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1. A Call to Arms
2. The Bare Witch Project
3. Cheaper by the Coven
4. Charrrmed!
5. Styx Feet Under
6. Once in a Blue Moon

7. Someone to Witch Over Me
8. Charmed Noir
9. There's Something About Leo
10. Witchness Protection
11. Ordinary Witches
12. Extreme Makeover: World Edition

13. Charmageddon
14. Carpe Demon
15. Show Ghouls
16. The Seven Year Witch
17. Scry Hard
18. Little Box of Horrors

19. Freaky Phoebe
20. Imaginary Fiends
21. Death Becomes Them
22. Something Wicca This Way Goes...?

Written by: Cameron Litvack

Season 7, Episode 12

Episode Number: 146

[Scene: Manor. Attic. Paige is at the Book of Shadows writing something down. Kyle knocks at the door and walks in.]

Kyle: Hey. I let myself in, if that's okay?

Paige: Yeah, yeah, absolutely. Sure. (She walks over to him.) Of course. Hey.

(She gives him a quick kiss.)

Kyle: Hey.

Paige: How are you?

(She walks over to the potion table.)

Kyle: So, uh, what's going on here?

Paige: Just scrambling. We've been on quite a roll knocking off these demons, thanks to the Avatars.

Kyle: The Avatars.

Paige: Yeah. They've been great helping us find these demons. Can't pick 'em off fast enough.

Kyle: I guess that's why you haven't returned any of my phone calls?

Paige: I'm sorry, I just assumed that you knew.

Kyle: Knew what?

Paige: Well, that I was helping them.

Kyle: Creating Utopia. Right.

Paige: Is that a bad thing? (He gives her a look.) Look, I thought when we figured out they didn't kill your parents...

Kyle: Look, it still doesn't mean they're still not a threat, Paige.

Paige: Come on.

Kyle: It doesn't change the ten years I spent learning who they really are, or why people fought them off for thousands of years before us.

Paige: Haven't we been over this?

Kyle: Obviously not enough.

Paige: Actually, you know what, Kyle? I think we have. I'm sorry that you don't or won't understand. But my sisters and I, we actually do. Everything... Everything the Avatars have said or done has been totally legit. They didn't force this on us. It's something we really want for everybody.

Kyle: All right. All right. So how's this gonna happen? The change, I mean.

Paige: Well, they, uh... They're gonna help us write a spell.

Kyle: What kind of spell?

Paige: I don't know yet.

Kyle: You don't know? They're getting you to remake the freakin' world and you don't know?

Paige: I've been a little busy.

Kyle: Well, it's kind of a fundamental question to ask, don't you think?

Paige: I think it's more important to get rid of as many demons as possible.

Kyle: Well, did you at least check with the Elders?

Paige: No. I don't think they would understand. (She kisses him.) If you'll excuse me, I have one more demon to go after. Okay?

(She orbs out. Kyle starts flipping through the Book of Shadows.)

Kyle: Come on. Elders, Elders, Elders. (He finds the page on Elders in the Book. He closes his eyes.) I beg you, if you can hear me. I can help you stop the Avatars. I still have a vanquishing potion. (Suddenly, he gets sucked into the floor and appears in Zankou's cave.) Are you an Elder?

Zankou: Hardly.

Opening Credits

[Scene: Zankou's Cave. Continued from before.]

Zankou: You said something about a vanquishing potion.

Kyle: How'd you know about that?

Zankou: That's why I needed to bring you down here.

Laygan: We intercepted your little cry for help. (Zankou gives him a look.) Sorry, Zankou.

Zankou: About the potion...

Kyle: Yeah. Look, it won't, it won't kill you. Not unless you're an Avatar.

Zankou: Which is exactly why I want it. See, you and I have a lot in common. We both wish to stop what they're trying to do. We both desire to keep things as they are, yes? In order to do that, we're going to have to work together. With the Avatars' help, the Charmed Ones are decimating our ranks. We must stop them before they find us too.

Kyle: I'm not helping you hurt the sisters.

Zankou: I don't wanna harm them.

Laygan: At least not yet. I mean, uh, we need them to help stop the Avatars, right?

Zankou: Remind me why I tolerate you again?

Laygan: Because you're running low on demons?

Kyle: Look, I don't know what you guys are getting at, but you got the wrong idea here. I'm not gonna help you. I can't. I won't. I mean, you're demons.

