Sunnydale After Dark
Slouching Toward Bethlehem Transcript
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Written By: Jeffrey Bell
Directed By: Skip Schoolnik

This episode originally aired on October 27, 2002




GUNN (V.O.) Previously on Angel:

1 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.

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

Cut to:

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

FRED He's been down there for three months, and you knew.

WESLEY (carrying Angel) I believe you're looking for this.

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

Cut to:

3 INT.; WESLEY'S APARTMENT - NIGHT Wesley is leaning over Lilah.

WESLEY I had to raise him.

LILAH For what?

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

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

Cut to:

5 INT.; CORDELIA'S APARTMENT - NIGHT Fred, Gunn and Angel are talking while packing up Cordelia's apartment.

ANGEL (holding a picture of Cordelia, Angel, and Wes) I need Cordy. Now.

Cut to:

6 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 is standing in front of a flip chart with a simplistic drawing. Labeled "Mystical Qualities", the chart has a little simple drawing of a ghost, saying "Boo."

FRED The Axis of Pythia. It's an ancient relic said to be able to find souls or entities across dimensions.

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

ANGEL Entities, like...

GUNN Cordelia.

Cut to:

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

ANGEL There was all this light around her, made up of ... pure joy... Felt sorta permanent.

Cut to: 8 INT.; HOTEL / ANGEL INVESTIGATIONS - NIGHT Fred and Gunn come inside to see Angel standing there staring. Standing just inside the front door, they are shocked at what they see in the lobby. It's Cordelia, wearing a white robe. She turns to face them with a blank look on her face.

ANGEL Cordelia?

CORDELIA Who are you people?

Fade to black.


The Start Of Episode


9 EXT. RANDOM STREET IN LOS ANGELES - NIGHT A family in a Jeep Cherokee are pulled off to the side of the road near an overpass. The car's hood is up, and the Dad is looking at the engine area.

MINIVAN DAD Try it again, honey. (sound of car trying to start but the engine is not turning over) Let's see. Yeah. One more time. (car makes the same sound)

The Mom and teenage son are in the car: mother behind the wheel, and son in the backseat.

MINIVAN TEEN He's just making it worse.

MINIVAN MOM Your father's just trying to get us home.

Connor walks up to the teen's window.


MINIVAN TEEN (scared) Dad?

MINIVAN DAD Can I help you?

CONNOR You're in trouble.

MINIVAN DAD No, we're fine.

CONNOR (to son) I like your hat.

MINIVAN DAD Really, thanks for stopping, but, uh, but we've already called for help.

There's a noise of an approaching vehicle from behind them, and the Dad turns to look. When he turns back, Connor has disappeared. A tow truck with yellow flashing lights pulls up in front of the car, but there's something off. They were driving like maniacs and blaring rock music. They get out of the car, and the Dad turns to talk to them.

MINIVAN DAD Hey, you guys are just in time. Not sure if we needed a jump or a tow.

DRIVER (in vamp face) I vote jump.

The vampire lunges for the Dad and attacks him, while his cohort goes for the Mom and Teen in the car. Mom sees him coming and locks the door, so the vampire beats on the window, trying to smash it in. The vampire is still punching the Dad outside, and the vampire going for Mom has broken through the glass, grabbing Mom. She screams, but then the vampire turns to dust in front of her eyes. After the dust clears, show Connor standing there.



Connor reaches inside and punches the cigarette lighter in. Then he goes to help Dad fight the vampire attacking him. Connor grabs a container full of gas and beats the vampire with it, spilling gas all over it. The he runs back to the car, grabs the hot cigarette lighter, and tosses it to the vampire.

CONNOR Hey. (tosses lighter to vampire, who ignites and explodes) (to Father) Is that your family?


Dad can't even deal with what's gone on. He gestures that Connor leave him alone, and he goes back to the Jeep to be with his family. Connor longingly watches them hug and cuddle.

Cut to:

10 EXT. HOTEL/ANGEL INVESTIGATIONS - NIGHT Connor jumps onto a balcony at the hotel and breaks the latch on one of the windows, letting himself in.

Cut to:

11 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Connor is sneaking stealthily down one of the hotel corridors. Then, when he's near the lobby, he hears the discovery of Cordelia by her friends. Cordelia is standing in the lobby in a long white gown.

GUNN (O.S.) OK, but three is where I draw the—

ANGEL (O.S.) Cordelia?

CORDELIA Who are you people?

ANGEL My God! It's you. You're back. (Cordelia backs away) Don't you remember? Angel. (to Fred and Gunn) Um, you see her too, right? I'm not just—

GUNN No, man, it's real.

