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Written by: Curtis Kheel

Season 7, Episode 21

Episode: 155

[Scene: Campus college. Parking garage.]

(Tim is changing Phoebe's car tire.)

Tim Cross: Can you hand me the tire iron?

(Phoebe picks up a piece and hands it to him.)

Phoebe: Uh, yeah, sure. Here.

(He turns and looks at it.)

Tim Cross: That's a lug bolt.

Phoebe: Oh.

(Phoebe laughs. Tim reaches for the tire iron.)

Tim Cross: That's all right, I got it.

(He starts changing the tire.)

Phoebe: That's a tire iron, huh? Well, I really appreciate you doing this for me. I mean, I probably could've just called a tow truck, you know?

Tim Cross: It's no problem. Too bad you didn't get this before class. You could've avoided Dr. Rousseau's lecture on cognitive dissonance.

Phoebe: Yeah, pretty dull, huh?

Tim Cross: I thought about leaving, but I felt bad about skipping class, so I ended up staying.

Phoebe: To avoid your own dissonance?

Tim Cross: You know, you're pretty good at this psychology stuff.

Phoebe: You should read my column.

Tim Cross: I do. Why don't we get together sometime and study?

Phoebe: Well, I may not know the difference between a lug bolt and a tire iron, but I do believe that you just asked me out on a date, Tim.

Tim Cross: Yeah, so ... how about dinner tomorrow night?

Phoebe: Okay, but it's my treat. It's the least I can do.

Tim Cross: Deal.

Phoebe: So you're gonna take me up on that?

Tim Cross: It's reverse psychology.

(A demon covered completely in black appears in the garage. Tim turns and sees the demon.)

Tim Cross: Whoa.

(With a burst of speed, the demon rushes toward Tim and scratches him in the face. He falls to the ground.)

(Phoebe gasps.)

(The demon tries to hit Phoebe, but she blocks his arm and punches him in the chest. He swings at her and misses. She kicks him in the chest. He hits the wire fence impaling a rod through his chest.)

(The demon explodes.)

(Phoebe turns and finds Tim on the ground. He's not moving. She rushes over to him.)

Phoebe: Tim. Tim! (shouts) Help! Somebody help me!

OPENING CREDITS

[Scene: Manor. Attic.]

(Phoebe flips through the Book of Shadows.)

(Piper walks into the attic.)

Piper: Phoebe, what happened? Paige called and said you were attacked.

Phoebe: No, I wasn't. A guy from my class was.

Piper: Is he okay?

Phoebe: No. He's dead.

Piper: Oh, god.

Phoebe: It was so weird. (Phoebe walks over to a chair and sits down.) Uh, one second, he was helping me with my flat tire, and then, the next ... and I don't get it. (Piper sits down next to her.) I mean, the demon didn't even seem interested in me. He just went right after Tim.

Piper: Did you find anything in the book?

Phoebe: It was a raptor demon, a hired gun.

Piper: Hired by who?

Phoebe: That's what we're trying to figure out. Paige is at the magic school trying to find a lead. (She sighs heavily.) I just don't understand why he attacked him.

Piper: Well, there's gotta be a reason. How well did you know him?

Phoebe: We always sat next to each other in class, and, you know, talked occasionally, and flirted a bit. In fact, he asked me out on a date for tomorrow night. That's just my luck, huh?

(Phoebe stands up and heads over to the table in front of the attic window and starts fiddling with items.)

Piper: Phoebe, stop it. It's not like you're cursed or something.

Phoebe: We don't know that. I might be cursed.

Piper: Look, we don't even know what's going on here. Tim could have been a witch or another demon.

Phoebe: No, he's definitely not a demon.

Piper: Okay, well, then, there's probably another reason. I don't know, but what I do know is it's not your fault.

(Phoebe puts whatever is in her hands down and turns to look at Piper. Piper stands up.)

Piper: Look, why don't you call Darryl and see if he can do a background check on Tim? Then maybe you should go to the morgue to see if you can get a premonition from his body.

Phoebe: I really don't wanna see him.

Piper: What if it's the only way to find out why he was killed?

Phoebe: Okay. You keep checking the Book.

(Phoebe turns and heads out of the attic.)

Piper: Sure.

(Piper turns and slowly walks over to the Book, her hand outstretched.)

(As she gets closer to the Book, the Book zaps her. Piper goes flying backward across the attic room. She hits the floor with a thud and looks at the Book of Shadows.)

Zankou (as Piper): Impressive.

("Piper" morphs into Zankou.)

Zankou: Most impressive. But you're going to learn to like me yet.

(Sitting on the floor, Zankou flames out.)

(Camera moves over and holds on the Book of Shadows.)

[Scene: Mausoleum.]

(The Alchemist walks around the empty mausoleum. Zankou flames in.)

Alchemist: Well, it's about time. Where's the body? (Zankou smiles.) Why didn't you bring it?

(Zankou walks over to the Alchemist.)

Zankou: Patience, my old friend. Have I ever failed to deliver on a promise?

Alchemist: I don't know. It has been an eternity since we've ... worked together.

Zankou: Yes, those were the days. The crusades, the September massacres, the black plague.

Alchemist: Good times.

Zankou: Good times. Good times.

(The Alchemist turns and heads in one direction while Zankou turns and walks in the opposite direction.)

Alchemist: So, let's get on with it already.

Zankou: No. No, it's taken me months to get this far. I'm not gonna blow it all now by moving too quickly.

Alchemist: I could understand. When the dead are involved, I get a little ... excited.

Zankou: And that is exactly why you've never become anything more than an alchemist. You're unable to see the bigger picture.

Alchemist: And you can?

Zankou: (nods) I've studied the sisters. With all the knowledge I've gained, I'm going to shake them to their core, make them more vulnerable than they've ever been.

Alchemist: So that's why you had Phoebe's friend killed. It seemed a little petty of you.

Zankou: Heh. But he served a much greater purpose. Imagine how upset Phoebe will be when she realizes he died just because he knew her. Imagine how cursed she will feel.

Alchemist: Do you really think that's enough to make them vulnerable?

Zankou: Of course not. If I'm to get what I'm after, I'm going to have to attack them all. Not as witches, but as women.

[Scene: San Francisco Police Department.]

(Darryl walks through the hallway. He's on the phone.)

