Carpe Noctem

Previously on Angel:

Fred: "Handsome man. Saved me from the monsters."

Gunn: "Anyone talked Fred lately?"

Angel: "She's been back in this world for three months and she still hasn't gone out into it."

Gavin: "I'm working on a little something aimed at Angel Investigations."

Lilah: "What are you doing? Building code violations."

Gavin: "I'm fighting Angel in my *own* way."

Lilah: "I bet he's really terrified."

Lilah to Angel: "It's just business."

Angel: "Don't you come at me through Cordelia ever again."

Night, Hyperion Lobby, Cordy is looking through a magazine, Wes is reading a book and Gunn is playing a hand-held video game. Fred comes down the stairs and walks up to Cordy. Cordy jumps and lets out a scream as Fred leans in to look at the magazine. Wes jumps and looks around at them.

Gunn without looking up from his game: "Hey, Fred."

Fred: "Sorry! Did - did I startle you guys?"

Wes: "No."

Cordy: "Only in the sense of shocking and jolting us. - What's up?"

Fred: "Nothing. Just taking a little stroll and... (looks at open magazine) Why would girls wanna look like that? I spent years in a cave starving. What's their excuse?"

Cordy: "Fashion."

Fred laughs. Stops, sits down beside Cordy and looks around the lobby.

Fred: "So - everybody's just reading and hanging out?"

Cordy: "Angel's upstairs."

Fred: "Oh. - He's probably reading, too. He's so deep, you know? Thoughtful. I'm guessing "The Brothers Karmazov", Joyce, a little Goethe to round things out."

Angel appears on the open hallway overlooking the lobby, holding a newspaper.

Angel: "Am I the only one who read this?"

Wes: "Read what?"

Angel: "Charlton Heston. Double feature! (Comes down the steps) At the Nu-art. "Soylent Green" and - "The Omega Man."

Gunn, eyes on his game: "Wow."

Angel: "It's two for one. Did I mention, Charlton Heston? Who's in?"

Fred jumps up and raises her hand: "That sounds great!"

Angel: "Fred. Wesley?"

Wes: "Well, I'm in the middle of translating Fassad's guide from the original Sumerian."

Angel: "Gunn. Cordy?"

They don't even look up at him, so he goes to grab his coat.

Angel: "Looks like it's just you and me, Fred. - Well, the worm certainly has turned."

Fred, giggling: "Y-y-yeah. The worm's turning and... (Stops smiling) Am I the worm?"

Angel: "No. You may not know this, Fred, but certain friends and co-workers have been known to accuse *me* of being the quiet, stay at home, sulky one. (All three of them turn to look at Angel) Some people - just don't know how to have fun anymore."

Big hotel, young man is in bed with two girls.

1.Girl: "Can we take a breather, stud?"

Woody: "If you need one."

He turns to the other girl.

2.Girl: "Hey, tiger. Me too. Just for a minute?"

Guy gets out of bed with a sigh and goes to pour himself a martini.

1.Girl: "Pace yourself, sweetheart."

Woody turns to admire his body in the mirror.

Woody: "Mmm, it's good to be young. (Walks back towards the bed) So. Ready for round four?"

Woody suddenly hunches over in pain.

2.Girl: "You okay, baby?"

Woody: "Oh - it's been fun. - Alli permutat anima kimota. Alli permutat anima kimota. Alli permutat anima kimota."

A stream of red-white energy issues forth from his eyes and mouth. The stream cuts off and Woody turns to look at the girls watching wide-eyed from the bed. The girls start to scream as Woody begins to steam and his body begins to deflate into a puddle of skin on the ground.

Intro.

Wes is sitting behind his desk listening to Fred.

Fred: "And he opened every door for me and he paid for the tickets. And even bought a giant popcorn. And every few minutes he'd go like this (motions like she is tipping a tub of popcorn towards someone, laughs). Because he wanted me to know it was okay for me to have some. (drops in a chair) And he's so lonely because he's the last man on earth."

Wes: "Angel?"

Fred: "No! Charlton Heston. The Omega Man? Omega being the last letter of the Greek alphabet so it's a metaphor. (Jumps back up) And he walks on the street side and not the building side. It's old-fashioned, but kind of chivalrous, you know?"

Wes: "We're back to talking about Angel."

Fred: "Right. And even though he didn't talk a lot, it was still okay. It was comfortable. It wasn't that awkward kind of quiet. You know that awkward kind of quiet?"

There is a moment of silence.

Wesley: "No. That's never happened to me."

Angel is sitting in the lobby reading the newspaper.

Cordy: "You need to talk to Fred."

Angel: "What about?"

Cordy: "About the big date you guys had last night."

Angel: "Woah! Date? - It was just a movie."

Cordy: "That's what you need to tell *her*. She's in there going on and on about what a super time you guys had."

Angel: "She's just enthusiastic. Don't read too much into it."

Cordy pushes his feet off the footstool and sits down on it.

Cordy: "She's got the big puppy love. I mean, who wouldn't? You're handsome, and brave, and heroic, emotionally stunted, erratic, prone to turning evil and, lets face it, a eunuch."

