I don't see why it has to be this way.
There are plenty of good schools in the area.
I know. And I have a nice room and I could meet a nice boy.
And we could get married and live in my nice room.
- He'd have to be smallish. - And have sweet little babies that can sleep in the drawer.
I do not see a downside to this plan.
Daddy, I love you like pancakes, but I'm getting the hell out of here.
- Language. - She should say it.
That's where she's going... Hell-A.
It's Los Angeles. The City of Angels, remember?
And if you meet one angel there, I'll eat the dogs.
Bunch of junkies and spoiled movie actors. That's who you're gonna meet.
In the graduate physics program at UCLA?
- You don't know. - Sweetie, why don't you check the Chevy one more time.
Chevy's fine. I slept in a drawer till I was three.
Didn't stunt me none.
- Oh, did you call Bethany? Is it still okay? - Late as you like.
She says they'll leave you a key in case they turn in.
I know I'm forgetting something.
Well, you just call us up, we'll drive it up to you, move in. No problem.
- Mom. - I'm just scaring you.
Don't worry. I'll call you lots.
- I know you will. - Feigenbaum.
I can't make the trip without Feigenbaum.
He doesn't quite look up to it.
Hush. He's the master of chaos. He'll love L.A.
- All my junkie movie actor friends. - Don't you joke.
Now, you're gonna promise me that you're gonna be careful.
I'm gonna study, Mom.
I'm gonna learn every damn thing they know up there...
and then figure out some stuff they don't.
And I'll be careful.
I'll even be dull, boring. Cross my heart.
- I think we got the nest. - The others are finishing a sweep.
Nasty little buggers.
Kinda cool physiologically.
They reproduce by vomiting up crystals...
that attract and mutate the microbes around them to form eggs.
Are you trying to turn me on?
It is kind of romantic.
A roaring fire. A snug little nest.
Fuss, fuss. The thing was about to strike.
- It was on your back. What was I supposed to do? - Ask me to turn around.
- Heat of battle. Wasn't time. - You just like stabbing me.
L-I'm shocked! Shocked that you'd say that.
I much prefer hitting you with blunt instruments.
You know, we only asked you along because we felt sorry for you.
If it weren't for me, you'd be bug food, so stop whinging.
- Angel? - I'll be all right, Fred.
No, I just want the bug.
It's in pretty good shape, and I'd like to take it back to the lab.
Always like a new specimen.
Whoa. Uh...
What's this?
- Delivery. - Ancient Relics is two floors down.
Invoice reads Science Department. Winifred Burkle.
- Do you need me to sign? - Been signed.
Okay.
We're three little maids who all unwary
Come from a ladies' seminary
Freed from its genius tutelary
Three little maids from school Three little maids
And you don't stop with all the ladies and the gangsta butt go...
- What's up? - I should ask you.
- You seem unutterably cheery. - I am.
I am. Look. I gotta be straight with you...
'cause this is kinda blowing my mind.
- Tell me. - Fred and I are getting back together.
She was so keyed up from last night's fight, she asked me over.
We ended up talking for hours like old times.
All of a sud... I can't even keep this up, 'cause your face is gonna make me weep.
Wes, I am so messing with you.
I... Oh. No, I...
Come on. Brother gets a dig in? That's my right.
- So, you know about... - It's on every BlackBerry in the building.
No secrets in the House of Pain.
And is that all right with you... Fred and me?
Last year, you wouldn't have asked me that question. The man becomes civilized.
It's cool.
Our thing's long done, and I know how you feel about her.
Thank you.
And to add the necessary boilerplate...
you ever hurt her, I'm gonna kill you like a chicken.
Acceptable terms.
- Now, on to the real fun. - Yes, you seemed like something was up...
before you made that tasteless and horrible joke at my expense.
Lindsey McDonald.
- You know where he is? - Settle for "was"?
He can hide from the senior partners, but not from the D.W. P...
- and not from my many, many ears. - He was living here.
