[ Man ] This is what happened this year.
[ Willow ] Tomorrow night we're bringing Buffy back.
[ Xander ] You're talking about raising the dead.
I think I was in heaven.
I was torn out of there by my friends.
I'm headed back to England, and I plan to stay.
So you three have, what, banded together to be pains in my ass?
We're your arch "nemesises-ses."
Willow, you are using too much magic.
I don't think this is gonna work.
[ Willow ] Are you saying you're gonna leave me?
- [ Buffy ] Willow has a problem. - I need help!
[ Spike ] We kissed, Buffy. I'm in love with you.
- You're in love with pain. - You afraid I'm gonna--
-Things have changed. -The only thing that's different is I'm disgusted with myself.
It's over. I'm using you.
- We're getting married. - Congratulations.
Xander's missing? What do you mean, Xander's missing?
I wish we could just go back to the way things were before.
And I wish you were never born.
You left me, Xander, at the altar.
So you go out and bang the first body you can find?
- It was good enough for Buffy. - Shut up and leave her out of--
[ Giles ] We can't ignore this kind of behavior.
Something needs to be done before it spins out of control.
Can you just be kissing me now?
- Stop, please! - I'm gonna make you feel it!
No! Stop!
Ask me again why I could never love you.
Get nice and comfy, Slayer. I'll be back.
Think you can just do that to me?
Tara?
Bring her back!
- It is done! - No!
[ Buffy ] Something terrible has happened. You don't have to do this.
[ Willow ] I need power.
[ Xander ] What are you doing? She's gonna die.
[ Willow ] No, she isn't.
[ Buffy ] We need to find Willow.
You want to return to your former self?
That bitch is gonna see a change.
Let me go. Somebody! Please! God!
Bored now.
Willow, what did you do?
One down.
[ Panting ] I think I'm gonna be sick.
Again? Xander, we don't have time.
I know. It's just... what happened back there--
the sounds of it, the smell.
- I know. - Willow did that.
That's why we have to keep moving.
You heard what she said, "One down."
She was talking about two to go, right?
Jonathan and what's-his-face-- the other guy.
Andrew. They're just sitting at County Jail without a clue Willow's coming.
You don't think she's gonna kill them too? She wouldn't. It doesn't make sense.
Willow's got an addictive personality. She just tasted blood.
She could be there already. No, she couldn't.
A witch at her level-- she could only go airborne. It's a thing.
More flashy. impresses the locals, but it does take longer.
- Longer than what? - Teleporting.
Right. Vengeance demon. Well, at least she'll get there first.
I'm counting the ways that can go wrong.
Anya can handle herself. Against Willow? Tonight? Don't be too sure.
Well, she should be coming down at some point, shouldn't she?
I mean, back there, she was out of her head, running on grief and magics.
Doesn't matter, Willow just killed someone.
Killing people changes you. Believe me, I know.
Warren was a cold-blooded killer of women just warming up.
If you ask me, the bastard had it coming to him.
Maybe. Andrew and Jonathan don't.
This is still Willow we're dealing with, right?
I hope so.
Whatever she's going through, we have to stop her.
Maybe we can actually do that if we can get to your...
car. Willow.
Guess she wants to finish the job without us tagging along.
Meet me at the jail. Sure. How are you gonna--
Okay then. I'll just catch up.
She's only my best friend, you know.
No big deal, just...
glad I can help.
[ Siren Wailing In Distance ]
Dude, move, like, a foot to your left.
What for?
I'm trying to hear something.
Like what?
Signals.
Oh, for crying out loud. Signals?
Who from, your probe-happy alien friends?
Say, maybe we can trade a pack of cigarettes in for tinfoil.
Make you a nice little antenna hat.
Laugh it up, fuzzball.
I figured it out.
Warren never abandoned us.
Well, not me, anyway.
This is like his test. If we can figure out how he's communicating with us,
then we'll be, you know, worthy.
You're checking for implants?
