DISCLAIMER: Buffy the Vampire Slayer and all characters belong to Joss Whedon, Mutant Enemy, Fox, Sandollar, and who knows who else, and I make no claim on them whatsoever. However, this particular arrangement of words in cyberspace belongs to me alone.

Part One

She was all pain, her skin paler than normal in places, and redder in others. Tomorrow there would be bruises. At least there would be if she was still alive. Buffy scrambled wildly, grabbing a fresh stake as she tumbled down a short incline. Several of the sharp wooden spears spilled from the bag slung over her shoulder, but she retained a good half dozen. She heard a burst of movement and twisted, pushing to her feet despite the fact that she just wanted to lie down and sleep. Grad school and vampires just did not mix well.

Angel stood at the top of the small hill he'd just thrown her down, his face no longer his own. Gone was the tender lover of a lifetime ago. Once again, he was a soulless demon of the night. He smiled as she stared up at him. "You should have stayed away," he pointed out idly.

Buffy shrugged. "I couldn't. You know that."

"No, I suppose not," he allowed and started toward her, his long black duster flapping gently around his legs.

Buffy tensed, ready for anything. It had been more than a year since she'd accepted his soul was gone for good, a year during which she'd grieved by crying, yelling, screaming, and staking more vampires than she could count. At first she'd hoped they could save him again, but even a vampire with a soul can have only so many reprieves. The pain had dulled and been replaced by acceptance, but she'd been leery of facing him. Perhaps, there was even some tiny corner of him that remembered what they’d once been to each other, because, unlike the first time, he seemed to avoid her too.

Only there was no avoiding it now.

Because a new Master had come to Sunnydale.

And his name was Angelus.

******

Willow Rosenberg stared at the pile of dishes in the kitchen sink with a jaundiced eye. In the year since she'd gotten her own place, she'd discovered something about herself. Cleaning was not her strong suit. Whether it was laundry, dishes, or the vacuuming, she tended to delay as long as possible. Which meant she usually had a monstrous mess to deal with. She sighed softly, and resisted the urge to wonder why she'd decided against getting a roommate.

She knew why.

After having Buffy as a roommate for so long, she couldn't imagine living with anyone else, couldn't imagine sharing those private moments, didn't even want to consider the idea of someone else meaning as much to her as her best friend had. The whole idea just hurt too much. And Willow was tired of pain. She'd experienced far too much of it in her young life.

She flipped on the hot water, intent on losing herself in the task of washing dishes. It wasn't even light out yet, which meant she didn't have classes for hours. Her homework was all done, and all of her friends--if they could be called that--would kill her if she called them at this hour. "Dishes," she reminded herself aloud. "Do the dishes, and don't think about anything." Because she did not need to think about Buffy, the past, friends. Friend, oh now there was a touchy subject, because it always brought up mental images of her other best friend and she didn't need to think about him either. The last thing she needed to be worrying about was Xander, Xander and herself, Xander and Cordelia or Cordelia and--and why was she thinking about it now, when it was all long over with? Probably it was just her brain's demented way of distracting her from thinking about Buffy.

The phone rang, saving her from her own inability to not think about what she didn't want to think about. "Hello?"

"Willow?" As if in response to Willow's unwanted reflection, it was Buffy, sounding ragged and awful over the tinny connection. The hacker recognized the Slayer's voice instantly despite the months of separation that lay between them and stiffened. It was bad. She could tell by the frightened undercurrents to the Slayer's voice. "What is it? Where are you?" she whispered.

There was a long pause, during which she could hear Buffy's harsh breathing. "Somewhere down on State Street," her friend answered at last. "I'm not really sure where," she mumbled dully.

"Are you hurt?" Willow demanded anxiously.

"Bruised…tired…nothing fatal…just hurts to move…and breathe…and think…can hair hurt?”

"I'll come for you, but you have to tell me where you are," Willow instructed carefully, since it was obvious Buffy wasn't firing on all thrusters.

"I'm…uh…using a payphone at a used car dealership…" A long pause followed, then Buffy came back sounding a little lost and uncertain.

Willow hadn’t heard her sound like that since Angel…. Another avenue she’d just as soon not travel.

"Mo's…Mo's house of hotrods."

Willow was already grabbing for the phone book and rifling through it.

"I think he's gone now," Buffy mumbled distantly as Willow hunted for the address.

"Who?"

"Sun's almost ready to come up," Buffy added as though she hadn't heard the question. "He's back underground."

"Who?" Willow repeated more forcefully as she finally spotted the address she needed.

"Angel," Buffy exhaled. "I mean Angelus."

Willow stiffened, trying unsuccessfully to contain a gasp. Without thinking, she glanced around herself to make sure she was alone in her apartment.

"Yeah, ain't that a bitch," Buffy muttered.

"Was he…" Willow couldn't finish the question. "I mean, did you…" She couldn't finish that one either. She knew what her friend had gone through and ached for her. Finally, she just whispered, "I'm sorry."

Buffy didn't speak for a long moment as though she was marshaling herself. "My Angel is dead…he has been for a long time…this monster just looks like him."

"I'm sorry," Willow repeated, knowing the words were nowhere near enough.

"Yeah," Buffy exhaled, sounding dazed.

Will grabbed her car keys, heading for the door, the radio-phone still hooked on her shoulder. She knew it would last all the way to her car. "Listen, Buffy, I'm on my way. I'll be there in a few minutes."

"I wouldn't have called you…except Mom and Giles are still in England, and --"

"It doesn't matter," Willow cut in as she unlocked the driver's door on her small Honda. "I'll be there as soon as possible."

"That's good," Buffy whispered, sounding distant. "I don't know how much longer I can stand up."

"It won't be long," Willow promised, and gunned the tiny car to life.