Under the name Doyle. The way he was messing with Spike and Angel...
could be he had some other schemes laid out.
Senior partners took him out fast.
- I don't even think he had time to pack. - Worth checking.
- Nice work. You should tell Angel. - You can tell him.
- I ain't going in there. - It's bollocks, Angel!
It's your brand of bollocks from first to last.
You can't ever see the big picture. You can't see any picture.
I am talking about something primal, all right?
Savagery. Brutal animal instinct.
And that wins out every time with you.
You know, the human race has evolved, Spike.
Oh, into a bunch of namby-pamby, self-analyzing wankers...
- who could never overcome aggressors... - We're bigger, smarter...
plus there's a thing teamwork, not to mention the superstitious terror...
- of your pure aggressors. - You just want it to be the way you want it to be.
- It's not about what I want. - Sorry.
Is this something we should all be discussing?
No.
It just sounds a little serious.
It was mostly... theoretical. We...
We were just working out a...
Look. If cavemen and astronauts got into a fight...
who would win?
Huh.
You've been yelling at each other for 40 minutes about this.
- Do the astronauts have weapons? - No.
I couldn't find any invoice on it.
I thought maybe you went crazy on eBay.
No, no eBay. After the commemorative plate incident...
I'm living clean.
Did you run a spectral analysis?
Yeah. Everything's bouncing off it, which doesn't thrill me.
Yeah, let's not be hasty about opening it. It's probably just a mummy.
Mummies can be a lot more trouble than you think.
And you're seeing Wesley now.
Uh, oh. Okay.
Uh, that's not connected to mummies in some way.
No. I just wanted to get it out there.
Uh, and I'm totally good with it.
I... You know, I know I've made, uh, advances.
L-I'm sorry.
No. I didn't want to make you uncomfortable.
I love working with you, and that's plenty for me.
You're sweet.
Want me to get our HazMats on this baby?
Yeah. And, uh, see about where it came from.
What happened?
Oh, I don't know. It opened, and there was air.
- Are you okay? - Uh, I think so. That was odd.
Harmony just pulled me out of a very promising poker game...
down in Accounts Receivable, so this better be good.
Oh, and by the way, all the guys down there agree...
that astronauts don't stand a chance against cavemen...
so don't even start.
Look. I can't do this anymore.
Admitting defeat, are you?
You and me, this isn't working out.
Are you saying we should start annoying other people?
I'm saying you should go.
You really can't stand the competition, can you?
That isn't the...
The way I figure it is that Lindsey brought you back as a spirit...
bound to this place so you'd become... invested in it.
He only made you corporeal again once you'd gotten used to it, attached to it.
I'm not attached. I just don't have anywhere else to go.
What if you did? Look. Wolfram and Hart...
has got offices in every major city in the world...
and a lot more out of it.
I'll give you the resources you need to go anywhere... cars, gadgets, expense accounts.
You fight the good fight, but in style.
And, if possible, in Outer Mongolia.
A roving agent.
Sort of a 007 without the poncey tux.
- Go anywhere I want? - Anywhere. Everywhere.
Hmm. Anywhere but here.
But that doesn't make any sense.
- I just call it like I see it. - But the cavemen have fire.
That's what they live with in their caves.
The astronauts should at least have some sort of weapon.
Hey there.
I was just on my way to thinking of an excuse to come and see you.
And how is that working out?
Really great. Where you coming from?
Oh, Medical. I breathed some old mummy dust.
Had to make sure I didn't discover any new germs.
- You all right. - They shooed me right off. Mummy-free.
Good. I was hoping to take you out tomorrow night.
And I don't feature you wrapped in bandages.
- Take me out where? - Can it be a secret?
Oh, sheesh. Get a balcony, you two, huh?
You'll still find me for lunch though, right?
I'll just look where the sun shines.
You are my sunshine My only sunshine
You make me happy
Get Medical. Someone get Medical now!
It's my boys.
