03x16 - No Rest for the Wicked

3.16 No Rest for the Wicked

Air Date: 15 May 2008



Dean is running frantically through the woods, fleeing from hellhounds. Suddenly he stops, confronted with a hellhound that has cut in front of him. He stands for a few beats, looking at it. The camera shifts and we're looking through the eyes of the hellhound that is just waiting to attack him. Dean suddenly turns on his heel and runs back the way he came from, the hellhound on his trail with the viewers still watching through its eyes. Suddenly it trips him, and gets him down on the ground and while he screams we see blood spatter on his face.


Dean wakes up. The previous scene was a nightmare of his. He is breathing heavily from the terror of his dream. The camera pans around him as he blinks a few times and then looks down on the book he had fallen asleep on. It's open to a page about the hellhounds, with a picture of them, and they're not the prettiest things you've seen. Faces made out of human bodies. Sam walks in.

Sam: Dig up anything good?

Dean closes the book and shakes his head a bit, not looking up on him.

Dean: No.

(clears throat)

Nothing good.

Sam: Well, Bobby has. Finally.

Dean: Yeah?

Sam: Yeah. A way to find Lilith.

Dean: Oh. With just uh –

(looks at watch)

thirty hours to go.



Hey, why don't we just make a TJ-run, yeah? You know... some senoritas, cervezas, uh, we could... What's Spanish for "donkey show"?

Sam: (snickers)

So if we do save you... Let's never do that.

Dean: Yeah...

He looks down on the books as Sam sits down next to him.

Sam: Hey, Dean.


Look, we're cutting it close, I know. But we're gonna get this done. I don't care what it takes, Dean. You're not gonna go to hell. I'm not gonna let you.

(Dean looks over at him)

I swear. Everything's gonna be okay.

Dean's facial expression changes as he looks at Sam. He suddenly looks very scared. The camera cuts to Sam and we see his face completely distorted, flinging to the sides at a rapid pace. Then he changes back to Sam again, showing that this was just a hallucination.

Dean: Yeah, okay.

END Teaser


We open to a map of the United States. Bobby places an old tracking device over it. The device has three wooden "legs" coming out from a glass or crystal ball at the top. The ball has a flat, metal piece going around it with symbols on it. Further down the legs there's another metal piece, only bigger. From the ball hangs pendulum device that is sharp on the end so that it can pinpoint a specific place.

Bobby: So you need a name, that's the whole kit and caboodle. With the right name, right ritual, ain't nothing you can't suss out.

Sam: Like the town Lilith's in?

Bobby: Kid, when I get done, we'll know the street.

He begins the ritual, starts the swing for the pendulum and then chants in Latin. As Dean and Sam watch, the pendulum begins to search over the map until it suddenly stops.

Bobby: New Harmony, Indiana.

Dean looks up at him from the map.

Bobby: And we have a winner.

Sam: Alright. (pushes the pendulum away and looks at Bobby) Let's go.

Dean: Whoa, whoa, whoa, whoa. Hold on. Let's all shut up there, Tex.

Sam: What's the problem?

Dean: What's the problem? Come on, where do I begin? I mean, first of all, we don't even know if Lilith holds my deal. We're going off of Bela's intel? Now when that bitch breathes, the air comes out crooked. Okay. Second, even if we could get to Lilith, we have no way to gank her. And third, isn't this the Same Lilith that wants your giant head on a pike? Should I continue?

Bobby: Ain't you just bringing down the room.

Dean: Yeah, well, it's a gift.

Sam: I'm sorry, so then what are we supposed to do, Dean?

Dean: Just 'cause I gotta die doesn't mean you have to, okay. Either we go in smart or we don't go in at all.

Sam: Okay, fine. If that's the case I have the answer.

Dean: You do?

Sam: Yeah. A sure-fire way to confirm it's Lilith and a way to get us a bona fide demon-killing ginsu.

Dean: Damn it, Sam, no.

He turns his back to Sam and walks a few steps.

Sam: We're so past arguing. Dean, I am summoning Ruby.

Dean turns around, facing him.

Dean: The hell you are! We have enough problems as it is.

Sam: Exactly.

(walks up to him)

And we've got no time and no choice either.

Dean: Come on man, she is the Miss Universe of lying skanks, okay. She told you that she could save me, huh – lie. She seems to know everything about Lilith but forgot to mention, oh right – Lilith owns my soul!

Sam: Okay, fine. She's a liar. She's still got that knife.

Bobby: Dean.

Dean: For all we know, she works for Lilith.

Sam: Then give me another option, Dean. I mean, tell me what else.

Bobby: Sam's right.

Dean: NO! DAMN IT!

Bobby looks at him, surprised. They all look at each other for a few seconds.

Dean: (calmer)

Just no. We are not gonna make the Same mistakes all over again.

(they look at him, shocked)

You guys wanna save me, find something else.

Sam and Bobby look at him as he walks back to the table he was sitting at before, and sits down with a contemplative look. As Sam looks at him, sighing, Bobby grabs his jacket.

Sam: Where are you going, Bobby?

Bobby: I guess to...

(throws out his arms)

find something else.

Sam sighs, looking into space.


Sam is on his knees and has drawn a triangle on the floor with symbols in every point and put candles outside every point. In the middle is a circle with a bowl of a green, dry substance in it. It is obvious that he is ignoring Dean's decision to not summon Ruby.

Sam: Ad construgendum ad ligandum eos pariter Et solvendum.

We hear a sound behind Sam. He turns around but there's no one there. He turns back, looking up at the roof, sighing.

Sam: Et ad congregantum eos coram me.

He takes up a box of matches and strikes one. He watches the flame for a beat and then throws the match into the bowl. The content ignites and fire flares up and then it calms down and burns out. Sam gets up off the floor and slowly turns to look behind him as the floor creaks. There's still nothing there.

Ruby: You know, phones work too.

Sam turns back and sees Ruby leaning against the doorway. She smiles at him.

