks down to see that the water running out from the
          tap has frozen. Time has stopped.

                                          WILLOW
                         Great.

          Willow casually runs her hand through the frozen
          stream of water.. little droplets of water spilling
          here and there as she does so. She picks up her half-
          empty glass of water and heads out back to..


          INT. BUFFY'S HOUSE/LIVING ROOM - NIGHT

          as we see Willow walk slowly into the living room.
          Everything is silent. She takes a look out a window.
          Everything is still and dark. Willow slumps sadly into
          her chair, placing the glass on the table. She picks
          up a book and begins to read through it. She takes a
          look up at the clock on the wall.

          ANGLE ON : THE CLOCK

          its hands frozen.. stuck at 6:20pm.

          ANGLE : WILLOW

          from the side as she sighs and turns her head wearily
          back to the book, slouching back into her chair to
          make herself more comfortable.

          We PAN slowly from Willow to the table where we see a
          stack of books and a half-empty glass of water. We
          continue to PAN past the table and to the couch
          opposite her where sits a teddy bear, staring silently
          and unflinchingly at Willow. We hold on this shot for
          a beat.

          We slowly PAN back from the teddy bear, to the table
          where we see the books have now been moved and set
          aside and the glass is now empty. We continue to PAN
          to Willow who we see has now fallen asleep, an open
          book in her hands. A long time has passed.

          Willow wakes. She takes a second to reorient herself,
          then groggily gets up, putting the book aside and
          picking up her cup. She heads towards..


          INT. BUFFY'S HOUSE/KITCHEN - NIGHT

          where we see Willow head for the sink, reaching out
          with her glass. She stops.. staring at something in
          slight shock.

          REVERSE ANGLE : THE FAUCET

          still turned on.. the water stream still frozen.

          Willow puts the glass down and heads back into..


          INT. BUFFY'S HOUSE/LIVING ROOM - NIGHT

          where she looks up at the clock. It is frozen and
          still reads 6:20pm. She quickly looks down at her
          watch. It reads 11:40pm. Willow looks concerned.


          EXT. BUFFY'S HOUSE - NIGHT

          where we see everything and everyone outside the house
          is frozen. A man out walking his dog, a late-night
          jogger and a car driving on the street with its lights
          on.

          A montage follows.


          INT. BUFFY'S HOUSE/LIVING ROOM - NIGHT

          A series of shots..over a passage of time. Willow
          pacing around. Willow back on the couch, reading.
          Willow looking at the clock.

          We then see Willow putting on her coat and heading for
          the front door. She takes a look up the stairs,
          hesitating for a moment, then heads out.


          EXT. SUNNYDALE STREET - NIGHT

          Willow walks the frozen streets of Sunnydale, looking
          at each frozen person she passes.. still amazed at the
          spell's effect.


          INT. THE MAGIC BOX - NIGHT

          where we see a panicy Willow picking out books from a
          shelf, then taking them to the table to read. She
          settles down into a chair and opens the first one.
          Time passes. She looks at her watch, then forlornly at
          the books. She closes the last one.


          INT. SUNNYDALE MALL - NIGHT

          where we see a more subdued Willow wandering a
          brightly lit mall. The mall is packed with shoppers
          but Willow is the only moving object in this bright,
          sterile world.


          INT. A RESTAURANT - NIGHT

          Willow at a buffet bar, unenthusiastically picking out
          food from the various trays and sticking them on her
          plate. She goes to scoop some shrimps from its platter
          but notices it is almost empty. She spies some shrimps
          on the plate of a frozen diner next to her and
          casually sweeps them onto her plate. She walks away.


          INT. A CINEMA - NIGHT

          where we see Willow's face illuminated by the cinema
          screen in front of her. 

          REVERSE ANGLE : CINEMA SCREEN

          a frozen still frame.

          ANGLE : WILLOW

          as she stares at the still image in front of her. She
          looks around her. We PULL BACK to reveal the frozen
          still image around her.. cinema patrons frozen in
          time.


