08x19 - The Jung and the Restless

FADE IN:

[TRIQUETRA LOGO]

[Scene from 8X16: Engaged and Confused]

[INT. PHOEBE'S LOFT – DAY]

(Phoebe and Coop sit and talk.)

PHOEBE: Who are you?

COOP: Well, I'm Cupid. You can call me Coop.

FLASH TO:

[TRIQUETRA LOGO]

ROSE MCGOWAN (NARRATOR): Previously on ‘Charmed' ...

[INT. PHOEBE'S LOFT – DAY]

(Phoebe whirls around.)

COOP: You always think that you never have time for love. That's why the

Elders sent me. They feel guilty about how everything got all messed up after

they enlisted you. So they sent me down to help you get things back on track.

TRIQUETRA FLASH TO:

[Scene from 8X18: The Torn Identity]

[EXT. STREET – DAY]

(Christy and Billie talk.)

CHRISTY: Piper is so obsessed with saving her husband she doesn't care who

gets in her way.

CUT TO:

CHRISTY: Billie ... you can't trust them.

BILLIE: That's not true.

CHRISTY: Face it. They don't care about what we want. They care about what

they want.

CUT TO:

[INT. DREGS OF THE UNDERWORLD (JONDAR'S LAIR)]

(Christy is reading the spell amidst Pator's screams.)

CHRISTY:

I banish you to the astral --

(Before she can finish, Piper blasts Christy to stop her. She hits Christy in the

arm. Christy hits the cave wall and falls.)

TRIQUETRA FLASH TO:

[INT. MANOR – MAIN HALL – DAY]

(Piper, Phoebe and Henry meet Billie.)

PIPER: Billie ...

BILLIE: How could you attack my sister?

PIPER: She was gonna vanquish the demon.

BILLIE: So you just thought you'd vanquish her, too?

CUT TO:

BILLIE: Look, I wanna find Leo, too, I really, really do, but not at the expense

of her.

TRIQUETRA FLASH TO:

[INT. DREGS OF THE UNDERWORLD]

(Pator starts to burn.)

(He grabs his head and screams.)

(Billie and Christy hold hands, eyes closed in concentration.)

PATOR: Aah!

(He explodes.)

(The force of the explosion ripples through the cave, knocking Piper, Phoebe

and Paige off their feet.)

(Christy smiles. Billie drops the vial and they vanish.)

CUT TO:

PAIGE: Did they just vanquished a demon that can't be vanquished.

PHOEBE: What does that mean?

PIPER: I think that means we just found the ultimate power.

(They stare at her. Piper brushes the dirt from her hands and pants.)

FADE OUT

END OF PREVIOUSLY ON

FADE IN:

[EXT. HALLIWELL MANOR (STOCK) – DAY]

[INT. MANOR – DINING ROOM – DAY]

(Piper puts a vase of flowers on the dining room table. Phoebe talks with her.)

PHOEBE: Piper, it's not that simple.

PIPER: What do you mean it's not that simple? They vanquished the

unvanquishable --

PHOEBE: Yeah, that just makes them powerful though, not bad.

PIPER: Don't be so naive. Christy was raised by the Triad ... who wanted us

dead, remember?

PHOEBE: I understand that. But that doesn't mean that Billie and Christy want

us dead.

PIPER: (scoffs) They are the ultimate power. They were chosen to take us

out, don't you see that?

(Piper carries the watering pot into the sitting room.)

PHOEBE: No, actually, I don't . Look, I mean, yeah, it's a possibility, but we're

not there yet.

PIPER: Aren't we?

(Paige orbs in. She looks beat.)

PAIGE: Ah! Okay. Witch, whitelighter, wife -- I give up, how do I juggle all

this?

(Piper and Phoebe are very quiet. Paige picks up on an argument in progress.)

PAIGE: Mm. What are we arguing about?

PIPER: The ultimate power, what else?

PHOEBE: Her name is Billie. And I think we should help her not hurt her.

PIPER: Okay. What if she tries to hurt us first? Then, what?

BILLIE: Ding, ding! Back to your corners. Here is the deal. This is difficult for

us, right? So, we should probably try to be nice to each other. ‘Specially hard

on me. Jeez! She's been my charge.

PIPER: So you're saying, what? That you side with Phoebe?

PAIGE: No, I didn't say that at all. All I'm saying is it's messing with all of our

lives. (to Piper) You with P3 and the boys. (to Phoebe) You with work, Cupid.

PHOEBE: (corrects) Michael ...

(Paige rolls her eyes.)

PAIGE: And me, lucky little me, I am stuck with another future whitelighter.

Which means I don't even get to see my new husband.

PIPER: Well, at least you have a husband. I'm still trying to get mine back.

PHOEBE: And I'm still trying to find a husband, but that doesn't mean that we

can't –

(Paige stops. She hears a call and it shows on her face.)

PIPER: What?

PAIGE: Oh, dear, she's in trouble! Is this ever gonna end?

(Paige orbs out.)

(Piper heads for the stairs and starts climbing.)

PIPER: I'm going go try to make a potion.

PHOEBE: To do what?

PIPER: (calls back) What do you think?

PHOEBE: Okay, but I just don't think I'm ready for this, right now.

PIPER: You better get ready!

(Phoebe sighs. She doesn't like it.)

CUT TO:

[EXT. VARIOUS SAN FRANCISCO CITY (STOCK) – DAY]

[EXT. ALLEY – DAY]

(Mikelle, a tough-looking woman, punches the Darklighter Sid in his face, and

kicks him in the chest sending him crashing into the crates against the wall.

She takes off running.)

(Paige orbs in directly in front of her, stopping her run.)

MIKELLE: (shocked) Holy crap!

(The Darklighter Sid reaches out and a CROSSBOW AND ARROW suddenly

MATERIALIZES in his hand. He takes aim at Mikelle.)

(Paige sees him.)

PAIGE: (seeing past her) Duck!

(Mikelle ducks. He fires. The arrow hurls straight toward Paige. She raises her

hand and pushes the arrow back.)

PAIGE: Arrow!

(The arrow zooms back straight toward Sid. He ducks and it SLAMS into the

wall just behind him.)

(Mikelle stands up.)

MIKELLE: Paige, I don't understand. Where did you come from?

PAIGE: See for yourself.

(Paige grabs Mikelle and orbs them both out.)

(Just in time. Sid sits up, a second ARROW popping magically into his

CROSSBOW as he takes aim, ready to fire --

(But, they're gone.)

(He lowers his weapon and sighs. He reaches over his head and pulls the arrow

out of the wall behind him. He black orbs out.)

FADE TO

END OF TEASER

ROLL TITLE CREDITS

(COMMERCIAL SET)

FADE IN:

[EXT. VARIOUS SAN FRANCISCO SCENES (STOCK) – MORNING TO DAY]

[EXT. HALLIWELL MANOR (STOCK) – DAY]

[INT. THE BAY MIRROR – BULLPEN – DAY]

(It's take your child to work day at the office. The parents who work at the Bay

Mirror have their children there in the bullpen with them.)

(Phoebe enters the bullpen, a smile on her face at the sight of all the children

there. She stops by to greet the boy standing next to his dad's desk.)

PHOEBE: Hey, Colin! Did you come visit your daddy today at work?

COLIN: Yeah.

PHOEBE: Oh, that's great!

(Phoebe turns and sees a little girl at another desk with her mother. She

rushes over to see what they're looking at together.)

PHOEBE: Ooh! (to the little girl) Hey! Hello, little missy.

(The girl turns around and smiles at her.)

PHOEBE: I like your hair like that. I wouldn't mind hair like that too

sometimes.

GIRL: Really? Thanks!

(The girl and her mother walk away. Phoebe smiles as she looks at the children

in the bullpen.)

PHOEBE: (wistfully) Aw, this is nice.