Lex Luthor had a false epidermis escape kit...
in Superman Versus the Amazing Spider-Man, Treasury Edition.
Okay, first of all, those were sonic disrupters.
Second of all, you are sadness personified.
Waiting for Warren?
Yeah, maybe he'll come bust us out of here on Santa's magic sleigh.
I'm telling him you said that.
Why wait? Tell him right now.
Hey, Warren, do you read me? Your girlfriend's pathetic. Over.
Shut up, Jerk-athan!
You see this? This is why we get jet packs and all you get is left behind.
So you admit it. Why not? Why not?
You were out of the trio a long time ago... in a galaxy far, far away.
And you want to know why, little feller?
No respect for the chain of command.
See how far it's gotten you? Checking every hole...
in your sad, little body for transmitters that don't exist.
Oh, I'll find it, if I have to check every hole in my body and yours.
Get off! Make me!
- There you two are. - Y-You do that?
Listen to me. We have to get you out of here, or you'll both be killed. Guard!
- What's going on? - Guard!
Stop that! I-I don't trust her. Do you trust her? This is major uncool.
Um, Anya? You're gonna have to break this down for us a little.
Warren shot Buffy. Warren shot Tara. Buffy's alive.
Tara's dead. Willow found out,
and being the most powerful Wicca in the Western Hemisphere,
decided to get the payback, with interest.
- What about Warren? - She killed him.
Ripped him apart, and bloodied up the forest doing it.
Now she's coming here, and the two of you are next.
- Oh, my God. Warren. - Oh, my God. Me.
Guard!
We didn't do anything. Guard!
All right. All right. What do you--
- Who the hell are you? - Something's coming. Something bad.
You have to let these men out of here, or I guarantee you, there will be hell to pay.
Okay, uh, what exactly's coming?
One of the many things in this world you are not prepared to deal with.
Huh. That a fact? Yes, and we're running out of time.
So just believe me when I tell you, these things are real,
they're dangerous, and they're coming.
[ Police Radio Chatter ]
[ Rumbling ]
What the hell was that?
Listen, I don't know what you think you're doing, but just--
Take a nap.
So please, stop looking at me like it's your first trip to the circus and do your job.
Let them out.
- You three stay here. - Oh, like we have a choice!
Don't move. You'll be safe here.
Are you even listening? This is the one place they won't be safe.
[ Chattering ]
Back off.
Hold it!
Stop it. Just stop.
Why is she doing this? Tell her we didn't do anything.
Yes, we did. We signed on. We teamed up.
We wanted to see where our plans would take us. Take a look.
- This is it! - Maybe for you.
[ Yelling ]
[ Officer ] Get down, lady. You heard me, down!
[ Man ] Get your men out there!
Anya, teleport us out of here, please. Take us with you.
I can't. It doesn't work that way.
Oh, God. Help!
[ Men Yelling ]
[ Overlapping Yelling ]
Buffy. Willow, just stop for a second and listen to--
[ Screaming ]
Aah! What's that sound?
God, it kills. We're gonna have to make a run for it.
You kidding? She's like Dark Phoenix up there. You expect us to outrun her?
Pretty much. [ Tires Squealing ]
Get in. Go!
[ Buffy ] Go! Go!
[ Officer ] Hey! Hey, hey!
Is she coming? I don't see anything.
Are you guys all right?
- Are you injured? - I-I don't think so.
Where are you taking us?
We'll find someplace safe, and we'll keep you there until we can stop Willow.
Run and hide? That's your brilliant plan? I don't believe this.
Boys, if you don't knock it off, I will pull this car over,
and you can just walk to your painful deaths from here.
I don't get it. Willow's a witch.
Why doesn't she just, you know, wave her arms and make us dead?
Because she doesn't want you dead. She wants to kill you.
But we didn't do anything. Ow!
I hate to admit it, Buff, but Jonathan may have a point.
Why isn't she right here right now?
Maybe she's just getting her mojo up and running.
Or maybe she hasn't figured out exactly how much power she really has yet.