ANGEL (to Cordelia) It's OK. We're friends. You know us. Fred. Gunn. You're dazed or something must— Thank God you're back.

CORDELIA So we know each other?

ANGEL Yeah, really well.

CORDELIA OK, um... who am I?

Fade to black.


12 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Resume conversation in the lobby between Cordelia and Angel, Fred and Gunn.

ANGEL What do you remember?

CORDELIA I don't know. Numbers. Animals. Flossing.

ANGEL But not us.

CORDELIA Or me. I don't remember me.

ANGEL You're Cordelia Chase. You work here. With us. You've been gone for a while, but you're safe now. (steps toward her, but she steps back) It's OK. We-we're friends. We're here to help you.

CORDELIA I've been gone?

ANGEL What's important is that you're back?

Connor was watching, but steps out of sight just as Cordelia looks up to where he was standing.

CORDELIA Are there other people here?

FRED Um, not to sound all "Movie of the Week", but I think you might have some kind of amnesia. Like maybe you fell or banged your head.

GUNN Should we take her to a hospital?

CORDELIA (scared) Hospital? I don't need a— (polite) Not yet, maybe later.

FRED (whispers) I don't think seeing a doctor will solve her problems.

ANGEL (sees Lorne approaching from the garden, Angel whispers to Fred and Gunn) Neither will seeing green. (to Cordy) You wanna know what might help you remember? Seeing some of your things. (to Gunn) You wanna check for her things out in the garden?

GUNN Checking away.

Outside the door, Gunn pushes Lorne out of sight before Cordelia sees him.

ANGEL Hey, Fred. You wanna help me look in the office?

FRED Sure. (to Cordy) Excuse us.

Cut to:

13 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Fred and Angel talk in the office, while Cordy watches them from the lobby.

ANGEL That could've been a disaster. Hi. Welcome back, you're safe. By the way, there's a green demon right behind you.

FRED Don't you think we should tell her? I mean we do live in a world of demons and icky things. She's bound to find out.

ANGEL (rifling through papers on the desk) Well, yeah, sure, but I mean let's be smart. I want her to remember who I am before I freak her out with the whole undead, drinks blood part of my resume.

Cordelia watches them from the lobby through the office window.

FRED Angel, aren't you curious about why she's back?

ANGEL (stops) I hadn't even— I was just so happy to see her. Why is she back?

FRED I don't know. But if Cordy's been where I think she has, anything's possible.

Angel and Fred both look at her through the window.

Cut to:

14 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Cordelia is alone in the lobby, still very uncomfortable about where she is and who these people are. She sees Angel and Fred staring at her. They wave at her.

CORDELIA OK, that's creepy. (sees a bladed weapon on the floor) So's that.

Angel and Fred come back into the lobby from the office.

ANGEL Couldn't really find anything of yours in the office.

CORDELIA (steps back) That's OK. (phone rings) Shouldn't someone answer that?

ANGEL (walks toward her) The machine'll get it. (beat) You really don't have to be afraid.

CORDELIA Easy for you to say. I don't know that. Don't know you, this place...

CORDELIA (V.O. ANSWERING MACHINE) Hi. You've reached Angel Investigations. We can't come to the phone right now, but if you leave your name and number, we'll get back to you as soon as possible. Thanks! And wait for the beep. (beep)

CORDELIA But that voice— Oh, my God! It's me. I work here.

MURRAY (V.O.) Uh, yeah, this is Murray, down at the spa. Listen, it's after midnight, and uh, you better get down here. That demon broad came back. Looks like she's gonna try and hatch her blood-sucking little—

Angel coughs and gestures subtly that Fred should get the phone before Cordelia hears too much and gets frightened.

FRED (grabs phone) We're here. Uh-huh. OK. We'll be right there.

CORDELIA Did—he say "demon broad"?

FRED Yeah. His, um, wife. It's an ugly divorce case thing. You know, private eye stuff. (to Angel) I should get Charles and terminate it before the situation multiplies.

Cordelia turns her head to Angel, and Fred mimes giving birth, trying to explain what's going on for Angel without letting Cordelia know.

ANGEL OK. I'll just stay here and help Cordelia settle in.


Fred runs out to the garden. Cordelia's expression shows suspicion, like she knows there's more going on than they're telling her.


CORDELIA I wanna go home. Know where I live?

Cut to:

15 INT.; CORDY'S ROOM AT HOTEL/ANGEL INVESTIGATIONS - NIGHT Angel opens the door to one of the rooms at the hotel and flips on the light. All of Cordelia's belongings have been stored here, boxed up.

CORDELIA (walks in) This is it? Everything?

ANGEL (stands near door) Fred and Gunn, they moved everything over from your old apartment after you— (she picks up a strappy shoe from one of the boxes) You remember that? You wore it when we went to the ballet.