COOP: (o.s.) Oh they're so cute, aren't they?

(Phoebe turns and finds Coop sitting in her chair in her office. He leans back in

the chair looking at the paper. His feet are on the corner of her desk. Phoebe

turns and heads for her office.)

COOP: 'Course, you'll never have one of your own, unless follow through with

a date.

[INT. THE BAY MIRROR – PHOEBE'S OFFICE – DAY – CONTINUOUS]

(Phoebe steps into her office.)

PHOEBE: What are you doing back here?

COOP: Just trying to figure you out. Which I thought I already had.

PHOEBE: Mm-hm.

(Phoebe's had enough. She hits Coop's legs with her briefcase.)

PHOEBE: Okay, get up! Get up!

(She keeps whacking him till he gets up and off her chair.)

COOP: Hey, hey! (chuckles) Okay. You know, if you don't start taking this

more seriously you're gonna be sitting here alone again next year for career

day.

(Phoebe sits down.)

PHOEBE: Okay, you know what? I don't want to deal with this right now,

okay?

(Phoebe goes to grab something; Coop stops her.)

COOP: No, no, it's not okay, not by a long shot. You know, I worked my tail

off ... to find you a perfectly good match in Michael. And what do I get for it?

You go out with him a grand total of once.

PHOEBE: So?

COOP: So? I've got a reputation to protect. I've never missed.

PHOEBE: Well, there's a first time for everything.

(He chuckles.)

COOP: No, no, no, no. Not when it comes to finding love. Not when it comes

to me.

PHOEBE: You're so cocky, you know that?

COOP: You're damn right I am. (Coop sits down on the couch near the door.)

I know you, Phoebe. Inside and out. I have researched every nook and cranny

...

PHOEBE: Okay, that makes me feel violated.

COOP: I know what you're looking for in a man, believe me. I am an expert in

you. Which is exactly why I know there's nothing absolutely wrong with

Michael.

PHOEBE: Okay! So, I'm just supposed to marry the guy?

COOP: No, of course not. I didn't say he was the one. The point is --

PHOEBE: You know what? I don't care what your point is ... right now. Okay?

I am dealing with a lot, and I'm trying to balance everything out.

COOP: Phoebe, love is paramount.

PHOEBE: Not now, okay? Please, not now.

(Coop raises his hands in surrender and stands up. He heads for the door.)

COOP: You know? Maybe you should try reaching out to Billie. Talk to her.

(Phoebe looks at him, surprised that he even knew.)

PHOEBE: How do you know?

COOP: (softly) I told you ... I know you.

(Coop leaves, closing the door behind him. Phoebe closes her eyes and thinks

about it.)

CUT TO:

[INT. MAGIC SCHOOL – GREAT HALL – DAY]

(Billie is going through the books. Christy walks in.)

CHRISTY: What are you doing?

BILLIE: Just trying to figure this whole stupid thing out, you know? If this

really is destined --

CHRISTY: It is.

BILLIE: Well, then it should be written somewhere, don't you think?

Everything else is.

CHRISTY: Billie, why do you keep fighting this?

BILLIE: Because. Because I don't like it, okay? It sucks. I just -- I feel like I

walked out on my family.

CHRISTY: I know, but they're not your family, Billie, they never were. They

used you.

BILLIE: I just don't believe that.

(Christy reaches out to touch Billie's hair; Billie pulls away from her.)

CHRISTY: That's because you don't want to believe that. And I don't blame

you. I mean after you trusted them, and you befriended them, you were

betrayed.

BILLIE: I just feel like this is a huge misunderstanding. If we can just talk to

them, maybe--

CHRISTY: (interrupts) We tried talking to them, but they don't care about us

or you. They only cared about themselves. That's all they ever cared about.

BILLIE: That's not true.

CHRISTY: Isn't it? What did they want to do to you when they first met you?

They wanted to train you, to teach you the craft.

BILLIE: Yes, and they did.

CHRISTY: Yeah, but not for you, it was for them. So they could kick back and

do whatever they wanted and you could go out there and risk your life to do

their job. I mean, they're supposed to be Charmed Ones, Billie, not you.

BILLIE: They're good people, Christy. They've helped hundreds of innocents.

CHRISTY: Not lately, they haven't. Lately they've been doing everything for

themselves, for their own personal gain. And it's not right. I mean, they faked

their deaths. They bartered with Destiny, they've remade the world with

Avatars all for themselves. I mean, does that sound like the greater good to

you?

BILLIE: You know, you talk about them like they're evil or something.

CHRISTY: Billie, it's not about good or evil, it's about power. And absolute

power corrupts absolutely. I mean, they feel like they don't have to live by the

rules anymore. That they can do whatever they want, and no one is gonna be

there stop them.

BILLIE: Yeah, what am I supposed to do? Hm? Stop them?

CHRISTY: No. No, we're supposed to stop them. It's our destiny.

BILLIE: I'm just not ready to do that. I can't.

CHRISTY: Well, you have to get ready. We both do. If we don't stop them ...

nobody will. It's up to us.

(Billie shakes her head and looks at the book in front of her. The words vanish

leaving just specific letters: TALK PHOEBE?)

(Billie glances at Christy.)

CHRISTY: What's wrong?

BILLIE: Nothing, I just -- you know, I need to clear my head and get out of

here for a while. So, I'll be back.

(Billie leaves.)

(Christy goes and looks at the book. All she sees is the normal book.)

(Nevertheless, Christy is suspicious.)

WHITE FLASH TO:

[INT. UNDERWORLD -- DARKLIGHTER'S LAIR]

(In what appears to be a weapons factory, DARKLIGHTERS create crossbows,

sharpen arrows and craft other weapons. We find Sid being mocked by an

older Darklighter, Salek.)

SALEK: Overpowered by the powerless. (demands to know) What happened?

SID: She was saved by a whitelighter, Salek.

SALEK: Then you should've shot both of them.

SID: She wasn't just a whitelighter, Salek. She was a Charmed One.

(Salek pauses, intrigued.)

SALEK: How do you know?

SID: You've taught us well.

SALEK: (dismisses that) Not well enough, apparently. (turns, ponders) And

where is she now, the charge?

SID: I don't know. The witch cloaked her with her magic. Should I move on

to another charge?

SALEK: No, I want this one. (opportunistic) To lure out the Charmed One.

(He walks over to the rack of newly crafted poison arrows. He picks up an

arrow and looks at it.)

SALEK: There's no better prize.

SID: (wary) But, I'm not sure how to --

SALEK: (cuts him off) You won't have to, I'll do it myself. (sighs) I've waited

my whole life for an opportunity like this. But I must be patient. I must wait

for just the right opening.

SID: But in success, the underworld will bow to you. The demons won't stand

it --

SALEK: (shouts) I don't give a damn about what demons think! Let them

cling to their prophecies about ultimate powers, their rumors of final battles.

(singularly focused) I only care about one battle.

WHITE FLASH TO:

[INT. MANOR – FOYER/LIVING ROOM – DAY]

(The front door opens and Paige enters with Mikelle.)

PAIGE: Okay, uhm -- stay put, I will be right back, okay?

MIKELLE: Wait, where're you going?

(Paige closes the door.)

PAIGE: I have to go check on my sister.

MIKELLE: Well, you just did that.

PAIGE: Oh, see, actually no. It's my other sister. Look, I know you're really

freaked out right now, but I've got so many things going on, so if you could just

wait here for a second –

MIKELLE: (plaintive) Wait a minute. What about me? I still don't understand

anything that's going on here. I mean, okay -- witches and blacklighters?

PAIGE: (corrects) Oh, no, no, no. Darklighters.

MIKELLE: But what does it mean? What does it have to do with me?

PAIGE: You see, I told you. You are a future whitelighter. (before she can

question) I'll explain more about that later, too. Okay?

