Ground State

TEASER (RECAP SEGMENT):

CORDELIA (V.O.) Previously on Angel:

1    INT. CORDELIA'S APARTMENT - NIGHT Cordelia phones Angel, who is at the hotel. He is talking in front of his gang, including Connor, who overhears the conversation.

CORDELIA I sort of need to talk to you.

Cut to:

2     EXT. CORDELIA'S CAR ON HIGHWAY - NIGHT Cordelia is driving down the highway, running late for her meeting with Angel.

CORDELIA I'm late. I'm late.

Cut to:

3     EXT. PACIFIC COAST BLUFF - NIGHT Angel is waiting for his meeting with Cordelia, but Connor shows up instead.

ANGEL Connor, what are you doing here?

Connor lunges at Angel, pushing him off the cliff.

Cut to:

4     EXT. HIGHWAY - NIGHT The world has stopped around Cordelia. She has stepped out of her car, and is talking to Skip, her communicator liaison with the Powers That Be.

SKIP What you're being called to do transcends love. You'll become a higher being.

CORDELIA Me?

Cordelia is being raised into the air, surrounded by heavenly light.

CORDELIA (V.O.) I know somehow it's all going to be all right.

Cut to:

5     EXT. SHIP OFF THE PACIFIC COAST - NIGHT Connor, with the help of Justine, has trapped Angel in a mesh-front metal box that's been welded shut.

CONNOR You murdered my father.

ANGEL I didn't. She knows it. Connor! Never forget that I'm your father and that I love you!

Connor and Justine push the metal box with Angel inside over the edge into the ocean.

Cut to:

6    INT. HOTEL/ANGEL INVESTIGATIONS - NIGHT Gunn is talking to Fred.

GUNN We've spent the last three months trying to find Angel and Cordy, and the only thing we're closing in on is an eviction.

Cut to:

7    INT. WESLEY'S APARTMENT - NIGHT Wesley is lying in bed, naked, talking to Lilah, who is getting dressed, apparently after a sexual encounter with Wes.

WESLEY I have no idea where Angel is, Lilah, and I really couldn't care.

After Lilah leaves, Wesley gets up, gets dressed, and opens a closet to reveal a bound and gagged Justine sitting in his private jail cell. Wes addresses her.

WESLEY It's time. Let's go for a boat ride.

Cut to:

8     EXT. SHIP OFF THE PACIFIC COAST - NIGHT Wesley is taking Justine out, demanding her help in finding Angel. They find him, bring him up, and open the box he was in. He is pale and weak.

GUNN (V.O.) I got a call from an old friend tonight. He's out there right now puttering around on his boat.

FRED (V.O.) With Angel. He's been down there for three months, and you knew.

Cut to:

9    INT. HOTEL/ANGEL INVESTIGATIONS - NIGHT Gunn and Fred have tied Connor up in the office. Fred is threatening Connor with a stun gun.

FRED How could you do that to us? How could you do that to your father? (stuns him) How could you do that?

WESLEY I believe you're looking for this.

FRED Angel.

ANGEL (to Connor) What you did to me was unbelievable. I love you, Connor. Now get out of my house.

ANGEL (to Fred and Gunn) I need Cordy. Now. Wherever she is, whatever she's going through, we have to find her.

Cut to:

10     EXT. HIGHER DIMENSION - NIGHT Cordelia is in a non-descript place, floating in bright heavenly lights.

CORDELIA God, I am so bored.

Fade to black.

END RECAP.

The Start Of Episode

PROLOGUE:

11     EXT. FRONT LAWN AT THORPE ACADEMY - DAY A white Mercedes car is driving through the rural countryside.

TITLE CARD: Gills Rock, Wisconsin. October 28, 1985

Going down a small road, the car passes a sign that reads "Thorpe's Academy." The car stops, and a man and woman and a child get out of the car to be greeted by the headmistress. The child is wearing a thick red snowsuit, complete with mittens and boots to match. Even her head is covered with a hood, but her face is showing. She's got wavy brown hair. Behind the headmistress is the academy, a large, white, Victorian house.

HEADMISTRESS Mr. and Mrs. Raiden, welcome to the Academy. I'm Lydia Thorpe.

MRS. RAIDEN We can't thank you enough—after all we've been through.

HEADMISTRESS Honestly, I should be thanking you. Your gift to the school was quite generous. We've already invested a portion of it into the accommodations for Gwen's... special needs.

MR. RAIDEN When should we come back?

HEADMISTRESS Classes end June third.

Mr. and Mrs. Raiden exchange a glance and sigh. Gwen looks sad.

MR. RAIDEN Well, here you go, Gwen. You're finally going to school. Exciting, isn't it?

MRS. RAIDEN You be a good girl, now. You hear me? Be good. And remember we love you.

MR. RAIDEN (to headmistress) Thanks again. We'll see you in June. (to Gwen) June, all right?

HEADMISTRESS Hello, Gwen. I'm Miss Thorpe. I'm gonna take you up to class now. You must stay away from the other children, of course, but I'm confident you'll learn my other rules very quickly.

The parents watch as the headmistress and Gwen walk up toward the school. The parents get in the car to leave as Gwen watches. When they're gone, she turns back to the headmistress and instinctively grabs her hand like a girl her age would when walking with an adult, but the headmistress smacks her hand away.

HEADMISTRESS No, Gwen.

They walk side by side toward the school.