CORDELIA The ballet? For real? You and me?

ANGEL We all went, but yeah. (beat) Pretty special. (Cordy walks around room) I thought maybe you'd remember because... It's too bad. We had, uh, a really good time. Working together too.

CORDELIA (picks up teddy bear) I wish I could remember.

ANGEL (steps closer) Me too. I wanna help you get those memories back.

CORDELIA (sits down) Great. (beat) But not tonight.

ANGEL (backs up to door) I-I understand. If you need any—


ANGEL You really are among friends. (closes door)

Cut to:

16 INT.; CORDY'S ROOM AT HOTEL/ANGEL INVESTIGATIONS - NIGHT Cordelia is changed into black pants and a scoop-necked long-sleeved olive green shirt. She's looking at herself in a large oval dressing mirror while sitting on the edge of the bed.

CORDELIA Cordelia. (chipper) Hi. I'm Cordy. I'm Cordelia Chase. I'm— Just breathe. Just breathe. (sighs, walks to a nearby table) Sunnydale. (opens yearbook, sees picture of her as cheerleader) OK, popular. No real surprise there. (flips to messages written by classmates) (reading) "Cordelia, homeroom was fun. Too bad it burnt to the ground." What? (reading) "Hey, how 'bout that giant snake." (reading) "Dear Cordelia, thanks for the flaming arrows." Flaming arrows?

Walks to box with pictures, flips through. They are all pictures of her.

CORDELIA That's cute. Cute. Hot. Yikes. OK, out from the mental ward. Cute again. Was I a spy? (picture of her holding baby Connor standing with Angel) Whose—?

Cut to:

17 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Cordelia walks out of her room and into the hallway. Walking down the hallway, she hears noises from a nearby room. She stop to listen. It's a voice singing. She follows the sound.

GUY (O.S.) Sugar, sugar, bah bah bum bum bum. You are my candy girl.

LORNE OK, OK, jug head. That's enough. That's enough. Look, I'll make this simple. (Cordy listens at the door) You, you have an addiction. You know it and I know it. Now if you don't stop snacking on you-know-who's you're gonna end up on the wrong end of you-know—

Lorne goes to the door and looks out, but Cordy has left before he could see her. He goes back to the guy who was singing for him, who's drooling profusely.


Cut to:

18 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Cordelia has found her way back to the lobby.

CORDELIA Hello? (beat) Somebody down here?

Out of sight, Angel is moving large mugs of blood off of the counter. She goes downstairs to the counter and sees a drop of blood on the counter where the mugs were. She touches it, realizes it's blood and freaks.


Angel sneaks out of the room.

CORDELIA Oh, my God.

Door opens, and Cordy hides behind the counter. Fred and Gunn come in to the lobby disheveled and covered in pink goo. They're carrying weapons they used in fighting tonight.

GUNN How much do I hate those little babies?

FRED Tell me about it. I couldn't squish-squash fast enough.

GUNN I know we get paid to do it, but that's the kind of mayhem I would do for free.

They lay their weapons on the countertop, right above Cordy's head.

FRED I'm gonna be washing their teeny brains out of my hair for a week.

GUNN Hang on. Turn around.

FRED What is it?

GUNN You don't even want to know. Just hold still.

FRED Charles, we should go upstairs. Cordelia doesn't want to know we do this kind of exterminating.

A drop of blood from their weapons is forming right over Cordelia's head. It's going to drop on her any moment if she doesn't move.

GUNN Hang on, almost got it. When do you think fang boy's gonna come clean with her, huh? Spill the really real?

FRED I'm sure the time will present itself—

Cordy jumps to avoid the blood droplet. Fred and Gunn turn to see her. She runs away, backing into a weapons cabinet, causing lots of exotic weapons to fall on the floor.

FRED It's OK. Cordelia...

Cordy freaks, and runs, but Angel's in her path.

ANGEL I can explain.

He grabs her, but she recoils. She runs out into the garden.

Cut to:

19 EXT. GARDEN AT HOTEL/ANGEL INVESTIGATIONS - NIGHT In the garden, Cordelia's attacked by two men clothed in black. She's able to fight them off with great karate-like moves. Angel, Fred, and Gunn run out to the garden to help her.

CORDELIA Wow. How did I—? (beat) I am a spy. (Angel sighs) I get it now. You're all spies. Probably all Russian. And you've brainwashed me, and want me to believe we're friends so I'll spill the beans about some nano-techno-thingy that you want.

GUNN So... I look Russian to you?

CORDELIA Black Russian.

ANGEL That's a drink.

CORDELIA Says the head spy.

