Cast : Sarah Michelle Gellar as Buffy Summers, Nicholas Brendon as Xander Harris, Emma Caulfield as Anya, Michelle Trachtenberg as Dawn Summers, James Marsters as Spike, Alyson Hannigan as Willow Rosenberg.

Main guest stars : Tom Lenk as Andrew, Iyari Limon as Kennedy, Clara Bryant as Molly, Sarah Hagan as Amanda, Indigo as Rona, Kristy Wu as Chao-Ann, Lalaine as Chloe, DB Woodside as Robin Wood.

Original broadcast date : February 18, 2003

My one-line description: Dawn can read Sumeran, Buffy understands Swahili, Willow gives up Latin, Spike rips out the demon’s tongue.

At the Summers house, Buffy is touring the place, checking in on the numerous inhabitants. She ends up in a bedroom filled with sleeping SITs, and hears somebody weeping in the background. She looks around… but they’re all sound asleep. Then she sees Chloe, huddled down the hall, crying… She approaches, asking if Chloe is alright, but is suddenly tackled by something. She fights back, and her and the figure go tumbling down the stairs. “It’s not enough”, the First Slayer tells Buffy as she pins her down.

Buffy wakes up with a start, in the living room still full of sleeping SITs…

Anya is walking down a darkened Sunnydale street, wondering why she had to let herself become human again, and complaining about everything – including being trapped in a house full of girls. Spike, walking beside her, agrees with everything she says, intent on reaching their goal for tonight – getting drunk. Anya obviously has something more in mind, and she openly talks about sex. “Would you let it go?” cries out an annoyed Spike. “You’re like a dog with a bone!”. He goes on to say that it’s his bone, and asks her to let it drop. “Oh thank God!” he says, as a demon appears behind Anya. He grabs her and pushes her out of the way as the demon announces that D’Hoffryn says she dies. The two take off down the street.

In Buffy’s office, her and Principal Wood are chewing out two boys who have just been in a fight. Wood decides to let them off the hook, and they leave. Then he comments to Buffy that it’s the third time this week, vandalism is on the rise, three students are missing… he asks whether it’s started. She says that things are indeed getting worse, as the Hellmouth usually boils over around May. He comments that he wasn’t ready to sign on for all of this, and knows it will get much bigger, which is why he’s decided to give her something. He puts a brown leather bag on her desk, saying it’s an “Emergency kit” that his mother had. It was supposed to be handed down from Slayer to Slayer, but after his mother’s death, he couldn’t part with it. He doesn’t know what’s inside, but says it has something to do with the Slayer power. Buffy embarrassedly accepts the gift, and Wood remarks that he’d like to see where she works. A bit confused, Buffy proceeds to describe her desk and pencil holder, until Wood stops her – he meant her other job.

Later that day, Buffy shows Wood into the Summers house, explaining the destruction of the Council of Watchers and the arrival of the Potentials. Andrew suddenly stalks in, wearing an apron and oven mitts, saying that the funnel cake has been kicking his ass (har har). Buffy forces a smile and introduces Andrew to Wood, tagging him their “hostage”. Andrew says that he see himself as a “guestage”, and Buffy answers Wood’s questioning by explaining that Andrew was evil, but now is not so evil. Andrew tells Buffy she shouldn’t keep bringing people to see their secret headquarters, because they will see the “big board”. She replies that they don’t have a big board, but Andrew produces a big whiteboard showing the Summers house surrounded by little demon faces representing the First’s appearances. Buffy and Wood just walk past him.

Out in the backyard, Buffy and Wood come upon rows of SITs training under the drill-sargeant style directions of Kennedy. All the kicks are perfectly choreographed, except Chloe’s, who turns in the wrong direction. Kennedy goes to her and orders her to drop to the ground and give her 20. “20 what?” Chloe asks. “Push-ups, maggot!” Kennedy barks. She turns to Buffy and Wood and tells them how “cool” she finds her job, before asking “who the hell” Wood is. “An ally”, Buffy replies. Intent on making a good impression, Kennedy says their troops are ready to kick ass, but Wood is sceptical – the First doesn’t have an ass that can be kicked. After Kennedy turns back to her troops, Buffy says he’s right – they’re not enough, and she knows not all of them will make it. Some of them will die and there’s nothing she can do to stop it.