Cut to:

12    EXT. PLAYGROUND AT THORPE ACADEMY - DAY Gwen is sitting by herself under a large tree, eating her lunch, while the other children play on the playground. She's very awkward, trying to use a spoon with her thick mittens, so she takes them off to eat. One of the boys is playing with his toy car and ends up near her. He stops to talk to her.

YOUNG BOY Are you a freak?

YOUNG GWEN I don't know.

YOUNG BOY Guess you don't look like one.

YOUNG GWEN Thanks.

HEADMISTRESS OK, kids, inside. Inside now.

The boy holds out his toy car to Gwen.

YOUNG BOY You can hold on to this if you want.

The Headmistress looks over toward the boy and Gwen, and does a double-take. When she realizes the danger, she shouts out:

HEADMISTRESS Oh! Gwen! No!

The Young Boy is shocked and knocked down. His toy car has been melted beyond recognition. The Headmistress runs over to him, and the children gather around to see what happened.

HEADMISTRESS Oh!

END TEASER.

Opening credits and title sequence.

ACT I:

13    INT. CORDELIA'S APARTMENT - NIGHT Fred and Angel are talking while packing up Cordelia's apartment. Gunn is in the other room packing as well.

FRED Smell anything?

ANGEL Cordelia. Maybe some old incense or candles. Strangely enough—lemons. Lots and lots of lemons.

FRED I might have gone a little nuts with the floor polish. Wanted the place to look nice for when the landlords start showing it.

ANGEL It does. Look nice. Nice and empty.

FRED You should've seen the size of the dust-bunnies under Cordy's bed. (laughs) More like dust sperm whales!

ANGEL I can't believe it's been three months.

FRED We paid the rent for the first couple, but then things got sorta tight, and, well, big apartment, no one living here...

ANGEL Phantom Dennis! Does-does he know anything about Cordy, where she might be?

FRED He's just ticked we haven't brought her home already.

ANGEL We will, though. Soon.

FRED Absolutely.

Fred walks into the living room to continue packing. Angel follows. Gunn is there working on the television.

ANGEL You said you already tried talking to Lorne in Las Vegas.

GUNN Yeah. Emphasis on the word "try."

Gunn shocks himself on the television, hurting his hand.

GUNN Fancy-ass surround sound. Fred!

FRED (to Gunn) Already packed the band-aids, buddy. (to Angel) From the exactly twice we've been able to get a hold of him, we know that Lorne is keeping his eyes peeled, but... so far all's quiet on the psychic front.

GUNN Did you show him the box?

FRED See that one, with the pictures? That stuff was on the table the night Cordy disappeared. It's mostly personal stuff. Didn't mean much to us, but you might see something.

Angel flips through the items in the box.

ANGEL What about the police?

GUNN Uh, let's see. Abandoned car. Empty apartment.

FRED No signs of violence. No plans for travel.

GUNN Please file a missing person's report.

FRED And have a nice day.

GUNN But, hey! That was only the first time. The next seven times, they left out the nice day part.

In the box, Angel finds a picture frame with pictures: one of Angel and Cordy, and one of Angel, Cordy and Wes.

ANGEL Something must've happened to her that night. Something big.

GUNN Well, you guys were supposed to meet up.

ANGEL I know why I wasn't there.

FRED Sure. Banished to the ocean depths by your ungrateful snot of a son.

GUNN Not that she's bitter.

Fred takes the last three books off the mantel, and packs them in a box.

ANGEL I appreciate you guys looking out for Connor all summer. It's just—he's confused. He needs time. That's all.

FRED Right. Time, and some corporal punishment with a large heavy mallet. Not that I'm bitter.

Fred looks back at the mantel, and the three books she just packed have reappeared on the mantel again.

FRED Oh. Damn it, Dennis! She's not coming back! (pauses and catches herself). I'm sorry, Angel. I-I didn't— I meant the apartment. I—

ANGEL It's OK, Fred. Anyway, we've got tons of room back at the hotel. We can keep everything safe.

FRED It's just—you count on stuff, you know. Things being where you left them. What happens if you get back and they're not there?

Angel's looking at the picture of him, Cordy, and Wes.

ANGEL You go find 'em.

Cut to:

14    INT. RANDOM FACTORY - NIGHT The factory is dimly lit, and there are pipes everywhere, connecting to each other like some kind of industrial system. It's noisy, like machines are running in the background. Wesley and some others are there fighting a demon. Wes is barking orders to the others.

WESLEY Jones, Brownstreet—left flank!

During the fighting, a battle-axe slips out of someone's hands and slides across the floor. Angel steps on it, and addresses Wesley.

ANGEL Need help?

Just then, Wesley slices the head and shoulders off of the demon he's fighting. Wes is dirty, exhausted, and covered in blood and sweat.

WESLEY No. Thanks.

Wesley bends down to search the demon's body, and finds a motel key.

WESLEY So, Mr. O'Leary's being kept in a motel. How original. (tosses the key to his cohorts) Free him. Report to base. Have Diana close out the file. Hawkins, back of my car.

The guys fighting alongside Wes leave.

ANGEL Running your own game now, huh? (Wes stands, staring deadpan at Angel) I never got the chance to thank you. Finding me. Bringing me up. (Wes walks away. Angel follows) Must've been hard for you. No map. All that water. Look what—what went down between us... I had a lot of time down there—to think. You know, about the way things went, the way they could've gone. I just want you to know, as far as I'm concerned, we're OK again.