ANGEL Nobody here is a spy. Those two guys are lawyers—weird as that may seem—from Wolfram and Hart. They must know you're back. We'll have to keep her in the hotel so she's safe—

CORDELIA Safe? Is that some kind of joke? (pointing at Fred and Gunn) Your friends here were just talking about murdering children. And there's-there's-there's singing and blood and-and pointy things. And did I mention the singing? I mean, what the hell is going on here, Angie?

ANGEL Angel.

CORDELIA Whatever.

ANGEL I know things seem weird. Maybe even scary. But you have to believe me when I tell you we're trying to do everything we can to help you get through this difficult time. The Cordelia that we know—the person who you're trying to remember—is very much at home here, bizarre as that may seem. So I ask you to look inside, to believe me when I tell you that you're safe and you're among friends who only want the best for you.

CORDELIA I believe you.

Angel smiles.

Cut to:

20 INT.; CORDY'S ROOM AT HOTEL/ANGEL INVESTIGATIONS - NIGHT Cordelia's sitting on her bed, talking to Angel who's standing in the doorway.

CORDELIA So, I'm not a spy?


CORDELIA Am I a mom? (Angel walks forward, and she hands him a picture of baby Connor)

ANGEL That's my son. That's Connor. But no, you're not his mother.

CORDELIA So, we weren't a happy family?

ANGEL (sits next to her) Not like that.

CORDELIA And you and me? We weren't—

ANGEL Weren't...

CORDELIA Together? (leans in for a kiss)

ANGEL (leans in for a kiss) Not exactly.

CORDELIA (suddenly pulling back before they kiss) Was I a nun?

ANGEL A what?

CORDELIA Were we not a happy family because I was a nun? (reaches over to a box next to her) I was going through my stuff (grabs a handful of rosaries) and I found all these—

Cordelia puts numerous rosaries adorned with crucifixes in Angel's hands, causing him to vamp out uncontrollably. He growls, and she screams.

Fade to black.


21 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Cordelia ran out of her room and down the hallway frantically escaping vamped-out Angel. She ends up in the lobby and runs into Lorne. They fall down, with him on top of her. They are face to face. When each realizes who/what they're looking at, they both scream. Cordelia starts beating on Lorne's chest and pushes him off.

CORDELIA Get off me. (stutters while she beats on him)

LORNE I'm getting. I'm getting. Just stop the clobbering.

Angel runs in to the lobby, and grabs Cordelia.

ANGEL Cordelia, stop. Stop. It's OK. It's OK. He's with us.

LORNE (stands) Hey, if this was about that missing lingerie, that was for a friend.

CORDELIA Tell me that this is Halloween, and he isn't what I think he is.

LORNE Trick or treat.

Fred and Gunn enter the lobby, and go to Lorne.

FRED Don't you remember Lorne? You two are old buddies.

GUNN Yeah, you, uh, wanna know why we call him Lorne?

CORDELIA What I want is answers, and I want 'em now, mister!

ANGEL OK. Maybe we haven't been a hundred percent... honest because, well, we were afraid the truth would scare you.

CORDELIA Yeah, and the lying and deceit have been so comforting.

ANGEL You're right. Our mistake. I think it's time we came clean. About everything.

Cut to:

22 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Cordelia's sitting down on one of the chairs in the lobby, with everyone else facing her.

CORDELIA That's... everything? (sighs) It all makes perfect sense now. (stands, paces) I was a cheerleader, a princess and a warrior. And I have visions and super powers and I'm the target of an evil law firm because I've spent the last three months living on a higher plane, fighting for the forces of good, who wage a battle against (counts on her fingers) demons and evilies and squishy bug babies, 'cause all that stuff's real and that's the world I live in. And I think I know why I don't remember any of this 'cause, hey— who'd want to!

LORNE Um, (offers his glass to her) sea breeze?

ANGEL I know it's a lot to take in.

CORDELIA Says the vampire with a soul and his wacky gang of sidekicks.

GUNN (raises his hand) Um, not a sidekick.

ANGEL I think there's a way we might be able to sort this out. Pick a song.

CORDELIA Yeah— What?

FRED So Lorne can read you.

GUNN You sing, he sees your future.

ANGEL Hopefully he'll be able to explain what's happened and how we can get your memory back.

CORDELIA I can't just sing. I-I don't even know if I'm even musical. Am I?

GUNN Sure? You remember any songs?

CORDELIA W-well, there's so many. How do I pick?

ANGEL It doesn't really matter. (softly) I'm kinda a ballad man myself, but, uh... just pick anything.

