Opening scene
Hyperion, basement,
Angel is standing behind Cordy, leaning in close.
Angel teaches Cordelia about sword fighting so that she can defend herself if Angel isn't there to protect her
Cordy raises the sword in her hands and they start moving through an exercise with Angel Guiding her movements. Angel picks up a sword of his own.
Angel raises his sword and takes a stance beside Cordy and she copies his movements.
They move through an exercise parallel to each other. He doesn't realize what a fast study she is but soon learns his lesson as she pins him against a wall with a sword to his throat.


WR&H
Lilah is walking through the hall at Wolfram and Hart, her secretary on her heels.
Lilah enters her office to see Gavin chatting with Billy - the guy Angel rescued from the fire-cage in that demon dimension.
Billy has been gone for three days, worrying his family, and more than likely, causing trouble. Congressman Blim, Billy's uncle, arrives to pick up the young man and take him back home. As Billy and the congressman leaves, Lilah tells Gavin to leave and stay away from her clients. Gavin isn't interested in her suggestions and suddenly attacks, grabs Lilah by the hair and smashes her into the glass shelves against the wall, then jumps on top of her, wrapping his hands around her neck and choking her.
Walking down the hall outside a smile spreads slowly across Billy's face.
Intro
Wes' apartment, Gunn and Angel are sitting on the couch playing a video game. Fred is sitting on the arm of the couch next to Gunn watching. Wes is pouring Cordy a cup of tea in the kitchen.
Gunn from the other room: "Dead! So dead! So very, very dead. Just how dead are you, huh?"
Angel: "I'm tired of being the dead one."
Wes looking at the three of them through the open kitchen door.
They discuss Cordelia's training with Angel. Wesley suggests he work with Fred to train her as well and Cordelia notices that his feelings for Fred are romantic and suggests that he try his luck with her.
Cordy gets hit by a vision and collapses on the floor. Gunn and Angel jumps off the sofa and run into the kitchen. He helps Cordy up into a chair. She tells them what she saw, a man attacking a woman in a convenience store, the woman is his wife.

Angel asks how many stores of that type are in the area. Fred offers a detailed statistical analysis in response to the question. Gunn interrupts her and offers that there are a lot of those types of stores. Fred says she was getting to that.

Wes starts to instruct the others on where to go, what to do. Cordelia says it's too late. This happened a week earlier. The woman is dead.
Cordy: (Looks up at Angel) Why would they show this to me now?"
Cordy is sitting at her desk in the Hyperion. She gets up as Wes drops a thick file onto the counter. Cordelia picks it up, asks what it is. Wes answers that it contains all the information about the murder she saw in her vision; police report, a copy of the husband's confession, stills from the surveillance camera and medical examiner's photos. Fred is coming down the stairs and Gunn and Angel are coming from other parts of the Hyperion to join Cordy in picking up papers from the file. Angel reaches out and takes the crime scene photos of the dead elderly woman away from her.
Angel: "Maybe you shouldn't be looking at that."
She reminds him The Powers already sent her the images in the vision. She asks Wes how he managed to collect all this information. He admits he bought it.

Fred wonders if the police actually sold him the information. He clarifies that he purchased it from a source of his, someone who usually sells to tabloids when crime victims are well known.

Wes explains the victim was murdered by her husband. They'd been married for 30 years, no history of domestic violence. Fred asks why the husband killed her. Wesley answers that he wanted her to stop talking. Fred figures he got what he wanted.
Gunn: "I don't get it. This guy confessed. Crime solved. Why are the Powers airing re-runs in Cordy's head?"
Angel is looking at one of the pictures from the surveillance cameras.
Wes: "I don't know."
Angel: "I do. (Put the photo on the counter) Eleven twenty four, twenty minutes before the crime occurred. Look who's there."
Wes examines the photo with a magnifying glass. His expression says he recognizes Billy's face in the picture. He hands the picture to Gunn, who also recognizes that face.