Haven't had this many big strapping men at my bedside...
since that night with the varsity lacrosse team.
That was a joke.
Well, you sure gave us all a big scare, Freddles.
Yeah, you just need to rest. Lab's doing some blood work.
- I'm a mummy, aren't I? - I've fought plenty of mummies.
And none of them were as pretty as you. Almost none.
Now you all are being too comforting.
What's really up?
You're sick, and you're making it worse by worrying.
We've got that sarcophagus under the scope.
If it gave you anything, we'll isolate it in a few hours.
So, you don't know what it is?
Yet.
- Okay. - We're gonna work this.
Shouldn't take long.
Handsome man saves me.
That's how it works.
Let's get crackin'.
"Get crackin'."
He's such an old fogy.
I know you've gotta go be book man.
Yes.
Just hit that light. I'll be here in a heartbeat.
Assuming I still have one.
Hush.
- Wes and Fred? - You didn't know?
I didn't know.
- How's she handling it? - She's smarter than all of us put together.
- She knows it's bad. - How bad? What do we know?
Whatever she's got, it doesn't match up with any of the pathogens in our archives.
- It's mystical, and it's not ours. - What about the sarcophagus?
My team is cross-checking the symbols, but it's also new territory for us.
Angel, what exactly is happening to her? You talked to the doctor.
- They have something? - Yeah, I, uh...
Some parasitic agent is working its way through...
I mean, as near as they can tell...
Get to the point.
Her organs are cooking.
In a day's time, they'll liquefy.
No, not this girl. Not this day.
Look, Wes. You gotta tell me what was in that box.
I need a name, a history, anything.
- We can't get it open. Not even the lasers... - Where did it come from?
It just showed up. No return address.
Didn't recognize the guy who brought it in...
come to think of it, the middle of the night.
- This was deliberate. - Senior partners?
It doesn't add up, but I'll hit the White Room, talk to the conduit.
All right, look. If the senior partners didn't do this...
- you gotta get them to help us. - Any way I can.
What about Doyle? Uh, Lindsey. The man likes to play his games.
I was looking to work the streets, and we've got his address.
For all we know, he's probably sitting there, laughing.
- If there's muscle work to do... - Let's make it twice as fast.
And baby makes three, in case anybody feels like singing.
- Good. Guys... - You don't have to say it.
I'll say it anyway.
Winifred Burkle. Go.
I'm sorry to interrupt. I just need to know if the Holbein clan history was here.
- It was supposed to be faxed to my offiice. - It can wait.
These guys are really important. I just need...
I mean, the whole company can't be working Miss Burkle's case.
Of course.
Jennifer, please send anyone else who isn't working Miss Burkle's case to me.
Hello?
Here, kitty, kitty?
Look. I know there's someone in here, and it ain't just me.
I'm not going anywhere till...
Well, what do you know? It is just me.
You don't wanna be here.
I never wanna be here. What happened to the cat?
The physical form of the conduit is determined by the viewer.
So, I'm looking at me because what?
We're gonna play a mirror game? Get our mime on?
- You are failing. - I'm not the issue here.
I believe that you think that.
You can't let this happen to Fred.
This is the part where I need to be clear.
I am not your friend. I am not your flunky.
I am your conduit to the senior partners...
and they are tired of your insolence.
Oh, yeah, they are not here for your convenience.
I didn't come for a favor.
- We can make a deal. - Deals are for the devil.
Do you want someone else... a life for hers... you'll get it.
You can have mine.
I already do.
- No sign of Lindsey. - Look for plans.
Well, I'll be damned all over again.
Don't touch me!
Hiding out from the senior partners, Eve?
How many sick days do you get before they dock you?
- What do you want? - Fred's dying.
Some mystical parasite. Ring a bell?
No, I don't know what you're talking about.
What about your boyfriend, love? He got some wacky scheme brewing?
- Sending coffins about? - You two stay away from me.
Look, Eve. This happens quickly or very, very slowly.