CORDELIA (singing poorly) Because the greatest love of all is happening to me. I've found the greatest love of all inside of me. The greatest love of all is easy to achieve. Learning to love yourself—

While Cordy's singing, Lorne looks shocked and upset. Fred whispers to Gunn:

FRED Does he look a little green to you... I mean, more than usual?

LORNE (interrupting Cordy) Uh, great, enough. OK! You were great. (backs toward the door)You were great. E-everything's great. We're all just, uh... I see, uh, a very, very, um... (leaves the room)

CORDELIA Was I really that bad?

ANGEL Wasn't you. It was... the song. It reminds him of... um... (leaves, following Lorne)

CORDELIA Oh, come on! You guys aren't even good liars. This is ridiculous. (walks toward the door)

GUNN Where you going?

CORDELIA Out. Away. Does it matter?

FRED But it's not safe.

CORDELIA Oh, right, 'cause of evil ninja law firm.

GUNN We'll come with, just in case.

CORDELIA You keep telling me I was a higher being. Don't make me turn you into a rat. (slams door)

GUNN Can she do that?

FRED Um... come on.

Cut to:

23 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Fred and Gunn follow Cordelia down the hallway.

FRED How 'bout a sandwich. Let's go to the kitchen.

GUNN We have cookies.

CORDELIA I don't want a sandwich. I don't want cookies. I wanna talk to Angel, sans sidekicks. (walks off)

GUNN I am not a sidekick.

Cut to:

24 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Angel knocks on a door.

ANGEL Lorne. Talk to me. What'd you see?

LORNE (O.S.) Go away.

ANGEL If it's that bad, I need to know.

LORNE (opens door) It's that bad. G'night. (tries to close door, but Angel stops him)

ANGEL I need details.

LORNE I got none. Just a splitting migraine, a tummy full of rattlesnakes, and a strong suspicion I'm gonna lose my lunch again if I don't start drinking myself silly. (tries to shut door again, Angel stops him)

ANGEL C'mon, Lorne. You gotta give me something.

LORNE (sighs) Do the words "slouching towards Bethlehem" ring a bell? Or how about despair, torment, terror? And I'm not referring to little missy's choice of song, either, although that was horrifying in its own right. What I saw was jumbled. It was pieces, flashes. It was enough to make my skin crawl away and scamper under the bed. Evil's coming, Angel, and it's planning on staying.

Cut to:

25 INT.; WESLEY'S APARTMENT - NIGHT In bed together, Wesley is holding Lilah in his arms. She's cuddling up to him, with her head on his chest.

LILAH It's not a secret.

WESLEY What isn't a secret?

LILAH Us. The firm knows that we're... doing this.

WESLEY Isn't it their job to know this sort of thing. The sordid details of their employees lives.

LILAH Mmm... Yeah, I just thought I should tell you. Sordid. Rrreow. Angel knows too.

WESLEY I don't work for Angel anymore. And I could care less what he thinks.

LILAH You faker. That's what you said when he was sleeping with the fishes. We both know how that played out.

WESLEY That was different. So Angel knows about our relationship. (Lilah's eyes flash open) Big deal.

LILAH (climbs on top of him, she's wearing a slinky red nightgown) A dollar. You owe me a dollar.

WESLEY Oh, damn!

LILAH You called this a relationship. (kisses his forehead) You lost the bet. (Wes grabs his wallet off the bedside table) You said it first. (Wesley hands her a dollar) Sign it first, as proof.

WESLEY Proof of what?

LILAH Of now. Of this. (nuzzles his nose, they kiss)

Cut to:

25 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Cordelia's wandering through the halls of the hotel, presumably still looking for Angel.

CORDELIA How big is this dump? Angel? Mr. Bumpy-face? Hello? (hears a noise, but nothing's there) Look, I don't want cookies or juice or you two following me around, so just back off.

A person steps out from the shadows, and it's that guy who was singing for Lorne earlier.

DROOLING GUY You smell good.

His mouth opens and another mouth comes out of it, full of sharp teeth and drool. He makes a strange growling roaring sound, and Cordelia screams and runs away, into the lobby. Angel's ear picks up the sound from the other side of the hotel, and he runs to her aid. The Drooling Guy follows Cordy, and lands right in front of her. She stops, frightened stiff.

CORDELIA What do you want?


Just then, someone jumps down on the Drooling Guy and knocks him down. It's Connor who saves her.

CONNOR You're not safe here.

CORDELIA Ya think?

The Drooling Guy tries to get up, and Connor throws a dagger at him in the stomach. He falls down.

CORDELIA Can you get me out of here?

Connor offers her his hand, and they leave together before Angel ever shows up in the lobby.

Fade to black.


26 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT In the lobby, Angel, Fred, and Gunn are looking at the corpse of the Drooling Guy.

ANGEL How could you let her wander off alone?