"Thanks," she heard her friend say just before the phone hit the limit of its broadcasting distance, and went dead.

*****

She found Buffy easily enough, slumped in a phone booth, a stake gripped tightly in her hand, her face ghostly pale. Willow stumbled out of the car, scrambling for balance on wet pavement as she ran toward her friend. "Are you all right?" She asked worriedly as she yanked the phone booth door open and fell to her knees.

"Not so 's you do notice,” Buffy mumbled. Her skin was bruised as if she been beaten, her knuckles bloody, and her clothing filthy with fresh mud.

Willow could only stare in horror. This was as bad as anything she’d seen happen to her friend. When it all began it had seemed like such a lark. Hunting vampires was like getting to step into a Saturday afternoon movie. Only it had all become real when Angel lost his soul. The first time it happened, Jenny Calendar had paid the price. When he'd been turned back this time, he'd simply disappeared and Willow had been foolish enough to hope that meant he wasn't going to come after them. Obviously, that wasn't the case. Now, here they were again. Who knew whose head might wind up on the chopping block this time? Willow shivered, not liking the path her mind was traveling. "Come on," she whispered as she leaned into the phone booth, slipping an arm around Buffy's waist in order to help her to stand. Buffy folded an arm over Willow 's neck, leaning against her as she pushed to her feet. "What happened?”

"Angel," was all the Slayer had to say.

Willow stared at her friend for long moment, then decided this wasn't the time, and simply helped her back to the car.

Buffy glanced at the newly cleaned upholstery, shook her head and laughed.” I guess I owe you a car wash," she muttered under her breath.

"Don't worry about it," Willow responded. Clearly they had bigger problems.

The drive to Willow's apartment took place in silence, as both women were uncharacteristically quiet, each lost in her own thoughts. *****

Buffy awoke with a start. Sprawled on Willow's bed, wearing nothing more than a camisole and her underwear, and it felt like even they had mud ground in. She rubbed her head muzzily, trying without success to remember stumbling into Willow's tiny apartment. Every breath was mildly uncomfortable. She took a deep breath and was relieved not to feel any sharp, stabbing pains in her chest. Good, no broken ribs. She might be a Slayer, but she was still human enough. A couple of broken ribs bouncing around in her chest would not be good for business. She pushed up on her hands until she was kneeling on the small bed, and peered around the small room. Technical manuals were stacked everywhere, testifying to Willow's reading habits. Buffy noted the titles, and also noted she had no idea what most of them meant. Oh well, her career was already picked out for her anyway.

She ran a hand through her hair, brushing it back from her face. It was still stiff with dirt and the remainder of hairspray. "Willow!" she called out as she stumbled to her feet, and padded into the livingroom. Silence greeted her ears. "Willow?!"

Nothing. She glanced around, finally spotting a note, folded to stay upright, on the kitchen table.

Buffy, Gone to classes. Be back early this afternoon. There's food in the fridge (well, sorta...just don't eat anything that's too green).

Take care, Willow

Buffy tossed the note down, momentarily debating between food and a shower, before deciding she wouldn't enjoy the former until she'd had the latter. Still….she grabbed a banana on the way to the bathroom.

*****

Willow's nose twitched as she stepped through her front door. The air was faintly steamy, smelling of soap and shampoo. She closed the door carefully, not wanting to make any more noise than necessary, and moved through the darkened interior of her apartment. Buffy had pulled the curtains, and it didn't tend to be bright at the best of times. She finally spotted her friend on the living room couch, curled up in a blanket, and apparently asleep. Her pale hair was still damp, clinging around her face in loose tendrils.

As if sensing her perusal, Buffy suddenly blinked awake, struggling back to consciousness. "Willow," she mumbled through a yawn.

"How are you feeling?" the redhead questioned as she moved around the end of the couch and crouched down in front of the Slayer.

Her friend shrugged. "Been better…been worse." It was said with a rather sad worldliness that seemed far too old for someone so young. She reached out and caught Willow's hand, holding tight to it. "Thanks for coming for me."

Willow let out a soft, sad laugh. "You're my friend. You can always call." Left unsaid was her disappointment that Buffy had called so rarely during the last year."

"I know, but I should never have involved you in this mess…it's all so ugly."

"Hey, we're the Slayerettes," Willow teased gently as she squeezed Buffy's hand.

Buffy let out a hollow laugh as she remembered that more innocent time, when they'd all been so close, and the reality of what she was hadn't set in yet.

"Can you tell me what happened?" Willow broke in on her friend's silent musing.

"I was on the hunt…two punk vampires who went after some girl outside of the Bronze. I caught up with them in the graveyard. It didn't take much to end their sorry existences…then he stepped out of the darkness…"

"Angel?"

"Mmhmm, Angel…Angelus…" Buffy confirmed, and fell silent for a long moment. "Stronger, and more powerful than I've ever seen him." She shook her head in awe. "I thought…" the words trailed off. "I thought I was through…at some point, it was like he didn't even want to kill me, just wanted to make it hurt."

Willow winced, but didn't say anything, just let Buffy tell her the tale in her own time.

Buffy was quiet for a long moment, staring down at their twined hands. "I can't stay here, Willow," she decided out loud. "He's going to come after me…and anyone I care about."

Willow swallowed hard. She knew just how serious that threat was. She'd nearly died at Angel's hands once upon a time when the beast had taken over. That beast had cost Jenny Calendar her life. Even when they'd restored Angel's soul for a time, Willow had never been able to forget that. Angelus had never been far from her thoughts…from any of their thoughts. When he'd lost his soul again, it had been a perverse kind of relief. The other shoe had dropped. They could get on with business. But instead of coming after them, he'd simply disappeared into the vampiric underworld. Apparently, he'd just appeared again. "Buffy, you can't do this alone," she disagreed, her tone low and serious.