MIKELLE: (scoffs) Are you sure you've got the right person?

PAIGE: Positive. Otherwise the darklighters wouldn't be trying to stop you from

becoming a whitelighter. Ha!

(A LOUD EXPLOSION from upstairs startles both Paige and Mikelle.)

MIKELLE: (scared) Darklighters?

PAIGE: (knowing) No, crazy sister. (hurried) Okay, here is the deal. You're

safe. So, stay put. Have a seat on the couch. I'll be back as soon as I can.

(Paige takes off for the attic leaving Mikelle looking nervously around and

unsure what to do.)

CUT TO:

[INT. MANOR – ATTIC – DAY]

(Paige enters the attic and finds a smoking mannequin.)

PAIGE: Hey, there. What did that mannequin ever do to you?

PIPER: Cute.

PAIGE: Aw, poor thing.

(Piper looks at the potions pot and tosses in another ingredient.)

PAIGE: What're you doing?

PIPER: Making a Power of Three potion.

PAIGE: Oh, for what?

(Piper levels Paige a look. ‘Come on.)

PAIGE: Oh, Piper.

PIPER: Look, sooner or later you two are gonna realize that is us or them, and

I for once would like to be ready.

PAIGE: Look, you can't just vanquish Billie and Christy. For one thing, you

know, it's, uh ... illegal.

PIPER: Is that the best you got?

PAIGE: Well, I think that's a pretty valid point. Look, we know you wanna get

Leo back --

PIPER: (sighs) You know what? I'm tired of everybody using that against me,

like it diminishes my credibility or something. Because it doesn't.

PAIGE: Well, you must admit it's probably clouding your judgment just a little

bit.

PIPER: That sounds more like something Phoebe would say.

PAIGE: Yeah, she just did.

PIPER: What do you mean, she just did? When did she say that exactly?

PAIGE: On the phone, a few minutes ago.

PIPER: Oh, I see. She's taking your calls, but she's not taking my calls.

Where is she?

PAIGE: She's at home.

(With a potions vial in her hand, Piper heads for the door.)

PAIGE: Where are you going?

PIPER: To find out what her problem is.

(Paige makes a face behind her back.)

PAIGE: ... Sisters ...

CUT TO:

[INT. PHOEBE'S LOFT – DAY]

(Phoebe opens the door and finds Billie there.)

PHOEBE: Hey, sweetie, I'm really glad you came. Come in.

BILLIE: Are we alone?

(Billie steps inside.)

PHOEBE: Yeah, of course we are.

(Phoebe closes the door. Billie looks around.)

PHOEBE: So, how are you doing? You're okay?

BILLIE: Uh -- what do you want to talk about?

(Billie stops and turns around.)

PHOEBE: Uh, I would imagine the same thing that you want to talk about. I

mean, that's why you're here, right?

BILLIE: Well, I'm a little confused right now. That's all.

PHOEBE: Well, what are you confused about?

BILLIE: Why you all used me.

PHOEBE: (scoffs) Is that Christy talking?

BILLIE: Don't blame this on her.

PHOEBE: Look, I'm not blaming anything on her. I'm just trying to

understand. Okay? Look, Billie, we're not the bad guys here.

BILLIE: Well, she thinks you are.

PHOEBE: Okay, well, she's wrong.

BILLIE: She thinks you're using your powers only for yourselves, and not the

greater good. And sooner or later --

PHOEBE: Sooner or later ... what?

BILLIE: You'll have to be stopped.

PHOEBE: Is that what you think, too?

BILLIE: I don't know, okay? That's why I'm here.

(The door opens and Piper pokes her head in.)

BILLIE: (accusing) You said we were alone!

PHOEBE: (duh) Hello! We were alone. (to Piper) What're you doing here?

(Piper has her hands behind her back as she steps into the loft.)

PIPER: Wondering what she's doing here.

(Billie backs away as Piper enters the room.)

PHOEBE: We're just having a little chat.

PIPER: Good. Great. I'm listening.

(Billie remains quiet. Then,

CHRISTY: (o.s.) Stay away from my sister!

(Billie whirls around and suddenly, tensions increase as Christy steps into the

room through the open balcony doors.)

PHOEBE: Okay, how did you get in?

(Christy holds up a potions vial.)

CHRISTY: The same way we're leaving.

(Billie goes to stand next to Christy.)

CHRISTY: Let's go.

PHOEBE: Okay, can't we just talk about this, please?

CHRISTY: There's nothing to talk about.

PIPER: All right then.

(Piper throws the first vial at Christy.)

PHOEBE: Don't, Piper!

(Christy looks at it and it explodes mid-air. The force of the explosion knocks

Phoebe and Piper off their feet.)

(Piper turns to get up, her hands ready to blast back, but Phoebe stops her.)

PHOEBE: No, Piper!

(Christy turns and looks at Billie.)

CHRISTY: Do you need any more proof?

(Christy throws the vial and they vanish.)

(Piper turns and looks at Phoebe.)

PIPER: Do you?

FADE OUT.

(COMMERCIAL SET)

FADE IN:

[EXT. HALLIWELL MANOR (STOCK) – DAY]

[INT. MANOR – LIVING ROOM – DAY]

(Paige walks into the living room with a cup of tea for Mikelle who is sitting on

the couch.)

PAIGE: Here is something to help you relax.

MIKELLE: (scoffs) I doubt it. (then) You got anything stronger?

PAIGE: Ah, it's a little early for that, don't you think?

MIKELLE: It's five o'clock somewhere. (off her look) Well. Okay, I take it you

whitelighters aren't really one for drink, huh? Well, if you had a life like mine –

(Paige sits down on the table in front of Mikelle.)

PAIGE: (concerned) Mikelle, look, I know your history, okay? I know you've

had a tough time. The thing is though, if you don't believe in yourself, and you

keep telling yourself you're going to be nothing, you will in fact be nothing.

Clearly the reason I was sent to help you was to help you see that you were

meant something special.

(Mikelle sighs.)

MIKELLE: (genuine) You're sweet. I just think it's gonna take a lot more than

some nice words and a cup of tea to make me believe that ... I'm meant for

something in my life.

(beat)

MIKELLE: (starts to get up) I should probably go.

(Paige quickly stands and stands in Mikelle's way.)

PAIGE: No, you can't go. You can't leave, sorry.

MIKELLE: You've obviously have other things to worry about.

PAIGE: You can't, because we haven't found the Darklighter who's after you,

okay? It is too dangerous out there.

MIKELLE: You haven't even started looking for him yet.

(Paige sighs realizing that she's right.)

(Off screen, they hear the front door open.)

[INT. MANOR – FOYER / MAIN HALL – DAY – CONTINUOUS]

(The front door opens. Phoebe and Piper enter, mid-argument.)

PHOEBE: Piper, why didn't you just freeze them?

(Piper and Phoebe don't realize that they're not alone.)

PIPER: Because it wouldn't have worked.

PHOEBE: Okay, so, it's better to just start a war?

(They stop in the main hall.)

PIPER: Oh, stop, it was one mousy potion. I just meant to scare them. I

wasn't gonna take them out with that.

PHOEBE: Take them out? Why don't you say what you really mean? Kill

them.

(Piper sighs.)

(From the living room, Paige intervenes.)

PAIGE: (loud) Girls, be nice.

MIKELLE: (trying to leave) I'm outta here.

(She tries to get up, but Paige stops her again.)

PAIGE: (stops her) No, just stay, okay? Please, stay. Have some tea.

(Paige steps out of the living room to join Piper and Phoebe.)

PHOEBE: What were you even doing there?

PIPER: Why were you hiding it from me?

MIKELLE: I'm only in the way here.

PAIGE: No, you're not. Please, stay. (to Piper, appeals) Hey, a little help

here, please?

