08x21 - k*ll Billie V2

[bunniefuu]

FADE IN:

[TRIQUETRA LOGO]

HOLLY MARIE COMBS (NARRATOR): (v.o.) Previously on ‘Charmed' ...

[Scene from 8X16: Engaged and Confused]

[INT. PHOEBE'S LOFT -- DAY]

(Phoebe and Coop sit and talk.)

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

CUT TO:

[Scenes from 8X20: Gone With the Witches]

[INT. MANOR – DINING ROOM -- DAY]

(Phoebe confesses to Piper and Paige.)

PHOEBE: I love Coop, okay? I'm in love with Coop.

[INT. MANOR – ATTIC – DAY]

(Coop and Phoebe kiss.)

PHOEBE: (v.o.) I love him and I just can't help it.

TRIQUETRA FLASH TO:

[Scene from 8X10: Vaya Con Leos]

[INT. UNDERWORLD – BURKE'S LAIR]

(With a flash, Leo is entombed in a cryogenic chamber, frozen solid.)

(The Angel of Destiny instructs Piper.)

ANGEL OF DESTINY: If you prevail, he will be returned.

TRIQUETRA FLASH TO:

[Scenes from 8X20: Gone With the Witches]

[INT. MAGIC SCHOOL – BLACK ROOM – DAY]

(Christy talks with Billie.)

CHRISTY: Who do you think wrote in my diary and told you how to find me?

(She turns and looks at Dumain.)

CHRISTY: He prepared us for everything.

DUMAIN: I was sent by the greater powers to show you your Destiny.

CUT TO:

[INT. MAGIC SCHOOL – BLACK ROOM – DAY]

(Dumain talks with The Triad Spirit.)

DUMAIN: We're almost there, my Lords.

(Dumain bows his head. The Triad Spirit splits into three.

CUT TO:

CANDOR: And so will begin the ultimate battle.

DUMAIN: One which will destroy all the witches. Including Billie and Christy.

TRIQUETRA FLASH TO:

[INT. MANOR – ATTIC -- NIGHT]

(The Charmed Ones faces the angry magical community.)

PAIGE: They're twisting everything. It's not what you think.

CUT TO:

(Christy starts the fireball.)

CUT TO:

(Phoebe runs to get the Book of Shadows.)

PHOEBE: The Book.

(Paige orbs them out just as the fireball passes through them, hitting the far

wall - completely demolishing it.)

[INT. UNDERWORLD CAVE -- NIGHT]

(Mid-motion, the girls re-orb and hit the dirt ground hard.)

GIRLS: Unhh!

(They turn and look back only to find themselves in a dirty underworld cavern.)

PHOEBE: What? How did we get here?

(Piper gets up.)

PIPER: We're the bad guys now.

FADE OUT.

END OF PREVIOUSLY ON.

FADE IN:

[INT. UNDERWORLD – CAVE 1]

(The underworld cave is dark with miniature volcanoes that spew out light and

smoke, echoes of demonic voices fill the air. In the back of the cave, Piper,

Phoebe and Paige cautiously enter and make their way across the cavern.)

(Paige is carrying the Book of Shadows.)

PAIGE: Wait, you guys. Wait for me. This thing's heavy.

PIPER: We got to keep moving.

PHOEBE: I think we're going in circles 'cause this looks very familiar.

PAIGE: It all looks the same to me, too.

PIPER: Of course it does. It's the underworld. It all looks the same. How

many looks can they come up with?

PAIGE: No wonder they want to take over our world. This is ugly.

PHOEBE: They've already taken over our world. That's why we're stuck down

here. We got to do something.

(Then they hear it, a blast of something hitting something hard. The girls gasp

and duck, not knowing where the attack is coming from or where it's going.)

PHOEBE: Come on.

(Phoebe motions for them to follow her and they scoot for cover behind some

rocks.)

PIPER: I'm open to suggestions.

PHOEBE: Uhm. Maybe we should talk to the leprechauns again.

PAIGE: No. I've had it with the leprechauns.

PIPER: I think they've made their allegiance pretty clear.

PHOEBE: They wouldn't even give us a chance to explain.

PIPER: I don't think it would have mattered. Billie and Christy have everybody

thinking that we're the threat.

(A fireball comes out from nowhere and smashes high above the rocks they're

hiding behind. The girls duck from the falling debris. It's not safe there.)

PHOEBE: We got to get out of here.

(Paige nods. The girls stand up.)

WHITE FLASH TO:

[INT. MAGIC SCHOOL – BLACK ROOM – NIGHT]

(Dumain walks confidently into the black room. The door closes behind him.

He puts a hand on his chest and bows his head.)

(The Triad Spirit appears – three spirits, three voices in one.)

TRIAD SPIRIT: Why haven't the Charmed Ones att*cked yet?

DUMAIN: They will. I assure you.

(The Triad Spirit splits into three.)

ASMODEUS: When?

DUMAIN: When they're at their most desperate. When they realize they have

no other choice.

CANDOR: And Billie and Christy?

DUMAIN: They've taken over the Halliwell Manor. And they've got the entire

magical community behind them. Not to mention us.

BALIEL: But are they prepared for the attack?

DUMAIN: (confidently) They will be.

(Dumain smiles.)

FADE TO

END OF TEASER

ROLL TITLE CREDITS

(COMMERCIAL SET)

FADE IN:

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

[EXT. HALLIWELL MANOR (STOCK) – DAY]

[INT. MANOR – ATTIC – DAY]

(Billie is pacing the floor in front of the broken attic window. She kicks the

glass with her foot, stops and looks out the broken window.)

(Christy walks in.)

CHRISTY: Where did everyone go?

(Billie turns around to look at Christy.)

BILLIE: Oh, I sent them home. I thought they'd be safer away from us.

(Christy is holding Billie's notebook.)

CHRISTY: But we might need their help. The sisters –

BILLIE: -- are gonna come after us. I know. But it's not the magical

community's fight. It's ours. ‘It's our Destiny.'

CHRISTY: Here we go again.

BILLIE: Don't worry. I know it's the right thing and it's all for the greater

good. But it doesn't mean I have to like it.

CHRISTY: Look, Billie, I know this is hard for you. Okay? But it'll all be over

soon. I promise.

BILLIE: Don't be so sure. We came after them with our best shot, and they

still got away.

CHRISTY: Yeah, but barely.

BILLIE: It just makes me think that maybe we don't have enough to go up

against them. They aren't the most powerful witches of all time for nothing.

CHRISTY: But we're no slouches either. Besides, we don't know what would've

happened. They got away before our best shot hit them.

(Billie doesn't say anything.)

CHRISTY: You know, Dumain thinks we should use vanquishing potions next

time.

BILLIE: (horrified) Vanquishing potions?

CHRISTY: You wrote down their most powerful ones. If we catch them off

guard, they won't stand a chance against us.

(Coop flashes into the attic. Billie and Christy take a cautious step back. He

turns and sees them.)

COOP: Billie.

(Coop glances around as he takes a couple of steps toward them.)

COOP: (easily) What are you guys doing here?

BILLIE: Oh, it's a long story.

