Carpe Noctem

August 22, 2001 (Pink)

Written by: Scott Murphy
Teaser
INT. 
ANGEL'S HOTEL - LOBBY - NIGHT

Slow night. WESLEY pours over a TEXT at the 
bookcase. GUNN taps away at a Gameboy. CORDELIA leafs through some fashion mags 
on the poof couch, her back to the stairs which FRED tiptoes down so quietly 
that no one even notices. Fred leans over Cor's shoulder, glancing 'at the 
mags. As she leans closer, Cor sees her and jumps, startling Fred and Wesley.


CORDELIA
Gahh!


FRED
Whoo!


WESLEY
Fenh!


GUNN
(unfazed)
Hey Fred.


FRED

Sorry. Did I startle you guys?


WESLEY
Naw


CORDELIA
Only in the sense of 
shocking and
jolting us. What's up?


FRED
Nothing, just taking a little stroll 
and...
(re: Cor's fashion mag)
... why do girls want to look like that?
I spent 
years in a cave, starving. What's
their excuse?


CORDELIA
Fashion.



Fred 
laughs a little too much, stops.

FRED
So everybody's readin' and hangin'...




She looks around, searching a little. Cordy notices.

CORDELIA
Angel's 
upstairs.


FRED
Oh. Probably reading, too. He's deep,
you know, thoughtful. 
I'm guessing
Brothers Karamozav, Joyce, a little
Goethe to round things out -- 
the classics.



ANGEL comes down the stairs. NEWSPAPER in his hands.

ANGEL
Am 
I the only one who read this?!


WESLEY
Read what?


ANGEL
(re: paper)
Charlton 
Heston double feature at the
Nu Art. Soylent Green and The Omega Man.


GUNN

(not looking up)
Wow.



Wesley returns to his text. Cordelia to her mags.


ANGEL
It's two for one. And did I mention
Charlton Heston?! Who's in?


FRED

That sounds great!


ANGEL
Fred. Who else? Wes?


WESLEY
Well, I'm actually in 
the middle of
translating Fassad's Guide from the
original Sumerian...


ANGEL

Fine. Gunn? Cordy? Soylent Green.


GUNN
Yeah, I hear it's people.



Gunn 
continues with his Gameboy. 

CORDELIA
Sounds like fun -- no wait, that
would 
be staying here and not going.


ANGEL
So it's just Fred and me?



Fred can't 
help but smile -- and possibly make a funny noise.

ANGEL (cont'd)
Well the 
worm certainly has turned.


FRED
Ha ha, yeah, the worm's turning and--
(sudden 
concern)
-- am I the worm?


ANGEL
No. You may not know this, Fred,
but certain 
friends and co-workers
have been known to accuse me of
being the quiet, stay-at-
home, sulky one.
(escorts Fred to door)
I guess some people just don't know
how 
to have fun anymore.



INT. HOTEL (NOT ANGEL'S) - PENTHOUSE SUITE - NIGHT


PARTY MUSIC, scattered bottles of booze, and suspicious looking trails of white 
powder decorate the coffee table. Over in the bed: WOODY RAGLAN, a buff, 
blonde, 20-something body-builder type romps between the sheets with a STUNNING 
ESCORT. She looks exhausted. He moves in to kiss her again.

ESCORT #1
Can we 
take a breather, stud?


WOODY
If you need one ...



Woody rolls over, 
revealing: ESCORT #2 on the other side of the bed. She also needs a break.


ESCORT #2
Hey tiger. Me too. Just for a minute.



Woody sighs, slips out from 
between them. Crosses to the bar. Mixes himself a martini. He's naked. The 
girls sit up and share a cigarette. Over at the bar, Woody plops an olive in 
his fresh martini, takes a deep swig.

ESCORT #1
Pace yourself, sweetheart.



WOODY
Life's too short, gotta live it to
the fullest.



He pours another drink 
and checks himself out in the MIRROR. Runs his fingers through his hair. 
Flexes.

WOODY (cont'd)
It's good to be young.



He strides back toward the 
bed, full of piss and vinegar.

WOODY (cont'd)
Ready for round four?



The 
escorts smile weakly. Woody suddenly weakens; steadies himself against the bed 
post.

WOODY (cont'd)
Uh-oh.


ESCORT #2
You okay, baby?



Woody shakes his 
head, "no". He apparently knows what's happening to him and it isn't good. The 
martini glass slips from his hand and SHATTERS on the floor. He shrugs.

WOODY

It's been fun.



With his last bit of strength, he recites an incantation.


WOODY (cont'd)
Alii permutat anima kimota. Alii
permutat anima kimota.




Woody's eyes roll back. An ENERGY STREAM shoots out of his eyes, nose and 
mouth; like something draining out of him. The Escorts cower; backing away. The 
Energy Stream stops. For a split-second, Woody seems disoriented; like he 
doesn't know where he is.

Then, (C.G.I.) his BONES DISSOLVE. The rest of his 
insides, too. He crumples like a deflating balloon. Leaving only a HUMAN SKIN 
BAG in a pile on the floor. The Women SCREAM as we:

BLACK OUT:

END OF TEASER

Act One
INT. ANGEL'S HOTEL - WESLEY'S OFFICE - DAY

Wesley sits at his desk, 
listening to Fred, who's still excited over last night.

FRED
He opened every 
door for me,
and he paid for the tickets, and
he even bought a jumbo popcorn

and every few minutes, he'd do this:



She cocks her hand to one side, as if 
tilting a popcorn tub.

FRED (cont'd)
Because he wanted to let me know
it was 
okay for me to have some.
And he's sooo lonely. Because he's
the last man on 
Earth.


WESLEY
Angel?


FRED
No. Charlton Heston. The Omega
Man. Omega being 
the last letter
of the Greek alphabet, so it's a metaphor.
And he'd always walk 
on the street side,
and not the building side. It's old fashioned,
but kinda 
chivalrous, you know?


WESLEY
We're back to talking about Angel.


FRED
Right. 
And even though we didn't
talk a lot, it was okay. It was still
comfortable. I 
mean it wasn't that
awkward kind of quiet. You know
that awkward kind of quiet?




Beat. Awkward silence.

WESLEY
No, that's never happened to me.




Cordelia's been listening from just outside the office. She moves away into the 
...

INT. ANGEL'S HOTEL - LOBBY DAY

...where Angel browses the newspaper.


ANGEL
You don't realize how many weird
things happen in this city until you

start reading the paper.


CORDELIA
You need to talk to Fred.



Angel doesn't 
even look up.

ANGEL
What about?


CORDELIA
About the big date you guys had 
last night.



Now Angel looks up.

ANGEL
Whoa. "Date?" It was just a movie.



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


ANGEL
She's just enthusiastic. Don't read
too 
much into it.


CORDELIA
She's got the big puppy love! I
mean, who wouldn't? 
You're handsome.
And brave and heroic. Mysterious ...



Angel smiles; faux 
bashful; not disagreeing.

CORDELIA (cont'd)
... emotionally stunted, erratic, 
prone
to turning evil, and let's face it, a eunuch.


ANGEL
Hey! What -- how 
can you -- I'm not
a eunuch!


CORDELIA
Angel, it's just a figure of speech.



ANGEL
Find a better one!


CORDELIA
I just mean sex is a no-no for you
cause of 
this whole "if you know
perfect bliss you'll turn evil" curse.
Really no way of 
curing that, huh?
(off his look)
Right. Listen, all I'm trying to tell you
is, 
this thing with Fred is going to go bad,
unless it's nipped in the bud.


ANGEL

Okay, okay. Maybe just a short talk.



Cordy nods, relieved.

ANGEL (cont'd)

So ... how soon can you do that?


CORDELIA
Nice try. It's gotta come from you!




Cordelia grabs Angel's arm. Leads him back into ...

INT. ANGEL'S HOTEL - 
WESLEY'S OFFICE - DAY

Cordelia ENTERS with Angel. Wesley and Fred look up.


CORDELIA
Angel has something to say.



Cordelia folds her arms. Angel looks to 
Fred. Back to Cordy. This could be awkward. Angel hates awkward. He realizes 
he's still holding the paper.