FRED The words "grown woman" come to mind.

GUNN And the gal does have a history of whooping ass. I mean, you saw the hurting she put on those Wolfram and Hart dudes. And could she really turn me into a rat?

ANGEL What if Wolfram and Hart came back? (steps back) What if there were hundreds of those things? What if this is the way it starts? I mean, the slouching and the Bethlehem. And they've taken her because of what she knows—even if she can't remember she knows it.

Angel goes to the front doors and locks them, seeming somewhat panicked.

FRED Have you been caffeinating your blood again, or is there something you're not telling us?

LORNE (walks into the room) Oh, there's a something, but this isn't it. That was just a client of mine who had a fatal habit of snacking on humans.

ANGEL And you let it in here with Cordy?

FRED Hello, back to the something. Is that why you ran out while Cordelia was singing?

LORNE Well, A: I wasn't running, I was fleeing, and B: Yes.

GUNN Well, how horrible is this thing?

LORNE Well, I haven't read the Book of Revelations lately, but if I was searching for adjectives, I'd probably start there. (Angel stands)

FRED Was that all you saw?

LORNE That was the tip of the 'berg, pumpkin nut. What I got from Cordy was dense. (Angel goes to weapons cabinet) A big, fat, tummy-clinching onion from hell. The more layers you peel, the more you cry. Or vomit, in this case. But I tell ya, this is one itch daddy's done a-scratching.

Angel hands out weapons to Fred and Gunn and takes one for himself.

ANGEL Look, we got to get Cordelia before— We have to find her. She's out there, alone. No memory. Probably terrified.

Cut to:

27 INT.; NATURAL HISTORY MUSEUM - NIGHT Shot of a stuffed polar bear standing on its hind legs. It's an exhibit in a museum. There's blue lights behind it, making the scene feel arctic.

CORDELIA How cool is that?

CONNOR I love that one. I wish I'd killed it.

CORDELIA Kind of a funny way to express your affection. I love you... bang, you're dead. (Connor starts walking away through storage area, Cordy follows) I gotta ask, why were you at the hotel? You live there?


CORDELIA Just decided to drop by?

CONNOR I saw you were back.

CORDELIA So, we know each other? We're friends?

CONNOR You were nice to me once.

CORDELIA What about the others? You friends with them?

CONNOR (starts climbing a ladder) This way.

CORDELIA Um, if we're gonna be climbing ladders together, maybe, I don't know, you could throw a name at me.

CONNOR Connor.

CORDELIA Connor? Really, that's funny, Angel has a baby named Connor. Did he name it af— Oh, my God.

Cut to:

28 INT.; ATTIC AT NATURAL HISTORY MUSEUM - NIGHT It's dark. Connor opens a metal double-door.

CORDELIA You're him. You're Angel's son.

CONNOR It's not like I got to choose.

Connor flips the light on. The attic room is sparse, but he's fixed it up with a bed and some blankets to make a nice place to crash. It resembles a lodge with all the mounted, stuffed animal heads and the warm incandescent lighting.

CORDELIA What is this place?

CONNOR (removes fast food containers from the bed) Home.

CORDELIA (walks around) This is home? If you're Angel's son, why don't you live with him?

CONNOR (sits on bed) They didn't tell you? I sunk him to the bottom of the ocean... to punish him.

CORDELIA (laughs, then stops) You're serious.

CONNOR I tried to kill you too. I was new to this world. Didn't understand. Put a knife to your throat. Sorry.

CORDELIA Thank you. (walks to him) You're the first person who's been straight with me. (sits beside him on the bed) 'S told me the truth. (touches his hand) Means a lot.

Cut to:

29 INT.; WESLEY'S APARTMENT - NIGHT In bed together, Lilah and Wes are sleeping, not entwined. Lilah's cell phone rings. Still wearing the slinky red nightgown, she turns the bedside light on, and answers the phone.

LILAH Yeah. (looks at Wes, sleeping beside her) Hold on. (gets out of bed and goes out to the hallway, partially closing door behind her) Yeah. (in bed, Wes's eyes are open) She's back? And you got a positive visual of her? You're sure that it's her? (Wes is listening at the door) Uh-huh. She's with the kid? That's unexpected. (she turns to check on Wes, but he's in bed) No, I'm here. Put an extraction team together. I'm on my way. (hangs up phone)

Lilah comes in the room, and starts to get dressed. Wes turns over as if just waking.

WESLEY You're leaving.

LILAH Huh. No rest for the wicked. You should go back to sleep.

WESLEY Do you really have to go?

LILAH (walks to him) Why? You missing me already? (kisses his forehead)

She picks up her keys and her purse from the bedside table, and the signed dollar bill Wes gave her falls to the floor. She takes her jacket and walks out the door.