COOP: Oh. What happened?

CHRISTY: That's what we're still trying to figure out. So what brings you here?

COOP: I'm looking for Phoebe. I can't find her anywhere.

CHRISTY: When was the last time you saw her?

COOP: Last night at her loft. Someone put her under a spell, and, uh –

(Billie and Christy glance at each other. Coop is suddenly very wary of them.

He shrugs and shakes his head. He stops talking before he gives too much

away.)

COOP: Oh, never mind. If you see her, just let her know I'm looking for her,

huh?

CHRISTY: Absolutely. And you do the same. We're looking for her, too.

(Coop glances over and sees the broken glass on the floor. He looks at Billie,

then flashes out. Billie immediately turns to Christy.)

BILLIE: Wait. He said she was under a spell.

CHRISTY: So?

BILLIE: Phoebe said the same thing. That makes me wonder --

CHRISTY: (interrupts) She'll say anything to save herself. So will he. Come

on. We have a potion to make.

WHITE FLASH TO:

[INT. UNDERWORLD – CAVE 2]

(Piper stands next to Phoebe. They're both looking at something on the ground

in front of them.)

PHOEBE: Okay, do it.

(Piper blasts the small pile of rocks to start a warm fire for them.)

(Paige holds out a hand in front of the fire to warm herself. Piper and Phoebe

kneel down in front of the fire.)

PIPER: Okay, we can't keep playing "Survivor: Underworld" much longer.

What are we gonna do?

PAIGE: (hopeful) How about we just orb home?

PHOEBE: No, it's too risky. Billie and Christy will be waiting for us, and their

new friends.

(Phoebe holds her hands out in front of the fire to warm herself.)

PAIGE: Okay, well, we got to do something fast because word is gonna get

around that we're down here.

PIPER: She's right. We can't fend off demons forever. We need a plan.

PAIGE: Maybe just give up.

(She chuckles wryly.)

PIPER: What?!

PAIGE: It's just that every time we go out and try to get a life -- meet people,

do new things -- we seem to wind up back in these kind of lame positions.

Giving up's not such a bad idea, is it?

PHOEBE: No, I'm not giving up. Not now. And not after I finally found

someone I could see having a future with. Look, if we want our lives and ...

Leo back, we're gonna have to fight.

PAIGE: Fight Billie and Christy.

PHOEBE: Exactly.

PIPER: Are you sure you can do it? I mean really do it. Can you k*ll them?

PHOEBE: Yeah. They're no different than demons now. Not after all of this.

(She indicates the underworld cave around them as well as everything else

that's happened. The girls lapse into silence as they take that in.)

(Suddenly, three demons shimmer into the cavern a distance behind Paige.

One of them has an energy ball in his hand ready to go.)

(Piper and Phoebe get to their feet.)

PIPER: Look out.

(The Demon throws the energy ball at Piper. She blasts it mid-air, then blasts

the demon. He explodes.)

(A second demon throws an energy ball. Paige quickly deflects it back at the

third demon.)

PAIGE: Energy ball.

(The demon explodes.)

(Phoebe pulls Piper and Paige away as they take off running with the second

demon giving chase. A fourth demon, Zohar, shimmers in and follows more

slowly – watching them.)

PHOEBE: Go, go, go.

WHITE FLASH TO:

[EXT. CITY STREET IN FRONT THE BAY MIRROR – ESTABLISHING -- DAY]

(Open on a bus bench with an ‘ASK PHOEBE' ad on the back. A yellow taxi cab

passes by.)

(Camera rises up and lingers on THE BAY MIRROR building.)

[INT. THE BAY MIRROR – BULLPEN – DAY]

(The bullpen is bustling. A demon, Nomed, enters the bullpen and casually

stands in the center of the room, his arms crossed, looking around. He turns

and sees Phoebe's office.)

(He walks over to Phoebe's office.)

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

(Nomed enters Phoebe's office and goes through her mail.)

(Elise stands in the doorway.)

ELISE ROTHMAN: Excuse me. Can I help you?

NOMED: I'm sorry. I was just looking for Miss Halliwell.

ELISE ROTHMAN: And you are?

NOMED: I'm, uh, an admirer of hers. For quite some time now.

ELISE ROTHMAN: Fine. Well, if you'd like an autographed picture, just leave

your name and address --

NOMED: (interrupts) I don't want a picture. I'm actually here for personal

reasons.

ELISE ROTHMAN: And may I ask what it's regarding?

NOMED: Well, like I said, it's ... it's personal.

ELISE ROTHMAN: I'm afraid I'm going to have to ask you to leave.

NOMED: Of course. Forgive me.

(He walks past Elise and out of the office.)

[INT. THE BAY MIRROR – BULLPEN – DAY -- CONTINUOUS]

(He stops and turns.)

NOMED: It's just that she's not been back to her condo for a couple of weeks,

nor to her sister's house, and I can't seem to find her anywhere. I'm just a

little concerned, that's all. Aren't you?

(Elise doesn't say anything. Nomed turns and leaves. Once he's gone, Elise

breathes.)

CUT TO:

[EXT. STREET – DAY]

(Nomed and Zohar are walking down the street past the ASK PHOEBE bus

bench. Zohar reports back to Nomed.)

NOMED: Are you sure it was them?

ZOHAR: They vanquished our best. And Kadl hasn't been heard from since he

followed them.

NOMED: I believe that if it's the Charmed Ones, he's dead, too, just like the

rest.

ZOHAR: Then why do we keep sending demons in after them? It's su1c1de.

(They stop walking for a moment.)

NOMED: No, no, no. It's necessary. I need to understand what they're doing

down there. It's so – (searches, admires) -- uncharacteristic of them.

(He smiles as he looks around.)

NOMED: After all, they love it up here.

(They continue walking.)

NOMED: They have everything they want -- friends, family, a little romance.

ZOHAR: So then what are they doing in the underworld? What are they

running from?

NOMED: My old mentors.

ZOHAR: The Triad?

NOMED: Who else? They're the only ones powerful enough to turn their world

upside down.

ZOHAR: But I thought the Triad had been vanquished.

NOMED: Well, they have, but they always resurrect sooner or later. First in

spirit form, then completely. (bitter about it) You see, it's why our generation

can never take power. They won't let us 'cause they just keep coming back.

ZOHAR: But it's our right. It's our time.

NOMED: Perhaps. But they're too powerful. We can't yet eliminate them, at

least not without help. (stops, pointed) Charmed help.

ZOHAR: What are you talking about?

NOMED: Phoebe hasn't been to work in days. But it's so much more than a

job to her. She gets to help people with her column. She needs that.

(knowing) She misses that. Just like Piper misses her children and Paige

misses her new husband. And they'll do anything to get it all back. Believe me.

Even if it means ... working with us.

(Confident of his assessment, Nomed smiles at Zohar and continues on. Zohar

follows.)

CUT TO:

[EXT. VICTOR'S CONDO (STOCK) – DAY]

(Establishing.)

[INT. VICTOR'S CONDO – DAY]

(Wyatt and Victor have their arms flat on the table and their chins resting on

the backs of their hands as they contemplate the intense game of CANDYLAND

that they're in the middle of playing.)