ANGEL
Hey, did anybody else see this?



He 
spreads the paper out on the desk. Next to the article is a picture of Woody 
Raglan (from the Teaser.)

ANGEL (cont'd)
(reading)
... police found the body 
of 26 year old
Woodrow Raglan in a two bedroom suite
at the Elondria Hotel. An 
unnamed witness
said "it was as if his insides had just..."


WESLEY

(remembering)
... collapsed. You know, there was
something else like that, last 
week.



Wesley pulls out a folder of news clippings and begins sifting through 
them.

CORDELIA
Um, may I point out that no one's
actually hiring us to look 
into this?
(nods toward Fred)
And that we should be doing more
important 
things?



Wesley finds what he was looking for. He puts another newspaper 
article on the desk, from his clip-file.

WESLEY
Here, happened ten days ago. A 
body
found in another hotel room under
similar conditions.


ANGEL
What do you 
think? Spell? Curse?
Serial demon?


WESLEY
Tough to say. Worth a closer look.



ANGEL
I'll say! Cordelia, open a case file!
We have to get on this right away!




He hands her the news clippings and a folder and walks away. She stares 
daggers after him.

INT. WOLFRAM AND HART - HALLWAY - DAY

GAVIN chats with two 
well dressed, OLDER V.I.P's.

GAVIN
...the client's dead but Belson still goes

to court, enters his plea in absentia: not
guilty by reason of calamity.




Good-natured LAUGHTER from the VIPS as LILAH moves past in It becomes her shot -
- she moves on, underwhelmed by Gavin and the VIPS. Gavin catches up with her.


GAVIN (cont'd)
Lilah, good morning.


LILAH
Good Morning. Well here we are at

my office. Bye.



She starts to go. He smiles. (The following is private.)


GAVIN
You're a tough one. I know I'm going
to have to earn your respect, give 
me
a little time, you'll see, I'm a creative guy.


LILAH
Oh? Like your 
"torment Angel with
building code violations" idea -- ooo,
it's so 
Machiavellian, we'll drown
him in red tape.


GAVIN
There are other levels to 
this, Lilah.
Avenues of interest I have. One of
them being, does Angel even 
exist?


LILAH
Are you getting metaphysical on me?


GAVIN
No. The guy has no 
social security
number, no taxpayer i.d., no last
name as far as I know. How 
can he
go down to the building department --
or anywhere else in officialdom 
for
that matter?



The two VIP'S move past in b.g. with a third lawyer. On 
their backs we hear: "not guilty by reason of calamity." Lilah looks from them 
to Gavin.

GAVIN (cont'd)
He's the rat, we're the maze. Don't
you want to see 
what he'll do next?


LILAH
He might just rip out your throat.


GAVIN
You 
think held do something that
cliched? Gosh, maybe you don't
know him as well as 
you think.



And Gavin moves off. Lilah stews for a beat, turns to her 
Receptionist.

LILAH
Carter Williams, on the phone, now.
(Receptionist looks 
confused)
The graphic artist ...



The Receptionist still looks confused.


LILAH (cont'd)
Look under "F" for forger.



Lilah disappears into her office.


OMITTED

EXT. L.A. STOCK - DAY TO NIGHT

INT. ANGEL'S HOTEL - LOBBY - NIGHT


Cordelia pulls something from the printer

WESLEY
There was a third victim, 
five weeks ago...



Cordelia lays the print-out (another news story with 
another picture of a victim) on the counter, next to the two newspaper articles 
from before. Angel, Gunn and Fred (squeezed on the periphery) gather around.


WESLEY (cont'd)
They were all young healthy males--
and they all died in 
expensive hotel suites.


FRED
Can you imagine shellin' out all that
money for 
a snazzy suite and then
kerplop! You're a big bag of mush bones?
(small beat)
I 
guess it wouldn't be good wherever
that happened...
(to Wes)
Please continue.




Wesley jots down hotel names, hands it to Gunn.

WESLEY
Gunn, I was thinking 
you could
interview staff at the hotels where
these guys died. I'm meeting a 
contact
of mine from the coroner's office in...
(checks watch)
...thirty 
Minutes. I'll see what I can learn
about the bodies.


CORDELIA
(another print 
out)
They all belonged to the same health club.
The bodies. When they weren't, 
you know,
dead ones.


ANGEL
Cordy and I can check out the health club.



WESLEY
My thought exactly.



Angel pulls out his keys, Cordy grabs them.


CORDELIA
I'll drive.


GUNN
What are we waiting for?



Gunn, Cordy, Angel and 
Wesley head for the door.

WESLEY
We all know what we're doing? Good.



And 
they're all gone. Except:

FRED
I'll just stay here. Okay, I'll do that.




OMITTED

INT. HEALTH CLUB - NIGHT

Cor and Angel enter. Sleek and expensive. 
Young beauties of both genders work out.

CORDELIA
I'm not gonna keep harping 
on this --


ANGEL
Yes you are.


CORDELIA
You can't just keep ignoring Fred.

You have to speak to her. There's
your business life and your social life.
And 
everybody knows you keep those
two things sep--



A cute, toned GOOD-LOOKING 
GUY (not a muscle man) who's warming up catches her eye.

CORDELIA (cont'd)
I'm 
gonna see if he knows anything.



Cordelia peels off. Angel spots a club 
employee (HEALTH CLUB SHIRT and NAME TAG), HEALTH CLUB PHIL.

ANGEL
Hi, I 
wonder if I could ask you a few
questions. My name's Angel.



Heath Club Phil 
slaps his hand into Angel's, way pumped.

HEALTH CLUB PHIL
Angel! Good news, 
dude! We're making
our best offer ever. I can get you a six month
trial 
membership for $350.


ANGEL
No, I'm looking into some guys that
were members 
here.



Angel digs copies of the newspaper articles out of his coat pocket. 
Health Club Phil looks, recognizes:

HEALTH CLUB PHIL
Oh, Woody. Yeah, I heard 
he like, died.


ANGEL
He, like, did. Along with the others,
all members. So I 
need to ask you, Phil,
does the club condone steroid use?



Phil pales.


HEALTH CLUB PHIL
Absolutely not.


ANGEL
We should probably keep this to

ourselves, don't you think?
(Phil nods)
I'll just look at their records and
get 
out of your hair.


HEALTH CLUB PHIL
Huh? Oh, yeah, okay.



He leads Angel 
off.

INT. HEALTH CLUB - NIGHT

Cordelia (small pad and pen) interviews the 
GOOD-LOOKING GUY from before, plus GOOD-LOOKING GUY #2 who's now there as well.


CORDELIA
Did you ever see anyone come in who
looked suspicious? Or really 
pale?
Or maybe green and scaly?



INT. HEALTH CLUB - OFFICE AREA - NIGHT


Really not so much an office as a desk off to the side of the workout area. 
Angel and Phil go through the records.

HEALTH CLUB PHIL
I don't really see 
anything that
connects the three of them except
that they were all in the 
evening
pilates class together.


ANGEL
Pilates class? Is that like Tae-Bo?



HEALTH CLUB PHIL
Yeah, if you're livin' in 1999.



INT. HEALTH CLUB - PILATES 
CLASS - NIGHT

A PILATES CLASS; everyone's on their workout mats on the floor, 
stretching in unison. Angel enters, discreetly walks around the perimeter of 
the room. Scanning for clues. Angel eyeballs the CLASS MEMBERS. Then turns his 
attention to some high windows on a back wall. A GLINT of light catches Angel's 
eye. He walks to it and looks out.

BEHIND THE GYM:

THE-MONSERRAT RETIREMENT 
COMMUNITY

There it is again. The GLINT. Coming from a third floor room. 
CLOSER: Someone's watching with binoculars. Angel steps up on something to get 
a better look. Whoever it was sees Angel. Closes the drapes. Angel looks down.


HIS POV - THE SIGN "MONSERRAT RETIREMENT COMMUNITY" in front of the building.