(In the back, Mikelle gets up to leave anyway. Piper turns and freezes her.)

PIPER: (to Phoebe) There, I froze somebody. Happy?

(Phoebe rolls her eyes.)

PAIGE: Alright, you two.

(Paige grabs Piper and leads them into --

[INT. MANOR – SITTING ROOM – DAY – CONTINUOUS]

-- where Piper sits down.)

PAIGE: This is ridiculous. We're not gonna solve anything by fighting with

each other.

PIPER: Since when did you become the big sister?

PAIGE: Since you stopped acting like one.

PHOEBE: Hah!

PAIGE: (to Phoebe) And you -- what's this whole sneaking around behind our

backs thing? It's not what we need right now. It's not making our lives any

easier.

PIPER: Hah!

PHOEBE: You know what, I'm really glad I went ... because I actually learned

something.

PIPER: Like what? That they would like to kill us?

PHOEBE: No, that just in their twisted reality, they think that we're the bad

guys.

PIPER: It's not a twisted reality, it's a Triad reality. They brainwashed Christy

just like Christy's going to brainwash Billie.

PHOEBE: Well, not necessarily. And look, you know, they're right, we're not all

about the greater good anymore.

PIPER: (irritated) No one can't expect us to be. We've been doing this for

eight years! (Her phone rings; Piper pulls it out of her pocket.) And we've

done a lot of really great good, in my opinion.

(She answers her phone.)

PIPER: (to phone) Hello? What do you mean, the band's not coming? I've a

signed contract. I don't? Well, that's too bad. You're gonna have figure that

one out 'cause, you know I've got stuff going on. (She hangs up and throws

the phone on the couch.) How the hell did that happen?

PAIGE: We're spreading ourselves too thin. I can't even find a stupid

Darklighter.

PHOEBE: Hm. I'm sure she doesn't think he's stupid.

PAIGE: Thank you for the guilt.

PIPER: Okay, regardless of what you think the cold hard fact is ... the Power of

Three is needed to stop Billie and Christy. Whether you like it or not.

PHOEBE: Well, I'm sorry. I just still don't like it.

(Phoebe gets up and leaves. Piper looks at Paige.)

PIPER: What about you?

PAIGE: I don't know yet. (The front door closes.) But I have a charge to

save.

(Paige stands up and leaves Piper sitting alone.)

WHITE FLASH TO:

[INT. MAGIC SCHOOL – GREAT HALL – DAY]

(Christy talks with Billie who is still hesitant and uncertain.)

CHRISTY: They threw a potion at us, Billie. At both of us.

BILLIE: She didn't mean to. She just wants Leo back.

CHRISTY: So, that means she has kill us?

BILLIE: That wouldn't have killed us. You know that.

CHRISTY: Billie, this is insane, I cannot believe you're defending them.

BILLIE: I'm not. I am -- I don't know. Look, maybe they're just as confused

about this as we are.

CHRISTY: I'm not confused.

BILLIE: Well, I am. (sighs) I'm sorry, but I am. This isn't easy for me. I care

about them a lot, you know?

CHRISTY: I know.

BILLIE: I just wish I knew more, so I could know what to do.

CHRISTY: I can show you. The same way the Triad showed me. I was meant

to be taken, Billie, to be shown the way, just like you were meant to find me,

so I could show you.

BILLIE: The way?

CHRISTY: Our path, it's the one we were meant to share together for the

greater good. But, before you can do what you have to do, first you have to

see that their core, their inner truths, are not for the greater good. That they

don't deserve to keep their powers. They lost the way. Are you ready to see

that?

(Billie turns to look at Christy. She nods.)

CUT TO:

[EXT. SAN FRANCISCO SCENERY (STOCK) – DAY]

(Camera zooms in toward --

[EXT. PHOEBE'S BUILDING (STOCK) – DAY]

[INT. PHOEBE'S LOFT – DAY]

(The front door opens as Phoebe returns home. She exhales and puts her bag

down on the chair next to the door.)

(Someone knocks on the door.)

(Phoebe answers the door.)

COOP: Hey.

(Why is she not surprised? Phoebe laughs.)

COOP: What? Bad time?

(Phoebe turns and heads inside. Coop enters the loft.)

PHOEBE: No, I just walked in the door.

COOP: Yeah, I know, I've been hovering in the ether.

(He closes the door as Phoebe sinks down into the sofa and puts her feet up on

the table.)

COOP: So, did you talk to Billie? How'd it go?

PHOEBE: Ah, yeah. I talked to her, right up until the point where Piper tried to

kill her.

(Coop sits down on the ottoman facing her.)

COOP: What? What are you talking about?

PHOEBE: I don't want a go through again, but it didn't go well. And I don't

want to bore you with all this family drama.

COOP: Well, I'm here. Bore me.

PHOEBE: But it has nothing to do with love.

COOP: Yeah, it does. Family love. It's your sisters, right? Come on, try me.

PHOEBE: Okay, if I ask you a question ... you have to promise me that you're

going to be really honest.

COOP: Yeah, absolutely.

(She sighs.)

PHOEBE: Do you think I'm selfish?

COOP: Selfish?

PHOEBE: Yeah, selfish. I mean, do you think it's wrong for me to want a life

after being Charmed? You know, with work, and -- and friends and –

COOP: -- Love?

PHOEBE: (smiles) Yeah, and love too. I mean, is that so wrong for me to

want those things?

COOP: No. I mean, not as far as I'm concerned. And obviously not as far the

Elders are concerned, either, otherwise they wouldn't have sent me down here

to you. I may be talking of turn 'cause I don't know for sure, but I would think

with everything you've done for as long as you've done it, you deserve to have

a life. All of you do. You've earned it.

PHOEBE: (deeply touched) Thank you.

COOP: Yeah. (though)

PHOEBE: I just don't think Billie and Christy see it that way.

COOP: (shakes his head) That doesn't matter.

(She smiles at him. Her phone rings. She checks the CALLER ID and is

surprised.)

PHOEBE: It's Billie. (to Coop) What do I do?

COOP: Whatever your heart tells you to.

(After hesitating a moment, Phoebe answers the phone.)

PHOEBE: (to phone) Hello?

CUT TO:

[INT. MANOR – PIPER'S BEDROOM – DAY]

(Piper is alone in her bedroom, sitting on the table and deep in her own

thoughts. Elder Sandra orbs in.)

PIPER: (quietly) Thanks for coming.

SANDRA: Of course.

(Piper stands up.)

PIPER: I need to know if Billie and Christy are the ones who are going to have

to fight to get Leo back.

SANDRA: Boy, you get right to the point, don't you?

PIPER: Please.

SANDRA: I don't know, Piper, I'm sorry. Only the Angel of Destiny knows.

PIPER: How is that possible? If this is the great threat everybody's so worried

about, how can you not know who it is? What do you guys do up there all day?

SANDRA: (cautiously) We think that ... it might be, yes --

PIPER: ... perfect.

SANDRA: Especially after the involvement of the Triad. You have to

understand that this plan was put into motion years before you even knew that

you were witches.

PIPER: But, why?

SANDRA: Perhaps they anticipated that no one would ever be able to defeat

you. So rather than looking for more demons, they recruited powerful witches

just like you. And, perhaps, even more importantly ... Powerful sisters.

PIPER: Would you like to explain that to Phoebe? Because I don't think she's

gonna believe me.

SANDRA: It won't make it any easier for her to know. Billie ... (sighs) ... is a

friend, a person. That's what makes it all the more insidious.

PIPER: (afraid to even ask) So, how do we defeat them?

SANDRA: (with concern) I wish I knew.

(Holding her look for a long beat, Sandra orbs out leaving Piper with more

knowledge and no solutions.)

(Paige appears in the doorway.)