Buffy drew a deep sigh, and let it out slowly. She wished Giles were there. Her Watcher would have been a comfort at that point. He usually came up with the magic answers to her problems. Dammit, why did he have to be in England now? She needed his help. She shook that thought off as uncharitable. Her Watcher had a right to a life, even if it was with her mother.

"We'll find a way out of it," Willow promised.

"No," Buffy insisted. "I don't want you involved." Willow wasn’t like Xander, who’d always had a surprisingly hard head that seemed to bounce well. She'd been hurt too many times. There was something fragile about her friend, and not just because the first boy she'd ever loved had never managed to love her back, and the second had turned into a werewolf who had nearly killed all of them. Willow had had to kill Oz to stop him and it had cost her dearly. The smiling child had become an adult that day as she was forced to accept that sometimes there was no good answer to a problem. Was it any wonder that, as far as Buffy knew, Willow had opted for celibacy at this point in her life? Considering the present situation, it occurred to Buffy, it might have been better if she'd done the same.

"I'm not as vulnerable as you think," Willow pointed out as though she'd read Buffy's mind. "Besides, if Angel's decided to kill me, I'm safer with you than on my own."

Buffy inclined her head, acknowledging that Willow had a point.

"And he's never been invited into this place,” Willow continued, “and my parent's house is protected, so he shouldn't be able to enter…right?"

Buffy looked at her askance. "You have an awful lot of faith in those rules," she muttered dryly.

"Well, as I remember, the old Angel did too," she pointed out, then wished she hadn't when Buffy's eyes turned infinitely sad. She didn't like to think about those times. It hurt too much. They'd all been so much more innocent then.

"We'll need weapons," Buffy sighed. "We should get them now, while it's light out." She pushed to her feet, feeling better, now that she had a task.

"All right," Willow agreed. "You go get dressed." She watched her friend leave, eyes lingering on her narrow back. She drew in a deep breath, letting it out slowly, as she wondered at her own sanity. Sometimes, she wished she'd just gone away to college, gotten out of Sunnydale and started over, then she looked into Buffy's eyes, and saw the world weary courage that lived there, and couldn't leave her friend, not when so many already had. Her mom and Giles had become involved and were on vacation in England, with the distinct possibility of marriage looming in the future, Xander had given up vampire hunting in favor of bed hopping, and Angel…well, Angel certainly wasn't there for her. Even Cordelia had moved on--Willow stopped herself right there. Thinking about Xander and Cordelia would not help the situation.

Willow opted to busy herself until Buffy returned, by emptying most of the stuff out of her backpack, leaving her notebook computer and wallet in place as well as her cell-phone. She grabbed the spare haul of cash she kept hidden in a cupboard, and tossed that in as well. She'd learned that it never hurt to have a little spare money on hand when Buffy was around. One never knew what kinds of supplies might be needed from the sorts of places that don’t take charge cards.

Finally, the Slayer returned. "Okay, let's go," Buffy said, her tone sounding more cheerful, if a bit forced.

Willow just nodded and followed her out.

*****

Buffy had keys to Giles' place, though she rarely used them. His home was just as creepy as his preferred haunt in the university library special collections. No, scratch that, it was creepier. Decorated in dark woods, and heavy furniture, it fairly screamed with gothic flavor.

"It even looks like the home of a vampire hunter," Willow observed dryly.

Buffy glanced back at Willow, and a grin quirked her lips. With a dose of the sun, she was actually feeling better about things. "Don’t tell him that. When he moved here…after…" She didn't finish the sentence, instead changing tacks. "He thinks this place is very bright and cheery."

Willow noted the heavy bladed axe over the fireplace, and the crossed swords in the foyer. "Interesting definition of cheery," she observed wry.

"Yeah," Buffy agreed. "Come on, it's through here," she murmured as she moved through a narrow corridor, leading Willow down a spiraling flight of stairs. "Here we go." Giles' basement was vaguely reminiscent of a medieval torture chamber or armory. She glanced at Willow. “Are you sure about this?” she asked yet again.

Axes, swords, crossbows and assorted other weapons Willow was afraid to even consider asking about, decorated the walls. "I’m sure," Willow muttered, bouncing nervously on her heels. “Besides, I’m a bit out of practice at this.”

“Yeah, I guess you are,” Buffy sighed, regretting the distance that had come between them. She'd made the decision to cut her friends out of her life to protect them, but she'd tried to ignore the hole in her life and simply move forward, afraid that if she didn't she'd never be able to stay away. Shaking off those grim thoughts, she grabbed a wood and steel crossbow off a peg, then what looked like a musical instrument case off the floor. She slung the case onto a large, heavy wood table that sat in the middle of the room. "Time for some lessons for you," she decided out loud, and flipped the case open to reveal stacks of neatly arranged bolts. She pulled the bow back, hooking the line over the trigger switch, then tucked a bolt in place, before holding it out to Willow.

Willow blinked, staring at the thing. "I…I'm not sure I remember how," she muttered. When they were all still calling themselves the Slayerettes, she'd had her share of adventures and slung the crossbow on more than a few occasions...until she'd found other ways to battle evil, and then she hadn't needed weapons, just her own thoughts, words, and the power she could feel moving through her own veins. The appeal had been nearly irresistible...right up until she realized just how much power she really did have, and after that, power had held less than no appeal at all. She'd learned to hate and fear it, and particularly what she could do with it. For a moment, she was lost in the past.

Buffy jerked her back to the present as she rested a hand lightly on her friend’s shoulder. “You don't have to," she reminded Willow, her own eyes shadowed with sad memories. “You know other ways to fight."

Willow looked back at her friend and slowly shook her head. “Not anymore,” she said, her tone forbidding any discussion.