Wesley picks up a chrome briefcase, opens it, and hands Angel a file from it. Angel looks confused.

ANGEL What's this?

WESLEY What you came for. That's everything I have on Cordelia's disappearance.

Angel flips through the thick file. There's a picture of Cordy's Jeep, and a map of the area, with areas highlighted.

ANGEL Did your own investigation?

WESLEY I don't think she's dead. I can't say for certain, of course, but I don't believe she's in our dimension any longer. Beyond that... was a road I couldn't follow. No living thing can.

Still flipping through the file, Angel comes across a print of a winged creature, labeled "DINZA." Wesley is packing up his gear.

ANGEL Who's Dinza?

WESLEY One of the Eleusian mysteries. A dark demi-goddess of the lost. Only the dead can enter her presence, and those that do, she often traps for eternity.

ANGEL Sounds cheery.

WESLEY I managed to locate her lair, but obviously couldn't enter myself.

ANGEL This Dinza can tell me where Cordy is.

WESLEY No. The most she'll tell you is where to look. Just beware. Dinza isn't remotely trustworthy.

Wesley closes the briefcase and walks off.

ANGEL What should I do, then? Send her a gift? Sacrifice? (beat) Unholy fruit basket?

Cut to:

15    INT. DINZA'S LAIR - NIGHT Angel climbs down a ladder into a dimly lit tunnel with water on the floor, reminiscent of a sewer pipe. He walks up to an open doorway, and enters the lair. There is the constant sound of water dripping and people whispering faintly, but there is no one to be seen.

ANGEL Knock, knock. Door was open.

The door magically appears where it wasn't, closing him in the chamber.

ANGEL Or it was a second ago.

A grey hand with pointy fingers touches Angel's neck, followed by the sound of wings fluttering. He turns to look, but it's gone.

DINZA Are you lost?

Again, the grey hand with pointy fingers touches Angel's neck.

ANGEL Keep it up, you're gonna make me seasick.

DINZA I doubt it.

Fluttering sound again. Angel turns to look, and sees a thin grey figure crouching on a beam above him. It's Dinza. It has bony wings and a veil of cobwebs over its face.

DINZA I think it would've happened before now. Tell me, do you miss the sound of the waves?

ANGEL You-you know who I am.

DINZA I know you were lost. I know all the lost things.

ANGEL Really? City of Atlantis? Holy Grail? Jimmy Hoffa.

DINZA (fluttering) Lost love.

Dinza lunges at Angel, touches his neck, and flutters away instantly, perching on another beam. Angel looks around, confused, and finds her again.

ANGEL So you know why I'm here, who I'm trying to find?

DINZA She is far from you, champion, and needs you no longer.

ANGEL I need her.

The off screen whispers grow louder for a moment.

DINZA They think that you should join them. That I should never let you out. (chuckles) But who listens to the dead. The Axis of Pythia rests close by. What you seek can only be found inside the Axis.

ANGEL The Axis?

DINZA (stands) An ancient power bridging all dimensions. Find the Axis, and find your lost one.

ANGEL Why should I trust you?

DINZA (suddenly behind Angel, grabbing his throat) Because I'd love to keep you... but you have so much more to lose.

Cut to:

16    INT. UPSCALE BAR - NIGHT A young woman walks in wearing red leather pants, black boots, a tight, skimpy, sleeveless, low-cut red leather top that shows her midriff, long, black satin gloves, and bright red lipstick. She has long brown wavy hair, streaked with red and white, and she's got an attitude. As she walks by, all the men at the bar look at her. She approaches a man shaking his head in disapproval, sitting at one of the tables. She joins him.

MAN I thought I said discreet.

YOUNG WOMAN What? Do you see nipple?

MAN (looks at watch) You're late.

YOUNG WOMAN You're screwing me. The Axis of Pythia is worth 33 million dollars. You told me it was worth six.

MAN The Axis is merely a mystical object. It has no inherent monetary value—

YOUNG WOMAN Blah, blah, polysyllabic b-lah. I need a drink. Waiter, I'll take a redcoat, up, double the voddy, and can I get one of those swizzly things? (to Man) Just love those. You were saying?

MAN My appraiser priced the Axis at exact—

YOUNG WOMAN Eighteen percent of its true market value. And seeing as how I steal stuff on commission, that's like getting me for eighty percent off. Now, let's be honest, Elliot...

The Young Woman reaches for Elliot's hand for conversational emphasis, but he recoils in a panic, shuddering.

YOUNG WOMAN Do I look like a blue-light special to you?

ELLIOT The street value is irrelevant. I only want the Axis for my own private collection. Now, as I recall, we had already settled on a rather substantial fee.

YOUNG WOMAN Say it with me, big guy. Co-mis-sion. (looks at a packet on the table) This my stuff? Auction house perimeter. Security system. Vent work. Vaults.

ELLIOT Make the delivery to a private high rise downtown. I'll be waiting in the penthouse, and then we'll transfer the balance of your fee.

YOUNG WOMAN Which we both know is gonna have a lot more zero's on the end of it, right?

ELLIOT You know, Gwen, you came to me very highly recommended for your, uh... (pauses while the waiter brings Gwen's drink) for your talents. But I have to admit, I was expecting someone a bit more... professional.

GWEN (stands and sighs) I am a professional, and we professionals don't like taking the bone.