Darryl: (to Phoebe) Okay, Phoebe, I will meet you at the morgue, but I'm telling you, this is not a good idea.

(He turns the corner and sees Sheila standing in front of his desk.)

Sheila Morris: Are you ready to go?

(Darryl closes his cell.)

Darryl: Sheila. Honey.

Sheila Morris: Darryl? Please don't tell me you have to work. We bought these tickets three months ago.

Darryl: Listen, I know. I know, and I am really, really sorry. But, look, why don't you take your friend Nadine?

Sheila Morris: That's who I took last time. Can't you get somebody to cover for you?

Darryl: Not on this one, I can't.

Sheila Morris: It's the sisters, isn't it?

Darryl: Yeah.

Sheila Morris: Are they okay?

Sheridan: Lieutenant, we need to talk. It seems a Halliwell has reported yet another suspicious murder.

Darryl: You know what, Inspector Sheridan, you've met my wife Sheila, yeah?

Sheridan: Oh. No, actually. It's a pleasure to meet you. I'm surprised we never met before.

Sheila Morris: We did. Six months ago at the medal ceremony?

(Sheridan stops and notices that Darryl is suddenly very nervous.)

Sheridan: Oh, that must've been before I got hurt. Yeah, I've been having memory problems since then, so ...

Sheila Morris: Really? Darryl never mentioned it.

Darryl: You know what? We really gotta be going now.

(Darryl grabs Sheila's hand and pulls her away from Sheridan.)

Sheridan: Date night?

Sheila Morris: (over her shoulder) It was.

Darryl: (to Sheridan) I'll call you tomorrow, okay?

(Darryl and Sheila walk over to a quiet spot in the bullpen.)

Sheila Morris: What happened to her?

Darryl: (shakes his head) You don't wanna know.

Sheila Morris: Darryl, what aren't you telling me?

Darryl: Look, honey, I really have to get to Phoebe. I'm sorry.

(He kisses her on the cheek and walks away leaving Sheila unhappy. She turns around and glares in the direction Darryl headed off in.)

[Scene: Halliwell Manor. Foyer.]

(The front door opens. Piper, carrying Chris, Wyatt and Leo walk into the house. They're both carrying plastic bags.)

Piper: (loud) Hello! We're home! (to Leo) Traffic was horrible. We should've been home an hour ago.

(She closes the door behind them.)

Leo: Well, we wanted a normal life. Afraid that means we give up the cosmic taxi.

(They both head through the main hall toward the dining room.)

Piper: Well, that doesn't mean I gave up the right to complain about it. (loudly) Phoebe! Paige!

Leo: Where do you want the party supplies?

Piper: Put 'em on the table. I'm not even really sure we're gonna need 'em.

Leo: Why not?

Piper: Well, I don't know if it's right to give Chris a birthday party when Phoebe's friend was just killed.

Leo: Well, we can't put everything on hold every time a demon attacks.

(Leo heads off into the dining room.)

Piper: (sighs) Yeah.

(Paige steps down from the stairs.)

Paige: Hey. You guys are just getting home now?

Piper: We started back when you called, but the freeway was a nightmare. How's Phoebe?

Paige: Not so good.

Piper: Is she upstairs?

Paige: No, she's at the morgue. I thought she said you knew.

Piper: How would I know? I haven't talked to her.

(Piper heads for the conservatory. Paige follows her.)

[Scene: Halliwell Manor. Conservatory.]

(Piper puts Chris down in the playpen.)

Paige: I'm kind of worried about Phoebe.

Piper: Why?

Paige: Well, I mean, I know we've seen a lot of death, but she's taking this one particularly hard. I was just talking to her on the phone, and she thinks she's, uh, cursed.

Piper: Oh, that's silly.

(Piper heads over to check on Wyatt who is playing with his toys.)

Paige: Well, I know that, but I'm thinking if we can figure out why this guy was killed, maybe we can prove to her that she isn't.

Leo: Did you find anything out at magic school?

Paige: No, and I'm not gonna be able to go back there, either. I have to go meet Joanna.

Piper: Joanna?

Paige: My new charge. She's a whitelighter to be. She doesn't know magic exists yet, and thinks we're just friends. But the Elders are really worried about her, you know, kind of falling off the path, so I'm just gonna be there to guide her in the right direction.

Leo: Then you should go. The Elders wouldn't worry unless they had a reason. Besides, Piper and I are here. We can help Phoebe.

Paige: What about Chris' party?

Piper: Uh, I think we're gonna have to postpone it.

Leo: What? No.

Paige: No, Phoebe would not want you to do that.

Piper: I know, but --

Paige: No, look. We can make this work. I know we can. You keep planning that party. I'm gonna go meet my charge for a pep talk. By the time Phoebe's back, I'll be home. We can do this.

(Paige orbs out.)

(Piper leans toward Wyatt.)

Piper: Mommy wants to teach you a new word. It's called "denial."

(Leo shakes his head. Piper smiles up at him.)

[Scene: View of the Morgue]

[Scene: Morgue. Hallway.]

(Darryl and Phoebe head through the hallway toward the morgue.)

Darryl: Let's hurry up and get out of here. Sheridan's already suspicious enough.

Phoebe: Darryl, I can't really worry about her right now.

Darryl: Maybe you should worry. You know, that memory dust won't matter anymore if this keeps up. She's linked you to way too many murders. It's getting harder and harder to cover.

Phoebe: I know, and I'm sorry about that, but she's got nothing. She's going off a hunch.

Darryl: But if we accidentally trigger her memories, then everything comesback. Then that's it, it's over. For all of us.

Phoebe: Well, maybe that's not such a bad thing.

Darryl: What do you mean by that?

Phoebe: Nothing.

(Phoebe heads for the room.)

[Scene: Morgue.]

(Phoebe walks into the room. Darryl stands next to her.)

Darryl: You sure you wanna do this?

Phoebe: Yeah. I mean, I have to figure out what happened.

(Darryl and Phoebe walk over to the black body bag on the side table. Darrylunzips the body bag and opens it for Phoebe to look at.)

(Tim is dead.)

Phoebe: Oh, God.

Darryl: Maybe we should go.

Phoebe: No. Ahem ... I have to do this.

(Phoebe puts her hand over Tim's.)