PAIGE: Hey! Guess who just called?

(Camera holds on Piper.)

SHORT TIME CUT TO:

[INT. MANOR – STAIRS/SITTING ROOM – DAY]

(Paige fills Piper in as they descend the stairs.)

PIPER: Did she say what she wanted?

PAIGE: Just that she wanted to speak to us.

PIPER: Yeah, well, great, then this could be a trap. Did she o call Phoebe?

PHOEBE: (o.s.) Yeah, she did.

(They stop and looks up finding Phoebe standing in the Conservatory, waiting

for them.)

(Piper and Paige head over.)

PIPER: (worried) Well, at the risk of your wrath, I 'm gonna tell you that this

could be a very bad idea.

PHOEBE: I know, but please lets just listen at what Billie has to say.

PIPER: (to Phoebe) I just spoke with an Elder and she confirmed that this

could be very big trouble for us.

PAIGE: What?

PIPER: She wasn't a hundred percent sure, but it is a possibility, which means

sooner or later --

(A large column of white smoke rises up. When it dissipates, Billie is standing

there. Her hands are hidden behind her back.)

PIPER: You know, considering you want to kill us, maybe you should use the

front door.

BILLIE: I don't want kill you, Piper, I just want to find out the truth.

PHOEBE: How do we help you find that?

BILLIE: Like this.

(Billie throws a vials on the floor and smashes it. The girls glow, then collapse

on the floor unconscious.)

(A second column of white smoke rises as Christy arrives at the manor.)

BILLIE: You promise not to hurt them, right?

CHRISTY: Not until you see what you need to see.

(Billie and Christy turn to looks at the girls unconscious on the floor.)

FLASH OUT.

(COMMERCIAL SET)

FADE IN:

[EXT. HALLIWELL MANOR (STOCK) – DAY]

[INT. MANOR – CONSERVATORY – DAY]

(Billie and Christy step closer to the sleeping girls.)

BILLIE: (worried) They're barely breathing.

CHRISTY: The potion put them into a deep sleep so all they do is dream.

(Billie kneels down to check on them.)

CHRISTY: And since dreams provide insight, you'll be able to see what they

truly care about.

BILLIE: How?

MIKELLE: (o.s.) Paige?

(Billie stands up.)

BILLIE: Who are you?

MIKELLE: I'm Mikelle. I'm her charge –

(Mikelle looks down at the girls on the floor, then she looks at Billie – thinking

the absolute worst.)

MIKELLE: Oh my god!

(Mikelle turns and leaves.)

BILLIE: Wait, no, no, no!

(Christy stops Billie from following her.)

CHRISTY: It's okay. No. Just let her go.

BILLIE: But, what if she's in trouble?

CHRISTY: She's not our concern. They are.

CUT TO:

[EXT. MANOR – FRONT PORCH – DAY – CONTINUOUS]

(The front door opens and Mikelle runs out of the house. She slams the door

closed. Just then, Salek black orbs in right in front of her.)

SALEK: Looks like your Whitelighter left you uncloaked. Big mistake.

(Mikelle tries to run, but Salek grabs her neck.)

SALEK: No, no, no.

MIKELLE: (terrified) Please, what do you want?

SALEK: (ominous) I want your screams to draw her directly to me.

(And he black orbs them both out.)

CUT TO:

[INT. MANOR – CONSERVATORY – DAY]

(Christy explains how it works to Billie.)

CHRISTY: Everything in dream world has a meaning, all the people, the places,

the emotions -- they're all manifestations of who they truly are, together as

well as separately.

BILLIE: Will they know they're dreaming?

CHRISTY: Yes. They'll probably think that they were sent there, so you're

gonna have to be careful. You just have to play a role, and make them believe

you're just part of their dreams.

BILLIE: Well, how will I find their inner truths?

CHRISTY: Well, they'll have to find their inner truths in order to wake up, all

you have to do is follow them. Just think of a sister ... and, poof, you're there.

That's dream world. This will get you in and out.

(She shows Billie a red crystal.)

CHRISTY: Are you ready?

BILLIE: I hope you're wrong.

CHRISTY: Billie, if I am wrong, we'll leave them alone, just like I promised.

But, if I'm not --

BILLIE: I know, I know.

(Billie takes the red crystal from Christy, closes her eyes and changes into a

glow of light that separates into three pieces and swirls down, down, down –

and settles one piece onto each sister's head.)

SMASH ZOOM TO:

[INT. (DREAMWORLD) MANOR – CONSERVATORY – NIGHT]

(The air ripples and we find ourselves in Dream World. Inside the manor.

Everything is a shade darker and shadow-y.)

(The sisters are up and about looking around.)

PIPER: Anything?

(Phoebe bounds down the stairs. She meets up with Piper and Paige.)

PHOEBE: No. Everything seems normal. Sort of.

PAIGE: Well, Mikelle is gone.

PIPER: And so is Billie. She obviously did something to us.

PAIGE: Yeah, but what?

PIPER: I don't know, but this is weird, and that's never good.

(Piper whacks Phoebe on her arm. Hard.)

PHOEBE: Oww!

PIPER: I told you it was a trap!

PAIGE: Okay, we need to figure out what she did to us and fast.

(Phoebe sighs. She turns and sees Billie step out into the hallway.)

PHOEBE: Oh, why we just ask her?

BILLIE: Oh, hey, guys, what's up?

(Phoebe and Paige separate to flank Billie. Billie cuts a quick exit.)

BILLIE: I'm ... late for class. Bye.

PIPER: No you don't!

(Piper runs to stop her.)

[INT. (DREAMWORLD) MANOR – FOYER – NIGHT]

(As they watch, Billie runs out of the foyer, out the front door and completely

through a green force shield around the house. She vanishes.)

(Phoebe tries to stop at the door, but the force shield around the house pulls

her in – then Piper and Paige.)

PHOEBE/PIPER/PAIGE: Whoa, whoa, whoa!

(They're sucked completely into the force shield and vanish.)

CUT TO:

[INT. (DREAMWORLD) THE BAY MIRROR – BULLPEN – NIGHT (PHOEBE'S

DREAM)]

(Phoebe appears in the bullpen. She stops and looks around. The place is

being run with children. There's a little girl boss sitting at the desk.)

(Another little girl journalist carries her work to the first little girl.)

LITTLE GIRL BOSS: This article's too long, you've gotta cut it down.

LITTLE GIRL JOURNALIST: Wait, can't we just take some space from "Ask

Phoebe"?

(The little girl journalist turns and looks at Phoebe.)

LITTLE GIRL JOURNALIST: Well, mom, what do you think?

PHOEBE: Wait, wha-- ? Did you just say mom? What?

LITTLE GIRL BOSS: You should just answer one letter today. Will it kill you?

PHOEBE: Hold up, wait a minute.

LITTLE GIRL JOURNALIST: We're running out of time, you know, you can't

keep putting us on hold.

(The little girl journalist looks sadly at Phoebe.)

COOP: (o.s.) Baby. Come here.

(She turns and sees Coop peering out through her darkened office door.)

PHOEBE: Baby?

COOP: Honey, come on!

(Phoebe turns and heads for Coop.)

(Cut to: From the bullpen door, Billie watches Phoebe. She leaves, the door

closing behind her.)

CUT TO:

[INT. (DREAMWORLD) HENRY'S OFFICE – NIGHT (PAIGE'S DREAM)]

(Paige is trying the phone.)

PAIGE: What the hell is going on? (she looks up) Piper? Phoebe? ... (weakly)

... Henry?

DREAM PAIGE: (o.s.) Henry's not here.

(Through the open door, she sees Dream Paige in a long white gown standing

out in the hallway.)

PAIGE: Who the --

DREAM PAIGE: but then you're not looking for him anyway.

PAIGE: What do you mean? I'm not?