Cordelia asks what's going on as she snatches the photo from Gunn and looks at it. She notes Billy in the photo, thinks he's kind of cute, wonders who he is.
No one answers her.
Wes and Fred are sitting on the round settee in the lobby. Gunn is standing beside it.
Behind the counter, Angel is sitting on the edge of Cordy's desk, while Cordy is pacing quickly back and forth, holding the photo in her hands.
Cordy: "You're sure this is him? This is the guy?"
Angel: "You pull someone from a hell dimension, you tend to remember their face. Yeah. - That's him."
Cordy slowly sinks down into a chair. Cordelia figures that's why the vision was sent to her. If this guy is responsible, then the woman died because of her. Angel assures her it's not her fault, he's the one who freed the guy. Cordelia reminds him he did it for her. She's genuinely upset that someone died because this man was freed and she was the reason;
Angel crouches down in front of Cordy.
Angel: "Hey. - Hey, whatever's happening now, you're not responsible for this - and neither am I. - But I know who is."

Lilah’s apartment
Lilah is pouring herself a drink. She jumps a little as the door to her dimly lit apartment is suddenly kicked open, revealing Angel standing in the brightly lit hallway. Lilah wryly notes the dramatic entrance being a bit lacking considering he can't actually enter.

Angel notices she's a bit jumpy. She attributes that to having had a rough day. Angel figures she knows what her client has been doing
Lilah sighs: "It's been brought to my attention."
As she walks closer to the door we see that her face is black and blue from the beating Gavin gave her earlier.
. She doesn't provide him with much information but says that Billy is untouchable and not something Angel can just kill. He's from a very wealthy, prominent political family. She knows that even if they weren't clients of W&H, the law wouldn't go near him. Angel reminds her he's not the law. Lilah informs him they're not talking about some run-of-the-mill demon he can just slice and dice. Angel wants to know why Lilah is protecting Billy after what happened to her.

Lilah isn't interested in explaining and doesn't find his concern particularly credible since she knows Angel would like to see her dead.

Angel notes that her hands are shaking.

Lilah warns him to say away from her client and slams the door in his face.

Night. Angel's convertible pulls off the side of a road and its lights go out. Angel, Gunn and Wes get out and walk up to the gates of a big estate.
Wes announces they've arrived at the estate of Congressman Blim. He doesn't figure they'll have much luck getting in by ringing the bell.

Gunn suggests perhaps posing as security guards or something like that. Wes considers the possibility.

As Wes and Gunn ponder a plan, Angel leaps straight up to the top of the gate (15 feet high?). He drops down on the other side and disappears into the bushes.
Gunn: "So... - wanna go next?"
Wes looks at the gate: "I guess we wait here."
Gunn: "Yeah."
Angel is running towards the house. We see Billy through one of the glass doors, talking on the phone.
Angel makes his way to the glass doors.
Billy lowers the cordless and looks out, directly at Angel.
Angel runs out from behind a bush, jumps over a low wall, picks up a metal patio chair and tosses it through the glass doors, shattering them. Billy stands unmoved. He tosses the phone aside as Angel steps in through the doors.
Angel: "Why doesn't it surprise me that I can just walk right in here without an invitation."
Angel confronts Billy about how he likes to hurt women, but Billy claims he has never hurt a woman in his life. He just likes to watch. Before Angel can do any harm to Billy, the LAPD arrives. Angel believes they want him, Angel raises his hands and turns to face the shattered doors. Billy steps up beside him before he can speak.He called in earlier with a tip about where they could find a woman's body, and the body was where he said it would be. He offers to go quietly, the police officer turns back to look at the woman detective. She nods.
As Billy takes his hand off Sanchez bare wrist, we see that his fingers left a glowing, red print that quickly fades away.
Sanchez leads Billy out of the house.
Woman cop to Angel: "Who are you?"
Billy: "He's nobody."
Angel watches as the cops lead Billy away, reading him his rights as they go.
Billy is sitting the back of the police car.
While in the patrol car on the way to the precinct, the woman officer driving the police car takes a different route than what her male partner expects. He gets angry, and turns on her.
Woman Cop: "What's your problem?"
Sanchez: "I tell you what my problem is: I got a woman here that don't listen!"
We get a close up of Billy as we hear sounds of a struggle and of the car skidding out of control.
Hyperion
Wes hangs up the phone in the reception and announces a young woman's body was found three days earlier, someone had tipped the police where to find her.
Angel: "Billy."
Gunn doesn't get it. Even though Billy was responsible, he didn't physically do it, so why would he confess to it? He doesn't understand what benefit Billy gets from this.