Gwen is holding up Elliot's watch that she took from him without him noticing.

ELLIOT (reaches for it) Gwen, that is a twelve thousand dollar watch.

Gwen smiles, zaps the watch in her fist, and tosses it on the table in front of him. It now resembles melted metal, like the toy car from the previous scene.

GWEN And now it's surrealism.

Gwen licks the swizzle stick from her drink, and walks out of the bar.

Fade to black.

ACT II:

17    EXT. HIGHER DIMENSION - NIGHT Zoom in on Cordelia's face, bathed in soft blue-white light. Zoom in closer on her right eye. Zoom in further to show that she is watching over her friends at Angel Investigations, as though she has a view from a satellite. Zoom closer and closer to the Los Angeles landscape, to the hotel.

Cut to:

18    INT. HOTEL/ANGEL INVESTIGATIONS - NIGHT Fred is standing in front of a presentation easel giving Angel and Gunn a briefing. Gunn is sitting down, watching her. Angel is in the back of the room, concentrating on an artist's sketchpad, using his knees as a support while he draws. Fred flips the chart, to show a simplistic drawing labeled "The Axis of Ptyhia."

FRED The Axis of Pythia. Forged from the tripod of the Delphic oracle, the Axis, a metal arch set into a marble base, stands approximately two feet high and weighs 18 pounds.

Angel hands Gunn a sketch of the Axis that's highly detailed, complete with symbols etched into the metal arch.

ANGEL Here. To give you an idea.

GUNN Wow.

FRED Is that— You didn't draw that?

ANGEL Huh? Yeah, I just, you know, scribbled it down out of one of the books.

FRED Oh. Nice.

Fred goes back to her flip chart, and flips to the next simplistic drawing. Labeled "Mystical Qualities", the chart has a little simple drawing of a ghost, saying "Boo."

FRED Um, the Axis is said to have been imbued with many mystical qualities, one of which is finding souls or entities across dimensions.

Angel holds up another sketch from his pad. It's a skillful, detailed drawing of a smiling Cordelia.

ANGEL Entities, like...

GUNN Cordelia.

FRED Wow. That's just—

GUNN Oh, hey, baby. I liked your little... your ghost guy.

FRED I haven't slept, Charles.

GUNN So, we need the Axis. How do we get it?

Fred goes back to her chart, and flips to the next page. It shows a simple drawing of the front of a building, labeled "Chandler".

FRED Currently, the Axis is being held in the vault of Chandler's Auction House, an establishment firmly rooted in the black market. Black market means money. Money means security.

Angel stands up, holding a tube of rolled up papers, the size of blueprints.

ANGEL But not to worry, 'cause I beat the building plans out of a snitch who thought I was dead.

FRED The building plans are only half of it. Just because we know where it is, doesn't mean we can get to it.

Fred flips the chart again to show a list labeled "Security Devices". The boys proceed to read off the list.

GUNN Surveillance cameras. Electric gates.

ANGEL Laser sensors. Handprint Recognition.

FRED Not to mention armed guards.

GUNN Yeah, but if it's an auction house, can't we just, you know, E-Bay it? How much is it?

Gunn takes a sip of coffee.

ANGEL & FRED 33 million dollars.

Gunn chokes on his coffee when Angel and Fred said the price.

GUNN I think my lungs (coughs) have coffee. (coughs)

Gunn walks off to recover.

FRED We're still working on a plan, but so far, it involves being sent to prison and becoming somebody's bitch.

ANGEL Nobody's going to jail, Fred. I told you, a heist like this, I've done it a million times. (beat) OK, maybe twice, but I'm good at it, I swear.

Gunn walks back to sit down at his chair.

GUNN Uh, you're not counting the time we stole the crazy-making death shroud that nearly killed us right?

ANGEL (blank stare) The point is, this is how we find Cordy, so this is what we're gonna do.

FRED OK. (grabs rolled up papers from Angel) I'm just gonna take these and go over the details and see if I can, I don't know, whip something up... Say, a plan. OK. (walks off with Angel's building plans and her flip chart)

ANGEL I'm really strong, if that helps.

FRED (O.S.) OK.

GUNN That's my girl. Large and in charge. OK, teensy-weensy and in charge.

ANGEL It's amazing how she stepped up when I was gone. Kinda reminds me of Cordy.

GUNN Angel, say we use this Axis thing to find her. What then?

ANGEL Then, we do whatever it takes to get her back home, where she belongs.

GUNN OK, so what are we gonna need for "Operation Chance In Hell"?

ANGEL Hmm. I can only guess. Probably some repelling hooks. Flashlights, obviously. Aerosols. What else?

While Angel goes over the equipment list, interleave shots of someone preparing to use that same equipment.

Cut to:

19    INT. GWEN'S PLACE - NIGHT Gwen is the person preparing for her heist. She has additional equipment, such as lock-picking tools in a pouch. She puts a bag full of tools over her shoulder, and someone gloved brings her a small silver platter with a silver tube standing on it. Gwen takes it from her blonde maid.

GWEN Thanks, Nick.

Nick smiles and leaves, while Gwen opens the tube to reveal that it is a tube of red lipstick, which she then applies, looking in the mirror/computer console. She smiles at herself.

Cut to:

20    INT. WESLEY'S APARTMENT - NIGHT Wes pushes Lilah against a wall, kissing on her neck, as Lilah smiles in ecstasy.

LILAH Ooh. I can't stay

WESLEY You said you could?