INT. HEALTH CLUB - NIGHT

Angel walks past a WEIGHTLIFTER, struggling to bench-
press a 300-pound barbell. Angel gives him a one-handed spot; lifting the 
weight up onto its supports, without breaking a stride. Angel finds Cordelia. 
FOUR good looking guys now.

CORDELIA
...there could be follow-up questions,

I'll need home phone numbers. Let's
start with you, Benny.



She hands Benny 
her pad and pen as Angel leans in.

ANGEL
There's a retirement home on the 
street
behind us, I'm going to check something
out. Maybe when you're done with 
your
"work" here, you can pick me up.


CORDELIA
Bye.



Angel moves outside. 
Cordy returns to her dreamy audience.

CORDELIA (cont'd)
He's just someone I 
work with.



OMITTED

EXT. RETIREMENT HOME - NIGHT

Angel approaches, looks up 
at the SAME WINDOW, then casually moves to side of the building. He checks to 
make sure no one sees him. LEAPS straight up, grabs the bottom rail of the 
second story. Pulls himself up; slips in through an open window.

INT. 
RETIREMENT HOME - HALLWAY - NIGHT

Angel moves to the door of room 316. Notes 
the nameplate reading "Marcus Roscoe". Angel KNOCKS. 76 year-old MARCUS answers 
the door. Craggy-faced, weak heart, big glasses.

ANGEL
Mr. Roscoe? My name's 
Angel.



Angel hands him a business card.

MARCUS
(reading)
"Angel 
Investigations."


ANGEL
Would it be alright if I came in and
asked you a few 
questions?


MARCUS
Well, it's pretty late. How'd you
get in here anyway?



ANGEL
Shouldn't take long.



Marcus moves away from the door; back into his 
room. Angel waits. Marcus thinks Angel's just being polite.

MARCUS
Come on if 
you're coming.



INT. RETIREMENT HOME - MARCUS'S ROOM - NIGHT

Angel enters, 
casually checks out the small room - lots of shelves holding souvenirs from 
Marcus's travels heading towards the window, under:

ANGEL
Thanks. How you 
doin'?


MARCUS
I'm sick and I'm old -- other than
that, peachy.


ANGEL
Nice 
to have a view. I bet you spend
a lot of time enjoying it.


MARCUS
Not that




Angel reaches behind the curtain, pulls out the binoculars Marcus has hidden 
there.

MARCUS (cont'd)
much. Well, I don't see the harm in
looking. It's about 
all I can do anymore.
What is it you want?


ANGEL
(puts binocs back)
Your 
help.



Angel shows Marcus the newspaper clippings (with photos).

ANGEL 
(cont'd)
Do you remember seeing either of
these men across the way in the gym?



MARCUS
Uhhhh, nope, don't think so. I'm more
a girl watcher, you know what I'm 
sayin'?
(skims news story)
Geeze, they all died? How?



Angel glances at some 
"Extreme Sport" magazines on a nearby table (young guys doing crazy stunts).


ANGEL
That's what we're trying to find out.


MARCUS
"We"? You work with the 
police?


ANGEL
No. I'm a private investigator, I
work with a team.


MARCUS

Huh, sounds nice. I was a salesman,
worked alone for fifty years. So your

team's over there at the gym?


ANGEL
Just one of my associates.



Angel moves 
to a shelf, notes a small URN.

ANGEL (cont'd)
(impressed)
Nothian herb jar. 
This is a pretty
exotic item. Did you deal in the occult?


MARCUS
Occult schma-
cult. I traveled alot.
I picked up some trinkets.



Angel glances back at 
extreme sports mags.

ANGEL
You do a lot of bungy jumping, Mr. Roscoe?


MARCUS

More'n you might think, Mr. Angel.


ANGEL
It's just Angel.



Marcus steps 
forward, gazes hard into Angel's eyes, pretense gone.

MARCUS
I'll remember 
that.



Marcus sets his glasses aside and chants.

MARCUS (cont'd)
Alii 
permutat anima kimota! Alii
permutat anima kimota!



Behind Angel (and unseen 
by him) a small orb on a little ornate stand begins glowing (C.G.I.) Angel is 
more amused than frightened of the old guy.

ANGEL
You might want to think 
twice about
trying to cast a -- AHHH!



Suddenly, ENERGY BEAMS flow out of 
Angel's body. At the same time DIFFERENT COLOR BEAMS flow out of Marcus'. (Just 
like they did with Woody in the Teaser.) The energy beams cross paths and just 
as suddenly as they started, they stop. Angel (now in Marcus' body) finishes 
his sentence.

MARCUS (OLD ANGEL)
-- spell on me.



From here on out, we'll 
call Angel FAKE ANGEL and Marcus OLD ANGEL. Old Angel, disoriented, looks at 
Fake Angel, realizing:

OLD ANGEL
You're ... me.



Fake Angel grabs Old Angel 
by the shoulders and gives him a quick HEAD BUTT. Old Angel's out like a light. 
Fake Angel holds him up and lays him on the bed. Fake Angel winces as he runs 
his fingers over -the knot he's just put on the head of his real body.

FAKE 
ANGEL
That's gonna smart later.



He leaves, closing the door behind him.


EXT. RETIREMENT HOME - NIGHT

Fake Angel walks out, looks up and down the 
street. Starts walking - right past --

CORDELIA (O.S.)
Hello.



Fake Angel 
sees Cor, behind the wheel of his car at the curb.

FAKE ANGEL
(looks her up & 
down)
Hello.


CORDELIA
What'd you find at the old folks home?


FAKE ANGEL

Uhhh, nothing. Didn't pan out. How
'bout you?


CORDELIA
I got a two month free 
trial membership,
made some new friends all right I got nothin'.


FAKE ANGEL

Pretty clear we're barkin' up the
wrong tree here.


CORDELIA
Yeah. Well I'll 
take you back to the hotel.



He looks at her shapely figure behind the wheel.


FAKE ANGEL
All right ...
(gets in car)
You and me, goin' back to the hotel.

Nice.


CORDELIA
Are you all right?


FAKE ANGEL
Honey, I've never been better.




As the car peels out,

OMITTED

END OF ACT ONE
Act Two
INT. ANGEL'S HOTEL - 
LOBBY - NIGHT

Cordelia opens the door and enters, followed by Angel who checks 
out the place.

FAKE ANGEL
Nice.



She ignores him, goes behind counter as he 
approaches desk.

FAKE ANGEL (cont'd)
You supposed to be back there?



Fake 
Angel rings the bell, calls out:

FAKE ANGEL (cont'd)
Ding ding! Payin' 
customers! Hello!
(to Cor)
Slow night.


CORDELIA
Yeah, but maybe Wes or Gunn 
found out
something.


FAKE ANGEL
Wes or Gunn... they're a ...
(guesses:)
...
great part of our investigatin' team.



She's not really listening, gathering 
purse and coat and a file or two. Fake Angel glances at the antique phone, the 
"Angel Investigations" stationary and cards on reception desk.

FAKE ANGEL 
(cont'd)
Workin' here with us ... in this old,
abandoned hotel.



Angel flips 
through the business cards, finds one that says "Cordelia Chase, Senior 
Associate, Angel Investigations".

FAKE ANGEL (cont'd)
Cordelia..?
(she looks 
over, bingo)
Have I ever told you you're a
very beautiful woman?
(stares at 
him, deadpan)
It's your eyes, I just get so lost in 'em.



Cordelia, coat, 
purse and files in her arms, walks up to him.

CORDELIA
Ha, ha, very funny. I 
know you
never said anything that tacky and
overt to Fred. But you're still 
going
to have that talk whether you want
to or not.


FAKE ANGEL
The talk with 
... Fred.


CORDELIA
Yes. Just keep it simple: one, you're
not like other men; 
two, there's no
room in the workplace for romance.


FAKE ANGEL
Romance with 
Fred. So I'm a ...
(looks at his clothes)
...oh yeah, obviously.


CORDELIA
Get 
some rest. See you tomorrow.



She goes, leaving Fake Angel alone in the big, 
empty lobby.