Ruby: Hey, Sam. How's tricks?

Sam doesn't look happy to see her, instead he looks angry.

Sam: How do you get around so fast?

Ruby: I got the Super Bowl jet pack.

(she begins to walk towards him)

So. You called?

Sam: Did you know?

Ruby: Um – gonna need a tiny bit more.

Sam: About Dean's deal. That Lilith holds the contract.

Ruby: Yes, I did.

Sam: And… what? You didn't think that was important?

Ruby: You weren't ready.

Sam: For what?

Ruby: If I told you, you two yahoos would have just charged after her half-cocked and Lilith would have peeled the meat from your pretty, pretty faces.

Sam: Well, we're ready now.


I want your knife.

She looks at him for a beat and then begins walking around him, slowly.

Ruby: You're right about one thing. You are ready. And now's the time, too. Lilith's guard's down.

Sam: Is that so?

Ruby: She's on shore-leave. A little R&R.

Sam: The hell's that mean?

Ruby: Trust me, you don't wanna know. You didn't lose those hex bags I gave you?

Sam: We've got 'em.

Ruby: Good. Then she won't sense that you're coming.

Sam turns around and looks at her as she's gotten behind his back while walking around him.

Sam: So you'll give us the knife?

Ruby: No.

Sam: But you just said–

Ruby: You wanna charge in with one little pigsticker? It's a waste of a true-blue window. Like getting Hitler with that exploding briefcase. Forget it.

Sam: (getting angry)

Okay, then how?

Ruby: I know how to save your brother, Sam.

Sam: No, you don't! You told Dean you couldn't! You've been lying to me all along, so just give me your damn knife!

Ruby: You're not the one I've been lying to.

Sam: Oh, so you can save him?

Ruby: No. But you can.

Sam: What?

Ruby: Sam, you've got some God-given talent. Well, not "God"-given but you get the gist.

Sam: All that psychic crap? That's gone ever since Yellow-Eyes died.

Ruby: (shaking her head)

Not gone, dormant. And not just visions either. Why do you think Lilith is so scared of you?

Sam: Right... she's scared of me.

Ruby: If you wanted, you could wipe her off the map without moving a muscle.

Sam: I don't believe you.

Ruby: It's the truth.

Sam: And you decided to tell me this just now?

Ruby: Um... demon. Manipulative's kinda in the job description. Fact is, is that you would have never considered it. Not until you were –

Sam: Desperate enough?

They exchange a look, and she shrugs as he looks away.

Ruby: You don't like being different. You hate the way Dean looks at you sometimes. Like you're some kind of sideshow freak. But suck it up because we've got a lot of ground to cover, and we've gotta do it fast. But we can do it.

Sam clenches his jaws, looking at the floor. After a beat he looks up at her.

Ruby: Look. Call me a bitch, hate me all you want, but I have never lied to you, Sam. Not ever. And I'm telling you. You... can save your brother, and I can show you how.

Dean: So that's you, huh? Our slutty little Yoda.

He shows up behind her, not looking very happy.

Ruby: Dean.

She turns around, looking at him and all her softness in her voice that she directed at Sam is gone.

Ruby: (sarcastically)

Charming as ever.

He begins walking towards her and Sam.

Dean: Aw, I knew you'd show up. Because I knew Sam wouldn't listen.

Sam looks at him but looks away quickly.

Dean: But you're not gonna teach him anything, you understand me? Over my dead body.

Ruby: Oh. Well, you're right about that.

Dean: What you are gonna do is give me that knife. And then you can just go crawl back into whatever slop you came from and never bother me or my brother again. Are we clear?

Ruby: Your brother is carrying a bomb inside of him and we'd be stupid not to use it.

Sam: Dean, look, just hold on for one –

Dean: (angry)

Sam! Don't. Come on man, what, are you blind? Can't you see that this is a trick?

Ruby: That's not true.

Dean: She wants you to give into this whole demonic psychic whatever, okay. I mean hell, she probably wants you to become her little anti-christ Super Star.

Ruby: (angry)

I want Lilith dead. That's all.

Dean: Why?

Ruby: I've told you why!

Dean: (mocking)

Oh, right, yeah. Because you were human once and you liked kittens and long walks on the beach.

Ruby: You know, I am so sick of proving myself to you. You wanna save yourself, this is how. You dumb, spineless dick.

Dean looks at her, and then turns around as if to leave but instead comes back swinging his right hook and punching her in the face, looking pissed. Sam backs away a bit, surprised by the hit. Ruby takes a few steps back with the hit, looks up at him as she wipes blood from her lip and after a beat hits him once with her right fist and then her left.

Sam: Ruby, hey!

She goes around, hits him in the back causing him to double over. She then knees him in the face, sending him into a beam and sliding to the floor. As she turns around to Dean he hits her in the face once with his left and as he's about to hit with his right she ducks out of the way and going with his momentum knees him in the stomach. The camera cuts to Sam on the floor holding a hand over his mouth as we hear more punches being thrown by Ruby. The camera cuts back to Ruby and Dean as she kicks him in the face causing him to fall to the floor. He tries to get up but she walks over and kicks him hard in the stomach sending him rolling over the floor. He starts to get up and she comes over and takes hold of him, helping him up face to face only to head-butt him so he falls backwards to the floor again. As she stands looking at him, he grins and slowly rises to his feet.

Ruby: The hell are you grinning at?

Dean: Missing something?

He pulls up her knife in front of his face. She looks at him like "you b*st*rd".

Ruby: I'll kill you, you son of a bitch.

She rushes towards him but midway there she is stopped by an invisible wall. She tries to walk past it once as Dean just looks at her. She looks at him and then looks up at the roof. The camera cuts to an angle from the floor and up across her body, showing the roof where Dean's painted a Devil's Trap. The camera cuts to Sam who takes his hand from his mouth, surprised by this. Ruby looks at Dean again, pissed. He smiles a little, looking at the trap and then he looks at her, still holding up the knife.