Angel says Billy gets out. Gunn isn't sure why it makes sense that he'd want to trade a palatial estate for a holding cell at the police station. Wes wonders just how long that cell is going to hold him.

Cordelia figures since he got out of a demon dimension, the local lock-up isn't going to pose much of a problem for him. Angel knows all Billy needs is his attorney. He heads for the door. He intends to get to the station before Lilah does.

Gunn wonders what he plans to do after that. Angel offers that he got Billy out of one cell, he figures he can get him out of this one as well. Before he can leave, Fred, who has been listening to the police scanner, blurts out that there has been an accident. Billy never arrived at the precinct.
Outside somewhere in LA
We see an ambulance and another police car parked just beyond the stopped patrol car. The backside door is open and bent out of shape as if it had been kicked open from the inside with tremendous force.
Wes walks away from the scene and meets up with Gunn. He relays to Gunn what he found out. There was an altercation, the male officer attacked his female partner, she had to shoot him. She's in the hospital. Gunn heads off to the hospital, where the female officer has been taken, to learn what he can. Angel and Wesley notice Billy's bloody handprint on a nearby wall, and Wesley takes a sample of the blood in order to determine what type of demon Billy is. Angel head off in search of Billy, and Wesley heads back to the hotel.

Hyperion
Cordy takes the tazer from the weapons cabinet and puts it into her shoulder bag. Picks up a crossbow and stows it as well.
Fred comes walking down the stairs.
Fred: "What you doing?"
Cordy turns and sees her.
Cordy tells her that she is running an errand, and will be back later, though Fred realizes she isn't telling the whole truth. She leaves. Fred stands, staring at the door, when Wesley enters through the main door. He needs Fred's assistance in analyzing Billy's blood.

Lilah’s apartment
Lilah goes to answer a knock on her door.
Cordy wants to know everything about Billy, even the stuff Lilah didn't tell Angel. Lilah lets Cordy know that Billy only affects men; he brings out a primordial misogyny in them, turning them into killers. His touch has a different effect on different men; sometimes, it takes awhile for the primordial misogyny to be displayed. Cordelia wonders why he didn't try to affect Angel. Lilah asks if Angel has seen Billy. Cordy answers that he saw him right before the police picked him up.

Lilah stifles a wry laugh. Cordy asks what she finds funny. Lilah explains that Billy's touch works differently on different men. Some lose it immediately, others take a few hours to feel the effects. She offers an insincere hope that Angel isn't feeling "testy." Cordy assures her she'd better hope not. Lilah says she understands, she's seen Angel's "dark side." Cordelia's response, "you really haven't." She needs to find Billy.

Lilah wants to know just why she's supposed to help in this quest. Cordelia brings up the guy Lilah hired to hack into her visions, what she went through, how it felt.

Lilah wonders if Cordy figures she owes her something because of that.
Cordy: "It's not the pain. It's the helplessness. The certainty that there is nothing you can do to stop it, that your life can be thrown away in an instant by someone else. He doesn't care. He'll beat you down until you stay down because he doesn't even *think* of you as alive. - No woman should ever have to go through that, and no woman strong enough to wear the mantel of 'vicious bitch' would ever put up with it. - *Where* is Billy going?"


In the streets of LA
Angel walks up on two guys talking. at a scene of another brutal beating that occurred in a taxi. The driver turned on a female fare. Angel pumps the other cabbies for information about the driver's last stop before the beating.
At an apartment
A hip get together is going on in a well-appointed suite. There is a couple kissing on the couch. Two guys are playing pool. Music is playing: '..the future is coming on, coming on - finally someone let me out of my cage..."
Guy walks up to one of the pool players.
Guy: "Hey, Dylan, your cousin is here."
Billy arrives. Dylan is apprehensive about seeing him. It is obvious that he is uncomfortable around him.
Billy says he didn't know Dylan was having a party. Dylan thought they'd agreed that Billy wouldn't come around anymore after what happened the last time.

Billy watches a young couple making out on the sofa. He suggests someone should talk to them about appropriate public behavior. He wonders if Dylan wants him to do it.