(In the background, Baby Chris is in his playpen.)

VICTOR BENNETT: Unless you draw a double red, you don't stand a chance,

my man. (He nods.) Go ahead. Pick that card.

(Wyatt picks a card. It's a SINGLE BLUE.)

(Victor laughs in triumph. Wyatt puts the card down on the pack. Suddenly

the card ORBS OUT. Victor watches it suspiciously. Another card ORBS IN and

when the orb lights clear – we see it's a DOUBLE RED!)

(Wyatt grins.)

VICTOR BENNETT: Hey, that's cheating.

WYATT: (defensive) It wasn't me. It's Chris.

VICTOR BENNETT: (not buying it) No way. He doesn't have any powers yet.

WYATT: (smiles) Yes, he does.

(Victor looks back at Chris who laughs at him.)

(Coop flashes in the room. Not recognizing him at all, Victor is on guard.)

VICTOR BENNETT: Wyatt, shield.

(Victor points to Chris in the playpen.)

VICTOR BENNETT: Orb.

(Coop watches as Wyatt orbs out. Victor gets to his feet. Wyatt then orbs back

in next to the playpen. A large shield appears surrounding both he and Chris.)

(Victor picks up a poker and brandishes it at Coop.)

VICTOR BENNETT: All right. Who the hell are you and what do you want?

(Coop holds up a hand.)

COOP: You've got the wrong idea. I'm a friend. I'm a Cupid.

VICTOR BENNETT: (scoffs) Yeah, right. Get out of here, or I'll sic my

grandson on you.

COOP: (to Victor) I'm telling you, I'm not the bad guy.

(Coop turns and talks with Wyatt.)

COOP: Hey, Wyatt. What's going on, buddy? You remember me? Huh? At

Paige's wedding with Aunt Phoebe? Saw you sneak a little bit of cake before

the ceremony with Henry.

(Wyatt looks at Coop and remembers. The shield vanishes.)

COOP: Oh, there we go. All right. See?

(Victor slowly brings down the poker.)

VICTOR BENNETT: Sorry. We're a little on edge around here.

COOP: Yeah, I see that. Listen, I know a little something about what's going

on here and that's actually why I came here. But I'm looking for Phoebe

everywhere. I can't find her. I'm worried.

VICTOR BENNETT: Phoebe, huh?

COOP: Yeah.

VICTOR BENNETT: She and her sisters are just fine. They sent me a message

not too long ago.

COOP: Really? Where are they?

VICTOR BENNETT: Well, you don't get to know that. And frankly, I don't have

any more time or patience for Cupids or fairies and others like you. Especially

after the way you treated my girls. So buzz off.

COOP: I completely understand where you're coming from. But I'm different.

I swear. I'm in love with your daughter.

VICTOR BENNETT: (groans) Oh, for the love of God.

COOP: And I just want to help her.

VICTOR BENNETT: If you really want to help her, stay away from her and let

her live her life, if she survives this anyway.

COOP: Victor, listen to me--

VICTOR BENNETT: Listen. I mean it. I've watched one daughter go to hell

and back falling for some magical being, and I'm not about to go through that

again. And I'm not about to let Phoebe go through that. She deserves better.

She's been through too much.

COOP: Nobody will ever love your daughter more than me. Ever. (Victor

scoffs.) I promise you that.

VICTOR BENNETT: What do you know about love?

COOP: I'm a Cupid.

VICTOR BENNETT: That doesn't mean squat unless you had your heart broken.

Have you had your heart broken?

COOP: No.

VICTOR BENNETT: Then you don't know about love. Believe me.

(Coop doesn't say anything.)

VICTOR BENNETT: Listen. I, uh ... I'm sorry I'm so cranky, but I've got a lot

on my mind. Just ... just do us a favor and let us be, okay? We've got enough

to worry about here.

COOP: Victor, I am in love with your daughter, and there's nothing that you

can say that's going to change that. So please, when you hear from her, just

call out my name, okay? It's Coop. I'll be waiting.

(Coop flashes out.)

(Victor turns and looks at his grandsons, then turns and considers the empty

space where Coop was standing.)

CUT TO:

[INT. MANOR – ATTIC – DAY]

(BAMM! Piper adds some ingredients to the potions pot and it reacts. White

smoke rises from the pot. Phoebe walks in carrying more ingredients.)

PHOEBE: (hushed voice) Hey, you guys, keep it down. They could still be in

the house, you know.

PIPER: Here's hoping.

PHOEBE: Yeah, but we don't want to have to attack before we're ready.

PAIGE: Well, I wish we hadn't taken the Book of Shadows to your condo. We

could've used it.

PIPER: I don't think we're going to need it.

PAIGE: Still, I don't want to take any chances after what happened last time.

PHOEBE: Okay, well, that should be enough. They are human after all.

PIPER: I'm not so sure.

(Phoebe sighs.)

PHOEBE: All right, get the vials.

(Phoebe picks up the empty vials and starts filling them.)

SHORT TIME CUT TO:

[CU: CLOSED DOOR]

(The door opens. Paige looks inside. Behind her in the hallway, we see Phoebe

and Piper checking out the other rooms as well.)

(Paige turns around and looks at them.)

[INT. MANOR – SECOND FLOOR HALLWAY – DAY -- CONTINUOUS]

(The sisters gather in the hallway.)

PIPER: Anything?

PHOEBE: No.

(They head for the stairway.)

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

(Piper, Phoebe and Paige slowly descend the stairway, cautiously looking out

for Billie or Christy.)

(They reach the bottom and look around.)

PAIGE: I guess they're not here.

PHOEBE: Maybe they're at magic school.

(Billie and Christy step out from the conservatory.)

BILLIE: No, we're not.

PAIGE: Waiting for us, I see.

CHRISTY: We knew you'd have to come back here eventually.

PIPER: Yes, well, seeing how it is our house. Oh, wow. I see we have potions.

BILLIE: You taught me well.

PIPER: (how ironic) Hmm.

CHRISTY: So what are you waiting for?

(Paige looks at them suspiciously.)

PIPER: Nothing.

(Piper and Phoebe get ready to throw their vials. Paige stops them.)

PAIGE: Stop it. Stop.

(Astral Christy turns and looks at Astral Billie.)

ASTRAL CHRISTY: I told you this wouldn't make them attack first.

(The Billie and Christy in the conservatory vanish. Paige, Phoebe and Piper

walk over to the conservatory.)

PHOEBE: What was that?

PAIGE: Billie's projection power.

(Billie and Christy run out from the dining room. They quickly throw their

vials.)

(Paige, Piper and Phoebe turn around, see them, and throw their vials also.)

[CU: VIALS]

(The vials collide mid-air and EXPLODE.)

(The force of the vanquishing expl*si*n is so great that it throws Piper, Phoebe

and Paige backward toward the conservatory windows. It also throws Billie and

Christy up and back toward the stair railing.)

[EXT. MANOR – BACK YARD – DAY]

(The Charmed Ones smash backward through the conservatory windows.)