INT. RETIREMENT HOME - MARCUS'S ROOM - NIGHT

Old Angel wakes up 
on his bed. He feels the knot on his head. With great effort, he lifts himself 
out of bed. He stumbles to the mirror, looks. HIS REFLECTION is all blurry. Old 
Angel searches a little blindly, finds Marcus's glasses, puts them on. As he 
does HIS REFLECTION racks into focus. He stares at his "old self" in disbelief, 
then:

OLD ANGEL
Phone ...



He moves around the room looking for one.

INT. 
RETIREMENT HOME - NURSES STATION - NIGHT

Old Angel quickly shuffles down the 
hall. The Nurse's station is abandoned for the moment. Old Angel picks up the 
phone and dials. The other line rings. Old Angel looks around anxiously; he 
could be caught at any moment.

INT. ANGEL'S HOTEL - WESLEY'S OFFICE - NIGHT


The phone rings. Fake Angel is there, searching. Going through files. He lets 
the machine get it.

CORDELIA (V.0.)
You've reached the offices of Angel

Investigations. Please leave a message
after the tone.


OLD ANGEL (V.0.)

Cordelia! Are you there!? Pick up!



Fake Angel picks up. Their conversation 
is INTERCUT.

FAKE ANGEL
Hey Angel! How's my head?
Hope you put some ice on it.

Sweet deal you got goin', love
the hotel and Cordelia, whoo!,
that's how I 
spell w-o-m-a-n.


OLD ANGEL
Where is she?


FAKE ANGEL
Don't you worry about 
anything
except eating some nice soft foods
and staying out of Ryan's way.



OLD ANGEL
Ryan?



A HAND reaches in. Takes the phone from Old Angel's hand. 
REVEAL RYAN, (nametag) the big orderly.

RYAN
You wouldn't think we just talked

about this. There go your phone
privileges for the rest of the month.



Ryan 
hangs up phone. Fake Angel, pleased, hangs up on his end. Looks at phone 
machine. Pops the tape out of it, trashes it.

INT. RETIREMENT HOME - NURSES 
STATION - NIGHT

Ryan (who is firm, not mean) walks Old Angel away from phone.


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


OLD 
ANGEL
I was stretching my legs.



Ryan suddenly covers up his nametag.

RYAN

Who am I?


OLD ANGEL
(hesitates, then:)
You're Ryan.


RYAN
At least you're 
not having an episode.
My advice, Marcus? You start thinking
you're a twenty-
four year old stud or a
famous skateboarder, keep it to yourself
unless you 
want to wake up in iso and
restraints again, copy?


OLD ANGEL
(beat)
I know 
who I am.


RYAN
Then let's get back to beddy bye



EXT. L.A. STOCK - NIGHT TO 
DAY 

INT. ANGEL'S HOTEL - WESLEY'S OFFICE - DAY

The office looks like it's 
been turned upside down. Books and files are strewn. Fake Angel's asleep in the 
desk's chair. Cordelia's voice wakes him.

CORDELIA
Angel? What happened?




Angel wakes with a start, nearly falls out of the chair, quickly recovers.


FAKE ANGEL
Hey, doll. I was, uh, working on the
case. Musta dozed off.



CORDELIA
You were too tired to make it up to
your room?


FAKE ANGEL
My room! 
Which I have upstairs!
Yeah, I was just givin' a hundred
per cent, like I 
always do, can't find
the darn case file anywhere ...



Cordelia holds up the 
CASE FILE.

CORDELIA
You gave it to me yesterday.



Fake Angel hits himself in 
the head.

FAKE ANGEL
Ha! Must be getting old.



Fake Angel reaches for file, 
she shoves it behind her back.

CORDELIA
Not until you have your talk with 
Fred.


FAKE ANGEL
The "no romance" talk.
(sighs)
Okay, let's get this over 
with.



Wesley ENTERS, sipping on a quaint little glass of tea.

WESLEY
Ahhh, 
there's something about brewed
tea you simply cannot replicate with a bag.




He sees the office's disarray.

WESLEY (cont'd)
What happened here?


FAKE 
ANGEL
I was lookin' for somethin', I'll
clean it up.



Wesley just stares. 
Fake Angel halfheartedly starts to put things away. Cordy thinks Angel is 
avoiding the Fred talk again.

CORDELIA
Don't avoid the talk.


FAKE ANGEL
I 
know, I know ...



She goes. Fake Angel's alone with Wes.

FAKE ANGEL (cont'd)

Hey, how ya doin'.


WESLEY
All right. You?


FAKE ANGEL
So we gotta talk. 
Thing is, I got nothin'
against you personally, it's just ... hoo boy,
this is 
harder 'n I thought. I just...



Fake Angel looks Wesley in the eye.

FAKE 
ANGEL (cont'd)
I don't know how to spit this out.


WESLEY
It's all right, 
whatever it is, you
know I'm here for you.


FAKE ANGEL
Yeah. Well, that's 
kinda the problem.
I mean whatever we had, whatever we...
oh god, did... I 
think we just put all that
behind us and start from scratch. Two
men working 
side by side but no, you
know, funny stuff. Can you shake on that?



Fake 
Angel offers his hand. Wesley isn't really sure what they're shaking on.


WESLEY
I guess ...



Fake Angel gives him a manly hand shake.

FAKE ANGEL

Hell, you're all right, gimme a hug.
(grabs him, bear hug)


CORDELIA (O.S.)

Wesley, food's here.


WESLEY
(over Angel's shoulder)
Okay.


FAKE ANGEL
(this 
guy's Wesley?)
Wesley?


WESLEY
Yes?


FAKE ANGEL
Do you know where ... Fred 
is?


WESLEY
Up in her room, I'd expect.


FAKE ANGEL
(relieved)
Her room. 
Right. Because Fred's... nice.
Did someone say food? I could eat a horse!




INT. ANGEL'S HOTEL - LOBBY - DAY (CONTINUOUS) 

Angel and Wes come out of the 
office. Gunn's there. Box of food's on the counter. Wesley and Cordelia dig in.


GUNN
Breakfast burritos all around.



Fake Angel reaches into his pocket. 
Hands Gunn a TWENTY.

FAKE ANGEL
Thanks, bro. Keep the change on that.


GUNN

Oookay.



Gunn pockets the money. Scoops up a burrito for himself. Fake Angel 
starts to object when Wesley asks Gunn a question and it becomes clear he's one 
of the team.

WESLEY
Get anything from the hotel staff?


GUNN
I did. All of 
these guys ran up huge
room service bills. Mostly alcohol.
They went out 
partyin'. Got copies
of their telephone bills too.



He puts the bills on the 
counter.

FAKE ANGEL
(mouth full of burrito)
Hey, is that legal? Don't these 
guys
deserve a little privacy?
(they all look at him)
What?


CORDELIA
Why are 
you eating?


FAKE ANGEL
I'm hungry?



Wes shakes his head, looks back at the 
bills.

WESLEY
Looks like they all called the same
number.


GUNN
Yeah, I saw 
that, too, checked it out.
(lays down paper)
First Class Escorts, LaBrea and 
Sixth.


CORDELIA
Escorts? Oh, you mean hookers.


GUNN
(nods, picks up paper)

I should interview 'em right away
while the trail is hot.


WESLEY
(reaching 
for paper)
I'll take this one, you had to interview
the hotel staff, it's only 
fair we divy up the--


GUNN
(holding onto paper)
Yeah, but I figured it out--



CORDELIA
(grabs paper)
I'll interview the hookers. Are
there any men who 
aren't just dogs?


FAKE ANGEL
Not very many, I'm afraid.
(pats Cor's hand; to

Wes and Gunn, stern:)
You know, a woman is more
than a piece a meat -- I'm 
sorry,
but that's how I feel.



Wesley and Gunn look at Angel -- when did you 
become Mr. Righteous? Wes's PAGER goes off. He checks it.

WESLEY
My contact at 
the coroner's. I can
see one of the bodies, I should go.


CORDELIA
Gunn can go 
with you.


GUNN
It wasn't the kinda body I had in
mind to see
(off her look)
--
we're goin', we're goin'.