Zankou: Yes. Yes we are. Which makes us, for better or worse, fundamental to the Grand Design. It keeps things in balance. It gives the necessary contrast to all that you covet, to all that is good. And therein lies our mutual problem. You see, without the one, there can't be the other. Without evil, there can be no good. That is why I think you want to stop the Avatars just as much as I do.

Kyle: Okay. How?

Zankou: Your potion can kill one of them, which might just weaken the rest enough for us to kill them. The problem is the Avatars have insulated themselves now. Only the sisters can get to them, and only you can reach the sisters.

Kyle: I'm not going after Leo again. Paige'll kill me.

Zankou: He's not the only Avatar.

Kyle: Still, they're never gonna let me use the potion on any of them.

Laygan: Well, we can help that.

Zankou: If we work together.

Kyle: I can't.

(Zankou walks over to him.)

Zankou: You will.

(Zankou flames out.)

[Scene: Magic School. Paige, Alpha and Gamma are there. Paige is sitting at a desk. Gamma carries a book over to her.]

Gamma: The problem is his powers go beyond the physical. Zankou has the gift of prescience as well. He anticipates where we'll be looking for him next.

Paige: Yeah, but on the other hand, we've already got most of the high-level demons. Isn't that enough?

Alpha: No. We shouldn't go through with this until we can find him.

Gamma: Although we might not have a choice. The planetary alignment is correct for the change. The longer we wait...

Alpha: We still have time. We must keep looking.

Paige: Why? You said yourself we're not going to be able to knock off all of the demons beforehand. There will be others.

Alpha: But Zankou poses a unique threat. One that could bring enough conflict into Utopia to undermine it. And he's determined to do everything in his power to stop us.

Paige: He's not the only one. Um, just out of curiosity, the spell that we're gonna cast, what exactly does it do? Unless, they don't want us to know.

Gamma: We have nothing to hide, Paige.

Paige: Then I'm all ears.

Alpha: The spell will put everyone to sleep. But only for a few hours. Just long enough to erase the mindset of duality. Of good and evil.

Gamma: To allow the original design, that which every human being has imprinted in their hearts, to take hold.

Alpha: Utopia.

Paige: So we go to sleep too?

Phoebe's Voice: Hello? Anybody home?

(Paige walks into the hall. Piper, Phoebe and Leo are there.)

Paige: Yeah, it's about time.

Phoebe: We weren't gone that long. Besides, we must have vanquished, like, what, six or seven upper-level demons.

Piper: And a bunch of other disgusting things.

(Piper wipes some green goo off her body.)

Leo: Grimlock eggs.

Piper: Disgusting!

Phoebe: Doesn't matter, 'cause after tomorrow, we won't have to do this anymore. We're done.

Alpha: We still have to find Zankou first.

Leo: What if we can't?

Paige: Then we, unlike the rest of the world, will not be taking a catnap.

Piper: Catnap? What do you mean?

Paige: A little something they neglected to tell us.

Alpha: It's just the mechanics of how the spell works. To put people to sleep so that the transformation can occur.

Paige: Well, I for one, am damn well not going to be taking a nap.

Phoebe: Paige, what's going on?

Paige: I wanna make sure we've really thought this out.

Piper: Well, we've had this conversation about a dozen times. I mean, there's only so much we can know, the rest is a leap of faith. One I thought we were all ready for.

Alpha: If it helps, Paige, we never intended that you or your sisters would join the others until much later.

Paige: Why?

Leo: Because there'll still be straggler demons. The ones that live and walk among us.

Gamma: Ones you'll nevertheless need to vanquish though, so that conflict doesn't seep back in.

Phoebe: So we still have to fight demons?

Gamma: They'll be easy to spot while others are asleep, because they won't be.

Alpha: But it shouldn't take long. And it will be up to you to decide when you're ready to make the change.

Phoebe: (to Paige) You okay with that?

Paige: Yeah. Yeah, I guess so.

Leo: What about Zankou?

Piper: I think I know how to find him.

Phoebe: (to Leo) Will you give me a lift home? I wanna make sure I get my last column in.

Paige: Last column?

Phoebe: Well, yeah. How much advice can a world with no conflict need? I may be out of a job.

Paige: You okay with that?

Phoebe: I've got better things to look forward to.

(Leo orbs out with Phoebe.)

[Scene: Zankou's Cave. Three demons smoke in.]