Darryl: It looks like somebody was trying to send a message.

Phoebe: What? Why would you say that?

Darryl: It's vicious, it's calculated. I see this all the time. It's like he makes you think twice when you see him. Maybe that's the point.

(Phoebe shakes her head.)

Darryl: Do demons send messages like this?

Phoebe: Well, if it is a message, it's obviously for me. I gotta go.

(Phoebe turns and leaves the room. Darryl zips up the bag, then follows her.)

(As soon as they leave, Zankou and The Alchemist flame into the morgue. Zankou looks out the small window in the door.)

Zankou: Poor Phoebe. So troubled. It's only gonna get worse for her.

(The Alchemist heads toward Tim's body bag.)

Alchemist: Hmm. So many bodies. It's a shame to take just one.

(He unzips the bag, peels the flaps open and takes a deep breath.)

Zankou: Well, business first, pleasure later. Can it be done?

Alchemist: Rigor hasn't set in yet. It's barely a challenge.

Zankou: I'll make it up to you, I promise.

(Zankou smiles at the Alchemist.)

Zankou: Let's get to work.

(Zankou holds his hands over Tim's dead body. His hands and Tim's body both glow a very, bright white.)

[Scene: Morgue. Hallway.]

(Phoebe is on the phone out in the hallway while Darryl waits in the back.)

Phoebe: (to phone) I'm telling you, Paige, it's the only thing that makes sense. Tim was killed because he was with me.

INTERCUT WITH:

[Scene: P3]

(Paige is on the phone.)

Paige: (to phone) Sweetie, look, you don't know that for sure, and there has to be some sort of an explanation, okay?

(Darryl walks up to Phoebe.)

Phoebe: (to phone) Well, I'm open to suggestions.

Darryl: (interrupts) Phoebe, listen, we really, really have to go.

Paige: (to phone) When I get home, we'll figure out who sent the demon. You need to get some rest, okay? That would be the best thing for you right now.

Phoebe: (to phone) Rest? How am I supposed to rest when I am the reason that Tim is dead?

Paige: (to phone) That's exactly why you need some sleep, because you are not thinking clearly.

Phoebe: (to phone) Paige, don't talk to me like I'm crazy. I was there. I know what happened.

Paige: (to phone) Okay, fine. When I get home, we will figure this out together, but for now, please, please try to get some rest. Take care, okay?

(Phoebe hangs up.)

Darryl: Listen. Phoebe, don't do this to yourself. It's not your fault, there's nothing you could have done.

(But Phoebe's not listening. She walks away from Darryl.)

[Scene: P3]

(Joanna sits at the bar sipping her drink when Paige returns.)

Paige: Hey. Sorry, that was my sister. Might have to cut this a little short.

Joanna: Oh, that's okay. Karl didn't really want me coming out tonight anyway.

Paige: Oh, you're still seeing him?

Joanna: I know what you're going to say, Paige, but he's a good guy. I swear

Paige: I'm just worried about you, that's all, 'cause, honestly, I kind of get a little bit of a ... bad vibe from him.

Joanna: But you don't know him like I do.

Paige: I just know you've had a tough time lately, and I don't want to see you get hurt by this guy.

Joanna: I won't. I promise. Trust me, he's the only thing that's really good in my life right now. Well, other than you, of course.

Paige: Well, thank you.

Joanna: No, really, you've been such a good friend to me. I don't know what I would've done without you the last few weeks.

Paige: Sweetie, here's the thing. You have an amazing future ahead of you. You're just gonna have to have a little faith.

(Karl appears and smiles at Joanna.)

Karl: Joanna.

(He turns and sees Paige.)

Karl: I thought I told you I didn't want you hanging out with her.

Paige: What are you doing here?

Karl: Getting her away from you.

Joanna: Karl, don't be rude.

Karl: Well, she's been trying to get between us from day one. I know she has.

Look, come on. Let's get out of here.

Joanna: I'll be right there.

(Karl glares at Paige, then turns and leaves.)

Joanna: He probably just had a bad day, that's all.

Paige: Yeah, I'm sure that's what it is. You know, you don't have to go with him.

Joanna: I'll be fine. I promise. I'll call you later, okay?

(Paige nods. Joanna leaves.)

[Scene: View of the Manor.]

(Lightning flashes and thunder rumbles through the rain.)

[Scene: Halliwell Manor. Phoebe's Bedroom.]

(Phoebe tosses and turns as she sleeps.)

(She rolls over and we see Tim in bed next to her, his face bloodied form the scratches.)

(His eyes open.)

(Phoebe's eyes open. She screams and jumps out of bed.)

Zombie Tim Cross: It was your fault.

(Phoebe turns and sees Zombie Tim in her bed. Tim gets up.)

Zombie Tim Cross: I died because of you. Now I'm gonna make you pay!

(Zombie Tim pushes Phoebe up against her bedroom wall. Phoebe pushes Zombie Tim away from her. She turns and opens her bedroom door and runs into Piper and Leo.)

Piper: Phoebe, what -- what is it?!

(Phoebe hides behind Leo.)

Phoebe: He was trying to kill me!

(Piper turns the light on.)

(Aside from the rumpled bed, the bedroom is clear of zombies. Lightning flashes in the background.)

Leo: Who?

(Leo turns and looks at Phoebe.)

COMMERCIAL BREAK

[Scene: Halliwell Manor. Living Room.]

(Piper carries in two mugs. She hands one to Phoebe as she tells her story to Piper, Leo and Paige. Phoebe takes her mug form Piper)

Phoebe: I'm telling you, he was there. And he blamed me for letting him die.

Paige: And you're sure you didn't just dream this?

(Piper hands the second mug to Paige. She then walks over to take a seat on the sofa.)

Phoebe: Yeah, I'm sure. How many times do I have to tell you that?

Piper: Well, it's a valid question considering Leo and I didn't see anybody in your room.

Phoebe: That doesn't mean he wasn't there.

Piper: Okay, but isn't it possible that maybe you were just dreaming?

Paige: You know, maybe it's your subconscious, because you have been feeling really guilty lately.

Phoebe: It wasn't a dream.

(Leo walks into the room carrying the Book of Shadows. He has it open to a page.)

Leo: She might be right. I found something on the undead here in the Book.

Paige: What do you mean, undead like zombies?