LILAH Big meeting in a couple hours... Potential client... First time as the new boss.

WESLEY Not interested.

Lilah pushes Wesley back with her hands on his shoulders, and he lands sitting on a table. She climbs on his lap.

LILAH I just want you to know why I'm going first tonight.

Lilah starts unbuttoning his shirt.

WESLEY If I let you go at all.

LILAH You mean, like you let your little slave girl go? Justine, is it?

WESLEY So, you finally heard about that?

LILAH I heard. (whispers in his ear, then nibbles it) I'm betting she heard a few things, too.

WESLEY The walls are soundproofed. (grabs Lilah and reverses their situation, with her sitting and him pushing her back on the table) Though she did call you "impossibly loud."

LILAH (breathing hard) And all this time, you're lying through your teeth. (mocking, takes off his belt) Wes is so apathetic. Wesley doesn't care. (folds and snaps his leather belt in front of her face)

WESLEY I had to raise him. Angel is— necessary.

LILAH (puts his belt behind his neck to pull his face to hers) For what?

WESLEY Fighting people like you. (leans in for a kiss)

LILAH (rolls off the table, onto the floor, lands on top of Wes) Good news is, you might've done me a favor. Soon as he dried off, Angel kicked Connor out of the hotel. Poor little guy, friendless, homeless... (bites Wes's thumb) umm... (panting) looks like Connor's gonna need someone who cares, like a big sister, or a... Mrs. Robinson, if that's what he's into. (Wes rolls over on top of her, glaring) I thought you liked the bad girls, Wes.

WESLEY I don't need to hear your evil plans.

LILAH No, it just turns you on, knowing I have 'em.

WESLEY Shut up, Lilah.

LILAH Make me.

Wes slides down her body off screen, and Lilah starts to writhe and moan.

Cut to:

21    EXT. ROOF OF CHANDLER'S AUCTION HOUSE - NIGHT Gwen climbs up to the roof on a rope. She's working alone, and wearing all black. She walks over to the wiring box labeled "Access Control Systems." She opens it, selects the exact wire necessary, and severs it with a special tool. Then she removes a glove and touches the wire with her bare hands to short it out. She closes the box's door, and goes to the roof access door to enter the building. It's got a key-card entry slot. Gwen touches it with her hand until the light turns green and unlocks the door. She enters.

Cut to:

22    EXT. ROOF OF CHANDLER'S AUCTION HOUSE - NIGHT Meanwhile, Angel, Gunn, and Fred are climbing the fire escape ladder to get to the roof.

ANGEL Come on.

GUNN (panting) Man, this is so much harder than it looks on Batman.

They finally get to the roof, and Angel goes to the wiring box labeled "Access Control Systems." He rips off the door to the box, and doesn't know which wire is which, so he pulls them all out, causing the building to lose electricity. Fred goes to the roof access door and uses a special device that, when inserted, simulates a key, and unlocks the door. The light turns green, and they all enter the building.

Cut to:

23    INT. STAIRS IN CHANDLER'S AUCTION HOUSE - NIGHT Angel, Gunn, and Fred walk down the stairs.

Cut to:

24    INT. BASEMENT OF CHANDLER'S AUCTION HOUSE - NIGHT Fred is leaning over some blueprints that are laid on the ground, pointing to them and giving instructions to Angel and Gunn. Angel notices a security camera, but it's not on because the red light is not lit.

FRED ...and thirty yards west. This is the junction. All right, I'll be in here trying to hack into the vault's security system. Charles—

GUNN Secure the escape route. Guard's station, one floor down.

FRED Disarm and contain. Angel, hit the vault, wait for system shutdown, then steal the Axis.

GUNN (to Fred) You are so hot right now.

FRED Go. (Angel and Gunn head out in opposite directions. Fred stands, irritated) Guys! (Angel and Gunn turn around and switch directions, Fred sighs)

The security camera Angel noticed before has a red light on it now.

Cut to:

25    INT. DUCT WORK IN CHANDLER'S AUCTION HOUSE - NIGHT Close up of Gwen's eye, reflecting Fred carrying the blueprints away. Zoom out to show Gwen holding the wire for the security camera, somehow using it to see the image.

GWEN Yeah, that's not good.

Cut to:

26    INT. MAIN COMPUTER ROOM AT CHANDLER'S AUCTION HOUSE - NIGHT Fred sneaks into the room containing all the main servers. She seems concerned, and whispers to herself:

FRED Please, let my cellmate be gentle.

She takes the cover off of one of the computer systems.

Cut to:

27    INT. GUARDS' STATION IN CHANDLER'S AUCTION HOUSE - NIGHT Gunn sneaks up on the security guard who's looking around.

GUNN Look out! (punches guard) Tried to warn ya.

Gunn drags the guard out of the middle of the room.

Cut to:

28    INT. VAULT IN CHANDLER'S AUCTION HOUSE - NIGHT Angel walks into the vault room and sprays one of the aerosols to reveal dozens of green laser beams criss-crossing the room.

ANGEL Help me out here, Fred.

Just then, a thick metal gate drops down from the ceiling.

ANGEL Not exactly what I had in mind.

Angel bends down to try and lift the gate, but it shorts out. A hatch opens from the ceiling, and Gwen drops into the vault, inside the gate, while Angel is stuck outside. She's hanging upside down.