Demon #1: What are we doing here?

Kyle: Murderers!

(Kyle runs over and grabs one of the demons.)

Demon #1: Let go of me! Let go!

Demon #2: What is this?

Demon #1: This is his revenge.

(Demon #1 morphs into Zankou.)

Demon #2: Zankou.

(Zankou throws fireballs at the demons and vanquishes them.)

Zankou: They were the ones who killed your parents, weren't they? The ones who really did it? You owe me for doing something you could not have done without me. And you will repay me by doing something I can't do without you.

[Scene: The Bay Mirror. Phoebe is in her office throwing letters in the trash. Elise walks in.]

Elise: Are you leaving us?

Phoebe: I'm sorry?

Elise: (reads from a clipboard) "The grass is greener." Kind of a goodbye column, isn't it?

Phoebe: No, not necessarily.

Elise: Phoebe, I've been doing this a long time. I know how to read between the lines. Come on, talk to me.

Phoebe: It's just that things change. You know what I mean? Life changes.

Elise: Don't you like your job anymore?

Phoebe: Of course I do, Elise. I love my job. You know that.

Elise: But?

Phoebe: But like I said, things change. For the better though, you'll see.

Elise: No, I don't understand.

Phoebe: Um, okay. Have you ever gone through a period in your life where all you can think about, all you wanna do, is just get away from it?

Elise: When I was married to my ex, James L. Connors. What a schmuck.

Phoebe: Okay. And you were able to move on from him, right? Rebuild your life. Even though, at the time, you probably thought you couldn't.

Elise: Yeah.

Phoebe: Well, it's the same thing. That's what I'm talking about. One door closes and another one opens. Sometimes you just have to take that leap of faith.

Elise: Phoebe, I don't...

Phoebe: I promise you, Elise, this is gonna be great for everyone. Otherwise I wouldn't be doing it.

Elise: Do what?

Phoebe: I gotta go.

Elise: No. Wait! But you...

(Phoebe hugs her.)

Phoebe: Thank you, Elise. Thank you for everything you've done for me. (She walks out of her office.) Goodbye, all of my dear, beautiful friends. I will see you tomorrow when a bright new sunshiny day begins. Michelle, you are the best. Donald. Donald, I gotta tell you, you... you are the man. Greg. I've... Well, we never really liked each other, did we? (Greg shakes his head.) Oh, well, that'll all change. Until tomorrow, everyone! Ta-ta!

(She leaves.)

[Scene: Manor. Attic. Piper and Paige are there. Piper is looking at the Book of Shadows. Paige is sitting on the couch.]

Piper: I was thinking if we adjust the tracking spell we used to find the Source, it might work on Zankou, considering they were working so closely. Paige? Are you listening?

Paige: Yeah, that sounds great.

Piper: Well, it would if you were listening to me.

(Paige gets up.)

Paige: I'm sorry, it's just a... big change.

Piper: I know. And, you know, it's okay to be scared. I'm a little antsy, Phoebe's nostalgic and you're scared. That's how we do things.

Paige: No, I'm not scared. Fine, maybe a little.

Piper: Okay, why?

Paige: Well, because Kyle still thinks the Avatars are a threat. And he's asking some pretty damn good questions.

Piper: And you trust him, so you trust those questions.

Paige: Exactly.

Piper: Okay, I admit I've asked myself those same questions about a hundred times. But we have the answers now. We're not going in blind.

Paige: What are we going into?

Piper: Apparently, what we've always wanted. For the past seven years we've been saving the world, being told that it's our destiny. Maybe this is part of our destiny.

Paige: Bringing in Utopia.

Piper: Putting an end to all this good versus evil crap. I, for one, am tired of sleeping with one eye open, wondering which demon is gonna finally get me. Or one of my sons.

Paige: I've wondered the same thing.

Piper: Well, you shouldn't have to. And neither should Phoebe.

Paige: It's just Kyle, he has good evidence. And his hunches have been right so far.

Piper: Okay, but all of these hunches are based on a myopic point of view. He's been trying to get even with these people his entire life. The fact that they're innocent is besides the point, as far as he's concerned.

Paige: I know.

Piper: We deserve this opportunity, Paige. We've earned it. Now let's go find Zankou.

[Scene: Zankou's Cave. Zankou and Kyle are there. Zankou picks up a small box.]

Zankou: You must be very careful with this. Use it only exactly as I say.

Kyle: What is it?