Angel: "Hey, how can you... I'm not a eunuch."

Cordy: "Angel, it's just a figure of speech."

Angel: "Find a better one."

Cordy: "I just mean that sex is a no-no for you. Because of this whole 'if you know perfect bliss you'll turn evil' curse. Really no cure for that, huh? - Listen, all I'm trying to tell you is, this thing with Fred, it's going to go bad unless it's nipped in the bud."

Angel: "Okay. Maybe just a short talk. - So how soon can you do that?"

Cordy gets up: "Nice try. It's gotta come from you."

She takes a hold of Angel and pulls him up out of his chair and into Wes' office.

Cordy: "Angel has something to say."

Angel looks from Fred, who smiles at him, to Wes. Holds up his newspaper.

Angel: "Hey, did anybody else see this? (Lays the paper down in front of Wes) Police found the body of a twenty-six year old Woodrow Raglan in a two-bedroom suite at the Elondria Hotel. Unnamed witness said it was as if his insides had just..."

Wes: "...collapsed. You know, there was something else like that - last week."

Cordy: "Uhm, may I just point out that no one is actually hiring us to look into this and that we should be doing more important things?"

Wes holds up a newspaper clipping: "Here. Ten days ago, a body - found in another hotel room - under similar conditions."

Angel: "What do you think? Spell, curse - serial demon?"

Wes: "Though to say. Worth a closer look."

Angel: "I'll say. Cordelia, open up a case file. We have to get on this right away."

Angel hands Cordy the file with the newspaper clipping as he walks past her out of the office.

Cordy: "Angel!"

Cordy hurries after him.

Wolfram and Hart, day.

Gavin: "Good morning, Lilah."

Lilah: "Good morning. Well, here we are at *my* office. Bye."

Gavin: "You're a though one. I know I'm gonna have to earn your respect. But give me a little time. You'll see I'm a creative guy."

Lilah: "Oh, like your 'lets torment Angel with building code violations' idea? Uh, so machiavellian! We'll just drown him in red tape."

Gavin: "There are other level's to this, Lilah. Avenues of interest I have... One of them being: does Angel even exist?"

Lilah: "Are you getting metaphysical on me?"

Gavin: "No. The guy has no social security number, no tax payer ID, no last name as far as I know. How can he go down to the building department, or anywhere else in officialdom for that matter? - He's the rat and we're the maze. Don't you wanna see what he'll do next?"

Lilah: "He might just rip out your throat."

Gavin: "Do you think he'd do something that cliched? Gosh. Maybe you don't know him as well as you think."

Gavin walks off down the hallway. Lilah looks after him, then, instead of entering her office, goes over to the desk of her secretary.

Lilah: "Get Carter Williams on the phone. (The girl at the desk just looks at her) The graphic artist? (Lilah sighs) Oh, look under 'F' for forger."

Lilah turns and walks into her office, closing the door.

Hyperion, night. Cordy takes a printout from the printer and carries over to where the others are leaning against the reception counter.

Wes: "There was a third victim five weeks ago. They were all young, healthy males. They all died in expensive hotel suites."

Fred: "Can you imagine shelling out all that money for a snazzy suite and then kerplop, you're a big bag of mush bones? I guess it wouldn't be good wherever that happened. (Wes looks at her) Oh - please continue."

Wes: "Gunn, I was thinking you could interview the staff of these hotels where the guys died. I'm meeting a contact of mine from the coroner's office in thirty minutes. See what I can learn about these bodies."

Cordy: "They were all members of the same health club. The bodies - when they weren't - you know - dead ones."

Angel walks over to look at Cordy's printout, pulling out his car keys.

Angel: "Cordy and I'll go check out the gym."

Wes: "My thought exactly."

Cordy grabs the keys: "I'll drive."

Gunn: "What are we waiting for?"

Wes: "Everyone know what they're doing? Good."

They all leave - except for Fred, still standing in front of the reception desk.

Fred: "I'll just stay here. (Laughs) Okay. I'll do that."

Cordy and Angel are walking into the health club.

Cordy: "You can't just keep ignoring Fred! You have to speak to her. You know, there is your business life and then there is your social life, and everybody knows that you keep those two things sepa..."

Cordy trails off as one of the male health club members walks by.

Cordy: "I'm gonna go see if *he* knows anything."

Walks away from Angel.

Angel spots a club attendant and walks up to him.

Angel: "Hi. I was just wondering,could ask you a few questions? My name is Angel."

Phil shakes Angel's hand: "Angel. Good news, dude, we are running our best offer ever! Okay, I can get you a six months trial membership right now for three hundred and fifty dollars."

Angel: "No. I'm looking into some guys that were members here."

Angel pulls out the newspaper clipping and shows it to Phil.

Phil: "Oh, yeah, Woody, right. I heard he like - died."

Angel: "He like did. Along with the others. All members. So, I need to ask you, Phil, does the club condone steroid use?"

Phil: "No. No, no, no a-a-absolutely not."

Angel: "Then we should probably keep this between ourselves, don't you think? I'll just take a look at their records and I'll get out of your hair."

Phil after a beat: "Yeah, yeah, o-okay."