- Neither have we. - I guess we keep running then.
I still can't believe that was Willow.
I mean, I've known her almost as long as you guys.
Willow was, you know,
she packed her own lunches and wore floods and was always...
- just Willow. - [ Crash ]
Geez it! What was that?
Just Willow.
[ Crash ]
Okay, any ideas? Drive faster.
This is faster.
She knows you're in this car too, right?
Right?
- She's draining. - She's what-ing?
Just keep going.
[ Tires Skidding ]
[ Breathing Heavily ]
Cool.
[ Clem ] Not that I'm knocking the nacho cheese ones.
I like the taste. It's just the texture I can't deal with.
So gritty.
Kind of hurts my tongue.
So, I give 'em a seven, maybe a seven-five.
And you think this is dumb, don't you?
Uh, no, no.
As taste tests go, this is definitely one of the better ones I've been to.
I get it. No biggie.
- Uh, do you wanna play cards? - Clem--
I can be a real boredom buster if you just give me half a chance.
It's not you. Still, I feel responsible.
It's not fair, a girl your age cooped up in a crypt.
Tell you what. Let me get my hat and my coat. I'll take you to a movie.
- We'll go nuts! PG-13. - Clem.
Uh-huh? Look at me.
Do I look weak to you or incapable?
Heck no. So why am I stuck here?
No good reason I can see.
[ Sighs ] I'm still real sorry about what happened.
If there's anything I can do to help, just name it.
Anything?
Oh.
You're not gonna go and get yourself in trouble now, are you?
Or me? 'Cause your sister's the Slayer.
I'm a demon. That's real good incentive to get along with her.
I need a demon to help me.
[ Sighs ]
- Spike would have. - Spike's gone.
[ Demon ] You understand then?
Yeah. Yeah, it's not like you haven't been clear about it, oh great, mysterious one.
This is a test. I don't get what I want unless I pass said test.
- That about the size and shape? - Yes.
And since your pad is decked out gladiator-style...
and no number-two pencils have been provided,
I guess we're not starting with the written.
[ Sighs ]
Oh, here we go then.
Just me and the walking action figure.
I'm venturing this would be the kill-or-be-killed type of situation then?
- To the death. - Right.
Here we are now-- entertain us.
Son of a--
Rack's place was right around here last time.
Huh-huh, I don't feel anything. Oh, well, not here. Let's go home.
You don't feel anything because his place moves. I told you.
Know why Rack moves all the time? Because he's shady.
A bad element comes down here.
I get that, but Willow's part of it now. She is the element.
If she isn't around somewhere, Rack may know where she is,
which is why we need to talk to him.
We? In a face-to-face way?
Or me. I'll go in there without you. No, it's fine. I'm good.
It's just Rack's not partial to the floppy-eared. He has a thing.
But-- But, hey, I'm in. Absolutely.
Either way, just get me there.
Say Rack does know where Willow is, he's not gonna tell you for nothing.
He's gonna want something. I have money.
[ Sighs ] That's not the kind of something he's gonna want.
- Rack likes little girls. - I am not a little girl.
I don't know if you've thought this through.
I'm supposed to keep you safe, and this whole thing is--
I mean, even if you find Willow,
you really think you can stop her?
[ Bell Rings ]
Thanks, Anya, for getting here so fast. It's a big help.
Once again, Xander in need of big help.
Whatever. So, can you still sense Willow?
Knowing her location would be a real big comfort right about now.
No, I can't. Which means whatever she's feeling has gone way beyond simple vengeance.
Did I mention me needing the comfort?
Whatever we got, grab it fast. This is one of the first places she's gonna look for us.
Then what are we doing here? You know, I could summon a demon that would kill her.
I could smack you so hard, your eyeballs would switch sockets.
No one is getting killed. Sit down.
We need to find some sort of magics...
that will stop Willow or at least slow her down.
She drained the place. Took everything.
- Not everything. - What is it?
