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Beneath You

German girl

In Frankfurt, Germany, a pink haired punkish looking girl runs away from robed figures (like those seen in Istanbul in "Lessons"). She runs through some corridors and climbs down the side of a nightclub. Just as she almost reaches safety, the robed figures catch her, and pull her off into a side room, where they overpower and stab her. As she dies, the girl says in an almost inhuman voice, "From beneath you, it devours."

Dawn shakes Buffy awake, worried. It's night time, and Buffy is in bed. Buffy says she heard screaming — which Dawn says was Buffy herself. Buffy also heard a girl, which Dawn thinks was her, but Buffy says no. Dawn asks if it was just a dream; Buffy obviously doesn't think so. In her sleep Buffy saw the German girl being killed, and heard what she said. She tells Dawn that there are more like the German girl out there, and they're going to die.

Outside at a random street in Sunnydale, the ground starts to rumble. Something is obviously burrowing underground, and it leaves a trail of destruction overhead as it does so, knocking over plants and destroying the pavement.

In the basement under the High School Spike is rambling again, and stalks a rat as he does so. The basement starts to shake, which works Spike up into a maddened frenzy, and he screams for it to stop.

Xander is giving the Summers sisters a lift to school again. Dawn is excited that Buffy will be working there, and thinks it's very cool — but she nonetheless reminds Buffy that she's not to talk or even look at Dawn, or any of her friends. Buffy assures her they probably won't even encounter each other. Xander says the kids at the school are lucky to have a Slayer on campus. He reminisces about his time at Sunnydale High; although he hated it there, at least then he was dating. The conversation turns to Anya. Xander notes that he's seen her a couple of times at the Bronze, presumably as that's where scorned women go. Dawn tells him and Buffy that they should stop dating demons. Buffy reminds her of the vampire she kissed last Halloween. Dawn is mortified, and says this is why she doesn't want Buffy talking to her friends.

Principal Wood shows Buffy to her desk in the faculty office, while he talks to her about her job. He thinks students will be willing to come to talk to Buffy as she is the youngest and least stuffy staff member, and they will like having someone they feel understands them. He tells Buffy not to judge them, but just to listen. Buffy excitedly asks if she can give detention; he says yes. He warns her not to try and be their friend, as then the students will eat her alive. Buffy asks if he heard about Principal Flutie, but it seems that he hasn't. Principal Wood makes a bad joke about kids only understanding corporal punishment, which Buffy gets due to her knowledge of weapons. Buffy asks why she was hired, considering she doesn't even have a degree, and he simply says he needed someone like her to connect with the students. As he leaves to deal with the first troublesome students of the day, Buffy tells him she's going to have a look around.

In fact she goes down to the basement to see Spike, but he doesn't seem to be there.

Giles and Willow

In Westbury, England, a taxi has arrived for Willow, apparently to take her to the airport to go back to Sunnydale, but she hesitates. She and Giles talk about her uncertainty over whether she's ready to go back. She claims to be afraid to go back because she hasn't finished her training there, and because the Hellmouth is getting active again, but Giles correctly perceives that her biggest fear is that her friends won't take her back. He tells her she could spend another two years there and still wouldn't know if the gang would take her back. Giles says he can't offer her any guarantees that she will be welcome in Sunnydale, but he knows she will be needed. Willow asks if that's all he's got (it is), but gets up to go to the taxi anyway. Giles tells her to trust herself, and the others might follow.

A woman is walking a small dog. The dog stops at a small hole in the sidewalk, and starts nosing at it, growling. The woman impatiently tells the dog to hurry up, so she can go home. As her back is turned, she hears the sounds of collapsing stone and a squeak from the dog. When she turns around, the hole is much bigger, and the dog leash leads into it — but there's no sign of the dog. Suddenly something pulls the leash further into the hole and she is pulled off her feet and dragged along the ground to the hole, screaming. When she reaches the hole, it explodes upwards and outwards, and something large roars at her (we can't see what it is). She runs off, and bumps into Xander, who says hello.

Xander, Nancy, and Dawn

The woman, Nancy, is at Buffy's house, getting her hand bandaged, and telling Buffy, Xander and Dawn about what happened. She says you hear things about Sunnydale, but you'd have to be crazy to believe them. She worries they think she's crazy. Xander assures her they don't, and that they'll take care of it. Xander is clearly taken with Nancy. As Nancy describes the underground things, Buffy remembers the words "From beneath you it devours," but only Dawn knows what she is talking about. Dawn asks if they should round up the gang, but Xander points out that this is the gang. Buffy tells Nancy they'll deal with this, and find her dog if it's alive. Spike, standing at the doorway to the room, breaks in saying that Buffy needs help. Buffy does not look pleased to see him.