Back at the Hyperion
Fred and Wesley are analyzing Billy's blood. There are some supercharged blood cells, which Wesley believes to come from his demon heritage. All of a sudden, Wesley becomes very domineering and asks Fred where Cordy is. She tries to cover, but does a poor job, and Wesley discovers the truth from her. He threatens Fred not to lie again. Fred walks around Wes' desk and towards the door while Wes is still looking through the microscope.
Wes: "Where're you going?"
Then he proceeds to tell her that she can no longer wear provocative outfits around the hotel - they taunt him. Fred tries to explain,
Wes stalking closer to her: "You think you can taunt a man and get away with it? You brush up close, bat your eyes - and then when our backs are turned, you *laugh* at us."
Fred: "No!"
Wes slaps her open handed across the face. Fred falls to the floor.
Wes: "I'll show you blood."
Fred runs to the side doors, but before she can get them open, Wes grabs her by the hair from behind.
Wes: "What do you tell a woman who has two black eyes? (Pulls her back then pushes her down onto the steps leading up beside the doors) Nothing you haven't already told her twice."
Fred picks herself up and runs upstairs.
Wes: "No sense of humor."
Wes pulls his tie off and walks down into the lobby stretching his shoulders and massaging his neck. He turns his head and his eyes come to rest on the battle ax in the corner of the weapons cabinet.
Dylan’s place
Dylan opens the door to his apartment as far as the safety chain will let him. Angel is on the other side. Angel tells Dylan he's looking for Billy. Dylan asks if he's a friend of Billy's. Angel admits he' s looking to kill him. Dylan invites him in.

Angel asks if Billy is there. Dylan tells him he was there earlier but he left. Angel is surprised there's no carnage. He'd expected to find evidence of mayhem where Billy had been. Dylan says the rules have to be understood when Billy is around and everyone in the family knows them; don't leave him alone with your girlfriend or pets and never let him touch you. If you give him money, you leave it on a table and back away from it.

Angel wonders if Billy's reason for showing up at his cousin's was cash. Dylan verifies that's why he was there. He gave him some money because he just wanted to get him out of there. Angel asks why Dylan invited him in after he told him he wanted to kill his cousin. Dylan addresses Angel by name, saying that a brunette was by earlier, she'd told Dylan Angel would be stopping by. Angel wants to know what information Dylan gave Cordelia regarding Billy's whereabouts and that he is heading for the family airport in Santa Monica.

Back at The Hyperion
Wes walks up the stairs of the Hyperion. There is a mattress leaned against the corner of the landing.
Wes: "Fred?"
As he walks up the next set of stairs, we see that he is carrying the battle ax in his right hand.
He tells her he knows she's forcing him to find her. It's all just a game. She flirts with him, he's attracted and pursues her but she never gives it up for him, just keeps running and laughing at him.

As he's ranting, he's checking out various rooms in the rundown, unoccupied section of the hotel, pushing open one door at a time. When he comes to a door that is chained, he breaks it down, and searches for Fred. He continuously taunts and demeans her, likening her to Eve. Wes smashes a stool aside with his ax, breaking it and sending the tools on it scattering across the floor. We hear a smothered gasp, and Wes' head snaps around to look towards the bed in the corner. He walks over to it. We see Fred looking at his shoes as he stops beside it. Then takes a few steps to the side.
Fred gasps as Wes picks up the mattress and throws it against the wall, so he can look down at her through the frame. Fred whimpers as Wes pulls her out from under the bed by her neck and pushes her up against the wall. Wes leans in to kiss her - only to draw back in pain as Fred buries a nail in his shoulder and knees him in the crotch.
Wes hunches over in pain and Fred runs out of the room.
Airport
An airplane is slowly taxiing down the dark runway. Cordy comes out from behind the nose of a private plane and walks up to where Billy is standing on the tarmac with his back towards her.
Cordy: "Billy?"
Billy turns and asks if he knows her. Cordelia thought they should meet. She introduces herself as the woman who was tortured to secure his freedom from his fire cell. Billy figures she's there to whine. He's neither sympathetic or interested.