Wes, Gunn and Cor all get up to leave.

FAKE ANGEL

Great idea, guys. I'll stay here.
Hold the fort. Look over the evidence.



He 
smiles, chomping burrito as they go.

INT. RETIREMENT HOME - LOBBY DAY

Old 
Angel sits on the sofa. A few other RESIDENTS shuffle around. Old Angel's got a 
magazine in his lap, but he eyeballs the GUARD, seated at the desk by the main 
entrance.

A YOUNG WOMAN helps her OLD MOTHER out the door. The door clangs on 
the Mother's walker. They're having trouble. The GUARD gets up and EXITS, 
helping the MOTHER out to their car.

The coast clear, old Angel makes his 
move. He starts to hop up from the sofa. But he can't. He's not spry anymore. 
with considerable effort, he lifts himself to his feet.

He ambles toward the 
exit; walking quick, but trying to look casual. JACKSON (70-ish, black) steps 
in front of him holding a baby.

JACKSON
Marcus. I got someone for you to meet.



OLD ANGEL
Oh, I can't right now --



Old Angel finds himself engulfed by 
Jackson's visiting FAMILY (including JACKSONIS DAUGHTER and infant GRAND-
DAUGHTER.) Jackson puts baby in Old Angel's arms.

JACKSON
(to baby)
This is 
Katrina, my new baby
granddaughter. Girl's gonna rule
the world. Isn't she 
somethin'?



Old Angel glances back at the door, then down at the baby in his 
arms. BABY looks up at him, maybe coos, pure innocence. Old Angel momentarily 
forgets his dilemma.

OLD ANGEL
She's ... beautiful.


FEMALE VOICE (O.S.)

Someone get a doctor...



Everyone turns to see: MADELINE. Mid-30's. Arms 
folded.

MADELINE
I might just faint from the shock.
(to Jackson's family)

Sorry, it's just he never bothered to
hold any of his own children.




Everyone's embarrassed. Jackson takes the baby.

JACKSON
Well, we'll let you 
two catch up.



Jackson's family move off as Madeline moves up to Old Angel.


MADELINE
My therapist said I should write
you a letter. And I started to, but

then I thought, no, I should say
this in person.



Old Angel looks past her: 
the Guard's still not back at his desk yet. Old Angel moves toward the exit.


OLD ANGEL
Look, I can't talk to you right now.


MADELINE
Oh no? Gee, this is 
familiar. Me
needing you, you running off.



She steps in front of him. 
Blocking his escape.

MADELINE (cont'd)
To Malaysia. Tehran. Any Godforsaken

place that might have a powder or trinket
to keep you young. Guess what, you're

not young anymore.


OLD ANGEL
This isn't a great time ... I'm sure
I did bad 
things -- and I'm sorry --


MADELINE
You're sorry... he was never there for
me 
or my brothers, he was too busy
sleeping with every woman who wasn't
Mom -- but 
he's sorry! I guess we can
hug and go on Oprah now!



Heads turn, she's 
attracting attention.

OLD ANGEL
Alright, take it easy. What do you
want to 
say?


MADELINE
(beat)
When I was a little girl I just, I loved
you so much. 
And when you missed
my birthdays and my first communion
and well, basically my 
whole life, I
made excuses. Because I couldn't
believe that my own father was

incapable of loving anyone other
than himself. And it hurt me. A lot.
(beat)
If 
you have something you want to
say, now would be the time.


OLD ANGEL
(beat)

I, uh --


MADELINE
I don't know why I'm here. This
isn't... I should've just 
written
the letter. You know your doctor
called to tell me about your heart.

(off his look)
She thought I'd care that time was...
limited. You don't have a 
weak heart,
you don't have a heart at all.



She leaves in tears. Old Angel 
starts after her, but stops as she brushes past the guard who's back at his 
post. No escape that way.

INT. ANGEL'S HOTEL - WESLEY'S OFFICE - DAY

Even 
though it's day, cool noir shadows give us a feeling of stealth as Fake Angel, 
alone in the office, feeds the case file on himself into the paper shredder. He 
reaches out of frame and comes back with a healthy-sized MARTINI which he sips.


FRED (O.S.)
Whatcha doin'?



Fake Angel looks up, sees Fred.

FAKE ANGEL
Well 
hey, sweetheart. Where you been
hiding?


FRED
Oh, you know, up in my room.

Everybody keeps saying, "Fred,
you should get out more" so, well ...


FAKE 
ANGEL
Fred...



He gets up, walks toward her, draining his martini.

FAKE 
ANGEL (cont'd)
Have I ever told you you're a very
beautiful woman?


FRED
Ohhh, 
ahhh, no-ooo...


FAKE ANGEL
You like olives?



He plucks the olive-on-a-
toothpick out of his empty glass. Holds it out for her. Right up to her mouth. 
She stares at him. The moment's heavy with innuendo. She takes it in her mouth. 
Giggles innocently.

FAKE ANGEL (cont'd)
Tell you what. I gotta finish up
some 
work here. Why don't you
go put on somethin' pretty, we'll
go out on the town.



FRED
Really?



He lifts her chin with his forefinger.

FAKE ANGEL
And that's 
just for starters.


FRED
Oh. Okay -- I'll be, I'll just go
'n -- okay!



Fred 
scurries off. Fake Angel returns to the shredding. After a beat, he HEARS 
approaching footsteps. Fake Angel whips around. Lilah-stands in the open 
doorway. Looking like a million bucks. Small briefcase in hand.

FAKE ANGEL
And 
what can I do for you.


LILAH
Don't go all night-stalker on me,
I'm here to do 
you a favor. We
both agreed that business with
Cordelia was just business, 
right?


FAKE ANGEL
Sure.



She puts a rubber-banded stack of BUILDING 
PERMITS.

LILAH
They're all there: earthquake-safe
certification, statement of 
asbestos
level compliance, all of it. I'm not
playin' you here -- it's not 
about you --
it's about Gavin, he thinks he's so smart.
(off his silence)

You're welcome.


FAKE ANGEL
I'm sorry, thanks. That's a really
thoughtful 
favor. How 'bout a drink?



He shakes a shaker of martinis. Pours two glasses, 
holds one out for her.

FAKE ANGEL (cont'd)
Have I ever told you, you're a very

beautiful woman?



Off Lilah, regarding him with suspicion, but taking the 
glass ...

INT. RETIREMENT HOME - BACK HALLWAY - DAY

Jackson leads Old Angel 
down the darkened corridor.

JACKSON
I don't think this is such a good
ideal 
Marcus.


OLD ANGEL
Just help me get out of here, please.


JACKSON
You do this 
to me every month.
I tell you how to slip out the cellar
door, you tell me you 
can't remember
where it is. You're gonna get me in trouble.



Jackson sighs, 
moves on.

JACKSON (cont'd)
So that was your daughter, huh? How
long's it been 
since you'd seen her?


OLD ANGEL
Um, pretty long, I think.


JACKSON
It's none 
of my concern but,
that girl's hurtin'. And life's short.
You oughta straighten 
that business out.



Old Angel stops. Leans back against the wall. Something's 
wrong. His face is clammy and cold. Jackson still in front.

OLD ANGEL
Get 
help.


JACKSON
That's what I'm sayin'. Maybe see a
counselor or--
(realizes)

Marcus, what's wrong?


OLD ANGEL
My heart just stopped beating.



Old Angel 
slides to the floor.

JACKSON
Help! We need help here!



INT. ANGEL'S HOTEL - 
WESLEY'S OFFICE - DAY

Lilah sets her empty glass down.

FAKE ANGEL
Want 
another?


LILAH
(shakes her head)
I'm gonna have to call a cab as it is.



He 
reaches out and strokes her hair.

LILAH (cont'd)
What do you want?


FAKE 
ANGEL
You.



He holds her gaze for a long, intense moment. Then, leans in:


FAKE ANGEL (cont'd)
Don't tell me you never thought about it.



He finds her 
mouth. Kisses her deeply. She pulls away. He kisses her again. This time she 
lets him. Grabbing him hungrily. It gets hot and heavy. He lifts her onto the 
desk. Sweeps clutter off the desk to the floor. Fake Angel's hands take a 
walking tour over her body. Lilah rips open his shirt.