Dean: Like I said...

(puts down the knife)

I knew you'd come.

He walks away from her, towards the staircase. She follows him with her eyes.

Ruby: Wait! You're just gonna leave me here?

Dean stops, waiting for Sam and ignoring Ruby.

Dean: Let's go, Sam.

Sam comes over as Dean takes a deep breathe, blinking hard and then he starts up the steps followed by Sam.

Ruby: Oh, oh you – so you're just too stupid to live, is that it? Then fine! You deserve hell! I wish I could be there, Dean. I wish I could smell the flesh sizzle off your bones! I WISH I COULD BE THERE TO HEAR YOU SCREAM!

Dean: And I wish you'd shut your pie hole, but we don't always get what we want.


The camera pans over Dean's and Sam's weapons. Among them lies the gun with the white handle we've seen Dean use over the years. Dean picks up a clip and the camera follows his hand up to show him and Sam loading weapons in dead silence. We can see by Sam's face that something's on his mind.

Sam: (sighs)

We're just gonna let Ruby rot down there?

Dean: That's the idea.

Sam: Dean, what if, uh... What if Ruby's right? What if I can take out Lilith?

Dean looks up at him with an angry, doubting look.

Sam: Quit looking at me like that.

Dean: What, are you gonna give her the Carrie-stare and Lilith goes "poof"?

Sam: I don't know what Ruby meant. You know, maybe we should just go ask her.

Dean: Sam, you wanted the knife – I got you the knife.

He walks over to another table.

Sam: Dean, just listen to me for a second. Last time Lilith snapped her fingers and put thirty demons on our ass, and all we got's one little knife? I mean, like you said, we go in smart or we don't go in at all.

Dean: Well, this ain't smart.

Sam: We got one shot at this, Dean. Just one. So if there's a sure-fire way then maybe we should just talk about it.

Dean walks up to him as he speaks.

Dean: Sam. We are not gonna make the Same mistake all over again.

Sam: You said that but what does it even mean?

Dean: Don't you see a pattern here? Dad's deal, my deal, now this? I mean every time one of us is – is – is up the creek the other is begging to sell their soul. That's all this is, man. Ruby's just jerking your chain down the road. You know what it's paved with and you know where it's going.

He turns around, sits down against a table and picks up the weapons again. Sam shakes his head a bit and walks around to the other side of the table.

Sam: Dean.

He sits down next to Dean, looking at him as he continues to assemble the weapon.

Sam: What do you think is gonna happen? This is me, I can handle it.

Dean stops what he's doing, looking at the floor and shakes his head.

Sam: And if it'll save you...

Dean: Why even risk it?

He looks up at him. Sam looks away for a beat and then back at him with the obvious answer.

Sam: Because you're my brother. Because you did the Same thing for me.

Dean: (scoffs)

I know... and look how that turned out.

Dean looks at Sam and Sam looks away at this.

Dean: All I'm saying..

(he gets a little chocked up)

Sammy, all I'm saying is that you're my weak spot.

Sam looks over at him at this.

Dean: (quick confirmation smile)

You are. And I'm yours.

Sam: (choked)

You don't mean that. We're… we're family.

Dean: I know. And those evil sons of bitches know it too. I mean, what we'll do for each other, you know, how far we'll go? They're using it against us.

Sam: So what? We just stop looking out for each other?

Dean: No, we stop being martyrs, man. We – we – we stop spreading it for these demons.

He picks up Ruby's knife and holds it up.

Dean: We take this knife, and we go after Lilith our way. The way Dad taught us to. And if we go down, then, uh... then we go down swinging.

Sam just looks at him.

Dean: What do you think?

Sam looks down on the floor, thinking, then he looks up at Dean.

Sam: I think you totally should have been jamming "Eye of the Tiger" right there.

Dean: (rising)

Oh, bite me. I totally rehearsed that speech, too.

Sam smiles at that.

Sam: So, Indiana, huh?

Dean: Yeah, where Lilith's on shore-leave.

Sam: Yeah, I guess.

Dean: Tell me something.

(Sam looks up at him)

The hell's a demon do for fun?


We hear an ice cream truck's melody as it passes the screen. The camera is panning over a regular homeowners' street. It comes to a man, TOM WEPRAM, and pans by him as he goes to his mailbox. The camera reaches another man, PAT FREMONT, and then it follows him as he goes to join TOM to collect his own mail. TOM turns to PAT as the camera changes angle to behind the mailboxes.


Hey, Pat.




How's that granddaughter of yours?



Home sick, poor thing. Darn bug that's going around now.


Aw, that's too bad. Well, you give her a big old hug from me and Judy.

PAT has now collected his mail and is about to leave.


You bet.

He shakes TOM's hand as he's about to leave.


Take it easy, Tom.

As PAT lets go of TOM's hand and turns around to leave TOM looks down at his hand that he just shook PAT's with. There's a little piece of paper that he reaches up with his other hand to unfold.


You too, Pat.

PAT leaves and TOM unfolds the piece of paper. When he's unfolded it he looks at it and then over at PAT who's closing the door to his house. He looks down at the note again and we see that PAT has written "Help Us" on it.


PAT locks the door and turns around. As he's walking to the kitchen he steps over a body that is covered in bugs.


PAT comes in and we see a woman and a man in there. The woman, Mrs. FREMONT, is putting icing on a cake. They all look worried and very scared.


Where is she?


Upstairs, playing with Freckles.


We just sit here, we're dead.


She'll hear you.


It's her or us.


It's my baby girl.


Not anymore. There's something inside her.

We suddenly hear footsteps coming down the stairs.


Shut your mouth. She's coming.

They turn around as a little girl comes in. She's covered in blood but she acts as if it's just a little dirt on her dress.

Lilith: What were you guys talking about?


Just how much we love you.


What… wha? What happened to your dress?