(He takes a crystal out of the box.)

Zankou: Put simply, paranoia. A sorcerer once brought down an entire empire with this. Just by touching a little witch. It spread, of course, as paranoia is wont to do. And I'm betting it will do the same to the sisters.

Kyle: No, I told you, I won't harm them.

Zankou: I'm not asking you to. I just want you to make them a little... scared, uncertain.

Laygan: Delusional.

Zankou: Only long enough for the Avatars to be concerned that something is not right. Draw them out into the open.

Kyle: So I can use the potion.

Zankou: Precisely. Don't worry, you'll be immune to its effects since you're not a witch.

Kyle: How do I know that you're not gonna try and harm them?

(They hear a scream and an explosion.)

[Cut to another section of the cave. Piper and Paige are vanquishing demons.]

Paige: Fireball!

[Cut to Zankou's Cave.]

Zankou: Go! (The demons smoke out.) Take it. It's our last hope. Hurry!

(Kyle takes the crystal.)

Kyle: How do I reverse its effects?

Zankou: I'll be in touch. (Zankou hits Kyle and he slams into the wall. Kyle groans. His shoulder's bleeding.) You're gonna need an alibi.

(Piper and Paige walk in. Zankou flames out.)

Piper: Damn!

Paige: Kyle?

(They rush over to him and help him up.)

Kyle: I'm all right. I'm all right.

Piper: Great. Then maybe you can start explaining what you're doing down here.

Commercial Break

[Scene: Manor. Attic. Piper, Paige, Leo and Kyle are there. Leo is healing Kyle's shoulder.]

Paige: What's taking so long?

Leo: He's resisting.

Kyle: Can you blame me?

Piper: He's not the one we just found in a demon cave.

Kyle: You think I wanted to be there?

Piper: You wanna stop the Avatars, and Zankou wants to stop the Avatars. So you see the connection there?

Paige: Piper, you can't be serious.

Piper: I'm just saying, I'd like to know.

Kyle: He kidnapped me.

Leo: Why?

Kyle: Because he thinks I can help kill you, that's why.

Piper: Don't you mean kill an Avatar?

Kyle: Same difference.

Paige: Okay, what I don't understand is why he would think that you still had a potion?

Kyle: I don't know, you should ask him.

Paige: All right, I will.

Piper: Well, Zankou's not gonna still be there, he's on the run.

Paige: So? We found him once before. I can do it again. I'm not just gonna sit around and wait for him to attack Kyle.

Leo: You wanna protect him? Help the Avatars bring Utopia so Zankou can't stop it.

Piper: He's right, you know.

Kyle: You don't have to do that. Use me as bait. Wait till he attacks again.

Paige: No, what if we're too late next time?

Kyle: Well, so you are, I mean... You don't have to change the whole world just to save me.

Paige: Don't we? Look, every demon that tries to stop us makes me just want to get through it faster. Let's just... do this.

Kyle: Paige, look, I don't...

Paige: No, my mind is made up. Besides, I think it's for the best.

Piper: Tell them we're ready. (Leo orbs out.) Uh, I'll go see where Phoebe is.

(Piper leaves the attic.)

Kyle: I can't let you do this.

Paige: You don't have a choice, honey. Besides, how bad can a place called Utopia be?

(Paige starts to leave.)

Kyle: Wait. (The crystal in his hand glows.) I'm sorry.

(He kisses her and their lips spark.)

Paige: Mm. What was that?

Kyle: What?

Paige: You didn't feel that?

Kyle: No, it must have been static electricity. Don't be so paranoid.

Paige: Okay.

[Scene: Kyle's Apartment. Kyle walks in. He goes to the fridge and Zankou walks out of a room.]

Kyle: Oh, god!

Zankou: So... How did it go?

Kyle: This better work.

Zankou: I agree, for both our sakes. I see the Avatar's healed your wound. Too bad you didn't use the potion on him right there and then. None of this would have been necessary.

Kyle: How do I reverse the paranoia?

Zankou: Patience. All in good time.

Kyle: Look, I held up my end of the deal.

Zankou: As have I. You know, the problem with you humans is your conscience. You're all always so conflicted. Demons, on the other hand, don't have such weakness.

Kyle: It's not weakness. It's how we stay honest. It's what helps us choose between good and you.

Zankou: It also messes with your head. As it is clearly doing right now. Working with evil... to preserve good. It would give me a headache.