          INT. BUS STATION TERMINAL - NIGHT

          where we see Willow lying down on a bench, then
          closing her eyes to go to sleep. Again, everything
          around her is still and silent.


          EXT. PARK - NIGHT

          where we see Willow on a swing, gently swinging sadly
          to and fro, her head down.. a lot on her mind.


          EXT. SUNNYDALE STREET - NIGHT

          Willow walking through a crowd of frozen people, but
          this time, not even throwing a second glance at them.
          Just another piece of dead scenery. She looks haggard.


          INT. BUFFY'S HOUSE/FOYER - NIGHT

          as Willow enters through the front door. She looks
          tired and somewhat numb. She takes a look up at
          something in the living room, then heads upstairs.

          We PAN around to look at what she was looking at.

          ANGLE ON : THE CLOCK

          its hands frozen, still reading 6:20pm.


          INT. BUFFY'S HOUSE/UPSTAIRS HALLWAY - NIGHT

          as we see Willow trudge wearily down it, stopping
          outside Dawn's room. She pauses, then enters.


          INT. BUFFY'S HOUSE/DAWN'S ROOM - NIGHT

          as Willow enters. We see Dawn and Tara frozen in the
          room. Dawn is lying belly down on the bed, a book in
          front of her. Tara is sitting on the edge of the bed,
          talking to Dawn.

          Willow comes up to the two of them. She touches Dawn's
          hand lightly and smiles. She then comes up to Tara,
          standing next to her. She looks down at her, then
          slowly runs her finger through her hair. She stares at
          her for a beat, then leaves.


          INT. BUFFY'S HOUSE/BUFFY'S ROOM - NIGHT

          Willow enters. She closes the door behind her, then
          turns off the light. In the still and silent darkness,
          she grabs a chair and places it in front of a window..
          then sits down. She sits staring out the window, as
          still and silent as everything around her. We slowly
          CLOSE in on her face.. the only moving object in this
          frozen world, a tear slowly trickling down her face.

          The silence is broken with..

                                          BUFFY (V.O.)
                              (shouting)
                         Willow? 


          INT. BUFFY'S HOUSE/FOYER - NIGHT

          where we see Buffy, Giles and Xander enter the house.

                                          BUFFY
                         Tara? Dawn?

                                          XANDER
                         An?

                                          BUFFY
                              (to Xander)
                         Where is everybody?

          Dawn and Tara come down the stairs.

                                          DAWN
                              (to Buffy)
                         You're back! All of you.

                                          TARA
                         Did you find it?

                                          BUFFY
                         Sorry. We tried every place we could
                         think of but we've come up dry.

                                          XANDER
                         Which is kinda ironic considering the
                         number of bars we've been today..
                              (off looks)
                         or not.

                                          GILES
                         We'll try again tommorow. I'm sure
                         we'll find the crystal soon. In the
                         meantime, we can keep searching the
                         books.

                                          DAWN
                         Oh the books.. like they've been a
                         bunch of help. We've been looking
                         through those all day but there's
                         like nothing on the crystal.

          Anya enters through the front door, carrying a bag.
          She looks up and sees everyone gathered at the bottom
          of the stairs.

                                          ANYA
                         Oh.. We're doing this in the foyer
                         now?

                                          XANDER
                         Wait. Did you just come back?

                                          ANYA
                         Well, things took longer than I
                         expected.

                                          XANDER
                         An, there's no bank on this earth
                         that opens this late. I think it's
                         like written in their charters.. you
                         know, the one just before their
                         eternal pledge to the devil.

                                          ANYA
                         Well, I also happened to pick up a
                         little something on the way back.

          Anya reaches into her bag and pulls out a shopping
          bag. She holds it out to the group and smiles proudly.
          It's a Barney's bag. Confused looks from all. Anya
          clues in and reaches into the bag and takes out.. the
          Crystal of Kanis. Take two.. she holds it out to the
          group and smiles proudly. The crystal glows green. The
          group stares at the crystal with wonderment.