GWEN You know, I put that down for a reason.

Angel stares in disbelief.

Cut to:

29    INT. MAIN COMPUTER ROOM AT CHANDLER'S AUCTION HOUSE - NIGHT Fred's working at a computer terminal.

FRED (typing) No!

Fred's monitor's flashing a big red error message at her. "Vault Electrical Monitor. System Interference. Malfunction."

FRED I haven't even gotten into the electrical system, so that— That means—

Cut to:

30    INT. GUARDS' STATION IN CHANDLER'S AUCTION HOUSE - NIGHT Gunn carries the guard he punched into the back room, only to find there are four other guards there, bound, gagged, and passed out.

GUNN We got company.

Cut to:

31    INT. VAULT IN CHANDLER'S AUCTION HOUSE - NIGHT Angel is standing now, still on the outside of the vault, separated from Gwen by the gate.

ANGEL Who are you?

GWEN Who are you?

ANGEL I asked you first.

GWEN What are you, seven?

ANGEL Tell me you're not here for the Axis.

GWEN I'm not here for the Axis.

ANGEL You're lying.

GWEN I'm fibbing. It's lying, only classier.

Gwen motions with her hand, and the laser beams bend up, out of her way.

ANGEL What?

GWEN (jumps down to the floor) Technically? I'm exciting the subatomic particles with electrical energy and then bouncing 'em off each other before they hit ground state. I just love that folks go for this hi-tech stuff. Electricity comforts 'em. (scoffs) Suckers.

ANGEL What— are you?

GWEN I'm a freak. (touches the handprint recognition panel, causes it to glow and beep before opening the vault doors) What'd you think?

Gwen walks into the vault while Angel struggles in vain to lift the gate up.

ANGEL Um, yeah, you know, I'm sure there's lots of other nice expensive things that you could steal in there. It just doesn't have to be the one—

GUNN (enters the vault area, panicked) Where's the bogey?

ANGEL In there. She's after the Axis.

GUNN She? As in she took out the four armed guards downstairs?

ANGEL That's good to know.

GWEN (returning from the vault, carrying a bag with the Axis in it) So long, handsome.

ANGEL Listen, I need the Axis. It's an ancient mystical relic—

GWEN (sing-songy) It's fun for a girl and a boy. I like to think of it as... mine.

ANGEL Please.

GWEN Please? Are you kidding me? (notices Gunn) Hey there, Denzel.

ANGEL I'm trying to find someone. Someone very important to me, and the Axis there, it's my only shot.

GUNN Come on, he's telling the truth.

GWEN Oh, well, golly, if you say it's true... So what? You just wanna... borrow this thing?

ANGEL You can do whatever you want with it, as soon as I find her.

GWEN Her? Of course it's "her." Two questions, then. One: do you really love her?

ANGEL Yeah, I do.

GWEN Two: on a scale of one to ten, exactly how stupid do you think I am?

Gwen steps back to the rope to climb out, but the security system is tripped. Alarms sound.

GWEN Don't answer that.

ANGEL Way to go, Fred.

The gate starts to lift, as Gwen climbs up the rope. Gunn slides under the gate, and grabs Gwen by the legs.

GWEN Let go!

GUNN A little help here! (Gwen pushes him away with her bare hand, causing a shock) Ahh!

Fred is running into the vault room as this is happening. She sees Gunn falls over from the shock Gwen gave him. Angel goes to Gunn, and realizes there's something wrong when he doesn't get back up. He has no pulse.

ANGEL He's dead.

Fade to black.

ACT III:

32    INT. VAULT IN CHANDLER'S AUCTION HOUSE - NIGHT Resume. Gwen is standing away from them, looking at what she did. Fred runs to Gunn's side.

FRED No. No. No.

Gwen sighs, remembering back to the boy she hurt as a child.

GWEN Move! (goes to Gunn, shocks Angel, knocking him down, kicks Fred away from Gunn) Sorry, honey. (bends down and touches Gunn's chest, shocking it) Just like starting a Chevy. (Gunn gasps) There we go.

Angel picks Gwen up off of Gunn and throws her against a wall. She kicks him, and they begin to fight. Fred interrupts his train of thought.

FRED Angel, we gotta get to a hospital.

Angel decides to help Fred and Gunn, and Gwen scurries up the rope with the Axis.

Cut to:

33    EXT. STREETS OF LOS ANGELES - NIGHT Connor is walking around the streets alone at night with nowhere to go. He sees a fenced area where other homeless people are camping, and decides to crash there tonight. Zoom out to show Lilah watching him with binoculars. There's a voice from behind her.

ANGEL Miss me?

LILAH (startled, then laughs) Only in the sense of... no.

ANGEL How's it going, Lilah? Still knocking 'em dead at Wolfram and Hart?

LILAH (smiles) You could say that.

ANGEL I wasn't sure, what, with all the charity work you seem to be doing down here.

LILAH You know, I was just telling someone how deeply I care for the homeless. Let him off pretty easy, didn't you?

ANGEL The kid messed up, he knows he messed up.

LILAH Oh, God. The return of the moral high ground? This is that "guilt is it's own punishment" thing, isn't it?

ANGEL Kind of my specialty.

LILAH Whatever. I don't get it. Lemme guess. (shot of Connor sleeping on the bare ground, wrapped in a dirty blanket) You're just gonna bird-dog the kid 'til he gets weepy and... pulls a prodigal.