Buffy sighed. "You can still back out of this," she offered. "Stay inside at night and let me handle it. I won't think any less of you."

Willow stared into her friend's eyes, seeing the quiet determined hardness that lived there. Sometimes, she wondered how in the hell Buffy did it, growing up and surviving in a life that no human being should have to live–they’d all been touched by it, but sometimes it seemed that Buffy had borne all the evils of the world. She hated the windswept aloneness that surrounded her friend. "Just remind me how to use the damn thing,” she grumbled.

"That’s my Willow," Buffy praised her, not wanting to admit even to herself how grateful she was not to be facing this one alone. She nodded toward a straw stuffed, human shaped target at the opposite end of the room. "Just aim for the body."

Willow peered at her for a long moment, then nodded. It was serious this time. Really serious, and they were on their own. For just a moment, she felt very small and alone, then she felt Buffy's hand on her shoulder, warm and reassuring. Right, they were together in this. She took a deep breath and let it out slowly as she reached for the weapon.

"You can do this," the Slayer murmured. "Just remember to aim along the shaft," she instructed as she watched her friend lift the crossbow to her shoulder.

The first bolt skimmed just over the dummy's left shoulder.

"Not bad at all considering how long it's been," Buffy praised, and squeezed the shoulder under her hand.

Willow's hands were long and fine-boned, but they were strong. She didn't flinch as she bent the bow back, hooked the trigger, then loaded a fresh bolt. This one hit the dummy right in the face.

"Good shot," Buffy allowed. "But remember you need to hit the heart. Anything else is just going to just piss them off."

Willow nodded without admitting she'd been aiming for the dummy's chest.

She shot the full quiver of bolts, turning the stuffed dummy into a straw pincushion, until Buffy was satisfied. The weapon was by no means an extension of Willow's arm, like it was Buffy's, but she was competent with it. With luck, good enough to keep herself alive in whatever was to come. Buffy glanced at her watch. Still a couple of hours before dark. She crossed the room and began plucking bolts out of the dummy.

Willow moved to help her. "What's going to happen tonight?" she whispered worriedly.

Buffy shrugged. "I don't know. I don't think Angel's ready for his ascension yet, so he may just be in a holding pattern." She tucked the bolts back in the case and slung it up on the table as she turned a comforting smile on her friend. “Don’t worry, it’ll be okay,” she told her with more confidence than she was actually feeling. Willow just nodded. “Do you have any idea where his lair is?” she questioned.

Buffy shrugged. “Probably somewhere close to the graveyard, but I don’t know where.” She opened a closet, and grabbed a handful of sharpened stakes, shoving them into her bag, before tossing it alongside the crossbow and arrow case. A couple of containers of holy water followed a moment later. She grabbed something out of a freestanding closet, and tossed it to Willow, with the succinct instructions, “Put this on.”

Willow glanced down at the heavy silver object. “A cross?” She looked up. “Great, you do know my father would have a stroke if he saw me wearing this?"

Buffy snorted softly and peered at her friend with a raised brow. "All things considered, I'd think it would be the least of his worries." Then suddenly, she turned back to the closet and began rummaging again, muttering to herself, “I know I saw that in here somewhere,” before coming up with another object that she tossed at her friend. “Wear ‘em both,” she decided aloud, as Willow noted the ornately carved Star of David. Buffy shrugged. “It's something Giles picked up in the mideast."

Willow slipped both chains over her head. "I just hope I never have to explain this to Rabbi Levin. He would not understand."

Buffy shook her head. "And I'm sure he'd be totally cool with the rubbed sage, skyclad covens, eye of newt and, of course, the odd spell and potion."

"Point," Willow allowed, then an impish grin curved her generous mouth. "So let's just not tell him."

For just a moment they were defiant teens again, having fun disobeying their elders and having an adventure. "Hey, he's not my Rabbi," the Slayer drawled, then her lips tipped in a knowing grin. And then the moment was gone again as Buffy grabbed a few more things and took the time to finish her preparations. When she was done, she looked up at Willow, who was silently watching. “Are you sure you want to do this? It’s not too late to run.”

Willow shook her head. “I’d rather see it through.”

“Okay, let’s head for the Bronze and see what’s up.”

Willow flinched, despite her resolve. Of course, it had nothing to do with vampires. She’d managed to steel herself against them.

Buffy saw her friend’s expression and winced, mentally kicking herself in the head. Stupid, stupid, stupid. Xander would be at the Bronze tonight. Xander was always at the Bronze, hanging out and looking for easy sex. Strangely enough everything that had happened had left him with a world weary air that had finally given him all of the female attention he'd once dreamed of. Funny thing was, Buffy didn't think he was enjoying it nearly as much as he'd probably dreamed he would. In her more gracious moods, she allowed that they had all found a way to deal with the things they’d seen. She killed vampires and buried herself in law books, Willow wrote ultra violent computer game programs and tried to understand the mysteries of the universe, and Xander lost himself in sex and binge drinking. In her less charitable moods, she barely resisted the urge to kick him in the ass in the hopes that he'd see sense and wake up to what he was doing to himself and the people who cared about him.

“Look, it’s okay,” Willow inserted. “That’s where the vamps usually show up…it’s not like there’s anyplace else to go after dark in Sunnydale.” She sighed softly. She didn’t particularly enjoy seeing Xander—though not for the reasons most of her friends thought—she just didn’t want to go through the fight all over again. Where once they had been inseparable friends, she and Xander weren’t even comfortable in the same room anymore. She shrugged. “If Xander’s there…well… I’ll just ignore him.”

“That’s the spirit,” Buffy praised, and slung her bag over her shoulder. “Let’s go.”

Willow nodded and grabbed her share of the load as she followed her friend out.