Willow comes out of the house, carrying loads of weapons, and stops short when she sees Wood. She embarrassedly invents a story about how the girls are getting ready for some cheer-dance school thing. “Bring it on!” she says (hellooo Eliza Dushku!). Buffy tells her that she filled Wood in, and Willow breathes a sigh of relief, confessing that she didn’t know how she was going to explain the weapons. Wood says Buffy informed him she was “experimenting” – which gets a shocked look from Willow, before Buffy specifies that she was talking about the magics. Willow downplays her abilities and quickly excuses herself. “She almost destroyed the world?” Wood incredulously asks. “Remember not to make her crabby.” Buffy, however, quickly comments that she’s less than thrilled with her “army”: troops with nothing to hit, a Wicca that wont’a, and the brains wears oven mitts. Wood says she has more than that – he wants to see the vampire.

As Wood and Buffy descend to the basement, Spike and Anya are there arguing about him letting the demon go. Spike explains that if he’d fought and the demon had gotten lucky, it would have gone and killed her. He calmly adds that her safest place was with him, out of danger. Anya harrumphs and stalks off. Spike notices Wood and questions Buffy about him, but she says that he wanted to see the place. Spike comments that the more the good guys the better, and Wood, his back to Spike, coldly asks if that’s what he is – a good guy. Spike says that he is, and jokes that anyone who said he wasn’t, he killed. “He’s joking”, Buffy nervously adds in. “No, he’s not”, Wood says, to which Spike agrees, but that’s all changed now. “Ah, yeah, now that you have a soul…” Wood replies. When Spike asks Buffy if she’s told everybody, Wood explains that he asks. Facing Spike, he questions his “goodness” and asks how he’s spent his time, the past few years in Sunnydale. The two stare coldly at one another, not liking each other in the least, as Spike defends himself. Buffy interrupts the threatening exchange, offering to finish Wood’s tour. Spike sarcastically says the principal wouldn’t want to miss a look at her weapons chest.

That evening, Dawn reports to Buffy what she found in the Emergency kit – trinkets, weapons, a book in Sumeran, and a big box she couldn’t open. Buffy nods and instructs Dawn to keep at it. The two start joking about Dawn’s homework as they go through the bedrooms, preparing the sleeping bags. Suddenly, Buffy’s face goes cold as she enters another room, and Dawn screams – Chloe’s body, still in pyjamas, is hanging from the ceiling, a bedsheet twisted around her neck.

Buffy and Dawn are still staring at the body when Kennedy, then other SITs, arrive behind them. Buffy tells Dawn to get a knife. “Good thinking, but on the other hand, why the rush?” Chloe says, appearing fully dressed beside her corpse. “Up or down, I’ll still be dead”. The First addresses the girls, saying it and Chloe were up talking all night, and she realized that they would all die eventually, so why wait… It tells them they’re all going soon, but Buffy stands up to it, saying they’re ready. Mocking her, the First quotes what she said earlier, about some of them not making it and her not being able to do anything about it. She leaves, saying “TTFN”, which, Rona explains, means Ta ta for now – what Tigger always says in Winnie the Pooh. It was Chloe’s favourite book…

In the middle of the night, Buffy digs Chloe’s grave in the woods.

The Scoobies and the SITs are assembled in the living room, attempting to comfort each other. Buffy walks in with her shovel, asks if everybody’s there, and if anybody wants to say a few words about Chloe. When no one speaks up, she says she will. "Chloe was an idiot. Chloe was stupid. She was weak. And anyone in a rush to be the next dead body I bury, it's easy. Just think of Chloe. I'm the Slayer, the one with the power, and the First has me using that power to dig our graves." As they look at her in shock, she starts blaming them for doing nothing to help. “You’re out of line!” says an outraged Kennedy. “No she’s not”, Willow replies calmly. But Kennedy doesn’t back down – she argues that Willow is the more powerful of the group, even more so than Buffy. “You’re wrong”, Buffy says – she’s the one who’s more powerful, because she’s using her power.

Xander points out to Buffy that they’re only doing what she asks because she’s the leader and they the followers. Fine, she coldly replies – they should do what she says, not follow. A bit startled, Xander reminds Buffy that they’re all her friends. “I’m not”, Anya pipes up. Buffy asks her what her job is, then, what she’s doing here. Anya replies that her job is to provide much-needed sarcasm, but Buffy thinks Anya is there because she’s scared – they’re all scared. Fine, she says, be scared; but be useful while you’re at it. Spike decides he’s had enough and gets up to walk out, but Buffy stops him, asking where he’s going. He replies that he’s going out, as he’s not a girl nor waiting around. “Fine”, she lashes out at him. “Take a cell phone. That way when I need someone to get weepy or wailed upon I can call you." He freezes in his tracks, astounded, as she rips into him, saying that she’s still looking for the old Spike, the one who knew how to fight and was trying to kill her. He passionately tells her that he got the soul for her, because that was what she wanted – which gets a startled look from Dawn. But Buffy says she wants the dangerous Spike, and she’s not even close to bringing him out. Having finished with him, she asks Dawn to get the Potentials upstairs and break out the Emergency kit – she’s declaring an emergency.