He and Angel leave.

Cordy is interviewing two guys.

Cordy: "So, did you ever see anyone come in who looked suspicious - or really pale - or maybe green and scaly?"

The guys look at each other.

Angel and Phil are looking through some papers.

Phil: "You know, I-I-I don't see anything that connects the three of them - except they were all in the evening Pilates class together."

Angel: "Pilates, is that like Tae-bo?"

Phil laughs: "Yeah - if you're living in 1999."

Angel walks into the room where a group of people are participating in an exercise class.

Instructor: "Relax your neck and shoulders, using your lower abdominals, bring the spine down to the floor. Take a deep breath in and as your arms come up to the ceiling..."

Angel circles the room, he looks out of the big window at the back of the room. He sees light reflecting off a pair of circles in one of the windows of the building across the street. Looks at the sign in front of the other building: Monserrat, retirement community.

Cordy, talking to four guys: "There could be follow-up questions. I'll need some home phone numbers. Why don't we start with you, Benny?"

Angel comes up behind her and leans in close to her.

Angel: "There is a retirement home in the street behind us. I'm gonna check something out."

Cordy: "Bye."

Angel looks at the four guys, starts to leave then turns back to Cordy.

Angel: "Maybe when you're done with your *work* - here - you can pick me up. - Okay."

Angel leaves.

Cordy: "He's just someone I work with. Anyway..."

Angel looks up at the window of the retirement home where he saw the reflection.

Angel knocks at the door of room 316. The nameplate says Marcus Roscoe.

An old man wearing big, round glasses slowly opens the door.

Angel: "Mr. Roscoe. My name is Angel."

Angel hands him one of their business cards.

Marcus: "Angel Investigations."

Angel: "Would it be alright if I came inside and asked you a few questions?"

Marcus: "Well, it's ah, pretty late."

Angel: "Shouldn't take long."

Marcus turns and walks back into his room, leaving the door open. Angel shifts but remains standing outside. Marcus turns back and motions to him.

Marcus: "Come on if you're coming."

Angel walks in, closing the door behind him. He looks around then walks over to the window.

Angel: "Nice to have view. I bet you, ah, spend a lot of time enjoying it."

Marcus: "Not that, uh, much... (Sees Angel holding up the pair of binoculars he found on the window sill) Uh. - Well, I don't see any harm in looking. That's about all I can do anymore. Uh - what is it you want?"

Angel: "Your help. (Angel puts the binoculars down and pulls out some newspaper clippings) I wonder if you've seen either of these men across the way in the gym."

Marcus flips through them: "No. I don't think so. I'm more of a girl watcher. You know what I'm saying? - Jeez - they all died? How?"

Angel: "That's what we're trying to find out."

Marcus: "You work with the police?"

Angel: "I'm a private investigator. I work with a team."

Marcus: "Hmm, sounds nice. I was a salesman. Worked alone for fifty years."

Angel: "Hmm. (Spots a shelf holding various pottery) Nothian herb jar. (Picks it up) That's a - pretty exotic item. Did you, ah, deal in the occult?"

Marcus: "Occult shmuccult. I traveled a lot. Picked up some trinkets."

Angel spots some extreme sports magazines lying on the table. He puts the jar back on the shelf.

Angel: "Do a lot of bungee jumping, Mr. Roscoe?"

Marcus: "More than you might think, Mr. Angel."

Angel: "Just Angel."

Marcus takes off his glasses and puts them in the breast pocket of his shirt. Takes a couple of steps closer to Angel.

Marcus: "I'll remember that. (Looks at Angel) Alli permutat anmia kimota. Alli permutat anmia kimota."

Angel chuckles: "You might wanna think twice about trying to cast a sp..."

Red-white light streams from Marcus into Angel, while blue-white light streams from Angel to Marcus.

After the light vanishes, Angel looks around, shrugs his shoulders. Marcus stares at Angel, eyes slightly squinted.

Marcus: "You *are* me."

Angel grabs Marcus by the shoulders and head-butts him, then lowers the unconscious old man into a chair.

Angel: "That's gonna smart later."

Angel walks out of the gate of the Moserrat and starts to saunter down the sidewalk.

Cordy: "Ah, hello!"

Angel turns and sees Cordy sitting at the wheel of the convertible. He walks over, chuckles and leans on the top of the windshield.

Angel: "He-llo."

Cordy: "So, what did you find at the old folks home?"

Angel: "Uh - nothing. Didn't pan out. How about you?"

Cordy: "I got a two month free trial membership, and I made some new friends... - Alright. I got nothing."

Angel: "Pretty clear we're barking up the wrong tree here, huh?"

Cordy after a beat: "Yeah. - Well - get in. I'll take you back to the hotel."

Angel grins and gets into the car and puts his arm on the back of Cordy's seat.

Angel: "Alright! You and me - going back to the hotel. Nice, huh?"

Cordy: "Are you alright?"

Angel grinning: "Honey, I've never been better."

Break

Angel follows Cordy into the lobby of the Hyperion.

Angel: "Nice! (Sees Cordy walking around the reception desk) You supposed to be back there? - (Hits the little bell on the counter) Ding, ding! Paying customers. Hellooo. (Whistles) Slow night, huh?"