*****

The Bronze was rocking that night, music blaring from the speakers, while the dancers on the floor gyrated wildly to the pounding music. Buffy threaded through the crowd, Willow in tow. The Slayer’s senses were alive as she hunted among the moving bodies, looking for signs of the undead.

Nothing.

Not one vampire in the whole place as far as she could tell.

A moment later, she tensed as she saw a dark haired figure dancing with a striking blond.

But one rat of an ex-boyfriend.

Xander looked over, his mouth turning up in a faint smile as his eyes met Buffy’s. Somewhere along the way he’d become convinced he’d eventually get her where he wanted her and nothing seemed to convince him otherwise. Then his eyes fell on Willow where she stood behind Buffy, and his expression darkened, his lips quirking from smile to smirk in an instant.

“Ignore it,” Willow muttered just loud enough for Buffy to hear.

“Hmmph,” Buffy muttered under her breath. “Wonder what he’d think of a stake up his backside?”

Despite her attempt at a stern look, Willow giggled as she muttered, “Be nice.”

“Not necessary,” Buffy assured her. “I’m the Slayer, remember…slayage requires a colossal amount of non-niceness.”

Another giggle that drained away into a very soft and fairly mild curse, “Damn,” as Xander broke away from his friends and resolutely headed their way.

“If I can’t stake him, how about some nasty splinters?” Buffy questioned, determined to support her friend.

“Shhh,” Willow hissed just as Xander drew within hearing range.

“Buffster,” Xander drawled and ducked his head in acknowledgment, then turned a cool gaze on Willow. “Will…I’m surprised to see you here…I didn’t think the Bronze was your kinda hangout anymore.” His gaze swung back to Buffy. “Or maybe you’re just making an exception for old…friends.” There was a nasty edge to his words that left Buffy faintly perplexed. Neither Xander, nor Willow had ever discussed the reasons for their brief relationship--or the angry breakup that followed--despite considerable prodding. Once again, it struck her just how vicious it must have been to leave both old friends so bitter.

"I've hung out in the Bronze as long as you have, Xander," Willow chided, sounding worn by the conflict.

"Yeah…but I know how your tastes have changed--"

Buffy glanced back and forth between the two, then finally pushed Xander back with a solid hand to his chest. "Xander, make like an ice cube and chill," she snapped impatiently. The insult was an old one, she knew, hardly up to her usual standards, but then this fight was getting old and hardly deserved any creativity. "This little visit is business, and you aren't helping any."

"Oh, well…I should have known," he sneered resentfully. "Wouldn't be Buffy if she wasn't mooning after some silly assed vampire." He never had forgiven her for not killing Angel.

"Silly…" Buffy repeated and trailed off. "Oh, to hell with it," she growled, then grabbed Willow's hand. "Come on, there's nothing in this place worth paying any attention to." She ran a disgusted gaze over Xander, then turned and stormed out. Cool night air washed over her skin as she stepped out of the club. "A stake in his ass would definitely be an improvement," Buffy complained angrily, then glanced back at Willow, who was staring silently into the distance. "You okay?" she questioned.

The redhead blinked as though coming back to the present, and disengaged her hand from Buffy's to fold her arms across her chest. "Fine," she muttered, sensing an interrogation headed her way.

As if on cue, Buffy began hesitantly. "Look, Willow, I know you haven't wanted to talk about what happened between you and Xander, but I really--"

"No, Buffy," Willow cut her off, her voice flat.

Buffy's mouth hung open for a moment, before she remembered to close it. She really hated not knowing what was going on. Even before becoming the Slayer, she'd regarded any kind of secret as a particular kind of challenge. She tended to worry a secret like a sore tooth, unable to forget it was there for even a moment. "You know I'm going to get it out of you sooner or later," she blackmailed. "Why not just give in and tell me now?"

Willow sighed softly. "All right," she agreed at last. "I'll make you a deal…" she offered.

Buffy eyed her suspiciously. Nobody who negotiated a deal with Willow ever came out ahead.

Something crashed a short way down the street, and both women pivoted as a half a dozen vampires stepped from the shadows.

Her palms suddenly sweaty, Willow grabbed for the crossbow in her bookbag, yanking it free as she changed the deal she'd been about to make. "I'll tell you if we're still alive in the morning."

"All right!" Buffy crowed. "That's the idea…Give me some motivation." She leapt into the fray with almost distasteful glee. The vampires were little more than young punks, probably sent more to annoy her, than with any hope of killing her. Buffy killed the first two before they even got a chance to take a swing. She'd become quite proficient at her inherited profession. Of course, that was hardly a surprise. She was among the oldest to survive the vampire slaying profession. She'd learned to be good…or die…as she'd watched Kendra, Faith, Hope, Lilly, and Karen die; none of them quite fast enough, or perhaps lucky enough to survive the profession that had been chosen for them by an uncaring God.

Willow fired a crossbow bolt through a third, reducing him to dust in an instant. She was still reloading when a seventh lunged at her from the shadows. It had been nearly two years since she'd found herself in any kind of close quarters combat with a demon, but it came back quickly. She rocked the crossbow back, using it to block him when he started to duck to bite her neck. A hard elbow into the midsection caught him by surprise, giving her a brief moment of freedom. Willow spun inside his grip, simply shoving the bolt through her attacker's chest with a grunt of effort. She'd forgotten just how hard it was to get one all the way through. A brief second later, dust filled her eyes and nose as the creature exploded into eternity. She spun, blinking to clear her vision.

Buffy was still locked in combat with the remaining two vampires (one having been returned to hell while Willow was busy with her own problems). Willow watched for a moment, struck by her friend's grace as she blocked, kicked, and punched her way through them, then she finished loading the crossbow and rocked it to her shoulder, sighting down the bolt the way Buffy had taught her. She watched carefully, tracking the more aggressive of the two vampires until Buffy shoved him hard, sending him away from her. Suddenly, he was clear and there was no longer a chance of hitting the Slayer. A sharp pull on the trigger sent a bolt flying and Willow felt a perverse sense of satisfaction when the bolt when right through the left side of his chest. He just had time to turn a surprised gaze her way before he exploded into dust.