Sarcophagus. Older than anything we know.
Lindsey and I had nothing to do with that. I'm not lying. L-I'm not.
Have you... heard from him? About him?
Oh, this is truly poetical.
You're not saying what we need to hear.
Why would we do anything to Fred? Why would we even care about...
Oh.! Oh, I'm sorry. That was a knuckle-buster.
I'm Jake LaMotta over here. It's pathetic.
Oh, here's the thing, Eve.
You're going to sing for me, and I'm going to read you right now.
And here's one more thing. Winifred Burkle once told me...
after a sinful amount of Chinese food, and in lieu of absolutely nothing...
"I think a lot of people would choose to be green.
Your shade, if they had the choice."
If I hear one note, one quarter note...
that tells me you had any involvement...
these two won't even have time to kill you.
Oh, and anything by Diane Warren will also result in your death.
Well, except "Rhythm of the Night."
I wanna help. I swear to you. I've got nothing against Fred.
Say it with a song in your heart.
Pretty as a picture
She is like a golden ring
- She's clean. - You've been wrong before.
Yeah, and I might be now, but she reads clean.
Her future's not too bright, but...
- What do you mean? - Well, nothing's written in stone... lately...
but, uh, if I was about to face your future...
I'd make like Carmen Miranda and die.
Wait. Please.
Are you gonna tell the senior partners where I am?
- Hell of a bargaining chip. - No, they can't help you. I mean it.
If you're talking about a sarcophagus that doesn't match anything in our records...
there's nothing that's not in our records.
Except what came before... the Old Ones.
The original demons, before humankind.
- They were all driven out of this dimension. - The ones that were still alive.
But long before that, they were killing each other all the time.
And they don't die the way we do.
Wesley may not know it, but his source books can conjure up anything.
And not just our own stock.
Tell him to look for the texts that are forgotten.
The oldest scrolls.
You need to find the Deeper Well.
It's called Illyria, a great monarch and warrior of the Demon Age...
murdered by rivals and left adrift in the Deeper Well.
- Which is what? - A burial ground.
A resting place of all the remaining Old Ones.
- This one ain't resting. - No.
I don't think this is merely an infection.
Fred's skin is hardening like a shell.
I think she's being hollowed out so this thing can use her to gestate...
to claw its way back into the world.
That's speculation. Either way she dies.
- Do we have any chance of finding this Deeper Well? - I already have.
It's in England, in the Cotswolds. That's the location to the inch.
Lorne, tell Harmony to prep the jet. We can be there in 10 hours.
You can be there in four.
We have really good jets.
It will have a guardian, maybe several.
- Let 'em send an army. - How do we know going there is gonna do squat?
The Deeper Well is almost like a prison for the dead.
If something gets out, it's written it can be drawn back from the source.
- That's our shot. - We'll keep working here, but, yes, I think it is.
If nobody thinks it's too ridiculous, I'm going to pray.
No, it's appreciated.
- Time is not on our side. - Nobody's on our side.
Come on.
Let's save the day.
Fred, you can't be doing this.
Please, Wesley, I am exactly the person to be doing this.
Something could have been missed.
Whatever it is that's happening, we will stop it. I swear to you.
- I have to work. - You have to lie down.
No, I am not... I am not the damsel in distress.
I am not some case. I have to work this.
I lived in a cave for five years...
in a world where they killed my kind like cattle.
I am not going to be cut down by some monster flu.
I am better than that.
But I wonder...
how very scared I am.
I swear on my life we will stop this.
But you must be back in bed. That's where I need you to fight.
Like I'm six years old.
This is a house of death.
That can call up any book you need?
Every one.
Then bring it.
Take me home.
I've never flown before.
I've been in a helicopter. They don't...
go this high.
Back to the mother country.
Hey, after we save Fred, we should hit the West End. Take in a show.
- I've never seen Les Mis. - Trust me.
Halfway through the first act, you'll be drinking humans again.