ANGEL I'm not here for him, Lilah. I'm here for you. (beat) Earlier tonight, the Axis of Pythia was stolen from Chandler's Auction House.

LILAH Black market. Upscale.

ANGEL Thief was too. What you might call specialized. The kind only people like your clients can afford—

LILAH And you want the name of the buyer. Look, Angel, I know you've been out of loop for a while, but I'm still evil. I don't do errands unless they're... (grins) evil errands.

ANGEL I think you'll run this one.

LILAH Why? What's in it for me?

ANGEL Just this once, I'll ignore the fact that you were within 50 yards of my son. (beat. whispers) Just this once.

LILAH So much for moral high ground, huh? It's interesting. You... coming to me for help.

ANGEL You know what I find interesting? The fact that I can smell you and Wesley all over each other. (Lilah is taken aback) Start making calls. You got an hour.

Angel walks away.

Cut to:

34    INT. HOTEL/ANGEL INVESTIGATIONS - NIGHT Close up of a electrocardiogram (EKG) printout. Zoom out to show that Gunn is inspecting it, probably his own.

GUNN Kinda looks like art, doesn't it? I call it "takes more than that to kill me, punk." "Punk" is what makes it art.

FRED (uptight) Did you take your pill?

Fred's clearly affected from the events of the day. She's fidgety, constantly moving, putting things away, etc.

GUNN 'S hard to believe these little pointy jobbies are the difference between life and death.

FRED Did you?

GUNN You handed it to me.

FRED So, what was it like?

GUNN What's what like?

FRED Being dead. Gone. See anything interesting? White light? Shirley MacLaine?

GUNN Nothing. I don't—I don't remember.

FRED All it was was luck. If that woman hadn't come back again...

GUNN Fred, we've been through this. You would've done CPR. I know you—

FRED What if I hadn't been there?

GUNN Then Angel would've picked me up and Flash Gordon'ed me to the ER.

FRED Sure, but, then again, it could've been too late, and Angel would have had to swear blood-lusty vengeance on the woman that killed you, and we all know how well that one works out.

GUNN Fred, what the hell?

FRED I am so sick of holding everything up around here. First Wesley leaves, then Angel, and Cordy. I-I'm sick of taking care of everything and paying bills and making peace and plans and keeping my chin up— God, I am so sick of my chin being up!

GUNN You know what, just electrocute me know, 'cause I don't know what kind of alien female thing—

FRED I thought it would get better when Angel came back. I-I thought I would finally be able to breathe again.

GUNN Fred, no one forced this responsibility on you—

FRED Well, who else was gonna do it? Who else was gonna hold everything up after you left me all alone? (breaks down, crying) You died and left me all alone!

GUNN (goes to hold her) Shh... It's OK, baby.

Cut to:

35    INT. BUILDING LOBBY - NIGHT Gwen walks in, carrying a bag. She's wearing black leather hip-huggers, a red leather tank top showing her midriff, and long black satin gloves. She's walking purposefully. She presses the elevator button, and checks out her lipstick in the mirrored doors while she waits. Someone comes up behind her and startles her, because she didn't see anyone in the mirror.

ANGEL Nice color.

Gwen does a double-take on the mirror and Angel's lack of reflection, and then takes an offensive stance. The elevator arrives, dings, and opens.

GWEN OK. After I kick your ass, I'm gonna ask about that. (swings bag at Angel's head, he ducks).

She kicks him and throws her bag into the elevator.

ANGEL I don't wanna hurt you.

GWEN That's what they all say.

She kicks Angel, and they begin to fight.

GWEN I don't usually enjoy the hand-to-hand this much.

Angel pins her arm behind her.

ANGEL Maybe you haven't been doing it right.

She breaks free and starts shocking him when she punches. He's not affected. She pushes his face into the wall, and zaps him repeatedly.

GWEN Why are you not toast?

He turns the tables, and pushes her back against the wall.

ANGEL I'm not even warmed up.

GWEN Oh, really.

She punches him, knocks him down, and takes off her gloves.

GWEN I can fix that.

They continue to trade punches and kicks until finally they're in the elevator, and she's sitting on top of him. She rips open his shirt, and presses both her bare hands to his chest, shocking him with electricity.

GWEN Warm enough?

Zoom into Angel's chest cavity, and a brown-grey still heart is suddenly growing, turning red, and beating. Zoom back out to Angel and Gwen. When Angel felt his heart beat, he sits up with a start and kisses Gwen passionately.

Fade to black.

ACT IV:

36    INT. ELEVATOR IN BUILDING LOBBY - NIGHT Angel and Gwen are kissing, and suddenly a set of ten-inch-thick horizontal bars trap them in the elevator. They stop kissing.

GWEN You're alive.

ANGEL You felt that? My heart...

GWEN It was beating. It doesn't, does it?

ANGEL Cordelia! I gotta get out of here.

GWEN What the hell is going on?

Elliot steps up to the elevator, on the other side of the bars.

ELLIOT Well, that should be obvious... to a professional like yourself.

ANGEL It's a double-cross.

GWEN I'm now slow. I know it's— Shut up! (to Elliot) Is he one of yours?

ELLIOT No, I thought he was yours, what, with the... tonguing and all.

GWEN In his dreams.

ANGEL (self-consciously) Not even close.

ELLIOT It doesn't matter.

GWEN The job's done. Elliot, you don't have to do this.