[INT. MANOR – STAIRS – DAY]

(Billie and Christy are thrown up high and smash backward against the far

stairway wall.)

[EXT. MANOR – BACK YARD – DAY]

(Phoebe wakes up and looks at Piper who is still unconscious.)

(Paige is all right.)

PAIGE: (to Phoebe) You okay?

(Phoebe checks on Piper.)

PIPER: Piper, are you okay?

(Piper doesn't get up.)

[INT. MANOR – STAIRS – DAY]

(Billie and Christy groan and slowly get up.)

[EXT. MANOR – BACK YARD – DAY]

(Phoebe turns and keeps and eye on them.)

[INT. MANOR – STAIRS – DAY]

(Christy turns and looks directly at Phoebe.)

(Billie sees the blood on the back of Christy's shoulder. She grabs her.)

BILLIE: Oh, my god. You're hurt.

(Christy pulls away from Billie's touch. All she wants is to get the Charmed

Ones.)

CHRISTY: Where are the other vials?

[EXT. MANOR – BACK YARD – DAY]

(Phoebe doesn't like it.)

PHOEBE: Let's get her out of here.

(Phoebe and Paige each hold onto Piper's hands as Paige orbs them out.)

[INT. MANOR – STAIRS – DAY]

(Christy sees them orb out.)

CHRISTY: Damn it.

BILLIE: All right. Come on. We've got to take care of this.

CHRISTY: No. It doesn't matter.

BILLIE: Well, it matters to me. Let's go.

(Billie grabs Christy and drags her upstairs.)

CUT TO:

[EXT. GOLDEN PARK BUILDING (STOCK) - DAY]

(Establish.)

[INT. PHOEBE'S LOFT – DAY]

(The girls orb into Phoebe's loft. Phoebe quickly looks at Paige.)

PHOEBE: I'll go get her some water.

(She and Paige both start to get up, but are then zapped by a wave of white

light.)

(They fall back to the floor, unconscious.)

(Nomed steps out, his arm raised as he's just zapped them. Zohar is right

behind him. They slowly walk up toward the unconscious girls.)

ZOHAR: How did you know they'd come here?

NOMED: Where else could they go?

ZOHAR: It's tempting just to k*ll them now, isn't it?

NOMED: Oh, it's never that easy. History proves that. Besides ... we need

them as much as they need us.

(Nomed looks at the girls on the floor.)

FADE OUT.

(COMMERCIAL SET)

FADE IN:

[EXT. GOLDEN PARK BUILDING (STOCK) - DAY]

[INT. PHOEBE'S LOFT – DAY]

(ON Phoebe, Piper and Paige, all stirring. Phoebe wakes up first, opens her

eyes, and doesn't like what she sees. She gets up and immediately starts

shaking Piper and Paige to wake up.)

PHOEBE: Piper, Paige, wake up.

PAIGE: What?

(Nomed stands up and buttons his jacket. Zohar lounges in the back.)

NOMED: Well, it's about time.

(The sisters get to their feet.)

PAIGE: Oh, okay, Piper, blast.

NOMED: Wait. If you vanquish me now, who'll help you stop the Triad?

PHOEBE: We already stopped the Triad.

NOMED: Yes, but they came back. Or didn't you know? (off their looks)

They're Evil Incarnate. And since evil never really dies, neither do they, or at

least not for long. Who else could invert morality to the point of making you

out to be as bad as us? (scoffs) Billie and Christy? I don't think so.

PAIGE: We always knew somebody else was behind them.

PIPER: All right. What do you want?

NOMED: We want to help you.

PHOEBE: How? By knocking us out?

ZOHAR: We could've k*lled you if we wanted to.

NOMED: (wryly) Or at least we could've tried. But we didn't. The point is, if

you want your lives back and you want to stop the Triad as much as we do,

then you'll let us help.

PIPER: Help with what?

NOMED: I know the Triad. I used to serve under them. And more

importantly, I know what they're thinking. Which means I might be able to find

out what Billie and Christy's next move might be.

ZOHAR: Which might help you defeat them next time.

PAIGE: Why would a demon want our help k*lling another demon?

NOMED: Personal reasons. Look, all you need to know is if you're going to do

what must be done to save your future, you're gonna have to trust us. Well,

what do you say?

PHOEBE: I don't know. I don't like it.

(Piper is silent and hesitant. She turns and sees something that rocks her to

her core

PIPER'S POV

(An APPARITION of LEO appears. He's dressed the same as when we last saw

him and his mouth is moving as if he's talking to her.)

RESUME PIPER

(Both Phoebe and Paige look at Piper when she doesn't respond. Paige turns

and looks over at the empty doorway. She sees nothing.)

(At Piper's prolonged silence, even Nomed turns and looks at the empty

doorway.)

PIPER'S POV

(Still, Piper can see Leo – saying something to her.)

(Then Leo vanishes.)

(Piper turns and looks at Phoebe.)

PIPER: Did you see that?

PHOEBE: See what, sweetie?

(Piper turns and looks at the empty doorway.)

PIPER: Nothing. Um ... we'll take whatever help we can get.

(Phoebe and Paige are surprised by Piper's response. Nomed nods to her.

Then he and Zohar shimmer out.)

PAIGE: How can you trust them?

PIPER: We can't. But we're out of options.

WHITE FLASH TO:

[INT. MAGIC SCHOOL – STUDY – DAY]

(Nomed and Zohar shimmer into the Magic School Study.)

ZOHAR: How do you know the Triad are even here?

NOMED: I don't. But their witches are, so I doubt they're far away.

(Nomed turns and looks at the desk.)

ZOHAR: But if you're right and they find us here –

NOMED: They'll banish us to the wasteland.

(He turns and looks at Zohar. He nods.

NOMED: Yes. Our sacrifice won't be in vain if we find a way to make sure they

die, too. Understand?

(Zohar doesn't look like he does, but he nods anyway.)

NOMED: It's time for the Triad's reign to end, one way or the other.

(Zohar smiles.)

BILLIE: (o.s.) Christy, sit still. You're bleeding.

(They hear voices. Nomed heads toward the voices.)

CHRISTY: (o.s.) I don't care. Just put a bandage on it.

(He looks out the doorway and sees Billie tending to Christy's wounds in the

Great Hall. Christy is reading through a book.)

[INT. MAGIC SCHOOL – GREAT HALL – DAY -- CONTINUOUS]

(Billie and Christy talk as she tends to her wounds.)

BILLIE: Too bad we're trying to k*ll Paige. Otherwise, she could've healed you.

(Christy glances at the burn on her shoulder.)

CHRISTY: Are you done yet?

BILLIE: No. (apologetically) Um, this is gonna sting a little bit, so hold on,

okay?

(She puts the bandage on the wound, looking for some kind of response from

Christy, but she sees none. Christy is consumed with reading the book.)

BILLIE: (prompts) Does that hurt?

CHRISTY: No.

BILLIE: Well, I still think we should get this checked.

CHRISTY: (scoffs) What are we gonna do, Billie? Are we gonna go to the ER

and tell them what happened? We have work to do, Billie. We have to find a

stronger potion.