Cordy: "Yeah. But maybe Wes or Gunn found out something."

Angel: "Wes or Gunn."

Angel notices the stand of 'Angel Investigations' business cards on the counter. There are some with Wesley Wyndam-Pryce, some with Charles Gunn, some with just the business name, and others with Cordelia Chase, Senior Associate on it.

Angel quietly: "They're a great part of our investigating team. Hmm. Working here with us in this old abandoned hotel."

Picks up one of Cordy's cards.

Angel: "Cordelia... (Cordy turns to look at him) have I ever told you you are a *very* *beautiful* woman?"

Cordy goes back to sorting through the papers on her desk.

Cordy: "Ha, ha. Very funny. I know you never said anything that tacky or overt to Fred. But you're still gonna have that talk - whether you want to or not."

Cordy walks around the counter to stand a little ways down from Angel.

Angel: "Talk with Fred."

Cordy: "Yes! Just - keep it simple. One: you're not like other men. Two: there is no room in the workplace for romance."

Angel: "Romance with Fred. - So I'm a... (Looks down at his clothes) Obviously."

Cordy turns to go: "Get some rest. See you tomorrow."

Marcus wakes up in his chair. Looks around and tries to get up. Doesn't make it. Tries again. Still can't just get up. Puts his hands on the arms of the chair and levers himself to his feet. He walks over to look in a mirror but only sees a blurry man-shape. Puts on his glasses and watches Marcus reflection become clear.

Marcus is sneaking through the lobby of the Monserrat to the receptionist desk. Picks up the phone and dials.

Angel is looking through papers back in Wesley's office. The phone rings but he lets the machine get it.

Cordy's voice: "You've reached the offices of Angel Investigations. Please leave a message after the tone."

Beep.

Marcus voice: "Cordelia? Are you there? Pick up!"

Angel picks up the phone: "Hey, Angel. How's my head? Hope you put some ice on it. Sweet deal you've got going on here, pal. Love the hotel. And Cordelia - whoh! That's how I spell w-o-m-a-n!"

Marcus: "Where is she?"

Angel: "You don't have to worry about anything except eating some nice soft foods and staying out of Ryan's way."

Marcus: "Ryan?"

An orderly takes the phone from Marcus.

Ryan: "You wouldn't think that we just talked about this! (Hangs up the phone) There go your phone privileges for the rest of the month."

Angel takes the tape out of the answering machine and smashes it.

Ryan is walking Marcus down a hall at the Monserrat.

Ryan: "You know you're not supposed to be out of your room at this hour."

Marcus: "I was stretching my legs."

Ryan puts a hand over his name badge: "Who am I?"

Marcus: "You're Ryan."

Ryan chuckles: "At least you're not having an episode. My advice, Marcus: if you start thinking you're a twenty-four year old stud, or a famous skateboarder, keep it to yourself. Unless you *wanna* wake up in iso and restraints again. Copy?"

Marcus points at himself: "I know who *I* am."

Ryan: "Then let's get *you* back to beddy-bye."

Hyperion, day. Cordy walks into Wes' office to find Angel slumped asleep on top of the desk with papers littering the whole room.

Cordy: "Angel!"

Angel's head jerks up, obscured by the page of paper that he was sleeping on, stiil stuck to his face.

Cordy: "What happened?"

Angel pulls the paper off his face and takes a quick glance around.

Angel: "Uh... hey, doll. I ah, (puts some papers back into an open file) was working on the case. I must have dozed off."

Cordy: "You were too tired to go up to your room?"

Angel: "My room, right - which I have upstairs. Well, you know me. Always giving a hundred percent. (Gets up and looks through the mess) Now what did I do with the darn case file..."

Cordy quietly: "You gave it to me yesterday."

Angel: "Ha. Must be getting old."

Angel reaches for the file but Cordy puts it behind her back.

Cordy: "Not until you have that talk with Fred."

Wes walks in carrying an old English teapot.

Wes: "You know there is something about brewed tea you simply can not replicate with a bag. (Sees the mess) What happened here?"

Angel shuffling papers together: "I was just looking for something. Uh, I'll clean it up!"

Cordy turns to go: "Don't avoid the talk."

Angel: "I know. I know."

Wes walks around the desk, picking up some of the papers, and looking over the mess.

Angel: "Hey. How're you doing?"

Wes: "Alright. Well... - you?"

Angel pulls up a chair on the other side of Wes' desk and sits down.

Angel: "So, we gotta talk. The thing is, I've got nothing against you personally. It's just..."

Wes raises his head to stare at Angel who shifts uncomfortably in his chair.

Angel not looking at Wes: "O-ho, this is gonna be harder than I-I thought. I just don't know how to spit this out."

Wes comes around the desk and sits down on it's edge facing Angel.

Wes: "Angel. Whatever it is, you know I'm here for you."

Wes stretches out a hand towards Angel, and Angel hurriedly scoots his chair back.

Angel: "Yeah. That may be the problem. (Chuckles uncomfortably) I mean, whatever we - had... - whatever we - did. I just think that we should keep that - behind us. - Start from scratch. You know, two men working side by side. But, you know, none of that - funny stuff."