(Leo goes to sit next to Piper on the sofa.)

Leo: According to the Book, demonic alchemists have the ability to control the undead, but lack the power to bring them back to life. They need an upper-level demon for that.

Piper: So now we're looking for two demons?

Phoebe: Which means Tim will be back because he wants to make me pay. Who knows? Maybe I deserve it.

(Phoebe puts her mug aside on the coffee table near her.)

Piper: Phoebe, come on, you can't think like that. If the demons are behind this and they're controlling Tim, they're just trying to freak you out.

Phoebe: Well, obviously, it's working.

Piper: Which is exactly why you need to get back to business as usual before you drive yourself crazy. Why don't you go to work?

Phoebe: I don't wanna go to work.

Leo: Might not be such a bad idea. It's a public place. Nobody's gonna attack you there.

Paige: Yeah, and as soon as we come up with some sort of plan, I'll come get you.

Piper: Come on, you're not doing anybody any good like this. Just get up and go to work.

Phoebe: (sighs) Okay. But if you find the alchemist, you have to come get me.

(Paige's cell phone rings. She checks the caller I.D.)

Paige: It's Joanna.

(She gets up to answer it. Piper turns and looks at Leo.)

Piper: Now can we cancel Chris' party? Before any walking dead crash it?

Leo: I guess we have to.

Piper: On the bright side, he's only one. He's not gonna remember it.

Leo: (sighs) We will.

(Paige returns.)

Paige: She just got in a big fight with her boyfriend. She's really upset. I have to go.

Piper: A lover's spat? Is that really something her whitelighter needs to deal with, especially right now?

Paige: It's her boyfriend. I get a really bad vibe from him. I feel like he's gonna hurt her.

Piper: Then you should go. (Paige leaves. Piper turns to Leo.) And we should call Morris and make sure that Tim's body is still in the morgue ... or not.

[Scene: Mausoleum]

(Tim's body is definitely not in the morgue. It's in on a concrete slab in the mausoleum. The Alchemist stands near Tim's head.)

Alchemist: You don't need to keep him like this. Revive him. I can control him.

(He turns to look over at Zankou standing in the back of the room.)

Zankou: I'll revive him when I'm ready.

Alchemist: But you've barely even used him.

Zankou: I had to pull him out before piper saw him. I can't allow the sisters to figure us out too quickly.

Alchemist: They will in time.

Zankou: Of course, but by then they won't be able to ignore the emotional fallout. Besides, right now, your friend there will only distract us. We need to keep our eye on the prize.

Alchemist: Your prize, not mine.

Zankou: What if I were to give you a body that's been dead quite a bit longer. Would that satisfy your appetite?

Alchemist: Depends. How long has he been dead?

Zankou: Four years, give or take.

Alchemist: Was he embalmed? Is the casket wood ... or metal?

Zankou: Let's find out.

(Zankou turns and looks over at the concrete slab behind him. He waves his hand and a metal casket appears on it.)

Zankou: Ah, metal. What do you know? Interested?

(The Alchemist walks over to the casket.)

Alchemist: You know me too well. But why this body, out of all the wonderful choices in the world?

(The Alchemist touches the metal casket.)

Zankou: As I said, I know the sisters. This will help remind Phoebe of the cost of the eternal fight. All the innocents she failed to save.

Alchemist: That's hardly enough to make all the sisters doubt themselves.

Zankou: Oh, but as Phoebe loses faith in herself, she'll spread that feeling to the other two, starting with Paige, who, by then, will be ripe for a crisis of faith. I'll see to that.

Alchemist: You better be sure about this.

Zankou: Believe me, I am.

(Zankou turns and looks over at Tim.)

Zankou: The sisters and the Book of Shadows are linked. They always have been. And by weakening them, I'll weaken the Book's defenses, too ... enough to make it mine.

[Scene: Morgue.]

(Darryl steps into the morgue and walks over to the black body bag. The body bag is open and empty.)

Darryl: Damn it.

Sheridan: (o.s.) I figured you'd come by sooner or later.

(Darryl turns around and finds Sheridan leaning up against the counter on the side of the room.)

Darryl: What are you doing here, Sheridan?

Sheridan: The coroner called the captain, told him Tim Cross' body was missing, and that you were the last one to see it. So you wanna tell me why you're here?

Darryl: I got an anonymous tip. I decided to check it out.

Sheridan: Any chance that that tip came from a Halliwell?

Darryl: I said anonymous.

Sheridan: I see. The coroner also said that you came by with a woman last night. Phoebe Halliwell?

Darryl: She was friends with the victim. She needed closure.

Sheridan: Well, she certainly must need a lot of closure, given the number of murders that she's been connected to, several of which include law enforcement officers. Trudeau, Rodriguez -

Darryl: The sisters did not kill them.

Sheridan: Morris ... Darryl. I know that you're a good cop, and I can't believe that you would help killers. Now, I don't know what these women have on you --

Darryl: They don't have anything on me.

Sheridan: Then why are you protecting them? Do you know what you're doing to yourself? To your career? To your family? Does your wife even know the kind of risks that you're taking?

Darryl: Leave her out of this.

Sheridan: Then come clean with me. Tell me what you know. Maybe I can help you before it's too late. Before you force me to take you down, too.

[Scene: Joanna's Apartment. Living Room.]

(Paige talks with Joanna.)

Paige: Honey, you're gonna be okay. You're gonna pull through this.

Joanna: I'm not. This always happens just when I think I've found the right guy, it all falls apart.

Paige: But Karl might not be the right guy for you. I mean, you might really be better off without him.

Joanna: Why? So I can just be alone forever? As if my life isn't bad enough already.

Paige: You can't talk like that. You can't just give up on yourself.

Joanna: Says who? Sometimes I think maybe the world would be better off without me.

Paige: No. That is absolutely not true. You're gonna have to believe me on that one.

(Paige's phone rings. She checks the caller ID.)

Paige: Ugh. Now what? Uh, just give me a second, okay? (Paige stands up.)

(to phone) Hey. I thought you said you can do this without me.

INTERCUT WITH:

[Scene: Halliwell Manor. Kitchen.]

(Piper is in the kitchen and on the phone.)

Piper: Well, you know, things change. I just talked to Darryl. Tim's body ismissing.