BILLIE: Well, there aren't any, okay? That was the strongest one they had.

CHRISTY: Then we'll make a stronger one.

BILLIE: Look, Christy, maybe this isn't a good idea anymore.

CHRISTY: Billie.

BILLIE: I'm serious. Look, it doesn't change how I feel about them or what

they've done. But I don't want to lose you, too. You're all I have left.

CHRISTY: Okay, Billie. Listen to me. You're not gonna lose me. Okay? And

I'm not gonna lose you ... as long as we stick together.

(The door opens and Dumain enters the room.)

DUMAIN: What happened?

CHRISTY: It's nothing. I'm fine.

NOMED'S POV

(From their position down the hallway, Nomed and Zohar continue to listen in.)

BILLIE: (o.s.) No, she's not. The sisters att*cked us, but they used the same

potions as we did.

RESUME BILLIE AND CHRISTY

(Dumain kneels in front of Christy.)

CHRISTY: But they got hurt just as badly as we did. We'll get 'em next time.

DUMAIN: Apparently not without more power. You should go back to the

manor. We don't want them using it as a power base. In the meantime, I'll

see what I can do about getting you what you need.

(Dumain stand sup and walks out of the Great Hall.)

[INT. MAGIC SCHOOL – HALLWAY – DAY -- CONTINUOUS]

(Dumain walks past the study where Nomed is. Nomed watches Dumain.)

NOMED: (to Zohar) Wait here.

(Nomed leaves the study and follows Dumain.)

[INT. MAGIC SCHOOL – BLACK ROOM – DAY – CONTINUOUS]

(Dumain reports to the Triad.)

TRIAD: You told us they already had what they needed.

CANDOR: That's the second time you've overestimated Billie and Christy.

BALIEL: Or underestimated the Charmed Ones.

DUMAIN: With all due respect, it was always an ambitious plan to begin with.

ASMODEUS: But it was your ambitious plan, Dumain. We hold you

responsible.

DUMAIN: And I accept responsibility, My Lord, as well as all due credit for

getting us this far. After all, fighting the witches to a draw is better than any

demon has ever --

BALIEL: But that's not good enough. We need to take over before it's too late.

CANDOR: The Charmed Ones are weary, depleted. They'll never be more

vulnerable than they are right now.

BALIEL: And if we don't destroy them while we can, their magical offspring will

continue to grow in numbers and power.

CANDOR: And then there'll be too many to stop. We need the Hollow.

ASMODEUS: Agreed.

DUMAIN: Wait. We can't use the Hollow. There's a reason why both good and

evil banished it hundreds of years ago. It's-It's uncontrollable.

ASMODEUS: Nevertheless, it is our only choice.

DUMAIN: No, but it's too dangerous. It consumes power, sure, but it'll drive

whoever's trying to control it insane. Look what it did to the Source.

CANDOR: Billie and Christy will need charmed-like powers to summon it.

ASMODEUS: (firmly) Fortunately, Dumain knows exactly where to obtain such powers. Don't you?

FADE OUT.

(COMMERCIAL SET)

FADE IN:

[INT. PHOEBE'S LOFT – DAY]

(Piper and Paige sit at the back of the room, a small chest between them

making a potion while Phoebe sits on the couch scrying. The crystal hits the

map.)

PHOEBE: Oh.

(She looks at the spot on the map.)

PHOEBE: Okay, they're back. At the manor.

PIPER: Okay, we're almost ready.

PHOEBE: I'm just worried that Billie's gonna be able to match whatever potion

we come up with.

PIPER: Well, it's three against two. It really should be enough.

PAIGE: Yeah, well, not if the Triad is helping them, it's not. I mean, what

we're making might not be strong enough. I just hope our demon friends come

through for us. And isn't it strange saying "demon friends"?

PHOEBE: We can't trust them.

PIPER: I think we're gonna have to.

PHOEBE: So how much of this has to do with what you think you saw?

PIPER: I don't think I saw Leo. I know I did.

PHOEBE: What do you think it means?

PIPER: I don't know. But I can't imagine it's a good omen.

(Nomed and Zohar shimmer in.)

PIPER: Well, it's about time.

NOMED: Cute. So you want the good news or the bad news?

(Phoebe stands up.)

PHOEBE: Just cut to the chase.

NOMED: Very well. The Triad is, in fact, alive, at least in spirit form. But I

don't think Billie and Christy know.

PAIGE: Then how are they helping them?

NOMED: Through a demon whom I don't know. But the big news is what they

want Billie and Christy to get to k*ll you. The Hollow.

PHOEBE: The Hollow?

NOMED: Actually, you should take it as a compliment. They obviously want

you dead at all costs.

ZOHAR: And even potentially all of mankind's.

PAIGE: Well, that's really great because even we can't stop the Hollow.

(Piper starts flipping through the Book of Shadows.)

PIPER: Which is why we need to get it before they do.

PHOEBE: Wait. What?

PAIGE: Piper, do you remember the last time somebody unleashed the Hollow?

PIPER: Yes, I do. The Source used it to steal our powers, which I think is the

point.

PAIGE: But then he went nuts, and then it went into Cole and he went nuts

and then he turned evil, and we had to vanquish him. Is that ringing any bells

here?

PIPER: Yes, which is precisely why we need to get it first.

(Coop flashes in.)

COOP: Oh, finally. Phoebe –

(He stops and sees the demons in the room. He turns and sees Piper and Paige

also in the room.)

COOP: What's going on?

(Phoebe points to the bedroom.)

PHOEBE: In there. Come on. Just --

(She and Coop head for the bedroom to talk. She closes the door behind her.)

[INT. PHOEBE'S LOFT – BEDROOM – DAY -- CONTINUOUS]

COOP: Are those demons?

PHOEBE: Yes, they are.

COOP: What the hell are they doing?

PHOEBE: (bursts) That's what I'm trying to tell you.

(Coop stops and looks at her.)

COOP: Okay.

PHOEBE: I'm sorry. We're a little on edge right now, you know. I think you

should go.

COOP: No. There's no way. I'm not leaving, especially with demons out there.

PHOEEBE: I can't do this right now, okay? I don't have time for this. I don't

have time for you, okay? I am completely overwhelmed. My sisters are sitting

out there and they need me right now, and that's the most important thing in

my life. Okay? So I can't. I'm sorry.

(Coop looks at Phoebe, then vanishes out.)

[INT. PHOEBE'S LOFT – LIVING ROOM – DAY – CONTINUOUS]

(Paige and Piper wait. The door opens and Phoebe enters the room.)

(The demons wait quietly.)

PAIGE: You okay?

(Phoebe sighs.)

PHOEBE: Does it matter? So are we gonna do this or what?

CUT TO:

[INT. VICTOR'S CONDO – DAY]

(The CANDYLAND game board is out on the table, but Wyatt is busy coloring in

his coloring book. Victor is out in the hallway with a towel in his hand.)

VICTOR BENNETT: (to Wyatt) Hey, buddy, five more minutes till bath time,

okay?

(Victor heads into the room. Dumain shimmers in.)

DUMAIN: Hi.

(Wyatt orbs out from his seat at the table and orbs back in next to the playpen.