Lilith: Oh, Freckles was mean to me.

Mrs. FREMONT, not knowing what to say turns to PAT, who hangs his head. She turns back to Lilith, shocked and afraid.


That's... that's nice, dear.

Lilith: Daddy, will you push me on the swing?


Oh... sure, honey.

He walks over to her.


But don't you wanna change first? I mean, you don't want the neighbors to see... all that blood.

Lilith: (waves her hand)

Oh, you're so smart. I love you, Daddy.

She goes over and hugs him while smiling. Mr. FREMONT looks over at Mrs. FREMONT and PAT, not sure what to say or do. They all still look scared.


I love you too. Hey, sweetie? You think... after a while... do you think you could...

He looks over at Mrs. FREMONT and she shakes her head "no" at him.


Let us go?

Lilith backs away from him, the smile completely gone from her face. She looks up at Mr. FREMONT with a serious, close to angry look.

Lilith: Why?


I uh... I don't know.

Mrs. FREMONT is taking shallow breath, scared to death of what's to come.

Lilith: Don't you wanna be here? Don't you love me?


Well, sure I do!


We all do, honey. We all love you so much.

Lilith: Don't be mean to me, Daddy. Like Freckles or what's-her-name, that mean old babysitter.

Mr. FREMONT looks over at Mrs. FREMONT, scared and wide-eyed. He looks back down at Lilith.


I'm sorry.

After a few seconds Lilith suddenly breaks into a smile.

Lilith: That's okay, silly. Now let's go and play.


Sam and Dean are in the Impala about to leave. Dean tries to start up the car but it won't start up. Both he and Sam look a bit worried. Suddenly Bobby shows up outside Dean's door, scaring the boys with his sudden appearance.

Bobby: Where do you think you're going?

Dean looks at him and the distributor cap he holds in his hand. After a beat he and Sam gets out of the Impala and walks up to Bobby who's not looking happy. But then neither is Dean.

Dean: We got the knife.

Bobby: And you intend to use it without me.

Sam comes from around the car and stands in the middle next to Dean and Bobby, watching them.

Bobby: Do I look like a ditchable prom-date to you?

Sam: No, Bobby. Of course not.

Dean: This is about me... and Sam. Ok? This isn't your fight.

Bobby walks up to Dean, furious by those words.

Bobby: The hell it isn't!

Dean looks at him, taken aback by this.

Bobby: Family don't end with blood, boy. Besides, you need me.

Dean: Bobby.

Bobby: You're playing wounded. Tell me, how many hallucinations have you had so far?

Sam looks at him, a bit confused by this. He looks over at Dean who turns to look at him, tilts his head one time and then turns back to Bobby.

Dean: How'd you know?

Bobby: Because that's what happens when you've got hellhounds on your butt. And because I'm smart.

Dean looks down on the ground, as Sam watches him. Bobby hands Dean the distributor cap.

Bobby: I'll follow.

Bobby walks away from the boys, over to his own car. After a moment Dean walks over to the hood of his car, ready to put back the part.

Bobby: Don't be stopping to pee every ten minutes either.

Dean stops in his tracks, shakes his head a bit with raised brow. He turns around looking back at Sam who looks at him and sighs.

INT. Impala - NIGHT

The boys are driving down the road, on their way to Indiana.

Sam: Hey, Dean?

Dean: Yeah?

Sam: You know if this doesn't uh... this doesn't go the way we want, I want you to know –

Dean: No. No, no, no, no.

Sam: No what?

Dean looks over at Sam.

Dean: No, you're not gonna bust out the misty good-bye speech, okay? And if this is my last day on earth, I do not want it to be socially awkward.

Sam looks down and out the window and Dean turns back to the road.

Dean: You know what I do want?

He reaches down to the radio and starts up Bon Jovi's "Wanted Dead or Alive". Sam looks a bit "eeh?"

Sam: Bon Jovi?

Dean: Bon Jovi rocks, on occasion.

He looks over at Sam to underline this statement. When Sam looks away Dean turns back to the road and begins to sing along with Bon Jovi.

Dean: (singing)

And I walk these streets

A loaded six-string on my back

I play for keeps

(turns to Sam, nudging him)


Come on.


'Cause I might not make it back

I've been everywhere

Sam: (singing)

Oh yeah

Dean: (singing)

and I'm standing tall

Sam laughs and sing along with him

Sam and Dean

I've seen a million faces

And I rocked 'em all

'Cause I'm a cowboy

On a steel horse I ride

I'm wanted

Dean looks over at Sam who's really getting into it.


Dean looks back on the road and Sam smiles as he sings with him.

Sam and Dean Dead or alive

Sam: Dead or ALIVE

Dean begins to lose the will to sing and his smile is beginning to fade. Sam just continues to sing, laugh and smile, not noticing how Dean is suddenly taking in the lyrics, realizing how much they actually fit him and what is about to come. The camera zooms on him as his smile completely vanishes, as he's staring out on the road.

Sam: (singing)

Dead or alive

Dead or alive

Dead or alive

The music takes over and Dean's smile is completely gone now. The camera cuts to the road and the Impala passes over it and we watch it drive off on the road, with a busted tail-light.

CUT TO: the Impala driving by the camera on the road as the camera pans along with it and then goes down to a police car, with an officer inside who sees them pass. We see a shot of the Impala with the busted tail-light and then the camera goes back to the officer who's starting up his engine as he watches them and then pulls out on the road with his sirens on.

CUT TO: Impala. We hear the siren behind them and the boys react to his. Dean looks up in his rear view mirror as Sam looks over at him. The flashing lights from the police car is now reflecting inside the car and over their faces.

Sam: We getting pulled over?

Dean looks in his side view mirror.

Dean: I've got a busted tail-light. It's not like we're in a hurry or nothing.

CUT TO: the Impala pulling up to the camera, with the police car stopping behind it. Dean rolls down his window as Sam hands over the licence and registration. The police officer walks up to his window, flashlight in hand.