ANGLE - THE DOOR WAY


As FRED WALKS UP. Wearing something really cute. Her hair up. Clutching a 
simple hand-bag. She sees them on the desk. Eyes like saucers, welling up. She 
starts to cry. Runs off. Fake Angel and Lilah continue, none the wiser. He 
nibbles on her neck. Lilah squirms, half turned on by the illicit thrill of it.


Things really heat up when: Fake Angel MORPHS INTO VAMP-FACE and DIGS HIS 
FANGS INTO LILAHIS NECK. Off his shock and her SCREAM --

OMITTED

BLACK OUT:


END OF ACT TWO



Act Three
INT. ANGEL'S HOTEL - WESLEY'S OFFICE - DAY

Right 
where we left off: Lilah pushes Fake Angel off of her. Scrambles to her feet, 
blouse unbuttoned. Touches the bite mark on her neck. Feels the blood.

LILAH

You sonofabitch.



Fake Angel, still vamped, is as surprised as Lilah.

FAKE 
ANGEL
Sorry, I just ...
(trying to understand himself)
It felt like the thing 
to do.



He smiles. Takes a step toward her. Lilah lunges for her purse. Pulls 
out a CROSS. Holds it out like a weapon.

FAKE ANGEL (cont'd)
What are you -- 
born again all of a
sudden?



Lilah pulls her blouse closed, backs toward the 
door.

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



Fake Angel 
watches her hurry out the door. He tugs his shirt back into place, straightens 
his hair. Inadvertently feels the vamp bumps on his forehead.

FAKE ANGEL

(confused)
Wha..? -- That's new. And what are ...



He runs his thumb along 
his incisors.

FAKE ANGEL (cont'd)
Oww!



A dot of BLOOD swells on his thumb. 
Irritated, he instinctively sticks it in his mouth. Takes it out and shakes it. 
Wait a minute.

CLOSE - FAKE ANGEL

Takes another quick suck. This shit's GOOD. 
He takes a hard, long drag on it. Savors the taste. Fake Angel starts putting 
the pieces together: cross, forehead-bumpy, blood-delicious. Hmmmm?

He looks 
for a mirror. Can't find one. CAMERA LEADS him to, THE LOBBY BATHROOM

Fake 
Angel steps in front of the medicine cabinet mirror. HAS NO REFLECTION. He 
takes a quick glance back over his .shoulder as if that would explain things. 
Stares back into the mirror at his total lack of image.

FAKE ANGEL
What the f-
-



INT. RETIREMENT HOME - MARCUS'S ROOM - DAY

CLOSE - AN ELECTRONIC HEART 
MONITOR

Displaying a heartbeat. CAMERA ADJUSTS to reveal Old Angel, in bed, an 
oxygen tube under his nose, a couple of IVs in his arm. Watching the monitor 
with reverent interest.

Ryan enters the room.

RYAN
You're awake.


OLD ANGEL

It's beating.


RYAN
You were lucky this time. You try
something like that 
again, you may not be.



INT. ANGEL'S HOTEL - LOBBY - NIGHT - CORDELIA

Enters 
through the front doors. CAMERA LEADS her into the lobby. She looks around for 
her cohorts, talking to no one in particular,

CORDELIA
Let me tell you, if 
Julia Roberts ever
makes a realistic movie about being
an escort, it should be 
called
"Pretty Skanky Woman."



She steps up to the counter.

CORDELIA 
(cont'd)
Angel? Fred?



No one's around. Then she hears: sniffling, soft 
crying. Cordy follows the faint sound to AN ELEVATOR. She pushes the button. 
The elevator doors slide open revealing,

FRED - ON THE ELEVATOR FLOOR

Crying. 
Knees pulled to her chest. Cordelia bends down across from her.

CORDELIA 
(cont'd)
Fred? What's wrong? What happened?


FRED
I shoulda knocked. I always 
forget
to knock 'cause, you know, I didn't
have a door for so long.



Fred 
looks at Cordelia.

FRED (cont'd)
He called me sweetheart, but that's just
an 
expression, isn't it, like when a
waitress calls you honey, it doesn't
mean 
you're special or anything. It's
just a word, right? Sweetheart.


CORDELIA
Is 
this about Angel?



Fred nods, tries to pull herself together.

CORDELIA 
(cont'd)
Oh he talked to you, didn't he?
This is my fault. I told him to
do 
that.


FRED
(soft/incredulous)
You told him to make out with that
woman on the 
desk?


CORDELIA
What? No. -- What woman?



Off Cordy, as dismayed as Fred:


INT. SKY BAR - NIGHT

Beautiful people. Techno beats pound hard. Dancers pack 
the floor. CAMERA TRACKS through the crowd, finds,

FAKE ANGEL

Entering the 
club. Confident. Sexy. Cool. He glides forward through the bar like a shark. He 
scans the crowd. Through a pair of Dancers, he spies,

A STUNNING BRUNETTE - 
CHRISTINA

Long legs and a tiny black dress. She's at a table with her hunk of 
a BOYFRIEND. She feels Fake Angel's stare. Slowly turns. Likes what she sees.


INT. RETIREMENT HOME - MARCUS'S ROOM - NIGHT

Old Angel lies in bed. Listening 
to the beep of his heart monitor. Comes to a decision. Sits up. Pulls the IV 
tube out of his arm. Reaches over and turns off the monitor. The beeping stops.


INT. SKYBAR - NIGHT

Music blares. We're in Fake Angel's POV. Christina's 
across the room sipping her Cosmo. Her Boyfriend's laughing with some other 
BUDDY. The Boyfriend says something to Christina. She nods. He moves off with 
the Buddy. Christina, alone, finishes her drink. Looks over at,

Fake Angel. At 
the bar. Locked in on her. Some dancers CROSS FRAME for an instant and Fake 
Angel's gone.

Christina strains to see. Can't believe he just disappeared. 
Disappointed, she runs her hand along her neck. Glances down at her table. A 
fresh Cosmo is placed in front of her. She looks up,

Fake Angel. With a drink 
of his own. He smiles.

INT. RETIREMENT HOME - MARCUS'S ROOM - NIGHT

Old Angel 
hobbles across his room. Cracks the door open a sliver. Makes sure the coast is 
clear. Sneaks out.

INT. SKYBAR - NIGHT

Fake Angel and Christina at her table. 
Music prevents us from hearing what they're saying, but body language tells us, 
"it's on." He leans close, whispers in her ear.

His hand gently moves onto her 
bare thigh. Fake Angel whispers something else. She can't help but smile.

INT. 
RETIREMENT HOME NURSES STATION - NIGHT

No one's on duty. Old Angel silently 
goes to the file cabinet. Opens a drawer. Flips through the files. Finds the 
one he's looking for: MARCUS ROSCOE. Pulls it out.

INT. SKYBAR - NIGHT


Christina's Boyfriend pushes through the crowd back to his table. Discovers two 
empty glasses. But no Christina. He scans the crowd. Goes off to find her.

32 
AND 33 OMITTED

INT. HOME - NIGHT - A TV

Tuned to some n.d. home shopping 
channel. Madeline, alone in her bedroom, smoking and watching the tube. The 
phone rings. She glances at it, exhales her smoke and answers.

MADELINE
Hello?



OLD ANGEL (ON PHONE)
It's me. Don't hang up.



She doesn't. But she doesn't 
say anything either.

INTERCUT WITH:

OLD ANGEL - AT THE NURSES STATION

Old 
Angel speaks quietly into the phone.

OLD ANGEL
Did I wake you?


MADELINE
What 
do you think? It's after
midnight.


OLD ANGEL
Sorry. -- But I've been thinking 
about
what you said. And I think we need to talk.



Madeline stubs out her 
cigarette. After a beat.

MADELINE
I'm listening.


OLD ANGEL
Not on the phone. 
Can you come here
right now?
(glances around)
I thought maybe we could go out 
for
coffee or something.


MADELINE
(beat)
You need me?