Paige: Missing? Oh, I guess Phoebe wasn't dreaming after all.

Piper: Okay, I'm gonna get to work on a vanquishing potion to get rid of the alchemist, and, hopefully, if we do that, it'll reverse his magic, and Tim can rest in peace.

Paige: Well, yeah, but we still don't know why the alchemist is even doing this or who he's working with.

Piper: Well, we're just gonna have to find him and make him tell us. So I need you to go get Phoebe and bring her home.

Paige: I kinda don't wanna leave Joanna right now.

Piper: Is it life or death?

Paige: No.

Piper: Well, this is. But, Paige, the faster we get rid of the demons, the faster you can get back to your charge.

Paige: Fine, I'll be there as soon as I can.

(Paige hangs up and turns around to Joanna.)

Paige: Uh ... I'm gonna have to go. I've got a bit of a family emergency.

Joanna: But what if Karl comes back? I don't wanna face him alone.

Paige: You won't have to. All right, just call me. I will be here in a second.

Joanna: But what if you're far away?

Paige: If you really need me, just yell my name loudly.

Joanna: But --

Paige: No buts. It's okay. All right? You have to trust me. I'm always watching out for you. I promise.

(Paige walks over to the door. She stops and turns around.)

Paige: Lock the door behind me, and if Karl comes by, do not open the door, all right? I'll be back as soon as I can.

(Paige opens the door and leaves. Joanna walks over to the door and locks it.)

(Joanna zips up her sweater.)

Zankou (As Karl): (o.s.) What's the matter, Joanna?

(Joanna looks up and sees "Karl" walking down the short hallway toward her. She's surprised to see him.)

Zankou (As Karl): I thought you loved being alone with me.

Joanna: Karl, how did you get in here?

("Karl" crosses his arms in front of him. He morphs back into Zankou.)

Zankou: Magic.

(Joanna turns and runs to the door.)

(Zankou grabs Joanna's shoulder and turns her around. He grabs her by her neck.)

Joanna: Pai --

Zankou: (mocks) Paige? Is that who you're trying to call out for? Well, I'm afraid Paige has abandoned you.

(Zankou continues to choke Joanna. He lifts her completely off the ground by his grip around her neck.)

Zankou: But if it makes you feel any better, I'm sure she'd be very upset she had to miss this.

(Camera holds on Zankou.)

[Scene: The Bay Mirror]

(Phoebe hands her assistant a stack of letters to mail.)

Phoebe: Can you send these priority mail? Actually, overnight them. These people need help right away.

Assistant: What are they?

Phoebe: Advice for my readers.

Assistant: Wait, you're answering them directly now?

Phoebe: We can only print so many in the paper. I don't wanna let anybody down. Also, you can send all my e-mails through. You don't have to sort through them, okay? Great, thanks.

(Phoebe reaches for the door. She turns and pushes her assistant out the door, then closes it behind her.)

(Paige orbs into the office and sighs.)

Paige: I thought she'd never leave.

Phoebe: Yeah, I'm sorry. It's just really busy here today. These letters don't answer themselves, you know.

(Phoebe goes back to her desk and looks through more letters.)

Paige: Well, great, you're feeling better then.

Phoebe: Yeah. I know I didn't wanna come in, but you guys were right. It's really helped me a lot.

Paige: Well, fantastic. Uh, okay. We should go. Because you told me to come get you when we have something, and, uh, we have something.

Phoebe: Uh, can it wait?

Paige: Excuse me?

Phoebe: Well, it's just I have all these letters that I have to answer, not to mention e-mails and phone messages and faxes.

Paige: So ...

Phoebe: These people need me. I can't just let them down, you know?

Paige: I see what's going on here, missy.

Phoebe: What do you mean, "what's going on"? Nothing's going on. I'm just helping innocents in need, that's all.

Paige: No, you are feeling guilty about what happened with Tim, and you're over-compensating.

Phoebe: (scoffs) That is ridiculous. I am not. I'm just doing my job.  Besides, I thought I was the one studying psychology.

Paige: Okay, I may not have studied psychology, but I have studied you, and this is classic Phoebe. You're running away from your pain. Honey, you can not run away from this.

Phoebe: Well, I can try, can't I? (Phoebe sits down.) He was just helping me with a flat tire. That's all. He didn't do anything wrong. He was just ...with me. And I'm supposed to deal with that?

Paige: Well, I think you deal with it by vanquishing the demons responsible.  You know, making Tim's death count for something.

Phoebe: Yeah, but we don't even know who's responsible or why they're doing this.

Paige: I'm starting to think there's only one demon who could be responsible for this.

[Scene: Mausoleum]

(Zankou stands next to another glowing, white body, his hands outstretched. The Alchemist watches him.)

Alchemist: Careful. Take it easy. Careful. Not so much.

(Zankou continues to holds his hands over the dead body.)

Alchemist: (excited) Yes. Yes. He's alive!

(The body on the concrete slab suddenly sits up, the identity of the person shrouded in the shadows.)

Zankou: Welcome back, Inspector.

Reece Davidson: Where am I? What am I doing here?

Alchemist: Beginning your new life.

(The Alchemist raises his hand and it glows purple in front of the Inspector's face.)

Alchemist: What's the last thing you remember?

(Quick flashback to:

[Scene from 3x16: Death Takes a Halliwell]

[Scene: Church.]

(Piper and Phoebe pound on the glass outside the locked gate while Inspector Reece Davidson is inside the Church with the two Seekers.)

Seeker 1: You've been so brave, Inspector.

(The Seeker bares his teeth and takes a bite out of the back of Inspector Reece Davidson's neck.)

Seeker 1: Don't ruin it now.

(Outside, Piper and Phoebe are locked out. Piper pounds the locked gate with her hands.)

Piper: Open the gate!

(Reece Davidson falls to the floor.)

(End of flashback. Resume to present.)

Reece Davidson: A demon ... attacked me, bit me.

Zankou: It killed you. More than four years ago, but I brought you back.

Alchemist: We brought you back.

Reece Davidson: I don't understand.

Alchemist: Well, then let us help you, my child.

(The Alchemist moves around Zankou and raises his hand over Inspector Reece Davidson's face. We hear the sound of magic happening.)

Zankou: Do you remember Phoebe Halliwell?