She lets him know that's not the reason she’s there and she pushes the tazer up against Billy stomach and he collapses gasping to the ground. He looks up to see Cordy aiming a crossbow at him.
Cordy: "I'm here to send you back."
Back at The Hyperion
Fred is quietly hurrying down a dark hallway in the Hyperion.
Wes: "I'm still here!"
Fred stops and slowly turns to look behind her. Wes is standing at the other end of the hall.
Wes: "I don't run away like a girl. I see things through."
Fred takes off running and Wes walks after her. Wes sees Fred running up the stairs and turns to hurry down the hall away from the stairs Fred took.
Fred runs down another hallway. She stumbles and falls to her hands and knees. Rolls over to look behind her. Backs off on all fours, then gets up, turning to run - straight into Gunn, who puts a hand over her mouth to keep her from screaming. Gunn takes his hand from Fred's mouth, puts an arm around her and pulls around a corner.

Back on the airport tarmac
Billy manages to get to his feet. He figures Cordy thinks he hates her because she's a woman but that's not true. He doesn't have a much higher opinion of men since they seem more than willing to give up everything for "what's under your skirt."

Cordelia points out she's wearing slacks.
Billy wonders if that makes her feel superior, more like a man. Cordelia assures him her sense of superiority comes from the fact she has a crossbow aimed at his throat. Billy doesn't think she has the guts to kill him. She assures him she does as she prepares to pull the trigger on the crossbow.
Cordy: "Wrong again."
Suddenly the crossbow is being pushed away and Angel steps between them, pushing Cordy away.
Angel: "I can't let you do it, Cordelia."
. Cordy doesn't get it, she knows Angel is well aware of what Billy is. Angel acknowledges that he does know which is why he's going to kill Billy himself. Cordelia tries to stop him, reminding him Billy can't affect her.

Billy grabs Angel's face in his hands, agreeing that he can't hurt her. Angel pushes Billy away from him and we see the imprints from Billy's hands on Angel's face their bright red glow slowly fading as Angel takes few quick breaths.
Billy and Cordy stare at Angel. Angel glances back towards Cordy.

Back at the hotel
Fred and Gunn are frantically running down a hallway, checking door after door, looking for one that's unlocked. Gunn finally finds one and calls to Fred to follow him in. Once they're inside, he stacks furniture in front of the doo.r Gunn asks what happened with Wesley. Fred says he got infected. She figures it must have happened when he was handling Billy's bloody handprint.

Gunn asks her if she's talking about the thing that looks like a finger-painting of a hand. He didn't realize that was blood. Fred tells him that's what it is. Gunn puts it together, Wes has become a psycho killer because he handled that handprint. He admits that he handled it as well.
Gunn pulls the nightstand back off the dresser and starts to pull it away from the door.
Gunn: "I better get out of here. Lock the door behind me."
Something crashes against the door from outside, drawing a little scream from Fred. Gunn quickly pushes the dresser back up against the door.
Wes is outside swinging his ax against the door.
Gunn: "Well, uh - maybe we go to plan 'B.'"
Wes swings his ax at the door again.
Fred takes a step back and lets out a scream when one of her feet breaks through the floorboards. Gunn catches a hold of her before she can fall and pulls her away from that part of the floor.
Wes hacks at the door.
Fred, clinging to Gunn: "Oh, god."
Wes hacks at the door.
Fred asks Gunn what his plan is. Gunn turns on her, telling her he's going to bash her if she doesn't stop whining. He realizes, to his horror, what's happening.
Back at the airport
Angel is standing in the middle between Billy and Cordy. He starts to inch back towards Cordy.
Angel: "Cordy, get out of here."
Cordy: "No."
Angel: "Cordelia?"
Cordy: "I can't."
Angel turns to look at her: "GET OUT!"
Cordy jumps a little, but doesn't budge.
Billy smiles as he encourages Angel to give in to the rage and hatred, he knows he can feel it. He admits he's never done this to a vampire before. He expects an entertaining show.

Angel tells Cordelia again to leave. She won't because she feels responsible for what's happened.
Angel: "You think that's your problem? - That's not your problem. - You know what your real problem is? (Cordy backs up just a little) Guys like him!"
With that Angel spins around and hits Billy full force sending him flying to the ground. Cordy slowly lowers her hand that she had put up to shield herself from the expected blow.
Angel to Billy: "'cause you got no power over me."