OLD ANGEL
Yes.



MADELINE
'Cause they won't let you out on your own.


OLD ANGEL
No--


MADELINE

Go to hell.



Madeline hangs up the phone. Off Old Angel, alone:

EXT. WALKWAY 
TO SKY BAR - NIGHT

Fake Angel pulls Christina out onto the walkway. She's into 
it. He pushes her somewhat roughly up against a wall, presses himself against 
her, kisses her.

CHRISTINA
(the idea making her
ever hotter)
You know my 
boyfriend's probably
looking for me right now. He could
catch us at any moment.




She kisses him back. Rising passion. He buries his face in her neck, 
kissing, driving her crazy.

CHRISTINA (cont'd)
Sort of makes it more exciting,

doesn't it?


FAKE ANGEL
Yeah...



He pulls away from her -- now FULLY 
VAMPFACED on the cut. Looks at her.

FAKE ANGEL (cont'd)
It does.



She 
recoils, SCREAMS. He lunges. BITES her. As:

BOYFRIEND (O.S.)
Hey!



Fake 
Angel turns away from the girl, he's now DE-VAMPED with a little blood on his 
mouth. He looks back to see the BOYFRIEND and TWO BEEFY BUDDIES.

BOYFRIEND
The 
hell you think you're doing?!
Christina, a bit woozy, stumbles away.



CHRISTINA
(disoriented)
He... he bit me!


BOYFRIEND
Freak



Boyfriend comes 
at Fake Angel; Fake Angel sees he's outnumbered. Takes in the odds. 

Boyfriend 
swings -- Fake Angel blocks the punch, then smashes his fist at Boyfriend who 
goes flying further than he should, really. Everyone, including Fake Angel, 
reacts to that. He grins, realizing his vamp strength.

FAKE ANGEL
Nice!



The 
Buddies are a bit caught off guard, dance around him, attempt an attack. Fake 
Angel is enjoying this now. He lays into Buddy #1 and Buddy #2. Not in a slick, 
martial arts way, but in a raw I'm-stronger-than-normal street brawl way.

Soon 
all three guys are laid out unceremoniously. Fake Angel just smiles. Stalks 
forward.

FAKE ANGEL (cont'd)
C'mon! That it? That the best you
got? Let's go 
again!



Boyfriend tries to back away, scooting on his ass, scared.

BOYFRIEND

What are you on?!


FAKE ANGEL
Well, I'd say I'm high on life
only, I ain't 
alive. Which means
I'm never gonna die. I'll be young,
handsome and strong -- 
forever.
(an idea dawning)
--there's just one thing I gotta do first.



Fake 
Angel jumps down from the walkway. Off Boyfriend, astonished

WESLEY (V.0.)
I 
don't believe it ...



INT. ANGEL'S HOTEL - WESLEY'S OFFICE - NIGHT

Wesley, 
Gunn, Cordy and Fred. Wesley looking to his desk, his mind going to a scary 
visual place.

WESLEY
(grossed)
On my desk?!


GUNN
It did used to be his. 
Maybe he was
just kinda reclaiming it.


WESLEY
How, by marking it?
(taking in 
mess)
This isn't like him.



Wes wanders about the office, looking at the 
destruction. Empty martini glasses. A few open and discarded books that have 
been pulled and left out.

CORDELIA
What? It's totally like him! Doing
the 
mystery dance with some cheap blonde


FRED
Brunette. She was a cheap brunette.



CORDELIA
(aside to Wes)
You're right -- this isn't like him.


GUNN
So who 
was she?


WESLEY
I don't think it matters who she
was ... the question is -- 
who was he?



Cordy nods, steps forward.

CORDELIA
You're right. We're all 
thinking it.
He's Angelus again.


FRED
Who's Angelus?


GUNN
The badass vamp 
Angel turns into when
he goes evil.
(to Cor)
But then why isn't there a body in 
here?
Wouldn't he have just killed her?



Wesley continues to examine the 
scene, the open books ...

WESLEY
No. That's not what I meant ...



They look 
at him, he dumps the open books he's found.

WESLEY (cont'd)
Why would Angel, 
or Angelus for that
matter, need to read about vampires?


CORDELIA
He wouldn't 
...


GUNN
So what are you getting at?


WESLEY
This case we've been working 
on.
Each of the victims exhibited wild,
uncharacteristic behavior before they

died. They weren't themselves.


GUNN
So you think Angel's been infected by

whatever got into those gymboys?


WESLEY
Not whatever. Whomever.



The others 
react, Wesley's on to something. He steams ahead with:

WESLEY (cont'd)

Cordelia, when you and he were at
that gym -- did anything unusual
happen to 
Angel?


CORDELIA
Not really. I was with him pretty
much the whole time.

(realizing)
Except for when he went across the
street to the --



EXT. 
RETIREMENT HOME - NIGHT

To Establish.

INT. RETIREMENT HOME - LOBBY - NIGHT


Old Angel appears, moving as cautiously as he can, trying to make it back to 
the secret exit. He stops as he runs into

JACKSON
What the hell you doin' out 
of bed?



Old Angel just looks at him, guilty. Jackson gets it.

JACKSON 
(cont'd)
You're trying to bust loose again,
ain't ya? Damn, Marcus. You don't

quit, do you?


OLD ANGEL
Look, I can't really explain this but
I need to get 
out of here. Just
don't turn me in.


JACKSON
Not gonna have to. By the time

they take your visitor upstairs, I think
they're gonna notice you ain't there.



OLD ANGEL
Visitor?


JACKSON
Yeah. Your kid was signing in at
reception when I 
came down.



Jackson moves off. Old Angel, fueled with new hope, turns back 
away--

OLD ANGEL
She came ...



Old Angel reacts now as he spots

OLD ANGEL'S 
POV: FAKE ANGEL nodding his thanks to Ryan who moves back to his duties. Fake 
Angel meets Old Angel's eyes--

FAKE ANGEL
Hi, dad.



Off Old Angel, stymied--


BLACK OUT:

END OF ACT THREE
Act Four
INT. RETIREMENT HOME - LOBBY - NIGHT


Where we left off. Fake Angel and Old Angel looking at each other across the 
lobby. Old Angel backs up, turns to go, slips around a corner.

Fake Angel 
smiles. This won't be a problem. He sets off, walking casually.

OMITTED

INT. 
RETIREMENT HOME - HALLWAY - NIGHT (CONTINUOUS) 

Fake Angel on the prowl. He 
passes the door to the REC ROOM. Stops. Sniffs the air. He's got the scent. He 
back-tracks.

INT. RETIREMENT HOME - REC ROOM - NIGHT

Fake Angel ENTERS. Flips 
on the light. Old Angel's behind the door and CLOCKS him hard in the face with 
a Shuffleboard Stick. Fake Angel deflects it with one hand. He shoves Old Angel 
back into the room. It's got a ping-pong table. Shuffleboard. All gathering 
dust.

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


FAKE ANGEL
Looks like.


OLD ANGEL
Only one way you can keep it, 
though, right?
(points to himself)
You've gotta kill yourself.


FAKE ANGEL
I 
can live with that.



Fake Angel advances on Old Angel. Old Angel backs up.


OLD ANGEL
You sure? I don't think you really
know what you're getting into.



FAKE ANGEL
Oh, I know what I'm getting into.
You're the one who didn't seem to

know what you had.



Fake Angel steps closer, his back to the door.

FAKE 
ANGEL (cont'd)
From what I can tell you were the
world's worst vampire. 
Vampires
don't help people, you moron, they
kill them. Here let me show you.




Old Angel's backed into a corner.

OLD ANGEL
You may have the attitude, you may

have the power, but there's one thing
you don't have and never will: friends.

Four of them. Standing behind you
with big heavy things.



He nods toward the 
door. Fake Angel turns. Sees Wesley, Cordelia, Gunn and Fred. All armed to the 
teeth with vampirefighting gear.

FAKE ANGEL
Guys. It's about time!
(points at 
Old Angel)
It's him. He's the one who's been
casting that spell.



The Gang 
looks back and forth between Fake Angel and Old Angel.