Some time later, Buffy, Willow, Anya, Xander, Dawn, Kennedy and Buffy are congregated for the opening of the brown leather bag. They take out various items, including an old book that Dawn seems to say she’s been researching. Anya asks what the big metal box contains, but Wood says it’s always been locked. Buffy breaks the lock open and retrieves a cut-out metallic frame outlining a man, which makes Xander joke that they can use Puppets to attack the First. Dawn says that it’s a Shadow Caster, meant to cast shadows upon a wall to tell a story. She adds that the book says that “You have to watch, not just see”. She thinks it describes an origin myth, the story of the First Slayer. This reminds Buffy that she saw the First Slayer in her dream the previous night…

The gang stands around a rotating clay pedestal, with a lit candle at its center. Dawn reads from the book: “First there was the Earth”; Xander takes a metallic figurine and inserts it in the pedestal. It casts a shadow showing a rocky silhouette with a crescent moon. Tribal drums start to sound, as the gang look around, a bit creeped out. “Then there came the demons”, Dawn continues – and Xander inserts another figurine, rotating the pedestal. The shadow shows a mean-looking demon, while a demonic snarling is heard in the background. “After the demons came the men”, Dawn reads – and the new shadow shows three men. “The men found a girl” – and the shadow shows the girl. "And the men took the girl took the girl to fight the de mon... to fight all the demons. They chained her to the Earth. " And the new shadow shows a shackle on the ground. Dawn has difficulty reading the rest, something about “darkness”. But suddenly, the pedestal starts to rotate by itself, making the shadows a blur as the drums sound louder. "You cannot be shown. You cannot just watch but you must see. See for yourself but only if you're willing to make the exchange", Dawn suddenly says, very fast. Xander asks how she suddenly became so good at Sumeran, but she says it’s not in Sumeran anymore – and indeed, the letters and words in the book glow and turn to English… The pedestal spins faster, showing the shadow of the girl struggling against her chains, while the three men approach her, beating staffs on the ground. Light flashes from the pedestal, becoming a glowing portal. Buffy circles it, examining it, and decides she has to go inside. Willow and Wood argue, saying she doesn’t know what’s on the other side; Willow adds that she won’t know how to get Buffy back. “Find a way”, Buffy orders as she jumps through the portal. It flashes closed, blinking to nothingness.

Silence. The Scoobies look around, a bit confused, until there’s a new flash of light – and a huge, horned demon appears. “Ah, this must be the exchange student”, Xander quips, before the demon grabs him and throws him on a table. Kennedy shouts for Willow to send the demon back, but despite her magic, the redhead is unable to. Wood, Kennedy and Dawn try to attack it with weapons, but are quickly thrown back. Spike appears and tells them to get out. Kennedy asks what he’s going to do – “What I do best”, he replies. He tackles the beast and lasts a few seconds… before actually being thrown into the ceiling and landing in a bedroom upstairs. The demon jumps out a window and runs away. “Is getting thrown through the ceiling what he does best?” Kennedy quips as they recover their wits. The gang decides they have to get Buffy back, but Anya and Kennedy argue that they don’t even know where she is or what spell to use.

Buffy rolls out of nowhere into a desert on a bright, sunny day. “Well, I guess that worked”, she comments as she gets up and heads in a random direction.

Filing into the kitchen, the gang wonders how to get Buffy back. Willow says she doesn’t even know what spell to use, and Anya thinks they should leave Buffy there, if the risk is Willow going dark with magics – she’s still smarting from Buffy’s speech earlier. Xander says they have to get Buffy back – every moment she’s not there is an opportunity for the First to attack. Dawn tries to get Willow to think about where she would start a spell. Physics, Willow says; Anya adds they need a conduit, some sort of catalyst. Kennedy observes they need an exchange too – Wood adds they have to find the demon and send it back through, dead or alive. “I vote dead”, Spike drawls, standing in the doorway. He says he’ll take care of the demon, and tells Willow to begin the spell. Kennedy wonders if he’s up to it, to which Spike says that he can handle it. He starts to head out, but Wood asks him where he’s going. “To get something I need”, the vampire replies.

Buffy comes up upon three tribesmen sitting in the desert and introduces herself as the Slayer. “We know who you are”, one of them says in Swahili. They also know why she’s here. They get up and start circling her, as Buffy wonders at the fact that she can understand them. They say that the end is coming, and that she’s the Hellmouth’s last guardian. “Latest”, Buffy corrects – no, they say, the last. She says that she came here to learn, but they reply that they have no knowledge to give her – only power. Buffy gets angry, saying that they’re probably not even there, that this is only a dream. One of the men hits her with a staff, and she falls to the ground, unconscious.