Back at The Hyperion
At the hotel, Gunn picks up a chair, breaks it and retrieves one of the legs. Fred screams as he approaches her with the chair leg raised. He hands her the chair leg and instructs her to use to knock him out. Fred isn't sure he's asking her to hit him. Gunn assures her that's exactly what he wants her to do. He shoves the chair leg into her hands. She doesn't think she can hit him. Gunn thinks she'd better be able to as he screams at her to do it. Fred: "Charles, please..."
Gunn, mocking: "Charles, please. - Fine. Then give it back to me so I can smash your *stupid* head with it. Gimme the damn chair leg!"
Fred hauls back and brains him. Gunn drops to his knees but isn't out.
Gunn: "You're gonna pay for that."
Fred hits him again and he lands facedown on the floor and doesn't move any more.
Fred throws the chair leg aside, then jumps as Wes ax cracks through the door behind her.
Back at the airport,
Billy and Angel are battling each other, Angel having the upper hand for the moment. He picks Billy up and throws him several feet across the tarmac. Billy rolls as he hits then comes up on all fours. He smashes both hands hard against the ground. A shock wave radiates out from his hands then returns to them as a crack appears in the ground between them. Both hands begin to glow a bright red. The red leaves his hands, flashes up his arms and Billy's eyes flash yellow.
When Angel comes back at him, he tosses him like a toy. Billy is now pretty clearly the stronger of the two.
Cordy sees her crossbow lying on the ground. She picks it up and aims it at the combatants, but Angel and Billy change positions so often that she never has a clear shot.
Angel manages to toss Billy away from him and Cordy's finger tightens on the trigger. Gun shots ring out and Billy jerks where he is squatting on all fours, then drops to the ground and doesn't move anymore.
Cordy lowers her crossbow and looks around to see Lilah lowering her pistol.
Angel looks from Lilah to Billy. Lets out a breath. Lilah looks at Angel, then turns and walks away.
Cordy looks over at Angel.
Back at The Hyperion
Wes is pushing against the door, forcing the dresser back inch by inch.
Wes enters the room. Sees Gunn lying unconscious on the floor.
Wes: "Would you like to hear my theory, Fred? - It's about how stupid you are. - I believe that after five years of living in a cave - you'll instinctively retreat to small dark places, rather than run outside where you'd be safe."
The floor creaks beneath his feet and Wes looks down at the tarp covering the area in front of him. He walks around the tarp to a closet.
Wes: "Let's finish this."
He pulls the closet door open - only to see in the mirror on the inside of the door that Fred is standing behind him.
Fred: "I'm sorry, Wesley."
Wes wonders what she's apologizing for. Fred acknowledges he was right about her preference for small, dark places to hide in but he forgot she also likes to build things.
As Wesley approaches Fred with the ax raised, she pulls a rope, releasing a fire extinguisher tied to the other end that she had perched on a shelf on the wall. The extinguisher swings downward and catches Wesley square in the face. The force of the blow knocks Wes to the tarp which Fred had laid down to conceal the rotting floorboards. He falls through the rotted boards to the floor
beneath, unconscious.

The Hyperion – Daytime
. Cordy and Angel are back in the basement , sword training.She wonders why Billy couldn't affect him. Angel says maybe it's because he' s not human
Cordy chuckles: "Oh, right. And a *vampire* could never be turned into a monster."
Angel: "Well, that thing that Billy brought out in others? - The hatred and anger... (reach the end of the sequence) that's something I lost a long time ago."
Cordy: "Even when you were evil?"
Angel: "I never hated my victims, I never killed out of anger, it was always about the - pain and the pleasure."
Cordy: "Huh. - So I guess you could say that your demoness makes less petty than humans. Almost noble - I mean, in a twisted, dark and *really* disturbing kind of way."
They get into position to start another set. She realizes that strangely, she's becoming accustomed to getting "creeped out and comforted at the same time."
They smile at each other before continuing with the set.

Wesley is sitting in his darkened apartment, listless. Fred knocks on the door, but he doesn't move to answer it until she calls out to him. She tries to comfort him, but he moves away from her touch. He can't bring himself to look at her, not after how he chased her through the hotel. Fred reassures him that he wasn't trying to kill her -- something was done to him. She lets him know that he's a good man, then leaves. Wesley closes the door and begins to weep. Uncertain, Fred looks back at his door, then turns around to leave again.