(Quick flashback to:

[Scene from 3x11: Blinded by the Whitelighter]

[Scene: Diner.]

(Reece Davidson and Phoebe sit in a diner.)

Reece Davidson (PAST): Look, Miss Halliwell, I think you know more than you're letting on, but you're scared. You're afraid if I find out the truth, you're gonna get in trouble. Am I right?

Past Phoebe: I wish I could help you, but I can't - (echoes) but I can't.

(End of flashback. Resume to present.)

Zankou: She could've warned you, saved you. Think of all that she cost you.

Alchemist: A wife, a family. You were just doing your job.

Zankou: It was quite selfish of her really. She lived on while they suffered grieving over your death. It's time to even the score.

(The Alchemist removes his glowing hand. Inspector Reece Davidson growls as Zankou smiles.)

[Scene: Halliwell Manor. Kitchen.]

(Piper adds more ingredients to the boils cauldron on the stovetop. Paige stands nearby. Phoebe quietly sits on the sink counter.)

Piper: Zankou?

Paige: Well, he's certainly powerful enough to help the alchemist, and he knows us well enough to try something like this. Maybe he's finally going after us.

Phoebe: Yeah, but why kill an innocent? Why not just come after me?

Paige: Maybe he's trying to break you down.

Phoebe: (sighs) I'm beginning to like it better when I thought I was cursed.

Piper: And you know you're not, right?

Phoebe: Right, I do. Now. I should've just listened to you yesterday.

Piper: What do you mean?

Phoebe: You know, the talk we had in the attic.

(Piper looks really puzzled. Phoebe begins to suspect something.)

Phoebe: Wait, was that not you?

Paige: Well, it's probably Zankou. He shape shifted into one of us before.

(Phoebe slides down from her perch on the sink.)

Phoebe: (to Paige) Okay, well, how do I know this is you now? (to Piper) How do I know you're not Zankou right now?

Piper: Because I'm not.

Phoebe: Prove it.

Piper: Jake Singer, back seat, tenth grade. Can Zankou tell you all about that?

Phoebe: I think I'm losing my mind.

(Phoebe heads for the door.)

Piper: Where are you going?

Phoebe: To the book to find a way to vanquish Zankou before I really do lose my mind.

(Phoebe walks out of the kitchen.)

Paige: (sighs) What are we gonna do about her?

Piper: The only thing we can do -- help her vanquish Zankou.

Paige: Okay. Well, then, I guess we won't be needing that potion.

Piper: Actually, we need to get to the Alchemist who can lead us to Zankou, and then, hopefully, when we get rid of both of them, Phoebe will be able to sleep again.

(Leo walks into the kitchen.)

Leo: Where's Phoebe going?

Paige: Probably to a mental institution.

Piper: Did you put the kids down for their nap?

Leo: Yes, and I started calling all our friends to cancel Chris' party.

Paige: Oh, I'm sorry you guys had to do that.

Piper: Next year he'll have two.

Paige: Well, I have to go check on Joanna, make sure she's okay.

Piper: Okay. Hurry back.

Paige: I will.

(Paige orbs out.)

[Scene: Joanna's Apartment. Living Room.]

(There's a knock at the living room door.)

Paige: (through door) Hey, Joanna, it's me, Paige. I'm back.

(Paige continues to knock on the door.)

Paige: Joanna, open up. Are you okay?

(Paige opens the door.)

Paige: I told you to keep the door locked.

(She stops when she sees Joanna on the living room floor dead.)

Paige: Oh, god.

(Paige slowly sinks to her knees. Behind her, standing in the hallway and looking into the room through the open door, is Zankou. He smiles.)

(Zankou flames out.)

(Paige reaches down and lightly strokes Joanna's hair with her hand.)

Paige: (crying) So sorry. I'm so sorry.

[Scene: San Francisco Police Department]

(Darryl returns to the police station. He walks into the bullpen and stops when he sees Sheila sitting in front of Inspector Sheridan's desk.)

(Sheridan looks at Darryl.)

Sheridan: Lieutenant, we've been waiting for you.

(Sheila stands up and turns around. She looks upset.)

Darryl: Sheila, what are you doing here? What's wrong?

Sheridan: I called her. I thought that someone should fill her in.

Sheila Morris: And I'm glad she did. At least somebody's telling me what's going on around here.

Darryl: You are way out of line on this one, Inspector.

Sheridan: Am I? I'll leave you two alone to talk.

(Sheridan leaves.)

Darryl: What did she tell you?

Sheila Morris: She said you could lose your job or go to prison. Prison,

Darryl. How could you hide this from me?

Darryl: Sheila, I'm trying to protect you.

Sheila Morris: I don't want to be protected. I wanna know we're not gonna lose you.

Darryl: You are not about to lose me, and --

Sheila Morris: You don't know that.

Darryl: Did you say anything to her about them?

Sheila Morris: Don't worry, I kept their secret. I always will, no matter what happens. But come on, Darryl. I know you've had to struggle with this, with how far you can go to help the sisters.

Darryl: Baby, I'm so passed that.

Sheila Morris: No, you're not. How can you be? I used to stay up late nights, worrying whether you were gonna come home at night because of all the criminals out there. That is nothing compared to what I have to worry about now.

Darryl: Sheila, look, this is not the time or the place.

Sheila Morris: No? When is the time? When I bring our kids to jail to see you, or to your funeral? This is not your fight, Darryl, it's theirs.

(Darryl's phone starts to ring. He checks the caller ID.)

Sheila Morris: It's them, isn't it?

(The phone continues to ring.)

Sheila Morris: Please don't answer that, Darryl. I'm begging you.

[Scene: Halliwell Manor. Conservatory.]

(Paige stands near the conservatory windows. She's on the phone.)

Paige: (mutters) Come on, Darryl. Pick up the phone.

(Darryl steps up close to Sheila to whisper into her ear.)

Darryl: Sheila, baby, they are in trouble.

Sheila Morris: So are we. It's our family or theirs.

[Scene: Halliwell Manor. Conservatory.]

(Paige hangs up the phone and slams it down on the wicker table.)

Paige: Daryl's not answering. How can he not answer?

(Paige sits down. Piper sits in the chair, thinking. Leo stands nearby watching them.)

Piper: I'm beginning to think he can't help anyway.