He raises his shield, which protects him and Baby Chris.)

DUMAIN: (softly) It's okay. I'm not going to hurt you. Auntie Billie sent me.

(Dumain kneels down in front of Wyatt's shield.)

DUMAIN: Wyatt, Wyatt, grandpa won't understand. He's not magical. (scoffs)

He'll ruin everything. Do you want to help save mommy? Huh? 'Cause you

can, but you have to trust me. I'm not going to make you go anywhere. I

promise. All you have to do is orb back home. Auntie Billie will tell you the

rest. Do you think you can do that? Huh? For mommy.

(Wyatt lowers his shield.)

DUMAIN: Whoa. Well, that's a good boy. Now, hurry, son, before it's too late.

Go on.

(Wyatt orbs out. Dumain stands up. He looks at Chris and with a smile on his

face, he shimmers out.)

(Chris starts crying.)

CUT TO:

[EXT. HALLIWELL MANOR (STOCK) – DAY]

(Chris' crying continues to echo.)

[INT. MANOR – ATTIC – DAY]

(Billie is sitting on the couch and reading her notebook when Wyatt orbs in.)

BILLIE: Wyatt, what are you doing here, honey?

WYATT: I'm gonna help mommy.

(Billie stands up and heads over to Wyatt. She stops when Dumain shimmers

in.)

DUMAIN: And the best way to do that is to help Aunt Billie and her sister get

more powers.

BILLIE: Dumain, what is this?

DUMAIN: But the kind of power they need can only be summoned with great

power itself. Charmed power. It's the only way to summon the Hollow ...

BILLIE: That's crazy. We can't --

DUMAIN: You don't have a choice. It's the only way to guarantee success.

(Christy walks into the attic.)

DUMAIN: It's the only way to save the greater good, and it's the only way to

save Wyatt and Chris from following in the wrong footsteps.

(Billie doesn't like it. At all. She turns and looks at Christy who nods back.)

CUT TO:

[INT. PHOEBE'S LOFT – DAY]

(The discussion continues.)

PAIGE: I want to get them as much as anybody else, but at what cost? You

know, if we take this in, how do we get rid of it?

PIPER: Well, there's a spell right here.

PAIGE: Okay, if we summon The Hollow and we get infected, who's gonna be

around to say it?

PHOEBE: She's got a point.

PIPER: Well, we can take Billie and Christy out before we get infected, or we

can do nothing, let them get the Hollow, and then all of this really won't matter

because then we'll be dead.

NOMED: You do realize, of course, that taking out Billie and Christy will only

eliminate today's problems. What about tomorrow?

PIPER: What are you talking about?

NOMED: What am I talking about? I'm talking about the Triad. You're gonna

have to go after them, too, if you really want this nightmare to be over.

Otherwise, they're gonna keep finding new ways to attack you for another eight

years.

ZOHAR: But with the Hollow, you'll have the power to vanquish them once and

for all.

PAIGE: How do we know you're not gonna come after us next?

NOMED: We might. But probably not anytime soon. We're not powerful

enough to challenge the Charmed Ones. No demon who remains is, save for

the Triad. You've decimated the old guard, and we -- well, we need time to

rebuild. We might be ready when your next generation takes power.

(Piper finds it funny.)

PIPER: I'll be looking forward to it.

NOMED: Oh, there'll be nothing to look forward to unless you take in the

Hollow now.

(Piper glances up and Leo appears to her again. She stops and stares. Phoebe

notices Piper's silence and turns to see what she's looking at. Paige also turns.

They both see nothing.)

PHOEBE: Do you see him again?

PIPER: Yes.

(Leo nods at Piper. Then, he vanishes.)

(Phoebe turns and looks at the demons.)

PHOEBE: Let's do it.

FADE OUT.

(COMMERCIAL SET)

FADE IN:

[EXT. VICTOR'S CONDO (STOCK) – NIGHT]

[INT. VICTOR'S CONDO – NIGHT]

(Victor carries Chris and he's on the phone, listening to it ring.)

VICTOR BENNETT: Come on, Phoebe. Pick up.

PHOEBE'S VOICE: (answering machine) Hey, it's Phoebe. Leave me your

name and number --

VICTOR BENNET: (frustrated) Ah!

(He hangs up and jiggles Chris in his arms.)

VICTOR BENNET: Hey, hey, hey, don't you worry, big buddy. We are gonna

find your brother. Yes, we are. (He starts dialing.) Don't you worry ... about a

thing.

(The phone starts ringing.)

VICTOR BENNET: Yeah.

PIPER'S VOICE: (answering machine) Hello.

VICTOR BENNET: (to phone) Hey, Piper.

PIPER'S VOICE: (answering machine) Sorry I can't get to the phone right now

--

VICTOR BENNET: Damn it! (He hangs up and comforts Chris who is startled

by his outburst.) Oh, sorry, baby. Didn't mean to scare you.

CUT TO:

[INT. MANOR – ATTIC – NIGHT]

(Dumain is talking with Wyatt as Billie and Christy watch. Billie really doesn't

like it.)

BILLIE: Christy, we can't do this. This isn't right. He's three.

CHRISTY: We need him. We don't have a choice.

BILLIE: What if he gets hurt?

CHRISTY: That's a chance we'll have to take.

BILLIE: What has happened to you? Are you even listening to yourself?

CHRISTY: We didn't create this problem, Billie. They did. They're the ones

who turn their backs on everything good. It's not our fault this is happening.

(Billie looks over at Wyatt with Dumain.)

CHRISTY: Listen to me, Billie. We've come this far. We can't go back now. If

we don't do what we have to do, they're gonna k*ll us.

(Billie walks over to Wyatt. Dumain stands up and steps away. She kneels

down in front of Wyatt.)

BILLIE: (to Wyatt) Hey. You only have to hold our hands, and we'll do the

rest, okay?

WYATT: Okay.

BILLIE: I hope one day you'll understand.

(Christy gives Billie the spell. Christy reads the spell out of the notebook. They

each take ahold of one of Wyatt's hands.)

BILLIE/ CHRISY: (both)

Nos dico super inconcessus

vox bonus quod malum ...

DISSOLVE TO:

[INT. PHOEBE'S LOFT – NIGHT -- CONTINUOUS]

(At the same time, Piper, Phoebe and Paige stand and read the spell. The Book

of Shadows is open on the table in front of them surrounded by lit candles.)

PIPER/ PHOEBE/ PAIGE: (all)

ultirusque a profugus.

Addo is hic,

addo is iam.

INSERT: TUNNEL

(Camera view zooms deep through a tunnel, heading straight for the bright

light.)

(The cavern clears into a dark room. In the center is a box. Something is

glowing inside the box.)

PIPER/ PHOEBE/ PAIGE & BILLIE/ CHRISTY: (all) (v.o.)

Nos dico super

inconcessus

vox bonus quod malum...

DISSOLVE TO:

[INT. MANOR –ATTIC – NIGHT -- CONTINUOUS]

(Christy and Billie continue the spell.)

PIPER/ PHOEBE/ PAIGE & BILLIE/ CHRISTY: (all)

ultirusque a profugus.