Nancy asks who Spike is; Xander says it's Buffy's ex. Nancy guesses it's more complicated than that. Buffy notes that Spike has cleaned himself up (he's bleached his hair, and is wearing a bold blue shirt), and doesn't seem crazy anymore. Spike tells Buffy it's not easy for him to be here, surrounded by people who don't like him; Xander helpfully offers to make Spike leave. Spike tells Buffy they need to talk. He admits that the last time Buffy saw him, in the school basement, he was crazy. Apparently Buffy failed to mention her encounter to Dawn or Xander. Dawn in particular is less than pleased, but Buffy tells her they can discuss this later. Spike tries to defend Buffy, but Xander tells him to shut up. Buffy takes Spike to the hallway, to talk. She tells Spike not to bother trying to apologize. Spike says he didn't come here for that, he only came to help her. He can feel something very big and bad coming, and figures she's connected to it. He offers to leave if he's wrong, but Buffy admits he's right. But she's sceptical about his motives.

Buffy organizes the gang (now including Spike) into two pairs, noting that this underground thing must be very strong to burrow like it does. Nancy wonders if they should call the police, but when Xander asks her what they'd tell them, she sees his point. Buffy tells Xander to take Nancy home, driving, not walking. Nancy asks Xander if his girlfriend is always this commanding. He hastily explains that Buffy is not his girlfriend. Dawn teases him about his obvious attraction to Nancy. Buffy says she'll check out the spot where the dog disappeared with Spike. Xander doesn't love this plan, as he still doesn't trust Spike, and reminds Buffy that Spike tried to rape her. Buffy reminds Xander that Spike failed, and assures him that she can look after herself. Dawn is staying at home, doing homework. As the others leave, Dawn stops Spike to confirm that vampires sleep. When he tells her they do, she coldly tells him that if he hurts or touches Buffy at all, he'll wake up on fire.

Buffy and Spike are patrolling; Spike notes that Buffy is being quiet. Buffy still doesn't trust Spike's motives. They reach the spot where the monster broke through the ground. Spike investigates it. Buffy asks him what happened to him. Spike blames his insanity on the manifest spirits Buffy defeated. He asks Buffy why she didn't tell anyone about him. Shes says she partly hoped he was a mirage. As Spike hands Buffy the flashlight, their hands brush, and Buffy remembers the attempted rape. She tells Spike that working together isn't a way for them to get back together. Spike assures her that this is not what he wants. Spike tells her he can't say sorry or "forgive me," all he can say is that he's changed. Buffy believes this, but she's not sure what he's changed into. She knows that there's something he's not telling her, and he admits there is, but he's not sharing. He tells her he can be useful, because he honestly has nothing better to do. He leaves the hole, noting that the monster is long gone.

Xander and Nancy arrive at her apartment building. Nancy thanks Xander, and they exchange a couple of jokes. She admits that she's hitting on Xander, and asks if she can call him sometime. He's very eager. She starts to go up to her apartment, but a rumbling starts, and the window at the door breaks. Xander tells Nancy to run, and they run down the corridor to a small flight of stairs as the floor behind them is thrown up by the approach of the monster. Just as they reach the stairs the monster breaks through the floor and roars at them. The front end is entirely taken up by a huge mouth and mass of teeth, but it can't reach them, and disappears back underground. Xander checks if Nancy is injured; she isn't, but is freaked out. Xander figures out that this is not a coincidence, the monster is obviously after Nancy specifically. Nancy notes that her "abusive bastard" of an ex-boyfriend Ronnie would love this. Xander suspects that perhaps Ronnie raised this monster to get her. Nancy doubts it. She tells Xander that Ronnie just wouldn't go away, and kept ruining her life, and all she could do was wish it would stop. Alarm bells obviously go off in Xander's head as he asks, "Wish?"