Paige: Well, I have to call the police, okay, because I can't let Karl just get away with this. I should've been there with her. I should not have left her alone.

Leo: You can't blame yourself. You have other responsibilities you can't ignore either.

Paige: But you said I'm supposed to be able to sense my charges, and I didn't sense anything, so can you tell me what the hell is wrong with me.

Leo: Nothing. Nothing is wrong with you. It takes time to form the bond between charges and whitelighters, that's all.

Paige: (upset) That's not good enough, because I promised her that I was gonna be there and I failed.

Piper: No, you didn't, sweetie. I think Zankou wants you to think you did.

Leo: Zankou?

Piper: It has to be him. First, Phoebe's friend and now her charge. That can't be a coincidence.

Paige: What, you think Karl's working with Zankou?

Piper: I think he is Zankou. Think about it. He knew exactly what he was doing. He's targeting the people in our lives.

Leo: Well, what good would that do?

Piper: I don't know. Maybe if he thinks we're rattled enough we'll be vulnerable.

Paige: But no one in your life has been targeted.

Piper: No, not yet, but that's why you need to get Leo and the boys to magic school right away.

Leo: (sighs) Look, we've been through this. I'm not gonna run and hide every time a demon attacks.

(Piper stands up and walks over to Leo.)

Piper: Leo, this is not just another demon, and this is not about you hiding. This is about the safety of our family. You need to go now.

Leo: All right. I'll get the boys.

(Leo leaves.)

Paige: What about the other people in your life?

Piper: The best way to protect them is to get to Zankou, and for that, we need Phoebe.

[Scene: Halliwell Manor. Attic.]

(Phoebe is in the attic sitting at the table with the Book of Shadows open in front of her. She's taking down some notes and lets out a large yawn.)

(The overhead light switches off casting the attic into darkness and leaving Phoebe with the light from her desk lamp. The floorboards creak.)

Phoebe: Piper? Paige?

(Over in the darkened doorway is Inspector Reece Davidson. His face is cast in the shadows.)

Reece Davidson: Guess again.

(Phoebe is startled. Inspector Reece Davidson starts heading toward Phoebe. Still, she cant' see his face.)

Phoebe: Who are you? What do you want?

Reece Davidson: What you took from me -- my life!

(Inspector Reece Davidson steps into the light and we see his face complete with decomposing flesh.)

(Phoebe stands up.)

Reece Davidson: What's the matter? Don't you recognize me?

Phoebe: Inspector Davidson.

Reece Davidson: In the flesh ... or what's left of it.

Phoebe: Oh, no, not again.

(Phoebe tries to run past him, but Inspector Reece Davidson grabs Phoebe by her arm, stopping her.)

Reece Davidson: Hold on! Hold on! I want to talk to you. I think you owe me that much.

Phoebe: Who did this to you? Zankou?

Reece Davidson: I didn't get a name. But it was obviously someone who knows you pretty damn well. Don't worry. Death's not so bad. I think you're gonna like it.

Phoebe: I tried to save you.

Reece Davidson: You should've tried harder!

Phoebe: I couldn't. The Angel of Death was after you.

Reece Davidson: At the end, see, but you're forgetting about all the months before, all those times I asked you to come clean with me. If you told me the truth just once ...

Phoebe: I couldn't. I'm sorry.

Reece Davidson: Did you come to my funeral? Did you see my wife, my kids?

(Phoebe shakes her head.) They're growing up without a father because of you.

Phoebe: I am so sorry.

Reece Davison: Oh, I bet you are, now. And you're gonna be even more sorry when I'm through with you.

(Phoebe runs for the door.)

(Inspector Reece Davidson runs after her.)

[Scene: Halliwell Manor. First floor Hallway]

(Phoebe runs down the attic stairs.)

Phoebe: Paige!

(Inspector Reece Davidson runs quickly after her.)

Phoebe: Piper! Piper!

(Inspector Reece Davidson vanishes.)

(Phoebe turns the corner running. She sees Piper.)

Phoebe: Piper, he's right behind me! Get him! Get him!

(Piper looks and sees nothing.)

Piper: Phoebe, there's no one there.

Phoebe: He ...was there. I swear it.

Piper: Who?

Phoebe: Inspector Davidson.

Piper: Reece Davidson? He died four years ago.

[Scene: Halliwell Manor. Attic.]

(Zankou flames into the attic. On the table, just where Phoebe left it, is the open Book of Shadows.)

(Zankou walks up to the Book. He raises his hands and blasts the Book with a beam of white energy.)

(The Book's shield surrounds it, blocking off the attack.)

(Zankou pulls back.)

(The white energy and the Book's shield both vanish.)

(He takes a deep breath and plunges his hands toward the Book's shield. The Book's shield surrounds it. It crackles with a fiery hot energy. Zankou persists as his hands plunge closer toward the Book.)

(But it proves too much for him. He pulls back and the Book's shield vanish.)

(He smiles a little.)

Zankou: Getting closer.

(He looks up to the side and takes a deep breath.)

Zankou: I guess I'm gonna have to kick things up a notch.

[Scene: Halliwell Manor. Attic.]

(The attic is dark. Piper reaches up and pulls on the draw string to turn the light on.)

Piper: It's clear. No one dead or undead.

Phoebe: Are you sure?

Piper: Pretty sure, unless they're invisible.

Phoebe: Wait. You think they could be invisible?

(Piper walks into the attic.)

Piper: No. Come on, we've got to find the alchemist and hopefully Zankou. (shouts behind her) Paige!

(Paige orbs into the attic.)

Paige: What? I was just getting Leo and the boys settled in at magic school.

Piper: I need you to see if you can find Joanna, quickly.

Paige: I thought I told you, she's dead.

Piper: Yeah. Not for long.

Phoebe: Wait, you think Joanna's gonna come back, too?

Piper: I'm counting on it. So you need to see if you can sense her.

(Paige takes a breath and concentrates.)

Phoebe: Anything?

Paige: No, but Leo said our bond hadn't fully formed yet.

Piper: Okay, then we're gonna have to scry for her the old fashioned way.

(Piper walks over to the table and picks up the map and scrying crystal.)

Paige: Do you think she's even gonna turn into a zombie?

Piper: It fits the pattern.

(Piper puts the map down on the table, then starts clearing it.)

Phoebe: And trust me, you don't want to be surprised once it happens.