[INT. PHOEBE'S LOFT – NIGHT -- CONTINUOUS]

(Piper, Phoebe and Paige continue the spell.)

PIPER/ PHOEBE/ PAIGE & BILLIE/ CHRISTY: (all)

Ultirusque a profugus.

[CU: THE BOX]

(The light inside the box grows stronger and brighter. It shakes with

suppressed energy.)

PIPER/ PHOEBE/ PAIGE & BILLIE/ CHRISTY: (all) (v.o.)

Addo is hic,

addo is iam.

(Suddenly, the lid pops open. The light inside the box is incredibly bright. The

hollow bursts out of the box.)

[INT. MANOR – ATTIC – NIGHT – CONTINUOUS]

(Like a swarm of bees, The Hollow zooms into the attic window and heads

straight for Billie and Christy. It splits into two and infects them both.)

(Billie breathes in the Hollow and her eyes turn black.)

(Christy breathes in the Hollow and her eyes turn black.)

[INT. PHOEBE'S LOFT – NIGHT – CONTINUOUS]

(Nomed and Zohar wait.)

(The balcony doors open and the Hollow zooms into the living room, heading

straight for the sisters. It splits into three and infects them all. They stagger

from the impact.)

(They breathe in the Hollow and their eyes turn black.)

[INT. VICTOR'S CONDO – NIGHT]

(Victor turns and looks at Chris who is in his playpen. He's getting desperate to

find Wyatt.)

VICTOR BENNETT: Hey, Chris. Listen, buddy. Hide-and-seek. You want to

play hide-and-seek?

(Chris smiles.)

VICTOR BENNETT: Okay. Where's Wyatt? Can you find Wyatt? Can you use

your powers to bring him home, please?

[INT. MANOR – ATTIC – NIGHT]

(Billie and Christy stand before Wyatt.)

DUMAIN: Its thirst for power is insatiable. It craves it, absorbs it. Now take

his.

(Wyatt's shield appears around him.)

DUMAIN: Hold out your hands.

(They hold out their hands and suck Wyatt's shield into them – along with his

other powers, feeding off of him.)

DUMAIN: Now you have his powers. All of them. Including his power to orb.

(Christy and Billie look at Dumain. They turn and look at Wyatt.)

(Wyatt orbs out.)

DUMAIN: But that's not possible.

(With Wyatt gone, Billie and Christy turn and look at Dumain. Dumain takes a

cautious step backward.)

DUMAIN: Wha –

(Fire sh**t out of Christy's eyes at Dumain. He shimmers out just in time and

the fire misses him, hitting the wall behind him.)

CUT TO:

[INT. VICTOR'S CONDO – NIGHT -- CONTINUOUS]

(Wyatt orbs into Chris' play pen. Victor laughs with relief.)

VICTOR BENNETT: (relieved) Oh, attaboy, slugger. Attaboy!

CUT TO:

[INT. PHOEBE'S LOFT – NIGHT -- CONTINUOUS]

(Suddenly, things have gotten very dangerous in the loft. Nomed quickly dives

for cover as Piper waves her hands and blasts them. Zohar ducks behind the

wall as well. The blast hits the cabinet nearby.)

NOMED: Just so you know, your sacrifice will lead to the end of the triad.

ZOHAR: What sacrifice?

(Nomed pushes Zohar through the doorway and quickly shimmers out.)

(Zohar, caught by surprise, throws an energy ball at Paige. It harmlessly hits

her – and they absorb the energy.)

(Zohar straightens.)

(The Charmed Ones raise their hands and energy balls fire out from their

palms. It hits Zohar and he explodes.)

PAIGE: Hmm.

PHOEBE: First the Triad ...

PIPER: ... then Billie and Christy.

FADE OUT.

(COMMERCIAL SET)

FADE IN:

[INT. MAGIC SCHOOL – BLACK ROOM – NIGHT]

(Dumain talks with the Triad.)

DUMAIN: You don't understand. It's an uncontrollable situation. There's no

telling what they'll do now.

ASMODEUS: They'll go after the Charmed Ones, destroy them.

DUMAIN: Yes, of course, but then what? By infecting them, their only

allegiance now is to power.

BALIEL: Your point being?

DUMAIN: They can't be stopped. Short of some cataclysmic event, the Hollow

will never leave them, which means they'll keep craving more and more power

until they have it all, including yours.

CANDOR: I think we can handle them if they come.

DUMAIN: But you can't.

(He takes a step toward them. Behind him, the Charmed Ones stand in the

doorway.)

DUMAIN: Don't you see? Nobody can.

PIPER: We can.

(Dumain whirls around. He quickly shimmers out. Streams of electrical energy

fire from their hands and hit the Triad directly. They scream.)

ALL: Aah!

(It keeps going on and on and on. They don't stop until the Triad explode.)

(Without waiting, Paige orbs them out.)

CUT TO:

[INT. MANOR – CONSERVATORY / MAIN HALL – NIGHT -- CONTINUOUS]

(Paige, Piper and Phoebe orb into the conservatory, their backs to the sitting

room.)

(Billie and Christy descend the stairs.)

BILLIE: We've been waiting for you.

(Paige, Piper and Phoebe turn around. Billie and Christy stand in the main

hall.)

PAIGE: Well, your wait is over.

PIPER: No potions, huh?

CHRISTY: We don't need any potions.

PHOEBE: Funny. Neither do we.

PIPER: (to Christy) I knew we shouldn't have trusted you.

CHRISTY: You should've followed your instincts.

PIPER: Next time.

BILLIE: There won't be a next time.

(Piper shakes her head.)

(After a beat, each side blasts the other side which streams of raw power and

energy.)

(The power meets in the middle of the sitting room, each canceling out the

other – more and more power is blasted at the other. Wind blows, light

flashes.)

(The energy in the middle grows and grows – random streams of electricity

bursts from the center. It hits the chandelier, exploding it.)

(Still the sisters don't stop. More and more energy is blasted toward the

other.)

(A random stream of power bursts out from the growing center and hits the

potted plant and another hits the table, exploding it into pieces. Another

stream of power hits the hallway clock, smashing it to bits. The energy in the

room continues to grow and grow as a random stream of power hits another

plant.)

(Finally, it's too much uncontrollable and uncontained power with nowhere to

go. The energy explodes.)

(Billie and Christy scream.)

(Billie and Christy are thrown up and backward toward the hallway stairs.)

(Piper, Phoebe and Paige are blasted with the force of the exploding energy and

are thrown up and backward toward the ceiling.)

(The Charmed Ones scream.)

[INT. MANOR – SECOND FLOOR BEDROOM – NIGHT -- CONTINUOUS]

(The expl*si*n tears upward through the bedroom floor.)

[INT. MANOR – ATTIC– NIGHT -- CONTINUOUS]

(The attic floor shakes, then the expl*si*n rips through the attic floor.)

[EXT. HALLIWELL MANOR – NIGHT -- CONTINUOUS]

(The house explodes, energy from within bursts through the windows and

doors, ripping the entire building apart.)