Anya is sympathizing with a young woman at the Bronze, whose boyfriend has obviously been cheating on her. She's trying to get the woman to make a wish when Buffy, Spike, Xander and Nancy turn up. Xander asks Nancy if Anya was the woman she talked too; Nancy nods. Anya tells the girl she was talking to, to go get a drink and they'll pick their conversation up again in a few minutes. Xander asks if Anya changed Ronnie into a big worm monster. Anya admits she did; she had a quota and Ronnie had it coming. She didn't think Nancy would narc on her. It turns out that Nancy wished Ronnie was a worm, and Anya embellished somewhat. Anya is upset to hear that a dog got eaten, although she is not bothered about Ronnie's plight or Nancy's danger. Xander criticizes her for this. Nancy asks Xander who Anya is; he admits that she's his ex. Anya moves to leave, but Spike grabs her. She tells him to get off her, that he can't "go there" again. Spike claims he's already forgotten about their time together. Nancy gets confused and asks if there's anyone there who hasn't slept together. Xander and Spike exchange a glance. Buffy tries to question Anya about "Ronnie the worm boy." Spike identifies him as a Sluggoth demon, a very large and nasty predator which died out around the crusades. Anya admits that's what he is. Xander tells her to undo it; she tells him to bite her, she has rules to work by, that they couldn't understand as they're all too human. Spike points out that he's not, and as he tells her to undo the spell, Anya begins to study him with increasing wonder. Spike realizes that she senses the soul; he tries to leave, but Anya grabs him, demanding to know how he "got it." When she won't drop it, he punches her to the floor, and continues to punch her. Nancy makes an exit, obviously disturbed. Anya backhands Spike off her, sending him flying across the room. As she gets up, Anya is in demon face, and she says she's going to kick Spike's ass. But Buffy intervenes; she decides to punch Spike instead, as Anya watches. Spike mocks Buffy about them having sex on the balcony and other things, claiming he hasn't changed, as Buffy continues to attack him. Xander breaks in, telling Buffy that Nancy has left, and that she's in danger. Buffy decides to go after her, and runs out of the Bronze, to Spike's dismay.

Nancy is walking rapidly off, muttering about how she always surrounds herself with freaks. The rumbling starts again, and a trail of broken street surface rapidly heads towards her. She runs off, shouting for help, eventually finding a fire escape ladder to climb on. The building shakes, and the ladder starts to break off, leaving Nancy hanging in mid air screaming for help. Buffy, followed by Spike, runs across the rooftops to her.

Xander and Anya are still in the Bronze. Xander asks Anya to reverse the spell; but she tells him that D'Hoffryn and Halfrek are already all over her for half-hearted vengeance spells, and this would only make things worse. She blames Xander for this and for ruining her life in general. Xander tells her that excuse will stop working sooner or later.

As the ladder breaks, Ronnie emerges from the ground underneath it. Nancy falls off the ladder, but Buffy, swinging on a rope, catches her and they both fall into in a dumpster. When they get up, Ronnie seems to have gone, but he soon emerges again. Spike starts to attack him with an iron bar, but just before he stabs Ronnie with it, Ronnie returns to his human form — too late for Spike to react, though, and Spike stabs him through the shoulder. They both scream, and Spike holds his head, but he stops suddenly with a look of surprise.

Ronnie moans, and Spike apologizes, then pulls the iron bar out. Spike starts to slip back into insanity, and begins to ramble and shout. Both Buffy and Nancy are very disturbed by this. Buffy calls for an ambulance for Ronnie on her mobile phone. Spike says he gets it, the joke's on him. He tells Buffy that something very bad is coming, and that it will destroy them. He tells her that "from beneath you, it devours." He runs off, as Xander and Anya run up. Nancy can't get over what Anya did, what she is, and leaves. Xander notes that she won't be calling him. Buffy tells Xander to look after Ronnie, then runs off. Xander tells Anya she did the right thing; but she's not so sure. She knows she'll be in trouble for it.


Buffy goes into a small church. It's very dark inside, and she doesn't immediately see Spike inside. He approaches from behind her. He's taken off his shirt, and tells her that the "costume" didn't help. She tells him no more mind games; he responds, "no more mind." When she moves to touch him, he flinches back, telling her not to touch him. After a ramble about flesh, he starts to talk about servicing the girl, and begins to unbutton his pants. Buffy, horrified, throws him across the room. He notes that the girl doesn't want to be serviced, "because there's no spark." SpikeBuffy wonders what has happened to Spike; she offers to listen to him just this one time. Spike talks about how he went to get the spark, the piece that fit. At first she doesn't know what he's talking about, but when Spike says Angel should have warned him, Buffy realizes that Spike is talking about his soul, that he has gotten back his soul. He tells her he got it to be the right kind of man for her, but now all it does is burn. He talks about "the other," which is beneath them, also talking to him inside his head, along with her and everyone he ever hurt. He goes to the large crucifix at the end of the hall, and as Buffy begins to weep, Spike wraps his arms around the crucifix, leaning on it. Smoke begins to rise, but he still holds on to it, as he asks Buffy if they can rest now.

Synopsis written by Elliot.

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