Cut to:

30 INT.; ATTIC AT NATURAL HISTORY MUSEUM - NIGHT Cordy is asleep in the bed. Connor is sitting in the window, working on something. He gets up and heads for the door.

CORDELIA You're not leaving.

CONNOR I thought you were sleeping.

CORDELIA Just, don't go, OK?

CONNOR (loops the wire of whatever he was working on onto the doorknob) I'm locking the door. (stands beside the bed) You're safe.

CORDELIA Then why am I so scared? (sits up in bed) I'm trying to remember little things. Do I have brothers and sisters? What's my favorite food? Who was my first kiss? There's nothing there. Just an empty... (starts to cry) Do you know how lonely that makes me feel?

CONNOR You like shoes. And donuts. And you're very brave.

CORDELIA (holding her head in her hands) Really? (looks at him) Donuts?

CONNOR (sits on bed beside her) And, you're brave.

CORDELIA When was I brave?

CONNOR Now. Tonight. You lost everything and you're still strong.

CORDELIA (shifts to face him) I have this horrible feeling that something bad is going to happen. Or maybe has happened. And I can't remember it. And I don't know what to do—or who to trust—except you. I don't know why, but I trust you. Why do I get the feeling that you've lost everything too?

CONNOR I had nothing to lose. (goes to window)

CORDELIA Don't go too far, OK?

Connor sits in the window.

Cut to:

31 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Fred and Gunn are looking over a map of Los Angeles.

FRED She's gotta be somewhere close.

GUNN Then Angel will find her.

FRED What is she's not on her own? What if she's been taken, or...

GUNN She's out there somewhere.

ANGEL (walks into the room) Nothing. We're gonna have to widen the search. All hospitals, police stations. She couldn't have just disappeared. (beat) OK, once. But not again. Somebody has to know where Cordelia is.

WESLEY (O.S.) I do.

Turn to show Wes has entered the lobby.

WESLEY A bit careless, misplacing her after all the effort to find her.

ANGEL We didn't find her, she just showed up. With no memory, no idea who she is or where she's been.

WESLEY Fresh start. Doesn't sound so bad. (walks forward)

ANGEL What do you know?

WESLEY Wolfram and Hart are planning to extract her.

GUNN Already tried.

WESLEY They'll try again. She might have spent time with the Powers That Be. Wolfram and Hart will consider her valuable. And I doubt your boy will be able to stop them.

ANGEL My— She's with Connor? You have that on good authority?

WESLEY You don't seem too concerned.

ANGEL Connor's my son. I'm sure he's taking excellent care of her.

Cut to:

32 INT.; ATTIC AT NATURAL HISTORY MUSEUM - NIGHT Cordelia is sleeping in the bed on her side. Pan out to show Connor's sleeping beside her with his arm around her waist. She turns to lie on her back, and Connor's hand ends up cupping her breast. Her eyes widen when she realizes this, but before she can say anything, Connor is on top of her, covering her mouth with his hand.

CONNOR Someone's here.

The door to the attic opens, and a man clad all in black steps into the room. He trips the wire on the trap Connor set earlier, and ends up hanging upside down by his foot. Connor take a stick and proceeds to beat the man profusely about the head and shoulders.

CONNOR Do you remember how to fight?


CONNOR They're coming for you. I've set traps, but you'll have to fight. Do you know how?

Connor hands a sword to Cordelia, who's still sitting in the bed. Another black-clad guy crashes through the window.

CORDELIA One way to find out.

Cordelia stands up and points the sword at the guy who crashed into the room.

Fade to black.


33 INT.; ATTIC AT NATURAL HISTORY MUSEUM - NIGHT Resume. Connor and Cordelia are fighting off the intruders. More crash into the room through the windows and door. Cordelia is holding her own very well with the sword. One of the intruders puts a camera on the wall so Lilah can watch remotely from her handheld device.

CONNOR Cordelia!

They continue to fight, but Connor and Cordelia both are soon overpowered. One of the intruders tries to escort Cordelia out of the room, but Angel kicks down the door. He's come to the rescue with Gunn and Fred. Angel takes Cordelia in his arms.

ANGEL (softly to Cordy) Hey...

Angel and Gunn fight off the intruders. Lilah watches from her remote device.

LILAH Well, aren't you the stud?

CARLO Miss Morton. It's done.

LILAH Hmm. Music to my ears, Carlo. I'm going home. Tell the boys it's fourth-and-ten.

CARLO All units: punt. I repeat: punt.

The intruders stop fighting and leave the room immediately.

GUNN That's right, monkey boys. Don't mess with the big dog! (to Angel and Fred) It's better than sidekick.