Their remaining attacker suddenly realized he was all alone and held up his hands, expression dissolving into one of fear as he backed away. For all of their demonic nature, vampires were not an especially courageous bunch.

"Hey, he made us do it," the retreating vampire insisted. "Do you think I wanted to face the Slayer? No way. I'm dead, not stupid."

"You're also very out of luck," Buffy drawled and rolled the stake between her fingers as she stalked their remaining enemy.

The vampire swallowed hard, visibly trying to decide whether to run or fight. He never came to a conclusion about which strategy was preferable. Buffy's hurled stake punctured his chest and reduced him to dust while he was still debating the problem.

The Slayer spun on her heel, grinning at her friend. "Hey, wow, aliveness. Looks like you owe me some serious gossip."

Oh…boy…Willow thought, her expression grave…how often does a person regret survival? She was still considering the question when she suddenly blanched. "Uh…Buffy…remember, it's if we're still alive in the morning." She nodded toward the end of the street behind the Slayer, though Buffy was already starting to turn.

Even the Slayer paled. "Willow, get back inside the Bronze," she snapped all business once again. This wasn't a game anymore, but she doubted even Angelus would risk attacking someplace that public.

Angelus smiled at the two women. "Really, Buffy, there's no reason for Willow to leave. After all, I haven't seen her in a long time. It would be fun to…catch up on things…" He offered a wickedly sexy smile to Willow, lifting his brows suggestively. "Get reacquainted…you might find I have a lot to offer a talented lady like yourself."

Fine-boned hands tightened on the crossbow as the redhead reloaded it with a fresh bolt. "I don't think so," she growled, hating him once again. This wasn't the friend she'd once valued, even had something of a crush on, this was the beast who'd tried to destroy them all.

Angelus laughed softly before his eyes returned to his one-time lover. The thirty or so vampires behind him were milling restlessly, eager for a fight, but holding back because they knew what he'd do to the first one who made a move. "Relax, little girl. I'm not here for a fight."

"Now, why do I doubt that?" Buffy sneered.

An ironic headshake was his response. "Buffy, Buffy, Buffy, when did you get so cynical?"

The Slayer blinked away the threat of tears. God, she just had to accept it. This wasn't Angel, this was a goddamned walking corpse. "Maybe all of those times you tried to murder my family and friends and drive me mad," she offered.

The vampire offered another wicked smile, and ducked his head in acknowledgment. "There is that."

Buffy risked a glance over her shoulder and saw that Willow was still standing a few feet back, the crossbow clenched tightly in her hands. "I said get in the Bronze," she hissed at her friend, though she was already facing Angelus once again.

"I don't think she'll be doing that," Angelus laughed at her as a pair of vampire's dropped from the roof of the bar to street, blocking safe entrance into the club.

Willow backed up until she was back to back with Buffy. "You're so predictable," Angelus taunted. "Going straight to your little buddy." He shook his head, lazy sensuality and humor wafting around him, despite the blackness of his demon's soul. "But then, she does seem to be the most reliable of the group. I guess love will do that to a person."

He still hadn't moved, leaving in question whether or not he intended to attack that night. It was hard to know when he was plotting like mad. "Not that I don't enjoy all the chatter, but I have the feeling you're here for a reason--" Buffy began, but he interrupted her.

"You really shouldn't be in such a hurry to ask that question," Angelus snarled, cutting her off. "I don't think you'll like the answer at all," he warned her and for the briefest second, there was something vaguely reminiscent of her lover in his eyes. Then, it was gone again, never to return.

"Oh, just get it over with."

Angelus tried to summon his leering smile, but couldn't quite make the grade. "I'll remember you said that...when I rip your heart out and feed it to Satan himself."

"Promises, promises," Buffy jeered, pretending boredom. She eyed his barely leashed cohorts with a look of disdain. "It looks to me like you can't get much of anything done without a crowd."

Angelus' generous mouth tightened. "I'm going to enjoy killing you," he purred, then nodded toward Willow. "But not until after I'm through killing her." Then he did smile, his face lighting up and reminding her of the beauty he'd had when a soul still resided in that perfect form. For a brief second she could almost forget the perversity of the words he'd spoken. "I'll let you watch while I rip her beating heart from her chest--"

"Yadda, yadda, yadda," Buffy cut in, still feigning boredom, not wanting him to realize how badly his threats against her dearest friend frightened her. Her lip curled distastefully, “Let me guess,” she said, her tone bitter. “You’re getting ready for an all new ascension.” She ran assessing eyes over his broad shouldered form, “Looking to be all demon once again.”

“You always were good at guessing games,” he allowed, his lips twisting into a grim smirk.

Buffy kept her eyes on the milling crowd behind Angelus. They were getting antsy, close to attacking whether Angelus wanted them to or not. “So, why tell me about now?”

His sensual mouth split into a strikingly beautiful smile. “Well, I had to give the guest of honor her invitation, right?”

Buffy could feel her heart hammering in her chest as she tried to think of a way out of the current situation. “Guest of honor?” she questioned, hoping he’d need to savor his victory a little longer, buying her a few more minutes worth of time.

“That’s right,” Angelus whispered, his voice a lover’s sigh, then gained power as he continued, “In three days, I’ll be the lord of hell on earth...and a Slayer’s blood will put me there.” He laughed, the sound dark and ugly, before he snapped it off to snarl to his servants, “Take her now! The other one is yours to enjoy.”