DREAM PAIGE: Follow me.

(Dream Paige turns and walks down the hallway.)

[INT. (DREAMWORLD) – HENRY'S OFFICE – LONG HALLWAY – NIGHT (PAIGE'S

DREAM)]

(Dream Paige leads Paige through the hall and around the corner.)

PAIGE: Hold on, wait!

(Paige stops and watches Dream Paige walk away.)

(There's a glow and Dream Mikelle appears.)

DREAM MIKELLE: What about me?

PAIGE: Mikelle, what are you doing here?

DREAM MIKELLE: (weakly) I need your help.

(Paige turns and sees Dream Paige walking away around another corner.)

PAIGE: Okay. Uh, stay here and wait for me. I'll be right back.

(Paige runs after Dream Paige. Dream Mikelle glows and vanishes.)

(Billie watches from around the corner.)

FLASH TO:

[INT. (DREAMWORLD) P-3 – NIGHT (PIPER'S DREAM)]

(Piper is walking through an angry crowd, angry that there's no band there for

the night.)

PIPER: Where's the band? This is a rip-off!

(She makes her way through the crowd.)

PIPER: Phoebe? Paige?

(A man walks past her.)

PIPER: Excuse you.

BARTENDER: You going to tell me you forgot to sign the contract?

PIPER: What?

BARTENDER: You can't keep neglecting everything for Leo, you know?

PIPER: Hey, wait –

(Some people cross Piper's line of vision of the Bartender, and then he's gone.)

(Sitting at the bar, Piper sees Billie watching her.)

PIPER: (accusing) You!

(Piper heads over. Spotted, Billie gets up to leave. Piper catches her.)

PIPER: Alright, I want answers. Now!

(She pulls her to the side.)

BILLIE: Oh –

FADE OUT.

(COMMERCIAL SET)


FADE IN:

[INT. (DREAMWORLD) P-3 – NIGHT (PIPER'S DREAM)]

(Piper pushes Billie down into the chair.)

PIPER: I'm listening.

BILLIE: What's your problem?

PIPER: My problem? My problem is I want to know what you did to us, and

why.

BILLIE: I didn't do anything. You did it.

PIPER: I did it? What does that mean?

BILLIE: You tell me. It's your dream.

PIPER: My dream? What are you talking about?

(Billie tries to stand up. Piper pushes her back down in the chair.)

PIPER: I asked you a question.

BILLIE: What're you going to do, blow me up again like last time?

PIPER: Last time?

BILLIE: Every damn dream lately, that's all you ever do. Like I'm responsible

for Leo or something.

PIPER: Are you trying to drive me crazy?

BILLIE: Look, I'm not the bad guy here, okay? As much you want to demonize

me, I'm not the problem.

PIPER: Okay, fine. Then what is?

BILLIE: How do I know? Look, you know the truth, you know what you're all

about. Find it.

(Billie steps away from Piper. Billie closes her eyes.)

BILLIE: Phoebe.

(She vanishes.)

CUT TO:

[INT. (DREAMWORLD) THE BAY MIRROR – OUTER CORRIDOR – NIGHT

(PHOEBE'S DREAM)]

(Billie stands outside in the hallway of the Bay Mirror offices. Everything is

quiet. Billie heads into the bullpen.)

[INT. (DREAMWORLD) THE BAY MIRROR – PHOEBE'S OFFICE – NIGHT

(PHOEBE'S DREAM)]

(Inside, Coop has Phoebe pressed back into the wall. They're so close, their

breath intermingle. They desperately want to kiss the other.)

PHOEBE: Wait. We shouldn't be doing this.

COOP: Shh. We have to hurry.

PHOEBE: What do you mean? Why do you keep saying that?

COOP: You want a family, don't you? Kids?

PHOEBE: Well, yeah, but it doesn't it go against all the Cupid rules?

COOP: There are no rules in a dream.

PHOEBE: A dream?

COOP: Yeah.

PHOEBE: Is that what this is?

COOP: It's gonna be whatever you want it to be.

PHOEBE: Wait a minute, you and me in a dream --

(Phoebe realizes something.)

PHOEBE: Oh boy.

(Phoebe pulls out of Coop's embrace and heads out of the office.)

[INT. (DREAMWORLD) THE BAY MIRROR – BULLPEN – NIGHT (PHOEBE'S

DREAM) -- CONTINUOUS]

(She exits her office and makes her way through the busy children to the door.)

PHOEBE: Oh, sorry.

PHOEBE: Excuse me.

PHOEBE: Whoo!

(Phoebe heads out. In the back of the office, Billie watches.)

CUT TO:

[EXT. (DREAMWORLD) ALLEY – NIGHT (PAIGE'S DREAM)]

(Paige hurries through the dark alley to find Dream Paige hovering mid-air in

medication on a seat of orb lights.)

PAIGE: Ah! What the hell?

DREAM PAIGE: Come, seek.

(Paige steps forward.)

PAIGE: Seek what, exactly?

DREAM PAIGE: Your inner truth. What you keep searching for and what keeps

alluding you.

PAIGE: Please, tell me I'm not dreaming about myself. Why can't I dream

about somebody cool like, I don't know, Quentin Tarantino?

DREAM PAIGE: Not until you find you. The search for self is a noble one, and if

you don't find it, you'll be lost, imbalanced, and ultimately spread too thin.

PAIGE: Yeah, well. Tell me something I don't know.

DREAM PAIGE: You don't know me, but you want to. More than anything.

(Unknown to Paige, in the alley behind her, Billie watches and listens.)

(Billie closes her eyes and flashes out.)

(Suddenly, Dream Paige opens her mouth and screams in pain.)

QUICK FLASH TO: MIKELLE

(Somewhere dark, injured and dying.)

MIKELLE: (gasps) Paige?

(As Paige watches, Dream Paige vanishes.)

PAIGE: Mikelle.

(Paige turns and runs out of the alley.)

RIPPLE TO:

[INT. (DREAMWORLD) MANOR – FOYER/CONSERVATORY – NIGHT]

(The front door opens and Phoebe walks in.)

PHOEBE: Piper? Paige?

(Phoebe turns and finds Piper in the Conservatory.)

PHOEBE: Oh, Piper. Thank god, I found you. Wait, this is you, right? Not

some weird wacky manifestation?

PIPER: Wacky, maybe. Do you think we're dreaming, too?

PHOEBE: What else could it be?

(Phoebe sits down.)

PIPER: What I don't get is why would Billie do this to us? I mean, what does

she get out of it?

PHOEBE: I don't know, but we have to figure out a way to wake up, otherwise

we're in deep ... trouble.

PIPER: Oh, so now you're worried about Billie and Christy?

PHOEBE: Well, yeah. I mean, I may be an optimist, but I'm not stupid, you

know? Have you seen Paige?

PIPER: No, you?

(Phoebe shakes her head.)

PIPER: Well, they don't want to kill us, if they did we'd be dead, not dreaming.

PHOEBE: What were you dreaming about?

PIPER: Neglect. Apparently I put everything in my life on hold for Leo.

PHOEBE: Sounds about right.

PIPER: What were you dreaming about?

PHOEBE: Oh, you know, I'd rather not get into it, really.

(Phoebe glances at Piper's look and caves.)

PHOEBE: Okay, I was dreaming about me and Coop, and --you know, we were

... doing stuff ...

PIPER: (chuckles) Hang on a second. So you're having s*x dreams while I'm

sitting here wracked with guilt?

PHOEBE: I'm sure he was just representing what really wanted, you know? I

mean -- I don't want him, obviously, you know, because even if I did, I -- I

couldn't -- I couldn't have him ... because of all the rules.

(Phoebe sighs.)

PIPER: Okay you're the big psychology major, how do we get out of this? What

do we do now?