Willow creates a circle with green sand to contain the portal they want to create, as Kennedy, Anya and Xander look on. She sits down in the middle of the circle and starts chanting the spell, ending with the word “Operi”. Nothing happens. She turns around and asks Dawn to put some coffee on, because this may take a while - but suddenly, Dawn and Kennedy are blown back by a blast as Willow looks up, her eyes black with magic, screaming in fury.

Buffy comes to in a cave and finds she is chained to the ground by shackles. The three men tell her that they are at the beginning, and two of them start rhythmically banging their staffs on the ground as the third grabs a box and places it on the floor. "Herein lies your strength”, one of them intones. “The energy of the demon. Its spirit. Its heart." Struggling against the chains, Buffy sees a black mist rise out of the box. One of the men tells her that this will make her ready for the fight – but it must become one with her. This was how it was done then, and it is how it must be done now. Buffy continues to struggle as the mist enters her nostrils, her eyes… and is rejected as she screams! It continues to swirl around her as she struggles, asking the men to make it stop.

In the high school basement, Spike rummages through a box and retrieves… his old leather duster! He strides out with confidence, and passes Wood, standing in the doorway to his office. Wood asks where he got the coat. “New York”, Spike replies, not slowing down a bit. Wood looks at him go with cold, cold eyes…

Kennedy and Dawn get up as Willow, still in a trance, shouts out a string of words in Latin, before deciding that she’s better in English. "Screw it! Mighty forces, I suck at Latin, OK? But that's not the issue. I'm the one in charge and I want that portal open NOW!" Her powers grow, and grow, and suddenly… she throws her arms backwards and a blue aura emerges from her hands, enveloping Kennedy and Anya for a few seconds and leaving them, once again, on the floor. A portal suddenly opens in front of Willow.

In an alley somewhere, Spike, now in vampire face, is fighting the demon. He’s not doing too well, but he’s obviously enjoying himself, looking for the fight, the violence, and taunting the demon into more punches.

Buffy is now angry at the tribesmen, saying that she knows she can’t fight the demon dust… but she can fight them. She snaps her restraints and goes at them, accusing them of violating the girl who became the First Slayer so she could do their dirty work. The men reply that she doesn’t understand, and raise their staffs, ready to defend themselves.

The demon throws Spike against a wall and grabs him, lifting him up. Spike takes the opportunity to grab the beast’s neck, and with effort, he breaks it. It falls limps, and Spike, panting, digs in his duster for a cigarette. "I don’t know your feelings, big guy” he says as he lights the cigarette, “but to me, a tussle like that... it’s good for the soul!”
Buffy snags one of the men’s staff and breaks it on her knee, causing the demon mist to dissipate. “It’s always the staff”, she mutters. The remaining tribesman says that they offered her power. “Tell me something I don’t know”, she says, and the man accepts – he lifts his hand to her temple…

At the Summers house, Spike comes in, dragging the dead demon, and hurls it towards the portal…

The tribesman’s hand retracts from Buffy’s temple and she looks at him, horrified. A bright flash…

And Buffy is standing in the Summers living room, the gang staring at her. As the camera pans from Willow to Dawn to Kennedy to Xander to Anya and to Spike, it’s obvious that they’re all pretty battered.

Upstairs, Willow catches up to Kennedy in the hallway and asks if she’s OK – she’s been quiet since… "since you sucked the life out of me?", Kennedy asks tonelessly. Willow explains that she gets like that when things get all magic. Kennedy comments that she thought it would be cool, but instead it just hurt. Willow apologizes – she was one of the most powerful people nearby, and that’s just the way it works… Kennedy says she understands, but still acts very closed as she tells Willow she’ll see her in the morning, turns and enters her bedroom.

Willow checks in on Buffy, who is lying in her bed, resting. Buffy thanks her for bringing her back – again – and apologizes for being so rough earlier. Willow says she needed to be. Buffy is silent… Again, the redhead asks if she’s OK, and after a beat, Buffy confesses that she thinks she’s made a mistake – the shadow men offered her more power, and she didn’t take it. Willow tries to reassure her – they’ll get by, they always do. But Buffy isn’t sure – they showed her something, something that confirmed what the First Slayer had said – it’s not enough. Willow asks what she saw…

A Ubervamp lifts its head and roars, as the camera rapidly zooms back to show more, more and more – thousands of them, all snarling.

Special thanks to Loey.