Dean: Problem officer?


Licence and registration, please.

Dean, not looking at him, hands out the needed papers. The Officer takes and looks at it as he's talking to Dean


Do you realise you have a tail-light out, Mr Hagard?

Dean looks up him and after a beat his face falls as he's looking at him. The Officer tilts his head and shines the light on him.

Dean: Yes… yes sir. Uh… you know I've been meaning to… take care of that.

Dean slowly turns his head back towards the road in front of him, his eyes dodging back at the Officer during that.

Dean: As a matter of fact...

He suddenly opens his door fast, hitting the Officer in the stomach with it. Dean rushes out the car at him.

Sam: Dean!

Sam opens his door, surprised by Dean's action. Dean punches the Officer three times in the face as Sam tries to run around the car to stop him. He quickly reaches down and takes out the knife from his belt and thrusts it into the jaw of the Officer. As we see Bobby pulling up behind the police car, the Officer begins to flash with light, showing that Dean just thrust the knife into a demon. Dean pulls out the knife and lets go of the Officer, who falls dead to the ground. Dean stands over him, arm behind him, panting after the fight. Sam, shocked, moves up behind him. Bobby quickly runs over to them and looks down at the dead Officer/demon. He looks back up at Dean and Sam, surprised and shocked.

Bobby: What the hell happened?

Sam: Dean just killed a demon. How'd you know?

Dean still breathing heavily looks around on the ground and then turns to Sam who's still looking shocked. Dean looks worried.

Dean: I just knew.

He turns back and looks down on the Officer.

Dean: I could see its face. Its real face under that one.

Bobby who was looking down on the Officer looks up at him by these words. Dean looks up at him and meets his gaze for a second.


The boys are putting up branches over the police car, to hide it from plain sight and so that nobody can find it.

Sam: So what, now you're seeing demons?

Dean: I've seen all kinds of things lately but... nothing like this.

Bobby: Actually it's not all that crazy.

Dean: How's it not that crazy?

Bobby: Well you've got, just over five hours to go? You're piercing the veil, Dean. You're glimpsing the B side.

Dean: A little less new age-y please.

Bobby: You're almost hell's bitch. So, you can see hell's other bitches.

Dean looks first surprised and then his mock-face comes on.

Dean: Thank you.

Sam: Well, actually it could come in pretty handy.

Dean: Oh, well, I'm glad my doomed soul is good for something.

Bobby: Damn right it is. Lilith's probably got demons stashed all over town. We can't let them sound the alarm. She knows we're here, we're dead before we're started.

Dean: Well, this is a terrific plan. I'm excited to be a part of it. Can we go, please?

He begins to walk away with that and the others follow. The car is as hidden as they could manage, with branches all over it.


Mr. FREMONT, PAT and Lilith are sitting at the table in the dining room. The table is set with all kinds of candy. Mrs. FREMONT walks in with the cake she was putting icing on earlier. It's got birthday candles on it.


Happy birthday, sweetie.

Mr. FREMONT and PAT Happy birthday.

Lilith: Yay! It's my birthday every day.

Mrs. FREMONT has put down the cake on the table in front of the happy, smiling Lilith. She claps her hands and blows out the candles. Mrs. FREMONT moves it over to her place at the table to cut it.


Hmmm... cake. Again. It's good.

PAT smiles a little and nods his head yes.

Lilith: Hey grandpa, can I ask you something?


Sure jelly-bean. Anything.

Lilith: Why did you try to go to Mr. Wayburn for help?

Mrs. FREMONT looks up from the cake, worried. PAT half-smiles, trying to get out the situation that has just risen.


I didn't. I don't know what you mean.

Lilith: (no longer smiling)

You big fat liar.


I'm sorry. It was a mistake.

He begins to look worried, as does the others.

Lilith: Did you two know about this?

Mrs. FREMONT looks down on Mr. FREMONT, not sure what to say. He looks to the side and at Lilith. PAT looks from Lilith to the others, very worried.



PAT looks at him, shocked that he's not getting any help or backup. Lilith looks up at Mrs. FREMONT who's looking down on PAT. He looks up at her, for her answer.



PAT is shocked, scared and worried now. He looks over at Lilith who turns around to look at him after their answers.

Lilith: Grandpa? You don't love me?


I do. I do! I love you!

Lilith: No, you don't. You're lying again. You're just a mean old man.

PAT looks up at Mrs. FREMONT, pleading. She is on the verge of tears, scared to do anything.


Do something. Help me, please.

Lilith: I don't think I like you anymore.

Lilith takes up her hand as she looks at PAT. She twists her hand in 90 degrees, and with that PAT's head twists in the Same way, breaking his neck. He slumps down on his plate. Mrs. FREMONT cries out, shocked, and then puts a hand to her mouth to silence herself. Lilith turns around and looks at Mrs. FREMONT.

Lilith: Nobody scream, okay? Screaming makes me mad.

Mrs. FREMONT still has a hand over her mouth to keep herself silent, and tears in her eyes. Mr. FREMONT is just looking at her and Lilith, scared and quiet. He looks over at PAT whose eyes are still open. Mrs. FREMONT takes her hand from her mouth and then cuts through the cake. Lilith just cheers up with that, and suddenly all the intimidating coldness and scary part of her disappears.

Lilith: Mommy, can I have ice cream with mine?


We zoom in on the house as we see a "For Sale" sign outside. The house is completely dark.


We see through binoculars how Lilith is smiling while Mrs. FREMONT is serving her a plate of cake and Mr. FREMONT is getting out of his chair, probably to get that ice cream. PAT is sitting dead at the end of the table with his head on his plate.

Dean: It's the little girl. Her face is awful.

Sam, Bobby and Dean is standing by a window, looking over at the family. Sam is currently the one with the binoculars standing furthest from the camera. Bobby is in the middle with Dean closest to us. We see them from the side. Sam lowers the binoculars.