                                          DAWN
                         Is that? I mean..

                                          XANDER
                         Either that or Superman's not far
                         behind.

          Giles takes the crystal from Anya and studies it. Tara
          comes over to stand besides Giles to take a closer
          look at the crystal herself.

                                          BUFFY
                         Wait.. they're selling these things
                         at Barney's now?

                                          ANYA
                         Well, if Barney's was a high-priced
                         black-market operation run by demons.

                                          BUFFY
                         I'm waiting for more conclusive
                         studies.

                                          GILES
                         You got this from the black-market?
                         Why didn't you tell us?

                                          ANYA
                         Let's just say the guy I got this
                         from has a little thing about humans.
                         Besides, I wasn't sure it would even
                         be there.

                                          XANDER
                         An. How could you go there by
                         yourself? It's too dangerous.

                                          ANYA
                         Oh no.. we're all kin down there. I
                         mean, sure some of them would like
                         nothing better than to eviscerate any
                         human that crosses their path but
                         everybody has their dark side.
                         Anyway, you'll be meeting most of
                         them at our wedding.

                                          BUFFY
                         Okay, I'm fairly sure there was a
                         breakdown in logic somewhere back
                         there.

          Tara looks at the crystal, then up to Anya. She smiles
          broadly. She comes up to Anya and hugs her gratefully.

                                          TARA
                         Thank you.

          Tara breaks from the hug but continues to smile.

                                          TARA
                              (earnest)
                         Thank you.

          Anya, moved, beams happily.

                                          TARA
                              (to the rest of the group)
                         I'll go get Will.

          Anya, with the widest smile ever, watches Tara head
          towards the living room, then slowly turns back to the
          rest of the group. She fidgets and bounces ever so
          slightly, hardly able to contain herself. She looks
          like she's waiting for something but no one reacts.

          After a beat, she holds her arm aloft.. ready for her
          next hug.

          Before anyone can do so, Tara returns..

                                          TARA
                         Dawnie, have you seen Willow?

                                          DAWN
                         No. I thought she was in the living
                         room.

                                          TARA
                         She was. At least, she was when I
                         left her a minute ago.

                                          XANDER
                         She's dissapeared?

          Buffy and Giles share a concerned look. 

                                          BUFFY
                         I'm sure she's around somewhere.

          A beat as the group stare at each other, then en
          masse, spread out in all directions to look for
          Willow.


          EXT. BUFFY'S HOUSE - NIGHT

          as we see Giles and Xander head out into the street,
          calling her name.


          INT. BUFFY'S HOUSE/KITCHEN - NIGHT

          where we see Dawn and Anya looking around, then
          heading to the dining room.


          INT. BUFFY'S HOUSE/UPSTAIRS HALLWAY - NIGHT

          where we see Tara and Buffy, opening the doors..
          checking the rooms within. Tara comes to Buffy's room
          - the door closed. She opens it.


          INT. BUFFY'S HOUSE/BUFFY'S ROOM - NIGHT

          as light enters the room from the hallway, we see a
          still, silent figure sitting in a chair, looking out
          the window.

                                          TARA
                         Will?

          No response. Tara switches on the light.

          ANGLE : WILLOW

          from the front, Tara, and now Buffy, in the
          background. We see Willow's face.. emotionless, her
          eyes wide open.. almost as if catatonic.

          Tara walks slowly closer. She kneels down next to
          Willow, looking up at her.

                                          TARA
                              (softly)
                         Willow.

          Willow finally hears Tara. She blinks, then slowly
          turns to face Tara. She smiles weakly, then slowly
          puts her arms around her and hugs her without saying a
          word. Tara, confused, hugs her back and gently strokes
          Willow's hair. She looks up to Buffy who is now
          standing besides her. Buffy looks similarly confused. 

          Tara looks back down and notices something.

                                          TARA
                              (to Buffy)
                         Her watch.

          Buffy looks.