Kyle: What do you want? What are you doing here?

Zankou: I want the potion.

Kyle: Well, I'm not giving it to you. I'm not gonna use it either. Not until I know the sisters are safe.

Zankou: Which won't be for a while, I'm afraid. Not until the full effects of the paranoia take hold. To that end, I suggest you come with me.

Kyle: Why?

Zankou: We wouldn't want you falling asleep with everyone else, now would we? No. You are going to be the proverbial straw that breaks the camel's back.

(Zankou flames out with Kyle.)

[Scene: Magic School. Paige is there putting books on the shelves. Piper walks in.]

Piper: Uh, hello? What are you doing?

Paige: You know, just trying to organise some books. Just in case.

Piper: Now? Everybody's waiting for you.

Paige: Yeah, but I might not have a chance to do this afterwards.

Piper: Uh, to do what?

Paige: These are books on demons. We might not need them if there are no demons. What if they come back? Then we'll have to have them again. I better put them all back.

Piper: Uh, sweetie, you don't really seem like yourself.

Paige: I don't? Who am I?

Piper: No, I mean... You're stalling. You know what, it's okay. We know what we're doing. We're ready for this.

Paige: You sure? What if something goes wrong?

Piper: Well, then we'll fix it like we always do. Come on. (Piper touches Paige's arm and gets zapped.) Ah! What was that?

Paige: What was what?

Piper: That!

Paige: Well, I don't know. Why don't you tell me?

Piper: Come on, everybody's waiting.

Paige: Everybody.

(They walk into another room.)

Phoebe: Hey, I was just looking for you guys.

Piper: Why, what's wrong?

Phoebe: Nothing's wrong. I just wanna know what happened.

Paige: Nothing happened. I think that's the problem.

Phoebe: What? Are you feeling okay? (Phoebe touches Paige's forehead and gets zapped.) Oh! What was that?

Paige: See?

Piper: See what?

(Piper looks around.)

Leo: (to the Avatars) Guys... do you mind?

Alpha: Are you ready?

Phoebe: Yeah, I think so.

Paige: Is there something that we should know that we don't know? You know?

Alpha: No, Paige.

Piper: Wait. We forgot about Zankou. What if he attacks?

Phoebe: That's true. What if he does attack?

Paige: Maybe we shouldn't do this.

Leo: Okay, what is wrong with you guys? We discussed this.

Gamma: You'll still have your powers afterwards. If Zankou attacks, you'll be prepared.

Alpha: In fact, he'll be more exposed than ever. Especially as you continue to thin out the demonic ranks.

Phoebe: How do we know you're not lying to us?

Leo: Okay, let's... Let's do this.

Alpha: Very well.

(Alpha waves his hand and Beta appears.)

Piper: Whoa! Where'd you come from?

Leo: They're a little nervous.

Beta: I understand. Place your hands on the cartouche. It's okay.

(Piper, Phoebe and Paige hold the cartouche. The Avatars and Leo stand around the girls with their arms out, forming a circle. They close their eyes. The cartouche glows and lets out an orange/yellow beam of light.)

[Cut to outside. The entire world falls asleep.]

[Cut to Magic School. The cartouche stops glowing.]

Alpha: It has begun.

Commercial Break

[Scene: On the Street. Piper, Phoebe, Paige, Leo and Beta look around at the sleeping people.]

Phoebe: I mean, is everyone okay? You sure nobody's hurt?

Beta: The effect was gradual. They all fell asleep gently and safely.

Piper: How do you know that for sure?

Beta: Do you see anybody who's been harmed in any way?

Piper: Well, that doesn't rule out internal injuries.

Leo: Piper.

Piper: What?

Paige: So everybody's like this everywhere all around the world?

Beta: All around the world.

Phoebe: What about the aeroplanes and helicopters? How do we know they landed safely?

Leo: Look, I'm sure the Avatars took care of that. Relax. What's gotten into you guys?

Phoebe: Well, I think we have a right to be jumpy with everything that's going on, don't you think?

Beta: Perhaps it would help to focus on the straggler demons. They hide amongst your kind. Which means if there are any nearby, they're only pretending to be asleep.

Phoebe: I shoulda known.

Piper: Why don't they just leave?

Beta: Because they've got no place else left to go.

Paige: Uh, over there, he moved.

Phoebe: What? What? Where? Which one?

Paige: That one in the bad suit.