Sam: Alright then, let's go. We're wasting time.

He walks past Bobby and Dean, behind them, and moves for the door one presumes. Dean grabs hold of him, stopping him from leaving.

Dean: Wait!

Sam: For what? For it to kill the rest of them?

Dean: Yeah, and us too if we're not careful. Look. See the real go-getter mailman on the clock at nine PM?

Sam holds up the binoculars and we see what he sees – the mailman sorting mail at the back of his car. The camera cuts back to Dean as Sam lowers the binoculars again.

Dean: (pointing)

And Mr Rogers over there.

Bobby: Demons?

Sam looks through the binoculars again and we see "MR ROGERS" sitting in a chair in his home, smoking a pipe and reading a book, his chair facing the windows.

Dean: Yes.

The camera cuts back the guys.

Sam: Ok, fine. We – we – we – we, we ninja pass those guys, sneak in.

Dean: Then what? Give a "Columbian necktie" to a ten year old girl, come on!

Sam: Look, Dean, I know it's awful.

Dean: You think?

Sam: This isn't just about saving you, Dean. This is about saving everybody.

Bobby: She's gotta be stopped, son.

Dean, who looks contemplative, turns around and looks at Bobby and then out the window.

Dean: Oh, damn it.


Lilith: Read it again, Mommy.


But I've read it 26 times.

We see Lilith and Mrs. FREMONT lying on LILIHTH's bed. Lilith is resting her head on Mrs. FREMONT's shoulder as she holds a book up to read from.

Lilith: (hard)



"Once upon a time in the town of Celine lived a beautiful princess named Cleo. But the town was plagued with an evil dragon that demanded the blood of the children, and the princess was doomed to be sacrificed to the dark and terrible dragon."

Lilith nuzzles on her shoulder.


We see the mailman standing by the back of his truck, flipping through mail. We suddenly hear a sound across the street and the mailman looks up. The camera cuts to a view of Dean standing by a fence, looking over at him as if he's been caught. The mailman's eyes turns demon-black and he takes off after Dean. Dean runs back the way he came from, closely followed by the demon-mailman. Dean rounds a corner of the house the fence belonged to, and when the mailman comes around the Same corner a second later he runs right into Sam holding Ruby's knife and we hear it go into his body. Sam struggles with him as he turns around and Dean comes up behind the mailman and puts a hand over his mouth so his death doesn't alarm the rest of the demons. Sam pulls out the knife and the demon-mailman flashes with light a few times and then Dean drops him to the ground.

CUT TO: Bobby holding a rosary.

Bobby: Exorcizo te, creatura aquae. In nomine dei patris onmipotintes.

He drops the rosary into an opening of the water pipes and it's carried away by the stream.

CUT TO: Sam grabbing the knife that is located in MR ROGERS's belly, who's lying dead on the ground. He pulls it out and stands up next to Dean, wiping it off. Dean grabs MR ROGERS's feet and drags him out of view. He then comes back and takes off in another direction while Sam stands still, looking around.

CUT TO: Dean running through some trees and coming up by a fence, where Ruby suddenly appears and shoves him into the fence, holding him there.

Ruby: I'd like my knife back, please. Or your neck snaps like a chicken bone.

Sam comes up behind her and holds up her knife to her throat.

Sam: He doesn't have it. Take it easy.

She backs away from Dean, releasing him from the fence. Sam stands still next to Dean who turns around to face her.

Dean: How the hell did you get out?

Ruby: What you don't know about me could fill a book.

Dean suddenly reacts to her face, moving his head back just a bit with wider eyes.

Dean: Whoa.

Ruby: What?

Dean looks to the side, not wanting to look at her anymore. He glances at her once or twice but that's it.

Dean: Nothing. I just – I couldn't see you before, but you're one ugly broad.

Ruby: Sam, give me the knife before you hurt yourself.

Sam: You'll get it when this is over.

Ruby: It's already over. I gave you a way to save Dean, you shot me down. Now it's too late. He's dead. And I'm not gonna let you die too.

Sam: Try and stop me, and I'll kill you. Bitch.

Ruby: Hit me with your best shot, baby.

Dean, who's been looking in the direction he was running, towards turns around to them.

Dean: Guys, guys! Hey. Have your little catfight later.

We see a shot of two people, probably father and son, standing outside on their porch looking at Dean, Sam and Ruby. The camera pans over to the next house where a man with a briefcase is standing, staring at them. We get a shot of Sam looking pretty much "oh crap" and then we see two other men staring at them, this time closer so we can see their black eyes.

Dean: So much for the element of surprise.

Sam: Go. Go. Run. Run!

They open the gate and runs, aiming for Lilith's house. As they do we see a lot more people running after them.


Sam reaches the house first and starts picking the lock on the door. Ruby and Dean come up behind him, looking towards the lawn as more people are running after them.

Dean: What the hell is taking Bobby?

Sam is having problems picking the lock and more people are running for them.

Sam: I'm trying!

Suddenly when one demon reaches the lawn, the sprinklers turns on and she begins to flail, screaming, as the water burns her. We now get what Bobby was doing before – turning the water into holy water and effectively making a barrier with the sprinkler system. Another demon is caught in the water and he screams and flails as well. We see a shot of Dean who has a smile starting to show on his lips. We get a shot from the sky and we see a lot of possessed people standing outside the lawn, a few people in the water and our guys standing on the porch. Sam is still working on the lock and Dean begins to really smile at the barrier. Sam gets the door opened and as he and Ruby go inside. Dean laughs at the demons and then walks inside the house too.


Sam and Ruby are standing over the body we met earlier in the episode with shocked faces, and Dean is closing the door, not having seen it yet. He turns around and sees it, and his serious game face is on again.

Dean: You think Lilith knows we're here?

Ruby: Probably.

They look around a bit and then walks into the living room. Sam is going first, holding the knife out as if it was a gun. Ruby is behind him, closely followed by Dean.