          REVERSE ANGLE : ON WILLOW'S WATCH.

          which reads 10:30 pm.

          Buffy quickly looks down at her watch and then back to
          Tara.

                                          BUFFY
                              (concerned)
                         She was frozen for four hours?

                                          TARA
                         Buffy.. the date.

          Buffy takes a second look at Willow's watch. She looks
          horrified.. looks back at Tara.

                                          TARA
                         Four days.

          Tara turns back and continues to comfort Willow.


          EXT. WAREHOUSES BY THE DOCKS - NIGHT

          as we see two pairs of headlights, one following the
          other, approaching one particular warehouse. The lead
          truck stops in front of the warehouse. After a beat,
          the doors roll open. The trucks drive in.


          INT. WAREHOUSE - NIGHT

          As we see a large group of scraggy vampires waiting
          impatiently as the two trucks enter the building. The
          drivers of the first truck dismount. Two big, burly
          vamps in black leather. They go round to the back of
          the truck. The assembled vamps all gather around
          accordingly. The two leather-cladded vamps open the
          back doors of the truck.

          Inside, we see two further vamps in black guarding a
          well-dressed vamp sitting behind a table, a cash-box
          by his side and ready to do business. Behind them, we
          see hundreds of blood packets in the refrigerated
          truck, ready to be distributed. One of the vamp guards
          puts a nice, thick winter fur coat on the shoulders of
          the vamp at the table. The dealer vamp, with a scar
          across his cheek, looks up at the gathered mass of
          customers and smiles.

                                          DEALER VAMP
                         Who's first?


          EXT. BUFFY'S HOUSE - NIGHT

          to establish.


          INT. BUFFY'S HOUSE/LIVING ROOM - NIGHT

          where we see Buffy, Xander and Anya sitting down. We
          see the crystal on the table in the centre. No one
          speaks. Buffy hears someone coming down the stairs.
          She turns to see Tara and Giles coming into the living
          room. Everyone stands.

                                          BUFFY
                         Is she okay?

                                          TARA
                         She's sleeping. Dawn stayed in the
                         room to keep an eye on her.

                                          BUFFY
                         So, how do we get her out of this?

                                          XANDER
                         Cast the spell. I mean, we've got all
                         the ingredients right? Or are we out
                         of cilantro again.

                                          ANYA
                         Just hold on there Iron Chef. Daegus
                         said the crystal would only be
                         effective when the spell was in
                         effect.

                                          BUFFY
                         What.. you mean, during a freeze? How
                         is this going to work? That would
                         mean only Willow could cast the spell
                         to get herself out of the freeze.

                                          XANDER
                         And she's practically all tapped out
                         magic-wise.

                                          TARA
                         I can help her.

          A beat as the thought sinks in to the group, then..

                                          BUFFY
                              (realising)
                         Whoa! Back up there.

                                          TARA
                         No. It's the only way. We can do it
                         if we cast the spell together.

                                          ANYA
                         You want to join her in a freeze?

                                          XANDER
                         Can you even do that? I mean, I may
                         not be the biggest expert on magic
                         but.. freezing time? Not something I
                         caught on 'Magic's Biggest Secrets
                         Finally Revealed'.

                                          TARA
                              (animated)
                         No, see.. all I have to do is to cast
                         a simple conjoining spell.. joining
                         me to her. I'll end up wherever she
                         is. If she happens to be in freeze
                         time when the spell is in effect,
                         I'll enter it with her. You see, the
                         freezing spell Willow cast will be
                         doing all the work. The conjoning
                         spell will just be like piggybacking
                         on top of it.
                              (not waiting for a response
                              from the group)
                         We can do it now.

          Tara reaches out and grabs the crystal from the table.
          Giles reaches out and grabs hold of Tara's arm before
          she can go anywhere.

                                          GILES
                         Hold on.

                                          TARA
                         But..

                                          GILES
                         Now listen. We're not going to rush
                         into anything. Let's take a little
                         time to make sure we do everything
                         right.