CORDELIA
(sniffs)

You're Angel? With that cologne? I
don't think so.



Gunn steps in front of 
the door. A CROSS-BOW aimed at Fake Angel's heart.

OLD ANGEL
Don't stake him!




Gunn hesitates, just long enough for Fake Angel to knock the cross-bow out of 
his hands.

Gunn and Wesley both RUSH Fake Angel. He takes one of them with 
each arm and sends them flying back against the wall.

Fake- Angel rushes at 
Cordelia and Fred, who swing with clubs. They SMASH Fake Angel in the face, 
simultaneously. He staggers back.

Gunn grabs a shuffle-board stick and SWEEPS 
Fake Angel's legs out from under him. He hits the floor and gets right back up, 
wresting the club from Cordelia's hands and rushes over to Old Angel.

Fake 
Angel rears back with the club. Seconds from bashing old Angel's head in, when:


Cordelia ZAPS him with a STUN-GUN. Fake Angel seizes up. Falls to the floor. 
Unconscious.

CORDELIA
God, I love technology.



Cordelia runs over to Old 
Angel.

CORDELIA (cont'd)
Are you alright?


OLD ANGEL
I gotta pee.



Wesley 
and Gunn drag the unconscious Fake Angel over to the center of the floor.


WESLEY
(to Old Angel)
Did you happen to notice a small
Algurian conjuring orb, 
could have
been glowing?


OLD ANGEL
In his room, on a shrine.


WESLEY
Then I 
was right. Algurian body
switching spell. I've brought along
the restorative 
incantation.


GUNN
Should we get the rock?


WESLEY
No. Leave it in its 
shrine. We can
do the incantation right here.



Wesley produces a memo pad. 
Finds the incantation. Fake Angel GROANS on the floor.

They all pause as 
Jackson has appeared in the doorway. A dry beat as he looks to the unconscious 
Fake Angel and the armed and strange people preparing for an incantation --


JACKSON
(to Old Angel)
Your daughter's here.



He moves away. Old Angel 
considers that, rises:

OLD ANGEL
This'll take just a minute.


WESLEY
Angel--



OLD ANGEL
Clock him again if he starts to wake up.



Fred WALLOPS fake Angel.


OLD ANGEL (cont'd)
If he wakes up!



Old Angel exits.

OMITTED

INT. 
RETIREMENT HOME - LOBBY - NIGHT 

Old Angel moves up to Madeline.

MADELINE
I'm 
not sure why I'm here. Did you
really wanna talk to me?


OLD ANGEL
Yes.




Beat.

MADELINE
Well, what did you want to talk about?


OLD ANGEL
Forgiveness.




Beat. She smiles -- it's not a warm smile.

MADELINE
Forgiveness.


OLD 
ANGEL
All the things I did and worse,
failed to do for you I don't see
how I 
can ever make up for them this
late in the game.


MADELINE
No, you can't. But 
now that you're
old and dying, I'm supposed to forgive you!


OLD ANGEL
No. Not 
me. You have to forgive
yourself.


MADELINE
This is some crap that


OLD ANGEL

This is the last time I'm ever gonna
ask you to so please listen to me.
I'm not 
your father. Not in any real
sense and you have every right to cut
me out of 
your life. You need to. But
I know from experience nobody's ever
gonna believe 
that. They'll tell you no
matter what, I'm your father and that
we have a bond. 
And on some level,
you'll believe them.


MADELINE
The thought of you trying to

psychoanalyze



She's seething but it's getting through to her. He interrupts:


OLD ANGEL
On some level, you'll think there's
something wrong. With you.

Something wrong in you that I didn't
love you more, treat you better. Something

wrong that you're able to cut me out of your
life. That ain't the case. You 
said I don't have
a heart, but I know you do. I know how much
you feel, how 
much you love. You need a
family and you'll make one, I know. I'm not
a part of 
that. I don't wanna be.



She starts to tear up. And laugh a little at the 
same time.

OLD ANGEL (cont'd)
What?


MADELINE
It's just, I've been trying so 
hard all these
years to forget you and now you're saying...


OLD ANGEL
... you 
should.



She lets the tears flow -- these aren't sobs, just honest sorrow at 
the truth of his words. She nods, gets up to go.

MADELINE
Bye, Dad.



He 
watches her go.

INT. RETIREMENT HOME - REC ROOM - NIGHT

Fake Angel, 
unconscious, propped in an easy chair. Gunn's tying Fake Angel's hands together 
with an electrical cord. He finishes as Old Angel steps back into the room.


OLD ANGEL
Let's do this.



Wesley hands him the memo pad.

WESLEY
Read this.-



OLD ANGEL
"Alii permutat anima kimota! Alii
permutat anima kimota!"



As 
before, ENERGY BEAMS flow out of the two men's eyes, nose and mouth. Their 
souls FLOW BACK INTO THEIR RIGHTFUL BODIES.

Angel opens his eyes. Wakes in his 
own body. Gunn looks him in the eye, not sure the spell worked.

ANGEL
(still 
groggy)
It's cool, Gunn. It's me.



Gunn unties the cord.

CLOSE - MARCUS


Realizes he's in his own body. Looks down at his aged hands. Cordelia enters, 
conjuring stone in hand.

CORDELIA
I've got his conjuring stone.


MARCUS
You 
can't take that!



Angel takes the stone from Cor and crushes it to dust in 
his hand.

MARCUS (cont'd)
You -- you don't deserve that body.


ANGEL
Funny, I 
was going to say the same
thing to you.



Angel presses his finger to Marcus's 
chest.

ANGEL (cont'd)
And I'll tell you why you have a weak
heart, Marcus. -- 
You never use it.



Everyone files out of the rec room, leaving Marcus to 
fume.

MARCUS
You're pathetic. You're all patheti--



Marcus turns beet red. 
Suddenly gripped by pain. Grabs his chest. Starts wheezing.

ANGEL
Try to keep 
a lid on that rage
Marcus. It's not healthy.



STEADYCAM LEADS ANGEL AND THE 
GANG OUT INTO THE HALL WAY.

Ryan spots Angel and Gang filing out.

RYAN
What's 
going on?



Angel without looking back.

ANGEL
Dad's having a bad night.




Ryan rushes into the deep b.g. TWO other ORDERLIES come running. We stay with 
our people, HEARING:

P.A. SYSTEM (V.0.)
Dr. Lester. Dr. Lester to the rec

room. Code Blue. Code Blue!



The Gang leaves. Doesn't look back.

OMITTED


INT. ANGEL'S HOTEL - GARDEN - NIGHT

Fred is hunched over a book in a corner of 
the garden as Angel approaches.

ANGEL
Hi.


FRED
Hey. How's your head?
Sorry 
'bout all that
(mimes clubbing)


ANGEL
I gather I had it coming.


FRED

(shakes her head "no")
Ohh... yes.


ANGEL
Fred, I, I've been meaning to
talk 
to you...


FRED
Uh huh, okay.



She looks up at him with the giant eyes. He 
hesitates.

FRED (cont'd)
Is this about how you're not like
other men, what 
with that curse
and all, and you're really fond
of me but that's as far as it 
goes?


ANGEL
Uhhh, yeah.


FRED
Cordelia explained it all to me. She
said 
you'd probably just screw it up.


ANGEL
Oh she did, did she ...
(then, not 
unkind)
She's probably right.



Fred lets out a big sigh.

ANGEL (cont'd)

What?


FRED
(re: book)
It's like something out of Fitzgerald --
the man who 
can have everything but love.
(beat)
Well, maybe in some ways you're better

off. Because love is -- well in a way it's
everything -- but it's also 
heartache and
disappointment and those are good
things to avoid.



They sit 
there for a beat, then: Cordelia BURSTS through the French Doors onto the 
landing. Eyes wide.

CORDELIA
Angel! Willow's on the phone.
(barely getting it 
out)
She's alive. Buffy's alive.



Angel takes a half-second to register this. 
Then he's on his feet and running inside. Fred's left by herself.

FRED
Who's 
Buffy?



BLACK OUT:

THE END