Um, a book of protection spells.
Anti-magic. Our last resort.
- You think you can work this stuff? - Ha, okay.
Well, good news is the text is intact.
Bad news is, uh, I can't read a word of it.
It's, like, in ancient Sumerian or something.
- Could I take a look at it? - Shut up.
Right.
I just thought, you know, as long as you're protecting us,
the least I could do is-- I'm not protecting you, Jonathan.
None of us are. We're doing this for Willow.
The only reason it happens to be your lucky day,
is because Willow kills you, she crosses a line, I lose a friend.
And I hate losing.
I get that.
It's just, you know, she's running out of power, right?
I can tell.
I can practically feel it.
I've dabbled in magics.
I think Willow's in a league of her own about now, dabble boy.
But still, running that hot for that long,
it's just a matter of time before you gotta recharge, no matter how juiced up you are.
Thank you. Now do you remember that thing we talked about?
About me shutting up?
Right.
Buffy.
Buffy, let's say this works,
and we stop Willow from working the hoodoo for a minute.
What then? I talk to her.
Great. And say what?
[ Sighs ] Look, whatever she's gonna do, she starts with those two.
They're the line she cannot cross.
And if she is running low on magics,
then she's probably somewhere right now trying to get it all back.
Hey, babe.
I've been waiting for you.
Guess the rehab didn't take, huh?
That's the way it goes sometimes.
But I gotta say,
I could feel you coming a mile away, the power you got.
And you know something, sweetness?
I liked it.
When you first came to me, you were just a little slip of a girl.
Look at you now--
so... growed up.
So full of dark juice.
And you still taste like strawberries.
Only now...
you're ripe.
You came because you want something,
don't you?
I thought so.
So tell me, Strawberry,
what on this earth do you want?
Just to take a little tour.
[ Gasps, Groans ]
Yea, Clem, making with the demon senses.
I knew you could find this place.
It's not very clean. Don't wig out on me again.
It's just-- I'm still not so sure you should be here.
I'm not so sure I should be here.
It'll only take a minute. Come on.
You wanna wait here?
- If that works for you. - Be right back.
[ Sighs ]
Willow?
[ Screams ]
Hey, cutie.
Dawnie, what are you doing here?
'Cause if you're looking for me, now is not a great time.
You look terrible.
Do I? You're back on the magics.
No, honey, I am the magics.
Did you kill that guy?
It's an improvement, believe me.
I have to go.
[ Short Scream ] Why?
So you can run and tell Buffy?
Willow, please, just listen to me.
You don't have to talk. Just think real loud. I can hear you.
You're freaking me out.
Oh, don't be like that. I'm just a little wired.
And I have some things to do. Thought if anybody'd understand--
I miss Tara too.
But this-- what you're doing here--
this is not the way to go.
You're only going to make things worse.
But I promise, it's not too late to--
You miss her? Yes.
Did you cry?
Of course you did. I get that. I understand the crying.
You cry because you're human. But you weren't always.
Yes, I was.
No, please. You're telling me you don't remember?
You used to be some mystic ball of energy.
Maybe that's why you're crying all the time, Dawnie.
'Cause you don't belong here.
Wanna go back? End the pain?
You'll be happier. I'll be happier.
We'll all be a lot happier without listening to the constant whining.
Willow, stop.
Mom. Buffy. Tara. Waah.
It's time you go back to being the little energy ball.
No more tears, Dawnie.
[ Pounding ]
I think you need to get away from her.
You're too close.
How am I supposed to read? I don't know.
I'm staring right at this stuff, and I can't read it.
Well, how's the translation coming? What have we got so far?
So far, we've got "the."
Well, either "the" or "towards." I'm not really sure.
I can't do this. I'm in retail.
Stupid ancient Sumerian.
I'm pretty sure it's Babylonian.
The text is similar, but the dialect is completely different.
Great. Babylonian. Thanks a bushel.
But unless you can read Babylonian, why don't you sit back down?
Why are you helping them?