(Phoebe goes to throw a potion.)

Beta: Oh, you must be certain.

Phoebe: Okay. Go be certain.

(Paige walks over to the man in the suit and nudges him. Nothing happens. Paige starts to walk away and the man gets up.)

Leo: Paige, look out!

(The man throws a fireball and Piper blows him up.)

Paige: Well, at least I know I'm not paranoid.

Leo: All right, so how long until the transformation is complete?

Beta: Two hours. Which means we should get back until it's safe.

Leo: Well, I'm not leaving them here alone. Don't worry, Beta, I'll be fine. (Beta disappears.) All right, let's split up. We'll find more demons that way. Piper, Paige, Phoebe and me. Any sign of trouble, orb back to the manor. Got it?

Paige: Got it.

(Phoebe and Leo walk off.)

Piper: Why do you think he didn't wanna go with me? Do you think he's seeing someone else?

Paige: Come on!

Piper: What?

[Scene: Zankou's Cave. Zankou, Kyle and a bunch of demons are there.]

Kyle: I don't understand, what are we waiting for?

(The vanquished demon appears engulfed in flames. Zankou freezes him.)

Zankou: That... is what we're waiting for. Your death will not have been in vain, my friend. I promise you.

(Zankou waves his hands and the demon disappears.)

Kyle: What the hell was that all about?

Zankou: He saw what I needed to see. Now I know which Avatar we'll be flushing out, and you'll be killing.

Kyle: What? How?

Zankou: I'm gonna need a volunteer.

Laygan: Does it have to be me?

Zankou: No.

Laygan: Oh, good. I'll get right on it.

Kyle: I don't like this. I don't like being kept in the dark about what's going on.

Zankou: What are you gonna do?

Kyle: Not kill an Avatar, for one.

Zankou: Then you'll die.

Kyle: Yeah, well, better me than the sisters, right?

Zankou: How many times do I tell you, I'm not after them.

Kyle: Then why won't you tell me what I'm doing down here?

Zankou: That's what you get when you make a deal with the devil.

Kyle: I'm not doing anything until I know the sisters are all right.

Zankou: They're still alive, if that's what you mean, their paranoia growing.

Kyle: What are we waiting for?

Zankou: The opportune time to show yourself...

(Zankou touches Kyle's shoulder and flames out with him.)

[Cut to Kyle's Apartment. They flame in.]

Zankou: Which nears.

Kyle: When?

Zankou: When I send one of the sisters to you here. The one you care so much about.

Kyle: How does that flush out the Avatars?

Zankou: Just say they wanted you to stay awake. Tell her it was the female Avatar, Beta. Your girlfriend will get so paranoid she'll demand an explanation. When the Avatar shows up to give her one, that's when you strike with the potion. Don't miss. You won't get a second chance.

Kyle: First, how do I reverse the paranoia?

(Zankou laughs.)

Zankou: You are persistent, aren't you? Very well. You break the crystal. The sisters will revert immediately.

Kyle: That's it?

Zankou: That's it.

Kyle: So why didn't you tell me this before?

Zankou: Same reason you didn't tell me where the potion was. Leverage. Remember... don't miss.

(Zankou flames out. Kyle picks up a snow globe and shakes it.)

[Scene: Street. Phoebe and Leo are looking for straggler demons.]

Leo: Phoebe, are you sure you're all right?

Phoebe: Yeah, I'm fine. I just... I have a bad feeling about this.

Leo: You've had a bad feeling about everything.

Phoebe: Yeah, but I have a really bad feeling about this. You sure we're not being set up?

Leo: Phoebe, not this again.

Phoebe: I'm serious. What if the Avatars are like the Trojan horse? Remember the Trojan horse?

Leo: Phoebe...

Phoebe: They come into your life pretending to be the gift, but what they really want to do is kill you.

Leo: This really isn't like you.

Phoebe: Leo. Listen to me, okay? It's the ultimate conspiracy. Think about if for... (She hears a noise.) What was that?

Leo: It was nothing. Look, you need to calm down.

Phoebe: I am very calm, okay? I just can't help what I'm feeling, and what I'm feeling right now is... Demons! (Two demons stand up and throw energy balls at Leo. Phoebe hides. They shimmer out. Phoebe comes out of her hiding place.) I'm sorry. I'm sorry, again.

Leo: Why did you run?

Phoebe: I don't know.