ELLIOT I have no choice. The job you did for me was a train wreck. The noise, the publicity, that little stunt you pulled in the bar—

GWEN That was just a joke—

ELLIOT Professionals are discreet, young lady. You, on the other hand, are a freak. A dangerous freak. Which is why I had them remodel the elevator you're standing in. More of a retrofit, really. Low-teched the whole thing with six inches of Plexiglas separating you from any available current. (Gwen goes for the bars, but they don't conduct) Tempered Lucite.

ANGEL He's gonna seal us in and turn on the gas.

GWEN (to Elliot) What are you, Lex Luthor?

ELLIOT What do you think, I'm gonna stand here and duke it out with electro girl? No, don't worry. Uh, I'm told that the gas is very fast-acting. You'll be dead within... uh, whoops— Where does the time go?

The elevator doors shut, and gas comes in from ceiling vents.

ANGEL OK, there's gotta be something. (feels around) Get down! Now! Get low! (pushes her down)

GWEN Ow! You jackass! You get low!

ANGEL I don't need to. I don't breathe.

GWEN Gee, must be a real turn-on for the girlfriend.

ANGEL Utility panel—right about here, you think?

GWEN Plastic's too thick, you lunk-head. I can't get through to blow the charge.

ANGEL Simple question! It is here or not?

GWEN Yes! It's there.

Angel starts punching the same place over and over again, trying to break the Plexiglas.

Cut to:

37    INT. BUILDING LOBBY - NIGHT Elliot's on the phone.

ELLIOT We should be finished here any time now. (pause) Uh-huh. I see. (pause) Uh-huh. (pause) Well we had the tuna casserole last Thursday, Molly.

Cut to:

38    INT. ELEVATOR IN BUILDING LOBBY - NIGHT Angel's still trying to break through the Plexiglas. Gwen's coughing and gasping.

GWEN If I die—

ANGEL You're not gonna die!

GWEN Nice kiss.

Angel finally breaks through the Plexiglas, and reaches for Gwen.

ANGEL OK.

She grabs his hand and sends the charge through him into the utility panel, opening the elevator doors and the bars retract.

39    INT. BUILDING LOBBY - NIGHT Angel carries Gwen out of the elevator and puts her on the floor. Elliot sees them, and orders his men:

ELLIOT Get rid of him.

Elliot's men attack Angel, and a brawl ensues. Angel knocks them all out, and notices that Gwen has recovered, and she's walking toward Elliot menacingly.

GWEN I expect to get screwed. Professional thief. Hazard of the biz.

ELLIOT Just wait a second, please...

GWEN What I don't appreciate, Elliot, is being called a freak! That's my word. And I get cranky when people like you use it.

ANGEL Gwen, think about this...

GWEN Ever been struck by lightning, Elliot? I've been struck by lightning 14 times. It's not my fault. I just attract it. You know what else attracts lightning? Maggoty little norms like you.

Gwen puts her hand to Elliot's chest like she intends to shock him, but Angel interrupts.

ANGEL So you're a freak. Boo-hoo. So what?

GWEN Excuse me?

ANGEL I think you've already figured out I'm not the poster-boy for normal. Sometimes, you gotta let go.

Angel punches Elliot in the face and knocks him over.

GWEN Hey! I wanted to do that.

ANGEL You were gonna fry him.

GWEN Was not.

ANGEL Don't fib.

GWEN Fine. Did you at least break his nose?

Gwen reaches for Elliot, with electricity buzzing around her hand. Angel stops her.

GWEN You're really gonna use that Axis thing to find her, aren't you? It figures. Anyone that bad at stealing stuff has got to be doing it for love. (looks into Angel's eyes flirtatiously) Bummer.

Gwen walks away.

Cut to:

40    INT. HOTEL/ANGEL INVESTIGATIONS - NIGHT Fred and Gunn are standing outside a room that Angel's using. There's a bright orange light coming from the room. The light disappears.

FRED Do you think he found her?

Angel comes out of the room, frowning, and doesn't say anything to them. He walks away.

GUNN Yeah.

Cut to:

41    INT. HOTEL/ANGEL INVESTIGATIONS - NIGHT In the lobby, Angel talks with Fred and Gunn.

FRED But she was beautiful?

ANGEL God! There was all this light around her, and the light seemed to be made up of ... pure joy. And warmth.

GUNN You think higher beings get to take vacations?

ANGEL The way I saw it, felt sorta permanent.

GUNN Too bad. Could've all gone to Vegas.

FRED Guess we should've known back when she started that glowy thing, the powers were up to something.

GUNN Yeah, but who thought it would've been this?

ANGEL To tell you the truth, it doesn't surprise me. In some small way, maybe it even makes it easier, knowing the good she's doing up there. Even if I can't see her or talk to her, it's like...she's still on my side.

FRED Doesn't mean you miss her any less.

ANGEL No. (sighs) All those months, under the water, I kept thinking to myself I gotta get home... to Cordelia. I get back and I find out that she's gone. I keep thinking, I gotta get Cordy back home. Finally I find her, and I realize she already is home. Where she belongs.

42    EXT. HIGHER DIMENSION - NIGHT Zoom up from the hotel, to the Los Angeles landscape, higher and higher, back to satellite height. Zoom in on Cordelia's face, bathed in soft blue-white light.

CORDELIA What are you? Deficient? Get me out of here!

Cut to: Closing credits.