Laughing, the vampires lunged past their master, chortling happily as they made toward the two young women. The two closest were the ones who had blocked Willow from reentering the club and they leapt at the slender redhead. The first was dusted by a crossbow bolt in an instant, but there was no way she could reload fast enough to take out the second and Buffy was already meeting the first layer of the group charge. She was dead and the Slayer was a prisoner if something didn’t happen soon. They were just too outnumbered. Willow swung the crossbow like a club, hoping she could throw the attacking vampire far enough back to stab him with one of the bolts. He stumbled, laughing as he came back up and started to lunge toward her.

Only to turn to dust mid-leap. The stake that had done the deed clattered to the tarmac as Willow’s eyes lifted and she spotted the lean blond figure striding out of the shadows.

“Eyes on the fight!” Spike shouted to remind her as he leapt past her, tackling a demon who’d been about to hit her from behind.

Willow pivoted, eyes widening as she realized how overwhelmed Buffy already was. Spike’s surprise arrival had helped, but it wasn’t nearly enough. She spotted Angelus where he stood watching the fight from the sidelines, his mouth twisted in a smile that could easily be described as beatific. How ironic that so much beauty hid the most demonic of souls. Their eyes locked and she could see triumph in his gaze. The odds were all on his side, and he knew it. Almost instantly, Willow Rosenberg felt her rage explode as she realized just how much he was enjoying this. In her teens, she’d played with the power contained within her mind only to discover how dangerous it could be when pushed to the limit. She still believed, still studied, but with far more care–except now there was no time for care. She grabbed a handful of crossbow bolts from her bag, her eyes still locked on Angelus as a half dozen demons that neither Buffy nor Spike could contain headed for her. “Time to play my way,” the witch exhaled and flung a half dozen bolts into the air. They were still arcing upward as she unleashed the energy buried within her.

And sent the short, sharp spears of wood flying.

The nearest six vampires were dust in a heartbeat.

Buffy spun just as Willow grabbed for the remaining bolts, her face intense as she flung them into the air. For the briefest slice of a second, time seemed to stand still, then Buffy realized what her friend was doing. She leapt, tackling Spike to the ground even as Willow launched the deadly fusillade of wooden missiles.

The bolts laced the air over their heads, filling the air with dust as they destroyed their intended victims with merciless accuracy.

His eyes showing fear for the first time, Angelus grabbed one of his followers, barely saving himself by using her as a vampiric shield.

It took only a few moments and then the street was nearly empty except for the dust blowing on a gentle breeze.

Buffy slowly pushed up on her hands, while Spike glanced up at her over his shoulder. “So, does this mean you care?” he cracked, then fell silent, his eyes wide as he realized that their attackers had been destroyed in one fell swoop. Buffy’s gaze swept to Willow who was standing perfectly still, her green eyes intense, her breathing shallow and controlled. The Slayer bounded to her feet, braced to act, but uncertain what to do. Her friend seemed to have things under control.

Angelus stood poised to run, staring at Willow as though seeing her for the first time, his features warped by the demonic creature that ruled his body. His lips drew back from dagger-like teeth in a feral snarl. “I’ll still have you, Slayer.” He held up three fingers. “Three days...and then the world is mine.”

Willow took a deep breath, a low growl bubbling up from her chest, her eyes narrowing dangerously. A dropped stake lifted, spinning end over end as she gained control.

Angelus ran, disappearing around a corner and into the night just in time to avoid being impaled, while the stake shattered harmlessly on a wall.

Part Two

Buffy started to rush after him, but pulled up short as Willow gasped and collapsed to one knee. The Slayer hurried to her friend, while Spike dusted himself off with blasé calm.

“Willow, are you okay?” Buffy whispered as she curled a supportive hand to her friend’s shoulder.

The hacker lifted a trembling hand to her temple, swallowing hard to answer, “Yeah, I think so.” She shook her head slowly as the world spun around her. “Just kind of forgotten how hard that trick is,” she mumbled.

Buffy brushed a hand over crimson silk hair. “Well, you got rid of them all,” she whispered.

“Except him,” Willow disagreed dazedly. The concentration required to manipulate that many objects at once had left her exhausted and as weak as a kitten. She shaded her face with one hand as the world tilted dangerously around her.

“Will, if you hadn’t...” Buffy didn’t finish that thought before continuing. “You saved us all.”

“I couldn’t let him hurt you again,” the witch mumbled, leaning heavily on Buffy’s support.

“Look, I don’t mean to break up this charming little tete a tete, but I really think we should be getting out of here,” Spike said as he moved to stand beside them. “He’ll come back...with help.”

Buffy turned a hard glare on the blond vampire. “And exactly what are you doing here?” she demanded as she pushed to her feet while keeping one hand on Willow’s shoulder. “I mean, it’s all very convenient timing....”

Spike shrugged. “I’ve been looking for you. He needs you to get what he wants–“

“Oh, right,” Buffy sneered, “And we all know how much you care about me–“

“No, I care about stopping him,” he cut her off in a hard voice. “And I care about sending his soul back to hell.”

“Why?” Buffy demanded. “Because we both know that saving lives isn’t exactly your highest priority.”

“Because Angelus’ first maneuver when he lost his soul was killing Dru.” The vampire swallowed hard and for a moment, Buffy half expected him to break into tears. “He staked her out and watched from the shadows until the sun rose.” For a moment, his gaze was unfocused. “When he told me about it, he laughed about scared she was.” He blinked, returning to the present, his voice becoming intense. “So, you can believe I want to send him back to hell.”

Buffy stared at Spike, surprised by her sudden impulse to offer the vampire her condolences. She reminded herself what he was and what he could do.

Spike simply reached down to wrap a hand around Willow’s upper arm. “Now, let’s go. I’m assuming you have a car.”

Buffy shoved his hand away from her friend, glaring at him as she growled, “Don’t you ever touch her.”