Leo: Something's wrong, I'm getting you out of here.

(Leo orbs out with Phoebe.)

[Scene: Alley. Piper and Paige are there.]

Paige: I haven't seen any demons for a while.

Piper: Do you think that means something?

Paige: I don't know. You?

Piper: I don't know.

Paige: Why are you stopping? What do you see?

Piper: Nothing. Shh. Relax.

Paige: What if they get us?

Piper: Who is "they"?

Paige: They. They as in them, the ones who are always trying to get us.

Piper: Shh! You're making me crazy.

Paige: You're making me crazy.

Piper: What is wrong with us? (Beta appears and scares Piper. Piper tries to blow her up and Beta falls backwards onto the ground. Beta gets up, not impressed.) Oh, sorry.

Paige: You okay?

Beta: Yes. But I'm afraid that your friend may not be. Kyle?

Paige: What's wrong with him?

Beta: We don't know. All we know is that he didn't fall asleep like everyone else did.

Piper: What does that mean?

Beta: That means that Zankou must have gotten to him again. Shielded him from us.

Piper: But why?

Paige: Because he thinks he still has the potion. I should never have left him alone.

(Paige orbs out.)

Piper: Hey! You can't leave me here alone!

(A demon shimmers in.)

Beta: Demon.

Piper: What? Where?

Beta: Go, get him!

(The demon runs away and Piper runs after him. Beta morphs into Zankou. He smiles.)

[Cut to Kyle's Apartment. Paige orbs in.]

Paige: Kyle? Are you here?

(Kyle walks out of the bedroom.)

Kyle: Yeah. I'm right here.

Paige: You okay? Did he hurt you?

Kyle: Did who hurt me?

Paige: Zankou. Come on, we have to get you out of here.

Kyle: Wait. Why?

Paige: Because he thinks you have the potion. He'll kill you.

Kyle: Don't you think he would have killed me by now?

Paige: Well, that's why he's keeping you awake. Because he thinks you still have it.

Kyle: He's not the one keeping me awake, Paige. It's the Avatars. It's Beta.

Paige: Okay, but she said Zankou did it.

Kyle: Maybe you ought to call her here.

Paige: Beta!

(Beta appears.)

Beta: What's the matter? Why isn't he asleep?

Paige: You told me Zankou did it.

Beta: I did not.

Paige: Yes, you did. What the hell is going on? (Kyle throws the crystal on the floor and it smashes.) What was that?

Kyle: I wanted to make sure you were back to normal before I...

Paige: Before what?

(Kyle takes out the Avatar vanquishing potion. Beta sees it and zaps Kyle with bolts of electricity. Kyle is thrown backwards and drops the vial. The vial releases a grey smoke and it enters Beta's body. She falls to the floor. Paige goes to Kyle and starts to cry.)

Commercial Break

[Scene: Kyle's Apartment. Continued from before. Kyle is barely conscious.]

Kyle: Please don't hate me.

Paige: I don't hate you. Of course I don't hate you.

Kyle: I didn't want it to end like this.

Paige: It's not gonna end this way. I promise. I'm gonna call for help...

Kyle: No. You can't call for Leo.

Paige: Why?

Kyle: Because he's vulnerable. They all are. Zankou will kill them.

Paige: Why did you do this?

Kyle: To stop them.

Paige: Leo!

(Alpha and Gamma appear.)

Alpha: He can't hear you, Paige. He's been affected by what's happened. We all have.

Paige: Can't you just rewind time? Just go back and fix it?

Alpha: I'm sorry, Paige. We've come too far to go back now.

Paige: But he's dying.

Alpha: Yes, and he's weakened the collective. Risked losing all we've worked to create.

Gamma: The demon will try to take advantage of this to stop us.

Alpha: He won't be able to if we consolidate power. Complete the transformation.

Paige: What the hell are you talking about? What about him?

Alpha: The needs of the one... must be sacrificed for the good of the many. You'll understand soon.

Paige: I did not sign up for this experiment so you could play God! So, you fix this right now!

Gamma: He's dead.

(Paige lays next to Kyle.)

Paige: Please don't go.

Gamma: We must move quickly. We can't fight both them and the demon.

Alpha: What about Leo?

Gamma: He's one of us now. He'll understand.

(Their eyes glow yellow.)

Paige: (crying) Please... Please.

(She falls asleep.)

[Scene: Manor. Attic. Phoebe and Leo are there.]