Wes straightens up, a slight frown on his face. Angel offers his hand.

Angel: "Shake on that?"

Wes after a beat: "I guess."

Wes takes Angel's hand, who gives it a hearty shake, then pulls Wes into a big hug.

Angel: "Hey, all right. Gimme a hug."

Cordy: "Wesley, food's here."

Wes: "Okay."

Angel pulls back from Wes, holding him at arms length.

Angel: "Wesley?"

Wes: "Yes?"

Angel: "Do you know where Fred is?"

Wes: "Uhm - up in her room I'd expect."

Angel: "*Her* room. Right. - Somebody say something about food? I could eat a horse."

Angel turns and walks out of Wes' office.

Gunn is standing in front of a carton holding cups and fast food.

Gunn: "Breakfast burritos all around."

Angel grabs one of the burritos, and sticks some money into the breast pocket of Gunn's jacket.

Angel: "Thanks, bro. Keep the change on that."

Gunn: "O-kay."

Wes: "Get anything from the hotel staff?"

Angel sitting at his little folding desk munching on the burrito looks over at Gunn and Wes.

Gunn: "Yeah, I did. All these guys ran up huge service bills, mostly alcohol. Well, at least they went out partying. Oh, and I got copies of their telephone bills, too."

Angel talking with his mouth full: "Hey, isn't that illegal? I mean, don't these guys deserve a little privacy?"

They all turn to stare at Angel.

Angel: "What?"

Cordy: "Why are you eating?"

Angel: "I'm hungry."

Wes: "Looks like they called the same number."

Gunn: "Yeah, saw that, too. Checked it out. (Pulls out a paper and hands it to Wes) First class escorts, La Brea and sixth."

Angel gets up and moves over to them.

Cordy: "Escorts. Oh, you mean hookers?"

Gunn takes the paper out of Wes' hand: "I should probably interview them right away - while the trail is hot."

Wes takes the paper back: "Ah, I'll take this one. You interviewed the hotel staff. It's only fair if we divvy it up."

Gunn again taking the paper: "Yeah, but I figured it out."

Cordy snatches the paper: "I'll interview the hookers. Are there any men who aren't just dogs?"

Angel: "Not very many, I'm afraid. (Leans in close to Wes) You know a woman is more than a piece of meat. I'm sorry. That's just how I feel."

Wes' beeper goes off and he checks the display.

Wes: "Ah, my contact at the coroner. I can see one of the bodies. I should go."

Cordy: "Gunn can go with you."

Gunn: "That wasn't the kind of body I had in mind to see. (Cordy looks at him) We're going, we're going."

Gunn and Wes leave and Cordy follows them.

Angel: "Hey, you know what? That's a great idea. I'll just stay here, hold the fort - keep an eye on the evidence."

Crams some more burrito in his mouth.

Marcus is sitting on a sofa in the lobby of the Monserrat with an open book on his lap. He sees the security guard at the desk by the doors get up to help an old lady with a walker accompanied by a younger woman through the door. Watches as the guard helps them over to the elevators. He gets up to head for the unguarded doors, but is intercepted by an old, black man being visited by his family.

Jackson: "Marcus, I got someone I want you to meet."

Marcus: "Oh, I can't right now."

Jackson takes the baby from his daughters arms and hands her to Marcus.

Jackson: "This is my baby granddaughter Katrina. (To baby) Girl's gonna *rule* the world! (To Marcus) Isn't she something?"

Marcus takes the girl in his arm a smile spreading across his face. He looks past Jackson to the unoccupied guard desk, looks back down at the baby.

Marcus: "She's beautiful."

Marcus looks over to see that the guard has returned to his post.

Angel is in Wes' office, shredding the newspaper clippings of the mysterious dead guys. That done, he sits back with a sigh, puts his feet up on the desk and picks up a martini glass sitting on it to take a sip.

Fred: "What you doing?"

Angel sees Fred and grins: "Well. Hey, sweetheart. Where you've been hiding?"

Fred flustered: "You know, up in my room. Everybody keeps saying 'Fred, you should get out more' so, well..."

Angel: "Fred - mmm."

Angel takes a sip from his glass then gets up and walks around the desk to stand in front of Fred.

Angel: "Have I ever told you you are a very *beautiful* woman?

Fred: "Uhm - no?"

Angel: "Do you like olives?"

Angel pulls the toothpick with the olive out of his drink and offers it to Fred, who eats it out of his hand.

Angel: "Tell you what, I have some work I have to finish up here. Why don't you go on upstairs and put on something pretty and we'll go out on the town."

Fred: "Really?"

Angel tips her on the nose with the toothpick: "And that's just for starters."

Fred: "Okay, I'll just - I'll go and - okay."

Runs out of the office.

Angel shakes his head: "Hoo!"

He goes to sit back down at the desk, whistling and shredding files.

Lilah walks into the office and Angel turns the shredder off.

Angel: "And what can I *do* for *you*?"