Because they're saving our lives, you moron.
Uh-huh. And what then?
Even if they kill that Wicca bitch, you think they're just gonna let us walk?
They own us.
So what do you want me to do?
Look around. You know magic.
We're in a magic shop. We can take them.
The books are sucked dry, but so what? There's still tons of supplies all around us.
This is the best chance we're gonna get to make it out of here.
And do what?
Start over.
We can be "The Duo," you and me.
You can even be the leader.
I swear. I'll take orders.
I like taking orders. Just tell me what to do.
You want an order?
Grow up.
Hey, play nice, fellas, or you'll break our concentration.
Which means no protection spell.
And Willow will make you two boneless chickens skinless too.
And then what?
Think your little witch buddy's gonna stop with us?
You saw her. She's a truck-driving magic mama,
and we've got maybe seconds before Darth Rosenberg grinds everybody into Jawa burgers.
And not one of you bunch has the midichlorians to stop her.
You've never had any tiny bit of sex, have you?
The annoying virgin has a point.
What if Willow filets their souls and then comes after us?
- [ Xander ] She won't. - You don't know that.
We're her friends, Anya, her family.
She would never hurt us.
She tried to use you for a hood ornament, Xander.
She doesn't care if you live or die.
Guess you two finally have something in common.
I care if you live or die, Xander.
I'm just not sure which one I want.
Again with the comfort.
Look, we both know things might get ugly at Wiccapalooza,
and if it gets really bad--
Let me guess-- you'll propose?
I need to know if you're gonna turn on me,
use this little shindig as an excuse for some sweet revenge.
There is nothing in this world that would give me greater or more lasting satisfaction...
than to reap bloody vengeance upon you, Xander Harris.
But I can't. Not officially, not magically.
So smile, it's your lucky day. You got away with it. I can't hurt you.
Right, 'cause you varnishing the table with Spike, how could that possibly have hurt?
It may have chafed. That wasn't vengeance. It was solace.
Look. I really can't hurt you,
so I'm just gonna have to settle for hating you.
If that's what you need to do. Don't!
You don't get to play the martyr. I'm not.
You know, none of this would be happening if it weren't for you.
You think I don't know that?
You think I'm the hero of this piece?
I saw the gun...
before Warren raised it.
I--I saw it, and I couldn't move.
He shot two of my friends...
before I could even--
You want me to know how useless I am?
That it's my fault? Thanks.
I already got the memo.
I was talking about us.
You need to back down a minute and think, Wil.
I wasn't gonna hurt her, buzz kill.
She tried to turn me back.
You're attacking the people who love you now?
[ Willow ] Only the ones in my way.
That's not-- You need help.
I'm doing fine on my own, thanks.
Dawn, get out of here. Go.
Don't. We're all friends.
[ Buffy ] Willow, I know what you wanna do, but you have to listen to me.
The forces inside you are incredibly powerful.
They're strong, but you're stronger.
You have to remember you're still Willow.
Let me tell you something about Willow.
She's a loser, and she always has been.
People picked on Willow in junior high school,
high school, up until college,
with her stupid mousy ways.
- And now Willow's a junkie. - I can help.
The only thing Willow was ever good for,
the only thing I had going for me...
were the moments, just moments,
when Tara would look at me, and I was wonderful.
And that will never happen again.
I know this hurts, bad,
but, Willow, if you let loose with the magics, it'll never end.
- Promise? - You don't want that.
- Why not? - Because you'll lose everything.
Your friends, yourself.
Willow, if you let this control you,
then the world goes away and all of us with it.
There's so much to live for.
Wil, there's too much to--
Oh, please. This is your pitch?
Buffy, you hate it here as much as I do.
I'm just more honest about it. That's not true.
You're trying to sell me on the world?
The one where you lie to your friends when you're not trying to kill them?
And you screw a vampire just to feel?
And insane asylums are the comfy alternative?
This world? Buffy, it's me.
I know you were happier when you were in the ground.