HIGH ANGLE DOWN

(The Halliwell Manor is completely destroyed, a large plume of power and

energy rises out of the decimated building.)

(Pieces of burning wood fall to the ground. Car alarms blare around the block.

Dogs bark.)

(The magical expl*si*n vanishes and it turns dark again.)

(Out from the expl*si*n like a swarm of bees, the Hollow rises out, swirls

around and zooms away.)

INSERT: TUNNEL

(The Hollow zooms through the tunnel, heading straight for the bright light at

the end.)

(The Hollow zooms straight back into the open box.)

(The lid to the box slams shut and locks.)

SMASH TO BLACK.

FADE IN:

[EXT. SKY -- NIGHT]

(OPEN on the starry night sky. It's very quiet. Sound slowly filter in. Camera

moves downward. Pieces of wood, paper and other falling debris rain on the

yard. Echoes of car alarms blaring are heard in the distance.)

(Small pockets of fire burn throughout what's remaining of the Halliwell Manor.)

(The sounds filter thought, growing louder and louder as we see more and

more of the damage to the manor.)

(Camera moves down what used to be the main stairs. Dogs bark in the

distance. Car alarms grow louder and louder.)

(Camera continues to move around the broken remains and piles upon piles of

rubble.)

(Dissolve to: The burned hallway clock is black and broken into pieces.)

(Camera continues on.)

(Various Dissolves of: The debris and piles of wood and ash. Among the

rubble is a framed photo of the sisters.)

(Camera continues on.)

(Dissolve to: In what used to be the conservatory, a lone cough filters out

from the still smoking rubble pile.)

(The broken pieces of furniture move as Piper pushes it away with her hand.)

(She slowly sits up and looks around. She pushes the debris off her legs and

painfully sits back. She appears to be all right. Car alarms blare and dogs

bark.)

(She pauses a moment before getting completely to her feet.)

(She's stunned and searching for any signs of life.)

(The house is gone – reduced to a pile of wood and rubble. She pushes pieces

of wood out of her way as she looks for her sisters.)

(And then she sees it – a hand with a tattoo on the wrist -- poking out from

under a pile of debris.)

(Piper kneels down.)

PIPER: Phoebe?

(She starts throwing the pieces of wood away trying to uncover her sister. She

clears the wood off of Phoebe and tries to wake her up.)

PIPER: Phoebe. Come on.

PIPER: Wake up. Wake up.

(There's no response. Piper starts to cry.)

PIPER: Come on.

(She sits back and pulls Phoebe onto her lap.)

PIPER: It's okay.

(She grabs Phoebe's chin, trying to wake her up.)

PIPER: Look at me. Look at me.

PIPER: Breathe, sweetie. Come on, kiddo. Wake up.

(Piper tenderly brushes the hair away from Phoebe's face and cries.)

PIPER: No.

(She sits down on the ground and holds Phoebe to her chest, rocking back and

forth.)

PIPER: No.

(A ball of light comes down from the heavens, swirling down to the center of

the manor. It bursts open and swirls like a twister to reveal the Angel of

Destiny.)

(She looks at Piper.)

(Piper stops and looks at her.)

(The Angel of Destiny opens the palm of her hand and a ball of light bursts out,

swirls around and manifests into -- Leo.)

(Piper is speechless. Leo looks around at the damage, stunned by what he

sees. He heads for Piper.)

LEO: Piper.

(Piper shakes her head as Leo approaches. Leo looks at Phoebe and shares her

pain.)

(Piper cries.)

ANGEL OF DESTINY: (sadly) The battle is over, though not as I expected.

(Leo leans forward and holds Piper.)

(The Angel of Destiny leaves in a swirl of bright light that gathers into a single

glowing ball, which rises up back to the night sky.)

(Piper cries. She stops when she hears a sound.)

(She hears someone moaning and the sounds of wood shifting.)

PIPER: Paige? (to Leo) Hold her. Hold her.

(Piper gives Phoebe to Leo. She gets up and heads over to the sound to search

for Paige.)

PIPER: Paige!

(The sounds continue. Piper rushes over to the pile of rubble.)

PIPER: Paige.

(She lifts up the wood pieces and finds ...

PIPER: Billie.

(So much anger and hatred in one name. Leo turns around.)

(Piper jumps on Billie and punches her in the face. She wraps her hands

around Billie's neck and starts choking her.)

LEO: (shouts) Piper!

(Leo puts Phoebe down and runs to stop her.)

LEO: What are you doing? Stop!

(Piper continues to choke Billie.)

LEO: What's the matter with you? You're gonna k*ll her.

(Leo reaches Piper and pulls her off Billie.)

PIPER: No. Let go of me.

(Gasping for air, Billie gets up. Leo holds Piper back as she tries to blast Billie.)

PIPER: Stop. You don't understand. Stop!

(Piper gets free and turns to see Billie running away.)

BILLIE: Christy!

(Piper blasts her. The frame near her explodes. Billie stops, turns and looks at

Piper.)

(Piper raises her hands to blast her again, but Leo pulls her hands down and

she blasts the broken doorframe. Billie runs out.)

PIPER: (to Leo) Why did you do that? You let her get away.

LEO: (urgently) We need to get out of here, okay? There's nothing left for us

here, okay? You understand me.

(Police sirens wail in the distance and grow louder.)

LEO: We've got to go.

(Leo takes Piper's hand.)

LEO: Come on.

(They leave.)

FADE OUT.

TO BE CONTINUED.

(The police sirens continue to wail.)

FADE TO BLACK.

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

END OF EPISODE

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

TITLE/OPENING CREDITS

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

CHARMED

8X21: k*ll BILLIE: VOL. 2

ORIGINAL AIR DATE ON WB: 05/14/2006

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

BRIAN KRAUSE as Leo Wyatt

Created by CONSTANCE M. BURGE

Guest Starring

MARNETTE PATTERSON as Christy Jenkins

ANTHONY CISTARO

JAMES READ as Victor Bennett

REBECCA BALDING as Elise Rothman

LELAND CROOKE

RIK YOUNG

DONN SWABY

DENISE DOWSE

SOREN OLIVER

STEVEN J. OLIVER

and

VICTOR WEBSTER as Coop (Cupid)

Editor: DEREK BERLATSKY

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: BRAD KERN

Directed by: JON PARE

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

END CREDITS

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

Executive Producer: BRAD KERN

Executive Producer: AARON SPELLING

Executive Producer: E. DUKE VINCENT

Tonight's Charmed featured music by:

* the colour, between earth & sky, promotional consideration furnished by

rethink/emi

Spelling Television Inc., A CBS Company

Executive Story Editor: LIZ SEGAL

Associate Producer: LARRY GOLDSTEIN

Co Starring:

KRISTOPHER SIMMONS as Wyatt #1

JASON SIMMONS as Wyatt #2

Music By: JAY GRUSKA

Casting by: KIMBERLY LANSE FOSTER

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

Unit Production Manager: DEREK JOHANSEN

First Assistant Director: DEREK JOHANSEN

Second Assistant Director: VINCENT GONZALES

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: BYRON 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: BRIAN JONASON

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:07/02/2006