Can't lose her, Spike.
You won't.
I lost Cordy.
You're not hearing me. I know you've got healers working for you.
I don't care if the Old Ones scare them.
I don't care if the Old Ones kill them. Get their asses down here...
or you're gonna be in a world of hurt.
No, I am not talking about a lawsuit. I'm talking about bones that go crunch.
And if you think...
We freeze her. Take her down to Cryogenics.
If we can't stop this thing, maybe we can just, you know, freeze it...
in its tracks, till we can come up with something.
You know for sure you can do that?
Let's test it out.
I finally get you up to my bedroom, and all you wanna do is read.
You dozed off.
Was I making too much noise?
Not enough.
I need noise to keep me here.
Is it today? I mean...
You only slept for an hour.
That's an hour I don't got now.
Angel and Spike are on their way to finding your cure.
And I shouldn't like to be the thing standing in their way.
- And book man? - Book man came through.
I think I gave them what they need.
- Feigenbaum. - What?
L-I have to find him.
He's the master of... I have to have Feigenbaum here.
Who is Feigenbaum?
I don't remember.
Shh.
Is it terrible?
At a time like this, I'm worried about how crappy I look.
You're the most beautiful thing I've ever seen.
Do you always like splotchy girls?
It's my curse.
Read to me.
The Dreadhost's Compendium of Immortal Leeches?
Can that be any book in the world?
Name one.
"She was such a little girl that one did not expect to see such a look on her small face.
"It would have been an old look for a child of 12...
"and Sara Crewe was only seven.
"The fact was, however, that she was always dreaming and thinking odd things...
"and could not herself remember any time when she had not been thinking...
"things about grown-up people. And the world they belonged to.
She felt as if she had lived a long, long time."
When is a door not a door? When it's not soddin' well there.
Right there.
You wanna bet that's the entrance to the Deeper Well?
Either that, or Christmasland.
Do you ever have any fun?
I'm about to.
And they even brought us weapons. Strategy?
Just hold my hand.
- Saint Petersburg. - Thought you'd forgotten.
- Damn it! - No, don't say "Damn it."
You got me all up in this Walt Disney mojo, don't say it's...
They're impervious to the cold.
The blood tissue freezes, but they just keep working away, like it's a sunny day in L.A.
L-I'm sorry.
- Okay, so that's a bust. What else you got? - I don't, um...
God, I can't think, I'm so nervous.
Look. I'd never tell her this...
but I care about Fred more than I...
She's like no one I've met, you know?
I do.
Nothing would make me happier than to be the white knight in this situation...
and have her look at me the way that...
I mean, I-I don't just care about Fred. L-I practically worship it.
You said "it."
- What? - Not "her." You said, "I worship it."
Oops.
Is that all? We haven't even started.
I'd say that's enough.
Drogyn.
Angel.
You're the keeper of the well.
- Have been for decades. - Well, who in the bloody...
Do not ask me a question!
If you ever ask me a single question, I will kill you outright.
Don't think for a moment that I can't.
- He can. He would. - Eh?
- You're here about Illyria. - Yes.
- Walk in. - But how...
What did I just say to you not one moment ago?
Don't...
ask.
Seriously, he doesn't like questions.
Why the bloody hell not?
He can't lie.
You did this! You did all of this!
Technically, that's not the case. I just played my part.
Why? You couldn't stand the thought of Wes winning her, so you kill her?
No. I meant everything I said about her.
I chose Fred because I love her. Because she's worthy.
You think I'd have my god hatched out of some schmuck?
What are...
This was all set in motion millions of years ago, Charles.
And there's just no way to stop it.
Angel and Spike.
Oh, they're really on track, but it doesn't matter.
Angel's not gonna save her.
- You don't know Angel. - I'm not being clear.
I don't mean that Angel is going to fail to save her.
I mean, he's gonna let her die.
Would you read to me some more?
Of course.
Oh, the light hurts my eyes.
But I don't want you to turn it off.