                                          TARA
                         But you saw what happened to her.
                         Every second that passes here could
                         mean a lifetime for her. She could go
                         into another long freeze anytime now,
                         but this time she won't be able to
                         come back.

                                          GILES
                         I don't believe so.

                                          BUFFY
                         How's that?

                                          GILES
                         Before she went to sleep, she
                         mentioned she had experienced several
                         short time freezes since we found
                         her. The type of anomalies she was
                         experiencing before. That leads me to
                         believe that these things are
                         happening in cycles. In my
                         estimation, she won't experience
                         another extended, dangerous freeze
                         for a while yet.

                                          TARA
                         How can you be sure?

                                          GILES
                         I can't. But I am sure that we're not
                         going to just jump into this without
                         ensuring we do everything right. If
                         you rush into this, we could very
                         well lose both you and Willow.. and
                         that is simply unacceptable.

          Tara's intensity softens.. Giles starting to make
          sense.

                                          GILES
                         Besides, we need both of you to be
                         focused and alert when you cast the
                         spell, something neither of you are
                         at the moment. I suggest you calm
                         yourself down and go get some rest
                         while we get everything ready in
                         preparation for the spells. We'll get
                         you both in a few hours.

          Tara is reluctant to go. Giles comes up to her and
          puts a comforting hand on her shoulder.

                                          GILES
                              (much gentler tone)
                         Go on. Everything will be fine.

          Tara nods, puts the crystal back on the table, then
          heads slowly up the stairs.

          Giles, Buffy, Xander and Anya watch silently for a
          beat, then..

                                          GILES
                         We have work to do.

          Giles and Buffy head back to the table to prepare for
          the spell. Anya grabs some empty cups off the table
          and heads to the kitchen. Xander follows.


          INT. BUFFY'S HOUSE/KITCHEN - NIGHT

          as we see Anya place the cups in the sink. She sees
          the tap still running, so she turns it off. Xander
          comes up behind her.

                                          XANDER
                         So.. one thing still kinda confuses
                         me.. this Daegus guy? He just gave
                         you the crystal?

                                          ANYA
                              (thinks for a beat)
                         Yes.

                                          XANDER
                         Just like that.

                                          ANYA
                         Yes.

                                          XANDER
                         Of course. After all, that's the
                         whole basis of how the black market
                         operates.. people giving away rare,
                         hard-to-find and possibly illegal
                         items for free.

          Anya nervously fidgets.. then puts her hands in her
          coat pockets.

                                          XANDER
                              (noticing)
                         What? Are you cold?

          Anya nervously looks away from Xander. Xander picks up
          the strange vibe from Anya and gently grabs hold of
          her arms.

                                          XANDER
                              (quietly)
                         Hey.

          They stare at each other for a beat. Then, Xander
          slowly removes Anya's hands from her pockets.. then
          looks down at them. He looks back up to Anya,
          surprised.. then down again.

          REVERSE ANGLE : ANYA'S HAND

          as we see Xander remove a ring from her finger.

          He holds it up and we see it's a toy ring.. bright
          purple in colour. Xander just looks at it. Anya looks
          nervously at Xander, at the ring, then back to Xander.

                                          ANYA
                              (nervous)
                         She wanted two dollars for it.

          Xander looks at Anya, seeking clarification.

                                          ANYA
                         The kid I bought it from.. she wanted
                         two dollars.. but I talked her down
                         to one.

          Xander smiles, slowly puts the ring back onto her
          finger, then kisses her hand. The two hug.


          INT. BUFFY'S HOUSE/BUFFY'S ROOM - NIGHT

          where we see Dawn sitting in a chair in a corner,
          watching over a sleeping Willow. Tara enters the room,
          quietly. She and Dawn exchange a smile. Dawn gets up
          and comes up to Tara for a hug. She then leaves.

          Tara watches Willow who is sleeping on her side. Tara
          walks over to the other side of the bed, then gets in
          slowly. She lies down beside her, holding Willow from
          behind as she closes her eyes.. never letting go.