CUT TO: inside a closed cabinet behind them. The camera is seeing through the persons view in there and we see Dean's back and the door opens up and goes for Dean, who hears the creak of the door and quickly turns around, putting up one hand and we get a shot from the side as Dean captures Mr. FREMONT and puts a hand over his mouth, turning them around to Sam and Ruby. Dean makes "shushing" sounds to make Mr. FREMONT be quiet and calm down.

Dean: (whispering)

We're here to help. Ok? I'm gonna move my hand, and we're gonna talk nice and quiet, okay?

Mr. FREMONT nods his head yes and Dean slowly removes his hand.

Sam: Sir, where is your daughter?


It's not... it's not her anymore.

Sam: Where is she?


Upstairs. In her bedroom.

Dean: (whispering)

Okay, okay, okay. Listen to me. I want you to go downstairs to the basement. Put a line of salt at the door behind you. Do you understand me?


Not without my wife.

Dean: Yes, without your wife.



Dean punches his lights out since they don't have time to argue about all this. He picks him up and puts him over his shoulder and gives the others a look. He then starts walking.

CUT TO: Sam and Ruby walking upstairs, backs against the wall and as stealthy as possible. Sam is in the lead with the knife in front of him. When they get up they look around a bit and then Ruby walks to the door to their right, they share a look, Sam nods at her and then she goes in, closing the door behind her. Sam starts slowly for the door to the left. He leans in against the closed door, trying to listen to any sign of life or Lilith. After a beat he opens the door as quietly as possible. He quickly slips in.


Sam walks slowly into the room, knife out in front of him. We see a shot of Lilith's bed. It has thin drapes around it and through them we can see Mrs. FREMONT and Lilith lying on the bed, asleep. Sam slowly makes his way around it while keeping his eyes glued to them. As he round the corner of the bed he shifts the knife in his hand so it's now in a stabbing position. As quietly and slowly as possible, he removes the drapes and we hear Mrs. FREMONT breathing heavily, scared, as Sam comes into view. The camera follows the drapes to a point and then lets them reveal Mrs. FREMONT looking up at Sam, scared, with Lilith still nuzzled into her shoulder, apparently asleep.



Do it!

Sam slowly raises the knife, looking down on the child Lilith has possessed. She stirs a little.



Do it.

We see Sam looking at Lilith, trying to collect himself to stab a child.



Do it!

Lilith moves a little, apparently starting to wake up. Mrs. FREMONT gets more and more afraid and panicked and Sam is staring at Lilith, pulling himself to the point of stabbing her.


Do it! Do it!

Lilith wakes up, and starts to rise on the bed, eyes hardly opened.



Lilith screams when she opens her eyes and sees Sam who lunges for her. At the last moment he's stopped by Dean who grabs hold of his arm.

Dean: It's not her!

The girl is breathing fast and heavily from what was just about to happen. We see Ruby standing behind Sam and Dean, who probably came in with Dean.

Dean (cont'd)

It's not in the girl anymore.


(sobbing, scared)



Mommy's here. Mommy's here. It's okay.

The FREMONT Girl cries.


Through the window we see people standing in front of the Fremont house, outside the barrier of the sprinklers. The camera cuts to Bobby, who's standing in the window seeing this. We hear a clock ticking and Bobby takes up his hand, looking at it.

Bobby: Damn it.

He looks out through the window again.


They all come down the stairs, Mrs. FREMONT and Dean first.

Dean: Alright, no matter what you hear. You, your husband and your daughter stay in the basement.

She goes through the basement door and Dean follows. Sam and Ruby walk past them.

Ruby: Well, I hate to be a "told you so".

Sam: Alright Ruby, where is she?

Ruby: I don't know.

They enter the living room.

Sam: Could she get past the sprinklers?

Ruby: Her pay grade, she ain't sweating the holy water.

Sam: Ok, you win. What do I have to do?

She looks at him questioningly.

Ruby: What do you mean?

Sam: To save Dean.

Dean comes up behind Sam.

Sam (cont'd)

What do you need me to do?

Dean grabs him from behind, trying to turn him.

Dean: What the hell do you think you're doing?

Sam pulls loose from Dean

Sam: Just shut up for a second.

(to Ruby)


Ruby: You had your chance. You can't just flip a switch. We needed time.

Sam: Well, there's gotta be something. There's gotta be some way, whatever it is, I'll do it.

Dean comes up behind him again, grabbing him.

Sam: Don't, Dean! I'm not gonna let you go to hell, Dean!

Dean: Yes, you are!

They look at each other for a beat.

Dean: (calmer)

Yes, you are.

Sam just stares at him, breathing.

Dean: I'm sorry. I mean this is all my fault, I know that. But what you're doing, it's not gonna save me. It's only gonna kill you.

Sam looks away for a second, tears building in his eyes.

Sam: Then, what am I supposed to do?

Dean: Keep fighting. Take care of my wheels. Sam, remember what Dad taught you... okay?

Sam nods, holding his tears back.

Dean (cont'd)

And remember what I taught you.

As tears build in Dean's eyes we hear the grandfather clock tick and then begin to strike midnight. Dean looks over at it, and the camera cuts to it and then pans around to Dean looking at it. Dean looks over at Sam, who's also watching the grandfather clock. He turns his head, tears spilling down his cheeks, and looks as Dean. Dean gives him a little smile as he tries to keep himself calm and hold back his tears.

Ruby: I'm sorry, Dean. I wouldn't wish this upon my worst enemy.

We hear the hellhounds begin to howl and Dean's face falls as he turns around to where we heard them. Sam looks at him and then look in the Same direction understanding that something's up. We hear a growling hellhound.

Dean: Hellhound.

Sam: Where?

Dean: There.