Phoebe: I don't get it. I don't know what happened. I mean, one minute I feel like everyone's after me, and then the next minute I feel perfectly fine.

Leo: Yeah, I don't.

Phoebe: What's the matter? What are you feeling?

Leo: I don't know. All of a sudden I feel weaker.

Phoebe: Well, maybe you should sit... down.

(Phoebe falls asleep.)

Leo: Phoebe? Phoebe. Phoebe, can you hear me? Wake up. Piper.

[Cut to an Alley. Piper is asleep on the ground. Leo orbs in.]

Leo: Piper. Piper! (He runs over to her.) Piper.

(Alpha and Gamma appear.)

Alpha: She's just sleeping, Leo. She'll be fine. They'll all be fine.

Leo: What have you done to her?

Alpha: The same thing that's been done to everyone else.

Leo: They weren't supposed to turn yet. Not until they were ready.

Gamma: We had no choice.

Leo: What do you mean you didn't have a choice? You can't do this.

Gamma: Beta's dead, Leo.

Leo: What?

Alpha: It's why you feel less powerful. Why we all do.

Leo: But how did...?

Alpha: It seems that Agent Brody had another potion, after all. One that both he and Zankou hoped to bring down Utopia with, before it even began.

Gamma: But we can't let that happen. The sooner we complete the transformation, the less chance he has of succeeding.

Alpha: Which is why we need the power of the Charmed Ones with us. Now more than ever. I'm sure you understand.

Leo: But we were supposed to talk to them first.

Alpha: Ideally, yes. But Paige was inconsolable. Agent Brody is dead as well. We must press on, Leo. Now, or Zankou will win. All that we've done will have been for naught. We can still give them the world they've always wanted, Leo. The happiness they've never known. The happiness you've never known. But we must move quickly. And as one.

Leo: I just... I don't see how Paige is gonna be happy after what happened.

Gamma: She'll understand.

Alpha: Everyone will understand, that those who bring conflict into the world cannot be tolerated.

[Cut to outside. Everyone on the street wakes up. They are all cheery and happy. A man wipes up his spilt coffee.]

Man #1: Hey, I'm sorry. This is my fault.

Woman: Forget it. No big deal.

Man #1: You sure?

Woman: Absolutely.

Man #1: I'm so embarrassed.

[Cut to two men in their cars. One man has run into the back of the other car. They get out to inspect the damage.]

Man #2: I am so sorry. I don't know what happened.

Man #3: Have you got insurance?

Man #2: Yeah.

Man #3: Then don't worry about it.

Man #2: Thanks.

(They shake hands.)

[Scene: Underworld. Zankou's Cave. Zankou and Laygan are there. Zankou is meditating.]

Laygan: Well?

Zankou: Utopia has begun.

Laygan: What's that mean? We're screwed?

Zankou: The Avatars have turned on the witches sooner than I anticipated. We can't change things back without their help.

Laygan: Then we've gotta get out of here. They'll be coming for us too.

Zankou: No, we have time.

Laygan: How do you figure? It's over, Zankou. We don't stand a chance in this new world.

Zankou: Still, we planted a seed. Let's see if it sprouts.

[Scene: Manor. Foyer. Leo orbs in with Piper.]

Piper: I don't know what you're so worried about. It's all good, as far as I'm concerned.

Leo: Yeah, but they were supposed to wait until you were ready.

Piper: Well, as you know, I've been more than ready for this for a long time.

(Phoebe comes down the stairs.)

Phoebe: Hey. I feel great. Don't you guys feel great?

Piper: Yeah, pretty amazing.

Phoebe: It's so weird, I remember the old way. You know, the demon battling and everything, but I'm just not stressed about it anymore.

Piper: Yeah, that's because we don't have to worry about demons anymore, which leaves us a little time to live a little. Where are the boys?

Leo: Magic School. Are you sure you're okay with this?

Phoebe: Leo, of course, are you kidding? How could we not be?

(Paige orbs in.)

Paige: Hi.

Piper: Oh, sweetie, I'm so sorry.

Phoebe: Me too. (Piper and Phoebe go over to her and put their arms around her.) How you doing? You hanging in there?

Paige: Yeah. Yeah, I'm holding up. It's, um... pretty damn sad. But he's going on to a better place, right? I'm gonna go upstairs and rest.

(Paige goes upstairs and Piper and Phoebe follow.)

To be continued...