Lilah: "Don't go all nightstalker on me. I'm here to do you a favor. (Angel checks Lilah out) We both agree that business with Cordelia was just business, right?"

Angel after a beat: "Sure."

Lilah pulls a bundle of folded papers from her briefcase and drops on the desk in front of Angel.

Lilah: "It's all in there. Earthquake safe certification, statement of asbestos level compliance... All of it."

Angel picks up the bundle then drops it back on the desk. He looks up at Lilah. Stands up, picking up his martini glass and walks around the desk.

Lilah: "I'm not playing you here. It's not about you. It's about Gavin. He thinks he's so smart. (Angel pour two martini glasses) - You're welcome."

Angel: "I'm sorry. Thanks. (Puts olives in each glass) That was a really - thoughtful favor. - How about a drink? (picks up the two glasses and offers one to Lilah) Have I ever told you you're a very *beautiful* woman?"

Lilah hesitantly accepts the glass and Angel clinks his against hers.

Marcus is walking down some steps in the Monserrat. Peeks around the corner at the end of the hallway to see the security guard at the desk reading a newspaper. Scoots back away. Notices the fire alarm on the wall. Glances back at the guard station, then trips the alarm. The alarm sounds and the guard jumps up from his desk and hurries away to look for the source.

Marcus shuffle-runs towards the desk and the exit. Looks down at his left arm, grabs it with his other hand, starts to huff and puff.

Marcus: "M-my heart..."

Slowly collapses to the ground.

Lilah is sitting in a chair across from Angel, who is sitting on Wes' desk. She sets down her empty glass.

Angel: "Want another?"

Lilah: "I'm gonna have to call a taxi as it is."

Lilah gets up to leave - only to run against Angel's leg, stretched straight out to bar her way.

Angel chuckles: "Oops!"

Lilah: "What do you want?"

Angel brushes the hair back from Lilah's face: "You. - Don't tell me you never thought about it."

Angel stands up, leans in close and kisses her. Lilah pulls away shaking her head a little. Angel smiles at her then pulls her in for another kiss - which Lilah returns, passionately.

They start groping each other. Lilah rips Angel's shirt open. Angel sweeps the stuff on Wes' desk to the side and pushes her down onto it.

Fred walks up to the open door of Wes' office, wearing a long dress, her long hair open, with a shy smile on her face. She walks in to see Angel and Lilah groping wildly on top of Wes' desk. Her eyes widen, then she turns and runs away.

Angel is nuzzling Lilah's neck. Suddenly vamps out and bites her as Lilah lets out a surprised scream.

Break

Lilah pushes Angel off her and gets up off the desk.

Lilah: "You son of a bitch!"

Angel: "Whoa! I'm sorry! It just - felt like the thing to do. (Stares at the cross Lilah is holding up to ward him off) Whoa! What are you born again all of a sudden?"

Lilah: "I don't know what kind of sick game this is, Angel, but I hope you enjoyed it because you're never getting this close to me again."

Angel is trying to get closer only to find himself shying back from the cross in her hands. Lilah walks out and Angel lifts a hand to run it through his hair - only to touch the thickened brow of his forehead.

Angel: "What? This is new."

Angel explores his face with his fingers, pricks his right thumb on his fangs.

Angel: "Ow!"

Angel reflectively sticks his thumb in his mouth and sucks on it, takes it back out to look at it in surprise, then sticks it back in to suck some more.

Angel: "Ah. Hmm..."

Still sucking on his thumb he walks into the bathroom - only to *not* see himself in the mirror.

Angel: "What the..."

Marcus is lying on a hospital bed, and IV going into the back of his right hand, watching the lights on the heart monitor beside his bed.

Ryan: "You're awake."

Marcus looks up at him: "It's beating."

His right hand is resting on his chest over his heart, gently keeping the beat.

Ryan: "That was your fourth heart attack, Marcus. I don't know if you can survive another one. You got lucky this time. Try something like that again, you may not be."

Marcus returns to watching the heart monitor display.

Hyperion, night. Cordy walks into the dimly lit lobby.

Cordy: "If Julia Roberts ever makes a realistic movie about being an escort, I think it should be called pretty skanky woman."

Cordy stops by the counter to look around the deserted lobby.

Cordy: "Angel? - Fred!"

Cordy puts her stuff down. Hears some soft sobbing noises. She walks over and opens the elevator doors to reveal Fred hunched up in one corner of it, her arms wrapped tightly around her knees, crying.

Cordy: "Fred. What's wrong? What happened?"

Fred: "I should've knocked. I always forget to knock because, you know, I didn't have a door for so long. (Fred looks over at Cordy, trying to suppress her sobs) He called me a sweetheart. But it's just an expression, isn't it? Like when a waitress calls you honey, it doesn't mean your special or anything. It's just a word, right? Sweetheart."

Cordy softly: "Is this about Angel? (Fred nods) Oh. - He talked to you, didn't he?"

Cordy sits down beside Fred and sighs.

Cordy: "This is all my fault. I told him to do that."

Fred's turns her head to stare at Cordy.

Fred: "You told him to make out with that woman on the desk?"

Cordy: "What? No. - What woman?"