PHOEBE: I think we go deeper. I think we have to follow our dreams wherever

they lead us, and hope that we wake up.

PIPER: Hopefully.

(Up on the stairs, Billie watches and listens to their conversation.)

PIPER: (o.s.) Okay, so how do we do that?

PHOEBE: (o.s.) I don't know, let's start by interpreting wherever we've

already been, and try to figure out where our dreams are gonna take us.

(THUMP! Billie turns at the sounds coming from the attic. She looks back at

Phoebe and Piper, then heads upstairs to check the attic.)

CUT TO:

[INT. (DREAMWORLD) MANOR – ATTIC – NIGHT]

(Billie walks cautiously into the attic and looks around. At first she doesn't see

anyone, then--

THUD!

(Paige is behind the potions table digging through a trunk. She's just picked up

the Book of Shadows and puts it down on the table.)

BILLIE: Paige.

(Paige looks up, angry and desperate.)

PAIGE: You! (Paige advances toward Billie.) Get me out of here, now!

(Billie backs away.)

BILLIE: (plays dumb) I don't know what you're talking about --

(Paige reaches Billie and slams her up against the attic wall.)

PAIGE: Look, I don't have time for this crap, okay? You want to stop us, you

think we're selfish, whatever. But if you don't get me out of here right now, my

charge is going to die! Is that what you want?

FLASH TO:

[INT. (REAL WORLD) MANOR – CONSERVATORY – DAY]

(Christy paces the floor as she waits. A red-ish light rises out of Paige, swirls

around and Billie materializes next to Christy.)

CHRISTY: Welcome back.

(Paige gasps and wakes up.)

CHRISTY: What's this?

BILLIE: I didn't have a choice.

(Paige looks worriedly over at Piper and Phoebe.)

PAIGE: Piper, Phoebe?

BILLIE: They can't wake up, not yet ... but don't worry, they'll be fine, I

promise.

PAIGE: They'd better be.

(Paige orbs out. Billie sighs.)

BILLIE: I've gotta get back.

CUT TO:

[INT. UNDERWORLD – DARKLIGHTER'S LAIR – NIGHT]

(Mikelle is barely breathing. She's on the floor and slumped against the wall as

Paige orbs in.)

MIKELLE: Paige?

PAIGE: Oh my god, Mikelle.

(Paige is hit in the back by two Darklighter arrows, her body jerking from the

impact.)

(Paige falls to the floor. Behind her, Salek lowers his crossbow.)

(Barely alive, Mikelle looks at Paige.)

(Salek walks over to Paige and kneels. He tosses his crossbow aside.)

SALEK: Well hopefully you'll die faster than it took you to get here.

FADE OUT.

(COMMERCIAL SET)

RIPPLE IN:

[EXT. (DREAMWORLD) HALLIWELL MANOR (STOCK) – NIGHT]

[INT. (DREAMWORLD) MANOR – CONSERVATORY – NIGHT]

(Piper paces while Phoebe sits at the table, her head in her hands.)

PIPER: I don't understand. Why isn't it working?

PHOEBE: I don't know. I mean, maybe we're thinking too hard. Maybe we

just need to let it go and see what happens.

PIPER: I can't, I'm too worried. I'm worried about Paige, I mean, why haven't

we seen her?

PHOEBE: Maybe she got out.

PIPER: Or maybe not.

PHOEBE: Well, there's nothing we can do until we get back, so our only choice

is to follow our dreams.

PIPER: All right, all right, all right.

(Phoebe sighs. Piper sits down.)

PHOEBE: Okay, what did Billie say to you at the club?

PIPER: Uh, she said something about I kept blowing her up, and, you know,

right about now, that seems like a pretty fabulous idea.

PHOEBE: Blowing her up, why?

PIPER: Because I think she's responsible for Leo, which, if she's talking about

getting him back, then she would be correct.

PHOEBE: Okay, maybe you need to stop focusing on Billie, and focus on Leo. I

mean, that's what the bartender said, too.

PIPER: Mm. And what about you and your lover?

PHOEBE: I don't think it relates to him. I mean, not directly. Anyway, I think

it more has to do with --

(There's a crash and a cry.)

GIRL: (o.s.) Mommy, mommy!

PHOEBE: Did you hear that?

PIPER: What, your tall exotic lover?

PHOEBE: No!

GIRL: (o.s.) Mommy, hurry!

PHOEBE: You didn't hear that? Okay, you wait here.

(Phoebe gets up and heads out.)

PHOEBE: Keep thinking about Leo.

(Phoebe rushes into the kitchen.)

CUT TO:

[INT. (DREAMWORLD) MANOR – KITCHEN – NIGHT (PHOEBE'S DREAM)]

(Phoebe walks into the kitchen.)

GIRL: (o.s.) I'm sorry, mommy.

(Phoebe takes a couple of steps inside.)

PHOEBE: (to herself) Okay. Just go with it.

(Phoebe goes to the little girl on the floor and sits down with her.)

PHOEBE: (to the girl) What happened little sweet girl?

GIRL: (crying) I wanted some cookies, but I fell.

PHOEBE: Oh well, it's okay. Mommy is here now.

GIRL: Okay. You almost didn't make it. You almost missed me.

PHOEBE: What do you mean?

GIRL: You've gotta hurry, or it's going to be too late to have me. Don't you

want me, mommy?

PHOEBE: Yes, of course I do, more than anything in this world.

(Phoebe hugs the little girl.)

(Camera moves over quickly to find Billie watching through the crack in the

door. After a moment, she withdraws.)

CUT TO:

[INT. (DREAMWORLD) MANOR – CONSERVATORY/LIVING ROOM – NIGHT

(PIPER'S DREAM)]

(Billie turns and watches Piper sitting at the table in the Conservatory. After a

beat, Piper hears children laughing and running.)

(She gets up to look and finds a group of children of various ages, playing and

laughing in the living room.)

OLD LEO: (o.s.) Music to the ear, huh?

(Piper turns around and finds a white-haired old man smiling at her.)

OLD LEO: A house full of grandkids. It's what we always dreamed of, isn't it,

Piper?

PIPER: Leo?

(He smiles at her. Piper steps forward and hugs Old Leo.)

OLD LEO: Save me.

PIPER: Whatever it takes.

(Seeing this, Billie looks at the red crystal in her hand and withdraws.)

(Piper and Old Leo hug.)

PAIGE (VISION): (o.s.) Piper.

(Piper looks up and sees a vision of Paige in the Conservatory. She pulls away

from Old Leo.)

PAIGE (VISION): Help.

SWOOSH TO:

[INT. (REAL WORLD) MANOR – CONSERVATORY – DAY]

(With a gasp, Phoebe and Piper wake up. Piper sits up and looks for Paige.)

PHOEBE: We're back.

PIPER: Yeah, but where's Paige?

PHOEBE: You don't think Billie --

PIPER: No, she didn't do this to hurt us, but she did it for some reason.

(They both stand up.)

PHOEBE: So is she off the hook?

(They both head for the stairs.)

PIPER: Hardly but that's tomorrow's problem. Now, we've gotta find Paige.

(Camera pans around the room where Billie and Christy step out.)

CHRISTY: Well?

BILLIE: (still conflicted) It's not wrong to want what they want.

CHRISTY: It is when they've got the kind of powers they do. When they use

those powers to get what they want, at the expense of all else? (then)

Somebody's gotta stop them, Billie, before its too late.

BILLIE: I know.

CUT TO:

[INT. UNDERWORLD – DARKLIGHTER'S LAIR – NIGHT]

(Paige is dying, her breathing shallow, eyes listless and hollow. Her body jerks

upward as Salek pulls out the second arrow.)

SALEK: No need to waste good arrows.

(Salek checks Paige's pulse.)

SALEK: (then to Paige, actually impressed) You're a strong one, aren't you?