The camera cuts to where the hellhound is, we don't see anything, but we hear its growl. The camera cuts to Ruby whose face falls as she sees it. Suddenly we see through the hellhound's eyes, as it's staring at Dean, Sam and Ruby. As it begins to move, Dean bolts out of the room, followed by the others, and the hellhound quickly behind them. They run into another room and close the doors fast in the face of the hellhound.


Dean takes out the bag with goofer dust as Sam and Ruby stand against the doors, holding them shut while the hellhound is pounding to get in. Dean runs over and throws himself down at the floor by the door and frantically starts pouring out the dust. The pounding suddenly stops and for a second they all stand/sit still, then Dean bolts for the window and pours out the dust on the windowsill.

Ruby: (to Sam)

Give me the knife, maybe I can fight it off.

Sam looks at her, a bit confused.

Sam: What?

Ruby: Come on! That dust won't last forever.

Dean turns around and looks at them from behind Sam. After a few seconds Sam takes out the knife, about to hand it to Ruby.

Dean: Wait!

The camera quickly zooms in on Ruby at this. Sam turns around to Dean, looking at him.

Ruby: You wanna die?

Dean: Sam, that's not Ruby. It's not Ruby!

Sam turns back to Ruby who, without touching him, flings him hard up against the wall, pinning him. He drops the knife and it falls to the floor. She then hits Dean (without touching him) and flings him on top of the table, pinning him. Dean grunts as he holds up his head so he can look at Ruby. Sam looks from Dean to Ruby.

Dean: How long you been in her?

Ruby's entire facial expression changes and becomes childlike. Lilith has taken over the body Ruby possessed.

Lilith: Not long.

She looks down on her body as she speaks.

Lilith (cont'd)

But I like it. It's all grown up and pretty.

She looks up at Dean again, her eyes turning white.

Sam: And where's Ruby?

Lilith's eyes turns back to normal.

Lilith: She was a very bad girl, so I sent her far, far away.

She tilts her head step by step and we hear her neck crunch with each tilting motion.

Dean: You know, I should have seen it before... but you all look alike to me.

After a beat she snaps her head to Sam, who looks over at her. She starts walking slowly towards him.

Lilith: Hello, Sam. I've wanted to meet you for a very long time.

She grabs hold of his chin, forcing him to face her. Against his will she gives him a kiss and we hear how it sizzles from their lips meeting.

Lilith: Your lips are soft.

Sam moves his head up and to the side, trying to get loose from her hand.

Sam: Right, so you have me. Let my brother go.

He looks down on her.

Lilith: Silly goose. You wanna bargain, you have to have something that I want. You don't.

Dean: So, is this your big plan, huh? Drag me to hell. Kill Sam. And then what? Become queen bitch?

Lilith: I don't have to answer to puppy chow.

Dean is clearly in pain on the table, trying to hold himself up against her restraint. Lilith suddenly moves from Sam, as she looks at Dean, and walks over to the door while Dean follows her with his eyes. She grabs hold of the doorhandle and while looking at Dean exclaims: Lilith

Sic 'em, boy.

Sam snaps his head to Dean at this and Dean looks over at him and then at the door. Lilith opens the door and the goofer dust blows away as the hellhound gets him. Lilith just laughs and smiles. The camera cuts to the view through the hellhound's eyes, as it runs at Dean on the table. It grabs him by his legs and pulls him down as he screams. It begins to rip him as Sam stands against the wall, helpless, scared and panicked.

Sam: No! Stop!

Lilith just looks over at Sam and then down at Dean who's struggling on the floor. The hound has already slashed his right leg and is now attacking his chest as he screams in pain. He turns over onto his stomach.


Lilith just watches with a little smile on her face. The hound slashes Dean on his back and his shoulder.

Sam: No!

He flips over and it slashes him over his chest, blood gushing out. Sam just watches in horror.

Sam: No. Stop it.

Dean is taking his last breaths now.


The blood pours out of Dean's chest and he's not screaming anymore, but still not dead.

Sam: NO!

Lilith smiles at Sam.

Lilith: Yes.

She holds out her hand and suddenly white light erupts from it. As it builds up Sam turns his head, eyes closed. Suddenly her white light is retracted, her eyes is still white but slowly turns back to normal, and she looks confused and shocked. Sam is on the floor, huddled in a corner next to a cabinet, holding his hands up in front of his face. When he notices nothing happened and the light is gone he slowly takes down his hands, looks up at her and rises up to a standing position. She looks at the floor, afraid. She holds out her hand and looks at him.

Lilith: Back.

Sam takes a breath and starts walking towards her.

Lilith: I said, back.

Sam, with a determined look on his face, bends down and picks up Ruby's knife. Lilith looks very afraid of him now, as he just looks determined and hateful.

Sam: I don't think so.

He pulls back his hand, and motions to stab her but suddenly Lilith exits Ruby's body. We see the black smoke go out of her body as she screams, the camera cuts between her mouth, the ventilation in the roof and an angle from the roof where we see Dean's body in the background, lying still on the floor, bloody. The camera cuts to him from the side as Ruby's body collapses. Dean isn't moving, his eyes opened. He's dead. Sam looks down on him breathing heavily. We get a shot of Dean and Ruby lying next to each other on the floor, both dead. With tears building up quickly Sam slowly walks over to Dean. He begins to cry as he bends down next to him. He picks up Dean, holding his head close to him.

Sam: No... no... Dean...

As he cries and mourns his brother, the camera cuts to Dean's face and begins to zoom into his left eye.

Sam: Dean...

As we come through Dean's eye, everything is green and the texture is cloudy. We see chains everywhere, stretched from place to place that we can't see. There is thunder and lightning and we hear Dean scream. The camera moves around the chains and suddenly we see Dean in the middle of them, hooked up by his arms and legs.


The camera moves in on him and we see a hook is attached through his right shoulder, he's bloody and sweaty. There's blood in his mouth and he looks completely terrified.

Dean: Sam!

As the screen fades to black and we see the credits, we hear Dean screaming "SAAAAAAAM!".