Angel walks into a nightclub, moving with the music. Stops by the bar and turns to survey the room. He spots a pretty, dark haired girl sitting at a table with her boyfriend. The girl looks over at him and their eyes lock for a moment before she turns her attention back to her boyfriend. Angel keeps watching as the boyfriend gets up, taking his empty glass with him.

The girl looks back over at Angel still standing by the bar. Some people walks past between them and after they're gone the girl's face falls as Angel is gone as well, only to set a full martini glass down in front of her a moment later.

Angel is sitting with the girl at the table, whispering something in her ear. Under the table his hand is on her leg.

Flash cut to Angel pulling the laughing girl after him out of the door to the club onto a balcony.

The boyfriend and another guy walk up to the table to find it deserted.

Angel and the girl are kissing out in front of the club.

Girl with a smile: "My boyfriend is probably looking for me right now. He could catch us at any moment!"

Pulls Angel in close for another kiss.

Girl: "Sort of makes it more exciting doesn't it?"

Angel: "Yeah. (Pulls back from nuzzling her neck and the girl screams at his vamp face) It does."

Angel leans in and bites her, just as her boyfriend and two other guys walk out onto the balcony behind them.

Boyfriend: "Hey!"

Angel lets the girl go and spins around, morphing back into his human face as he does so.

Boyfriend: "What the hell do you think you're doing?"

Angel licks the blood from the corner of his lips.

Girl: "He bit me!"

Boyfriend: "Freak!"

He hauls back to hit Angel, but Angel catches his fist in his hand, clamping down on it. The guy groans in pain, then flies back as Angel hits him.

Angel hold up his fist and looks at it.

Angel: "Nice!"

Angel stands there inviting the other two guys to hit him. He takes a kick to the face from the first guy, then grabs him by the throat, head butts him and tosses him aside. Walks right into the fist of the second guy, and returns the hit with a wide swing of his own then tosses that guy to the side as well and turns to face the boyfriend, scooting backwards away from him.

Angel: "Come on! Bring it on. Is that it? Is that all you got?"

Boyfriend: "What are you on?"

Angel: "Well, you know, I'd say I'm high on life only - I ain't alive - which means - I'm never gonna die. I'm gonna be young, handsome and *strong* forever! (Laughs) There is just one thing I gotta do first!"

With that Angel turns away, runs over to the railing, jumps on top, then off of it, only to easily land some stories below running down the street laughing.

Wes: "I do not believe it. On my desk?"

Gunn: "Well, it did used to be his. Maybe he was just kinda - reclaiming it."

Wes: "How? By marking it? - This isn't like him."

Wes walks around the desk and crouches down to look at some books lying open on the floor.

Cordy: "What? This is totally like him. Doing the mystery dance with some cheap blonde?"

Fred: "Brunette. She was a cheap brunette."

Cordy: "You're right. This isn't like him."

Gunn: "So, who was she?"

Wes: "I don't think it matters who *she* was. The question is, who is *he*?"

Cordy: "Uh-huh. We're all thinking it. - He's Angelus again."

Fred: "Who's Angelus?"

Gunn: "The bad-ass vamp Angel turns into when he gets evil. But then why is there no body here? Wouldn't he've just killed her?"

Wes: "No, that's not what I meant. Why would Angel, or Angelus for that matter, (holds up the open books) need to read about vampires?"

Cordy: "He wouldn't."

Gunn: "Wait. What are you getting at?"

Wes: "This case we've been working on. Each of the victims exhibited wild, uncharacteristic behavior just before they died. They weren't themselves."

Gunn: "Oh! So you think Angel's been infected by whatever got into those gym boys."

Wes: "Not 'whatever' - whomever. Cordelia, when you and him were at the gym did anything unusual happen to Angel?"

Cordy: "No, not really. I was with him pretty much the whole time. - Except for when he went across the street to the..."

Cut to the Monserrat retirement community. Marcus is sneaking down a hallway. He enters a deserted common area off the lobby. Sticking his hands in his pockets, he tries to act casual.

Jackson: "Hey. (Marcus jumps and turns around) What the hell are you doing out of bed? You trying to bust loose again, ain't you? Damn, Marcus - you don't quit, do you? Do want to have another heart attack?"

Marcus: "Look - I can't really explain this, but I *need* to get out of here. (Puts his hands on Jackson's shoulders) Just - don't turn me in."

Jackson: "Not gonna have to. Your kid was signing in at reception when I came down."

Marcus: "My kid?"

Jackson: "M-hm."

Jackson walks off. Marcus turns and sees Angel talking to Ryan at the other end of the lobby.

Angel turns and looks at Marcus with a smile.

Angel: "Hi, dad."

Break

Marcus backs out of Angel's view. Angel slowly saunters across the lobby after him.

Angel turns the corner down a branch of a deserted hallway. He sniffs the air, then turns around, smiling, to enter the darkened rec-room.

Marcus is standing in the shadows besides the door. As Angel turns on the light, Marcus hits him over the head with a shuffleboard staff. Angel is thrown off balance but catches Marcus' next hit and pulls the staff from his hands. Marcus staggers back.

Marcus: "So, I guess you finally found a body that won't burn out, huh, Marcus?"