But it hurts my eyes.
Everything's so bright and hollow.
Cavemen win.
Of course the cavemen win.
I would never have thought you'd end up here, Angel.
- I could say the same. - So you two know each other.
That was a statement. I already know that you do.
I'll tell you as much as I can.
The Old Ones were demons pure.
They warred as we would breathe, endlessly.
The greater ones were interred, for death was not always their end.
Illyria was feared and beloved, as few are.
It was lain to rest in the very depths of the well.
Until it disappeared a month ago.
Someone took it from under your nose a month ago, and you didn't miss it till now?
That makes you quite the crap jailer, doesn't it?
Also a statement.
Your friend likes to talk.
So much, he's even right sometimes.
The man I remember couldn't be stolen from so easily.
The tomb was not stolen. It disappeared.
I believe it was predestined to as part of Illyria's escape plan.
And as for my not noticing...
Well, my charges are not few.
Bloody hell.
- How far does this go down? - All the way.
All the way through the Earth.
So, the coffin disappeared, teleported...
but it was brought to us.
Illyria was a great power.
So great, that after millions of years dead...
somewhere on this Earth it still has acolytes.
There's only a few of us now.
I came to L.A. Because I knew that's where its kingdom had been.
It was supposed to teleport back to the base of its power...
but the continents drifted, which they do.
I had others help me get it here, but then it got stuck in...
would you believe it... Customs.
But you took care of that.
You signed the order to bring it into the lab, so you could get another brain boost.
It's like I said. I'm just one small part...
- of a great machine. - Angel's gonna save her.
What he's fighting against is older than the concept of time.
I couldn't stop it. There's nothing left to do now but wait.
Wait and try and figure out exactly what you want to tell your...
Oh, God! I've sinned!
I've sinned, and I'm being punished.
I don't know what's wrong.
I never got a B-minus before.
I'm sorry.
Make it stop.
It's been freed, the demon's essence.
Yeah, it's been freed. Why do you think we're here?
And what's your favorite color? What's your favorite song?
Who's the goalkeeper for Manchester United?
How many fingers am I holding up? You wanna kill me? Try.
I don't have time for your quirks.
The power to draw back Illyria lies in there.
It requires a champion who has traveled from where it lies to where it belongs.
- You got two of those right here. - But I didn't know it was free.
If we bring the sarcophagus back to the well...
it will draw Illyria out of your friend...
and into every single person between here and there.
It will become the mystical equivalent of airborne.
It will claw into every soul in its path to keep from being trapped entire.
Tens, maybe hundreds of thousands...
will die in agony... if you save her.
No.
That's madness.
This is a place of madness.
I'll prepare the spell.
Your choice.
Hell with the world.
Why did we go there?
Why did we think we could beat it?
It's evil, Wesley.
It's bigger than anything.
- I don't believe that. - No! I'm with him!
You won't leave me now?
- We're so close. - I will never leave you.
Hmm.
Oh!
That was bad.
But it's better now.
You won't leave me?
I won't.
My boys.
I walk with heroes.
- Think about that. - You are one.
Superhero.
And this is my power.
Do not let them take me. Not me.
That's right.
He's with me.
Spike.
This goes all the way through...
to the other side.
So, I figure, there's a bloke...
somewhere around... New Zealand...
standing on a bridge like this one...
looking back down at us.
All the way down.
There's a hole in the world.
Feels like we ought to have known.
Will you kiss me?
Would you have loved me?
I've loved you...
since I've known you.
No, that's not...
I think maybe even before.
I'm so sorry.
No, no, no.
I need you to talk to my parents.
Th-They have to know I wasn't scared...
and that it was quick.
That I wasn't scared.
- Oh, God! - You have to fight.
You don't have to talk. Just concentrate on fighting.
- Just hold on. - I'm not scared.
I'm not scared. I'm not scared.
Please, Wesley.
Why can't I stay?
Please.
This will do.
Grr! Arrgh!