Piper: Just concentrate. She was your charge. If anybody can find her, you can.

(Piper carries the Book of Shadows away. Paige picks up the crystal and starts swinging it over the map.)

Paige: You know, I'd really rather not find her, considering I'm the reason she's dead.

Phoebe: Join the club.

(Piper is standing over at the book stand.)

Piper: Look, the faster we find Joanna's body, we'll find the alchemist and hopefully Zankou before he kills anybody else in our lives.

(She puts the Book of Shadows on the stand.)

(The crystal hits the map.)

Paige: Found her. Cemetery.

Phoebe: (shakes her head) Not good. Never good.

(Camera holds on Piper.)

[Scene: Mausoleum.]

(Joanna is dead, lying flat on her back on the cold, concrete slab.)

(Paige, Piper and Phoebe orb into the mausoleum.)

Paige: Oh, god, that's her.

(Joanna's eyes open. She turns her head and looks at Paige.)

Joanna: Miss me?

(Joanna gets up. Piper gasps and they all take a step backward.)

(Reece Davidson comes up behind Piper and Tim moves behind Phoebe.)

Reece Davidson: Looks like it's time for payback.

(The girls are surprised and quickly turn around to them.)

Phoebe: Look, we don't want to hurt you.

Tim Cross: It's a little late for that.

Phoebe: Paige, maybe you should orb us out of here.

(Joanna steps up behind Paige.)

Piper: No, the alchemist has to be around here somewhere.

Alchemist: (o.s.) I see my reputation precedes me.

(They turn and see the Alchemist step out from the back area.)

Alchemist: But if you want to get to me, you have to get through them.

(Three zombies - two male and one female - step in front of the Alchemist,protecting him.)

(He chuckles.)

(The Alchemist holds out his hand. The palm glows and the three zombies head toward the girls.)

Piper: Those are all innocents I've lost.

Reece Davidson: That's right. You three have done a hell of a lot of damage in your time.

Tim Cross: Seriously, have you done any good at all?!

(Tim steps toward, grabs Phoebe and throws her across the mausoleum. Phoebe hits the wall and slides down to the floor, her hand releasing her hold on the vial.)

Paige: (shouts) Phoebe!

(Joanna steps toward Paige.)

Joanna: Friend, my ass.

(Piper looks around, then turns. In the background, we hear the Alchemist chuckling. His hands are glowing bright pink as he guides his zombies to attack the Charmed Ones.)

(Piper runs over to the wall and removes the torch hanging on the holder. She uses it to keep the zombies away from her.)

Alchemist: Yes. Yes, my children. Good!

(Reece and Tim grab Phoebe. They pull her up to the cold, concrete slab.)

(Piper continues to swing the burning torch at the zombies.)

(Joanna grabs an old bone and knocks the potions vial out of Paige's grip. Paige struggles to keep Joanna from hitting her with the bone.)

(Piper swings the torch. The zombie grabs the torch from Piper and tosses it aside.)

Piper: Don't make me do this.

(Piper looks around and sees Phoebe in trouble, struggling against Reece and Tim. Paige is on the ground fighting Joanna.)

(Piper closes her eyes.)

Piper: God help us.

(She waves her hands and blasts the nearest zombie. He shatters into dust.)

(She turns and blasts the other two zombies - they both explode into dust.)

(The Alchemist can't believe what he's seeing.)

Alchemist: (shouts) No.

(Joanna hears the scream and looks up.)

Alchemist: (shouts) No!

(Paige uses the distraction, reaches for the vial and smashes it against Joanna. She shatters into dust.)

(Piper waves her hands and blasts Reece and Tim. They both explode.)

(Phoebe continues to struggle, then realizes that they're gone. She gets up.)

(Paige gets to her feet.)

(They both rush to stand next to Piper, who appears to be in a little shock at what she just did.)

Phoebe: (reassures) It's okay, you had to.

Paige: We all had to.

Alchemist: You! He told me you wouldn't, you couldn't.

Zankou: (o.s.) I lied.

(They turn and find Zankou standing at the base of the stairs.)

(He throws a fireball at the Alchemist, blowing him up.)

Zankou: He served his purpose.

Piper: Why would you do that? What do you have to gain?

Zankou: (shrugs) You'll soon find out.

(Zankou flames out leaving Paige, Phoebe and Piper puzzled by what's going on.)

[Scene: San Francisco Police Department.]

(Inspector Sheridan is sitting at her desk going through some files. Darryl walks up to her.)

Darryl: Inspector Sheridan, you got a minute? First of all, you had no right -

Sheridan: I had every right. We're cops. Crimes were being committed, and that gives me the right. Look, as I said before, you are either with me on this or you're against me.

Darryl: I'm taking some vacation time ... to be with my family.

Sheridan: That's curious timing.

Darryl: I don't like being put in this position.

Sheridan: You put yourself in this position, Lieutenant.

Darryl: You're not gonna be able to take them down. They won't let you.

Sheridan: What, is that supposed to be some kind of a threat?

Darryl: It's a friendly warning. What they're doing ... and what they're all about, it's above reproach. (He leans in close.) I wouldn't mess with them if I were you.

(She leans in close.)

Sheridan: Have a nice vacation.

(She smiles. Darryl leaves.)

(She sighs.)

[Scene: Halliwell Manor. Attic.]

(Paige, Phoebe and Piper walk into the attic.)

Paige: Well, why can't we try to vanquish Zankou the same way we vanquished The Source?

Phoebe: He'll be ready for that. That's why we need something new.

(They stop in the center of the attic.)

Piper: Why did he vanquish the Alchemist himself?

(Camera moves over to the Book stand and we see the Book of Shadows is gone.)

Paige: I don't know. Maybe there's something in the Book.

(Paige looks at the bookstand and finds the Book missing.)

Paige: Where's the Book?

(They walk toward the bookstand.)

Paige: Oh. Zankou.

Phoebe: Yeah, but how did he get it?

(Piper looks around the attic.)

Piper: Doesn't matter. He's got it now.

Paige: The question is, what's he gonna do with it?

[Scene: Mausoleum]

(Zankou sits on the old crypt flipping through the pages of the Book of Shadows. He chuckles to himself.)

Zankou: Now the fun really begins.

(Zankou laughs.)

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