The only time you were ever at peace in your whole life...
was when you were dead.
Until Willow brought you back.
You know, with magic.
Aw. Sorry.
The trip can be kind of rough if you're, you know, not me.
Dawn.
Jonathan. Andrew.
You boys like magic, don't you?
Abracadabra.
Okay, didn't see that coming.
What was that? We're alive.
You guys wanna take it slow? I can do that too.
Ask Warren.
Don't!
[ Chanting In Ancient Language ]
Let's get outta here.
[ Willow ] No, no. Stay.
I mean, we're just getting started. I've got big party plans.
Wil-- No, don't.
Guys, come on. I'm just getting the wood for the violence here.
And you know what they say-- "If at first you don't succeed--"
Had enough?
Bad move, bad move, bad move.
[ Bones Crack ]
Looks like local boy loses.
So it would appear.
Good on me then.
I get what I came for. I passed, right?
Indeed, you have passed the first stage of the test.
Right. I get--
Wait. First stage?
- [ Laughs ] - Bugger.
Damn, that is one effective counterspell.
- Won't keep you alive, though. - Wil, stop.
- You need to give this up now. - I get it.
You boys put a spell on yourselves, didn't you,
protecting you from harm, from magics?
That's cute.
Wil, back off before somebody gets hurt.
How about I back off right after?
So, which one of you boys worked the mojo?
Doesn't matter, really. I just-- I'm curious.
[ Continues Chanting ]
[ Willow ] Just because I can't do magics to you, doesn't mean I can't do them on myself.
[ Speaking Latin ]
Now I'm pretty sure I'm strong enough to beat you to death.
I don't wanna hurt you.
Not a problem.
I said I didn't want to.
Didn't say I wouldn't.
- Let's go. - What about Willow?
Buffy can handle her. Are you sure?
No, that's why we're leaving. An?
I can't. I have to stay here to keep the spell going on Willow.
No, but-- Go! Do something right.
[ Continues Chanting ]
[ Bell Dings ]
No!
So, here we are.
Are we really gonna do this?
Come on. This is a huge deal for me.
Six years as a sideman,
now I get to be the Slayer.
A killer isn't a Slayer.
Being a Slayer means something you can't conceive of.
Oh, Buffy.
You really need to have every square inch of your ass kicked.
Then show me what you got,
and I'll show you what a Slayer really is.
Where are you taking us? Someplace safe.
Like where? Xander?
I don't know.
Get off, superbitch.
I can help you stop.
I thought you were gonna show me what a Slayer was.
I can't... run anymore.
I need to... breathe.
If you wanna keep breathing, you gotta keep moving.
This is bogus. We gotta get out of this town.
Mexico. We should go to Mexico.
Hey, you're not going anywhere.
We just gotta find a place to hide you two until we get the "all clear" from Buffy.
Yeah? What if the Slayer's dead already?
We're supposed to sit around waiting for Sabrina to show up and disembowel us?
You do what I say to-- I don't think so.
[ Anya Chanting ]
Well, hey, isn't that interesting?
Anya's still here.
- [ Chanting ] - Looks like I've been beating on the wrong gal.
Whoa, whoa. Okay, Andy. Let's just put the sword down.
Oh, no way. I-I'm not gonna die because of something I didn't even do.
You're not gonna die.
Leave him alone.
Let him go, Andrew.
You heard me.
- You let me go first. - Uh-uh. Him.
It's your move. No, yours.
I'm not moving.
I'm not gonna budge till... right now.
Ow!
Xander's right. We're not leaving Sunnydale.
When this is over, you and I are going back to jail to do our time.
[ Gasps ] Help me!
You're hurting me.
You can't block my spells if you can't chant.
And you can't chant if you're sleepin'.
Buffy, I gotta tell you. I get it now.
The Slayer thing really isn't about the violence.
It's about the power.
And there's no one in the world who has the power to stop me now.
[ Explosion ]
I'd like to test that theory.
Grr! Arrgh!