Angel: "Looks like."

Marcus: "Only one way you can keep it though, right? You got to kill yourself!"

Marcus smacks his fist against his chest over his heart.

Angel mimics the gesture: "Mmm! I can live with that!"

Marcus: "You sure? I don't think you *really* know what you're getting into."

Angel steps away from the door, walking towards Marcus, standing in the middle of the room.

Angel: "Oh, I know what I'm getting into. *You're* the one that doesn't seem to know what you had. As far as I can tell you were the world's worst vampire. Vampires don't *help* people, you *moron* - they kill 'em! Here, let me show you."

Marcus holds up a hand: "You may have the attitude, and you may have the power - but there is one thing you don't have, and never will: friends. (The shot widens to reveal Cordy, Fred, Wes and Gunn walking in through the door behind Angel) Four of them, standing behind you (Angel spins around to look) with big, heavy things."

Angel: "Guys! It's about time. It's *him* - he's the one who's been casting that spell."

Cordy: "You're Angel? With *that* cologne? I don't think so."

Gunn walks up and put his loaded crossbow against Angel's chest.

Marcus: "Don't stake him."

Angel bats Gunn's crossbow aside and lifts his staff to push both Gunn and Wes into the wall. Angel drops the staff and turns to run - right into Cordy and Fred and their wooden baseball bats. Gunn uses the shuffleboard staff to swipe Angel's legs out from under him, dropping Angel. Angel jumps back up, wrestles the bat away from Fred and turns with it towards Marcus. Cordy pulls out a tazer and hits Angel with a charge of blue-white light. Angel lands face down, in an unmoving heap at Marcus feet.

Cordy: "God, I love technology. (Hurries over to Marcus) Are you alright?"

Marcus: "I gotta pee."

Wes: "Did you happen to notice a small Algurian conjuring orb? Could have been glowing."

Marcus: "In his room, on a shrine."

Wes: "Then I was right. (Looks down at Angel's body) Algurian body-switching spell. Keep an eye on him."

Fred hauls back and hits Angel's body over the head, causing Gunn to jump.

Marcus: "Fred! He's out! He's out!"

They have tied Angel's unconscious body to a chair in Marcus' room. Marcus sits down on the chair across from him as Wes hands him a piece of paper.

Wes: "Read this."

Marcus: "Alli permutat anima kimota. Alli permutat anima kimota."

Angel's head comes up. A blue light starts to issue from Marcus eyes and nose, a red one from Angel's eyes. The blue light disappears into Angel's mouth, while the red light enters Marcus as soon as the blue light leaves it.

Marcus and Angel's head sag onto their chests, but after a moment Angel's head comes back up. He looks up at Gunn, a slightly dazed expression on his face.

Angel: "It's cool, Gunn. It's me."

Gunn bends to untie Angel's hands.

Cordy: "I got his conjuring stone."

Angel takes it into his hand.

Marcus: "You can't take that!"

Angel closes his hand, crushing the stone to powder.

Marcus: "You...! You don't deserve that body!"

Angel: "Funny. I was gonna say the same thing to you. (Stands up) I tell you why you have a weak heart, Marcus. You never use it."

Angel starts to leave, with the others falling in behind him.

Marcus: "You're pathetic! (Stands up) You're all pa..."

Angel, turning back: "You should try and keep a lid on that rage, Marcus. It's - not healthy."

Angel and the gang walk out as Marcus sinks back into his chair, clutching at his heart.

Marcus moaning weakly: "Help..."

Ryan and another attendant see Angel and the gang coming out of Marcus room.

Ryan: "What's going on?"

Angel: "Dad's having a bad night."

The Hyperion's garden court, night. Fred is sitting on the edge of the dry fountain, reading a book. Angel comes down the steps behind her.

Angel: "Hi."

Fred: "Hey. - How's your head? S-sorry about all that..."

Fred makes some hitting movements.

Angel: "Ah, I - gather I - had it coming."

Fred: "Mmm. - Yes."

Angel goes to sit down beside her.

Angel: "Fred, I've been meaning to talk to you about something."

Fred puts her book down and smiles at him: "Okay."

Angel sits there silently staring into the night for a beat.

Fred: "Is this about how you're not like other men - what with that curse and all... and how you're really fond of me, but that's as far at it goes?"

Angel: "Uhm... - yeah."

Fred: "Cordelia explained it to me. (Gives a little chuckle) She said you'd probably just screw it up."

Angel: "Oh, she did, did she? - And she's probably right."

Fred sighs and looks down.

Angel: "What?"

Fred: "It's like something out of Fitzgerald. - The man who can have everything but love. - Well, maybe in some ways you're better off, because love is... - Well, in a way it's everything. - But it's also heartache and disappointment. - And those are good things to avoid."

Cordy comes hurrying out and Angel and Fred turn their heads to look at her.

Cordy, a bit breathless: "Angel, Willow's on the phone... She's alive! Buffy's alive!"

With that Cordy turns around and hurries back in.

Angel and Fred look at each other for a beat then Angel jumps up and runs into the hotel after Cordy.

Fred: "Buffy?"