ANGEL (to Cordy) Did they hurt you? Are you OK?


CONNOR I didn't expect so many.

ANGEL You tried. I appreciate it. And I really like what you've, um, done with the...nice. (to Cordy) We should probably get you back home.

CORDELIA Actually, I'd like to stay here. With Connor. (walks to Connor's side)

ANGEL I don't think that's the best idea. Connor's a great fighter. I helped train him. But you need more than just muscle right now.

CORDELIA You're right. I need someone who won't lie to me... like you did. All of you, I know you were trying to help, but the truth is the only way to do that, and that's what Connor's given to me.

Angel, Fred and Gunn walk out the door. Angel turns back.

ANGEL (to Connor) Keep her safe. (walks out)

Cut to:

34 INT.; WESLEY'S APARTMENT - NIGHT Wesley is alone in his apartment bedroom, pacing and drinking. He walks to the side of the bed Lilah slept on and sits down. He looks down and notices the dollar bill he signed was left on the floor. He picks it up and has a realization he's not happy about.

Cut to:

35 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT Angel, Fred and Gunn walk into the hotel lobby. Angel seems sad.

FRED If it makes you feel better, I would have chosen you.

ANGEL Thanks. But no, it doesn't.

GUNN Hey, just remember, man, that's not really Cordy— well, not all of her.

ANGEL Maybe she's right. Maybe we should've spilled everything from the start, you know? Played it all card-up.

GUNN You mean demons and monsters and vamps card-up? Wouldn't've worked.

FRED She's confused is all. Give her time. She'll see the truth: who the real champion is.

GUNN Damn straight! If Team Angel hadn't shown up with a little clobbering time, Wolfram and Hart would've nabbed her and probably—

Angel heard something from the other room. He stands, and directs Fred and Gunn to back him up. They bust into the office only to find Lorne tied up in a chair, bound and gagged, with a large bleeding hold in his head. He's passed out.

FRED (goes to Lorne) Oh, my God!

ANGEL Lorne? (Angel and Gunn start to untie him)

FRED Is he alive?

ANGEL What happened? Who did this?

LORNE (too weak to speak) W...

GUNN Wesley? Not again. (Lorne shakes his head "no")

ANGEL Wolfram and Hart. (Lorne nods his head "yes")

GUNN OK, but-but why? I thought Cordy was their target.

ANGEL They must've known Lorne read her.

GUNN OK wait, so are you saying that the slam dance at Connor's place was a decoy?

ANGEL And we fell for it like a bunch of rookies. They weren't after Cordy, they were after what Lorne saw when she sang.

FRED (dabs his wound with a cloth) They sucked it out of his head?

LORNE Mm-hmm.

ANGEL How much? What'd they get?

LORNE They had—they had a demon. I-I wouldn't talk. And the thing burrowed... inside. And took Cordy out.

ANGEL Lorne, how much did they get?

LORNE All of it.

FRED They tricked us.

GUNN Wolfram and Hart or Wesley. He's the one who showed up with the hot tip about Junior. How do we know he's not the one playing us?

ANGEL We don't. But what we do know is that Wolfram and Hart may now know more about Cordy's doom and gloom thing than we do. And that's a problem.

Cut to:

36 INT.; LILAH'S APARTMENT - NIGHT There's a knock on the door. Lilah looks to see who it is, then opens the door. It's Wesley.

LILAH Ooh. A drop-by. That's a surprise.


LILAH Well, that it took you so long, yeah.

WESLEY (walks inside) You played me.

LILAH You played yourself.

WESLEY On the phone, you wanted me to hear that so I would tell Angel.

LILAH Free will. Look it up.

WESLEY Lilah...

LILAH I was just doing my job. You're the one who decided to take what you overheard and give it to the good-n-plentys. So before you go all righteous fury, figure out who you're really mad at here.

WESLEY (sighs) What was the real plan?

LILAH Let's just say, I could've had Lorne's brain in a jar, but I left it in his head 'cause he's a friend of yours.

WESLEY What's that supposed to do? Lull me into trusting you again?

LILAH If I'd thought you'd ever trust me, I would've never played you like that.

WESLEY It's never simple, is it?

Cut to:

37 INT.; ATTIC AT NATURAL HISTORY MUSEUM - NIGHT Cordelia is sleeping in the bed. Pan up to show Connor sitting in the window leaning his head against the wall.

Cut to:

38 INT.; HOTEL/ANGEL INVESTIGATIONS - NIGHT In his room, Angel is standing in the french patio doors. His room is empty, as is his bed. Angel leans his head against the wall, mirroring Connor's pose in the previous scene.

Cut to:

Closing credits.

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