But it'll be over soon.

(Behind him, Piper and Phoebe magically appear in a swirl of orb lights. Salek

stands, turns and realizes who they are.)

SALEK: (gloats) You're too late.

(Piper gestures and Salek explodes.)

(Phoebe steps forward to check on Paige.)

PHOEBE: Oh my god, Paige! Paige! (turns to Piper) Hang in there, what do

we do?

PIPER: We need a whitelighter.

(We hear orbing sounds. Piper looks up and sees Mikelle's dead body nearby.

Orb lights swirl around.)

(Phoebe stands up.)

(Mikelle appears.)

MIKELLE: Maybe that's why I'm here.

(Mikelle's hands start to glow gold. She looks at her hands, then kneels down

next to Paige. She puts her glowing hands over Paige's wound and heals her.)

(Paige gasps.)

(Mikelle gets up. Paige looks at Mikelle.)

PAIGE: Mikelle.

MIKELLE: Paige. You were right. I was meant for something special, and I

think I just did it.

(She hears the Elder's call. Mikelle gasps and looks up. She orbs out.)

(Camera holds on Piper and Phoebe, then Paige.)

CUT TO:

[EXT. VARIOUS SAN FRANCISCO CITY LIGHTS (STOCK) – NIGHT]

[EXT. HALLIWELL MANOR (STOCK) – NIGHT]

[INT. MANOR – LIVING ROOM – NIGHT]

(By the crackling fireplace, Paige sips out of a cup. Phoebe and Piper join her.)

PHOEBE: Hey, how're you doing? You okay?

PAIGE: Yeah, I guess I'm okay. Considering --

PIPER: Considering what?

PAIGE: Considering I was supposed to save my charge, and instead she ended

up saving me. Maybe Billie's right. Maybe we are selfish.

PHOEBE: No. Wanting our life doesn't make us selfish. It's makes us normal.

PAIGE: Yeah, well, we're not normal. We're the Charmed Ones.

PIPER: Nobody said we had to be that for the rest of our lives. It's not written

in stone.

PHOEBE: Yeah, if wanting children and ... Enlightenment and Leo back makes

us selfish then, I'm guilty.

PIPER: I'd say we've done enough. And that doesn't make us evil.

PAIGE: Well I think it does, from Billie and Christy's warped point of view. So

what are we gonna do?

(Piper and Phoebe look at each other.)

PHOEBE: We're gonna stop them ... before they stop us.

FADE TO BLACK.

==========================

THE END

==========================

TITLE/OPENING CREDITS

==========================

CHARMED

8X19: THE JUNG AND THE RESTLESS

ORIGINAL AIR DATE ON WB: 04/30/2006

TRANSCRIBED FROM WB

Starring:

ALYSSA MILANO as Phoebe Halliwell

ROSE McGOWAN as Paige Matthews

and

HOLLY MARIE COMBS as Piper

KALEY CUOCO as Billie Jenkins

Created by CONSTANCE M. BURGE

Guest Starring

MARNETTE PATTERSON as Christy Jenkins

SARA DOWNING as Mikelle

PETER WINGFIELD

ELIZABETH DENNEHY as Sandra (Elder)

and

VICTOR WEBSTER as Coop (Cupid)

Editor: DON KELLY

Production Designer: PAUL STAHELI

Directory of Photography: JONATHAN WEST, ASC

Consulting Producer: JONATHAN LEVIN

Co-Producer: CAMERON LITVACK

Producer: PETER CHOMSKY

Producer: HOLLY MARIE COMBS

Producer: ALYSSA MILANO

Supervising Producer: JEANNINE RENSHAW

Supervising Producer: ROB WRIGHT

Co-Executive Producer: JAMES L. CONWAY

Produced By: JON PARE

Written by: CAMERON LITVACK

Directed by: DEREK JOHANSEN

==========================

END CREDITS

==========================

Executive Producer: BRAD KERN

Executive Producer: AARON SPELLING

Executive Producer: E. DUKE VINCENT

Spelling Television Inc., A CBS Company

Executive Story Editor: LIZ SEGAL

Associate Producer: LARRY GOLDSTEIN

Co Starring:

MATTHEW SCALLON as Sid

ADAIR TISHLER as Little Girl

LIV HUTCHINGS as Little Journalist

DARION BASCO as Dominique

Co Starring:

GORDON WELLS as Elderly Man

KRISTOPHER SIMMONS as Wyatt #1

JASON SIMMONS as Wyatt #2

CARLO CASTRONOVO as Clubgoer

Music By: JAY GRUSKA

Casting by: KIMBERLY LANSE FOSTER

Original Casting by VICTORIA HUFF, C.S.A.

Unit Production Manager: JON PARE

First Assistant Director: VINCENT GONZALES

Second Assistant Director: BERYL COHEN

Costume Designer: DANIELA GSCHWENDTNER

Camera Operator: KRIS KROSSKOVE

1st Assistant Camera: HAL ARNOLD

Chief Lighting Technician: DON LEHMAN

Asst. Chief Lighting Technician: COOPER DONALDSON

Set Designer: ROLAND HILL

Set Decorator: ROBINSON ROYCE, S.D.S.A.

Leadperson: MICHAEL ZUFELT

Property Master: ROGER MONTESANO

Assistant Property Master: SCOTT COCKERELL

Script Supervisor: NANCY SOLOMAN

Costume Supervisor: CHIC GENNARELLI

Dept. Head Key Make-Up Artist: NANETTE NEW

Key Make-up artist: ANI MALONEY

Key Make-Up Artist: BRET MARDOCK

Dept. Head Key Hairstylist: AUDREY FUTTERMAN-STERN

Key Hairstylist: BRANDON WAGGONER

Sound Mixer: BRETT GRANT-GRIERSON

Transportation Coordinator: MARTIN COBLENZ

Production Coordinator: RICK NAPOLI

Production Accountant: BRYAN MACDONALD

Script Coordinator: SCOTT LIPSEY

First Company Grip: STEVE GAUSCHE

2nd Company Grip: TOM HAM

Construction Coordinator: STAR FIELDS

Stunt Coordinator: NOON ORSATTI

Special Effects Coordinator: RANDY CABRAL

Special Effects Shop Coordinator: VINNIE BORGESE

Visual Effects Supervisor: STEPHEN LEBED

Casting Associate: KAREN P. MORRIS

Assistant to Brad Kern: ANDREA CONWAY

Assistant to Jon Pare: JENNIFER REES

Assistant to the Writers: RICK MULRRAGUL

Technical Advisor: JOHN RICHARD TODD

Assistant Editor: EUGENE WOOD

Music Editor: NINO CENTURION

Supervising Sound Editor: JEFF CLARK

Music Coordinator: CELEST RAY

Re-Recording Mixers: JOSH SCHNEIDER / BRUCE MICHAELS

Film and Electronic Laboratory (tm) by LASERPACIFIC MEDIA, a Kodak

company

Lenses and Panaflex(R) Camera by PANAVISION(R)

Digital Sound Editing and Mixing by LASERPACIFIC MEDIA, a Kodak company

Digital Visual Effects by ENCORE VIDEO

Executive in Charge of Production: GAIL M. PATTERSON

Executive in Charge of Post-Production: KENNETH MILLER

This motion picture is protected under the laws of the United States and other

countries. Any unauthorized duplication, copying, distribution, exhibition or use

may result in civil liability and or criminal prosecution.

The places and characters depicted herein are entirely fictitious, and any

similarity to any real places or people is purely coincidental.

(c) 2006 by Spelling Television Inc., A CBS company. All rights reserved.

Country of First Publication: United States of America

Spelling Television Inc., is the author of this film / motion picture for the

purpose of Article 15(2) of the Berne Convention and all National Laws giving

effect thereto.

TheWB.com

Dated:06/25/2006