          EXT. WAREHOUSES BY THE DOCKS - NIGHT

          to establish.


          INT. WAREHOUSE - NIGHT

          where we see a strung-out vamp hand some cash over to
          the dealer vamp. The dealer vamp takes the cash and
          counts it, then holds up his hand behind him. One of
          his guards places a blood packet in it. He hands it
          over to the strung-out vamp with a big smile.

                                          DEALER VAMP
                         Enjoy.

          The strung-out vamp grabs the packet and makes his way
          through the throng waiting their turn. We TRACK him as
          he starts to bite hungrily into his packet.. his eyes
          down as he focuses on his meal. 

          Nearing the exit, he suddenly stops short as he sees
          something on the ground.

          REVERSE ANGLE: THREE PAIRS OF FEET

          from his POV, we slowly TILT UP to reveal Sasha, Trix
          and Flix.. all looking at him.

          ANGLE : STRUNG-OUT VAMP

          his fangs still embedded in his meal.. in shock and
          frozen in his spot.

          Flix smiles and takes one step towards him. She leans
          in closer.

                                          FLIX
                              (whispering)
                         Run.

          The strung-out vamp does so, as Flix giggles..
          enjoying her power. She takes a look up at the throng
          of bodies in front of her.

                                          FLIX
                         Come on girls.

          She turns back towards Sasha and Trix.

                                          FLIX
                         Party time.

          Flix heads off merrily towards the crowd. Trix gives
          her a dirty look.. jealous of her confidence. Sasha
          impassively follows.


          INT. BUFFY'S HOUSE/BUFFY'S ROOM - NIGHT

          CLOSE ON : WILLOW'S FACE

          as her eyes suddenly open.. waking up with a start. We
          slowly WIDEN to reveal Willow, still in bed, Tara's
          arms loosely around her. Willow notices, and turns
          towards Tara.. her face next to hers. She studies
          Tara's face.. her eyes closed. 

                                          WILLOW
                              (softly)
                         Tara?

          No response. Willow looks up and around the room.
          Completely still and silent. She turns towards the
          bedside clock.. time has frozen. She falls back into
          bed, looking up at the ceiling. She turns back towards
          Tara and just gazes at her.


          INT. BUFFY'S HOUSE/STAIRCASE - NIGHT

          as we see Willow slowly descend the stairs into the
          foyer and then heads into..


          INT. BUFFY'S HOUSE/LIVING ROOM - NIGHT

          where she sees Buffy, Xander, Giles, Anya and Dawn..
          all gathered around the table.. all going through a
          stack of books on the table. Everyone is frozen.

          Willow walks around, then spots a pile of books set
          aside on the ground in a corner. She wanders over and
          takes a closer look. Books on Ascension, Reanimation,
          Suspended Animation.. all research material on the
          General's ritual to raise his army.. all now set aside
          in a corner. Willow looks aghast.

          Willow turns slowly back to look at the group, her
          face filled with guilt. Her expression then changes..
          determined.. resolved.

          Music increases in tempo and urgency


          INT. BUFFY'S HOUSE/BUFFY'S ROOM - NIGHT

          ANGLE ON : BUFFY'S WEAPON CHEST

          as Willow opens it and grabs a stake and a bottle of
          holy water. 

          She then heads over to the chair where her jacket is.
          She grabs it and puts it on, then turns and faces
          Tara.. frozen in slumber. She walks up to the bed,
          gently strokes Tara's face and then kisses her lightly
          on the lips. She leaves.


          INT. BUFFY'S HOUSE/FOYER - NIGHT

          just as Willow comes down the stairs. She places the
          stake and bottle of holy water in her jacket.. then
          turns to take a last look at the group in the living
          room. She turns back towards the door, opens it, and
          exits. The door closes.

                                                             BLACKOUT
          
                               END OF ACT THREE



                                                 CONTINUE TO ACT FOUR