Spike’s brows lifted. “Feeling a bit territorial,” he observed dryly, mouth twisted in the faintest of smiles.

“Just protective of my friends.”

Knowing they didn’t have time for her weakness, Willow pushed to her feet with a low groan, leaning heavily on Buffy when her friend automatically steadied her.

“Admirable,” Spike intoned. “Which is why you shouldn’t stay here.” He straightened his shoulders. “Now, I suggest we get your car,” he repeated the command with added emphasis. “I have his lair narrowed down to one of three possibilities and you need to know where they are.”

Buffy shook her head. “Don’t worry, I can find it on my own, because there’s no way I’m trusting you.”

Spike snorted something unkind under his breath, then argued. “You’re outnumbered and you don’t have a chance on your own. Not in the nest he’ll have set up” He stared down at the Slayer with absolute confidence. “You need me.”

“In your dreams,” Buffy snarled and gripped Willow’s arm tightly as she started to lead her away and toward her car, but Willow tensed, resisting the pressure.

Knowing that Spike was right and Buffy wouldn’t survive if she tried to face Angelus on her own, the redhead ducked her head, eyes flashing green fire, lips whispering secret incantations.

Spike’s eyes narrowed, suspecting something he had no way of understanding until it engulfed him. The fire struck him in the center of the chest, fingers of blue lightning playing over his body. Spike’s head tipped back and his mouth opened in a silent scream as he writhed under the light’s none too gentle touch. It was over in little more than a heartbeat. Spike fell forward, nearly toppling to his knees, then his head lifted, the demon’s face warping his normally handsome features as a feral snarl slipped from between clenched teeth.

“He’s telling the truth,” Willow said simply while Buffy stared at her in open-mouthed wonder. His lips drawn back from his fangs, Spike was ready to lunge, but uncertainty held him back. His gaze locked with Willow’s, he froze, wanting to attack, but sensing the danger. Buffy had her hand on a stake, but didn’t need to use it as the vampire slowly backed down. His eyes continued to flare with barely controlled hatred, but he didn’t attack.

“You want to die, little witch?” he snarled.

Willow faced his rage with deceptive calm. In reality, she was shaking inside and only staying upright through sheer force of will. It had been a long time since she’d performed that kind of magic and it took more out of her than she remembered. “We had to know if we could trust you,” she said simply. “Now we know we can...at least a little.”

Spike was not mollified and continued to stand braced. “Don’t count on it.”

Buffy got between them, throwing her arms wide to keep them separated. “All right, we can’t afford to go for each other’s throats.” She turned a hard gaze on “Are you sure about him, Will?”

The redhead slowly nodded her head. “He’s telling the truth.” She shrugged. “But I don’t know how trustworthy he really is.”

“Right now, not bloody much,” the vampire growled, still ready to lunge.

Buffy met his enraged glare with a calm look. “You want Angelus, you’d better be...or maybe Drusilla didn’t really mean that much to you,” she challenged.

Slowly, Spike straightened and regained control of his temper. Squaring his shoulders, he smoothed down the front of his jacket. “Don’t ever do anything like that again,” he warned Willow grimly.

“Don’t worry,” she shot back. “You mind is the last place I want to be.”

The two glared at each other, while Buffy stood between them, wondering at her own sanity. “Fine,” she snapped, her hard tone directed at both of them. She turned her gaze on Spike. “Now, you said you think you know where his lair might be,” she said, the request for information obvious in her tone.

“You have a car near here?” he questioned. “We should get somewhere safe to discuss this.”

Buffy nodded toward the parking lot behind The Bronze. “Red Mazda,” she clipped.

Spike started away, while Willow took a step or two then faltered, one hand rising to her temple as the earth tilted beneath her feet. Buffy noted the bout of dizziness and reached out to steady her friend by sliding an arm around her waist. “You’ll be okay, Will,” Buffy whispered near her ear.

Spike glanced back, his tone ironic as he remarked, “Don’t make promises you can’t keep, Slayer.”

Less than an hour later, they were safely ensconced in a small motel room on the outskirts of town--paid for with a small offering from Willow’s cash stash--and poring over a local map.

Spike circled a block in the worst section of town in red ink. “This is where I think he is. I could be wrong.” He circled another area on the other end of town. “I’ve also seen some of his people come out of a building here, but it’s not as defensible and I don’t think he’d risk it.”

“Besides,” Buffy added as she stared over his shoulder at the map. “It’s a lot farther from the Hellmouth.”

“There is that,” Spike agreed.

Willow sat on the lone bed that seemed to take up most of the tiny room, her head in her hands, only distantly listening to the two as she tried to concentrate past the headache pounding violently in her temples. The only real comfort was the familiar sound of Buffy's voice. She hadn't realized, or perhaps more correctly hadn't allowed herself to consider how much she'd missed spending time with the Slayer. Eyes closed, still listening to the soothing sound, she stretched out on the bed, wrapping her arms tightly around the pillow and snuggling into the comforting softness. Her last conscious thought was that she was glad Buffy had called her for help this time, even if Angelus was involved.

Willow didn't even realize she'd fallen asleep until she felt the bed dip and came awake to find Buffy sitting on the mattress next to her. The Slayer's head was tipped to one side, her expression gentle. Willow blinked in confusion. "Spike?" she mumbled.

Buffy smiled tenderly. "He's gone. Morning's not far off and he needs to get back underground." Left unsaid was the fact that since their motel was as far as possible from anything that might serve as a vampire's lair, Spike had a ways to go.

Willow nodded. "Sorry I kinda faded on you," she apologized blearily.

Buffy gently brushed a few strands of hair back from Willow's temple. "S'okay. You earned some rest. You outdid yourself tonight."

Willow shook her head ever so slightly. "I didn't think..." she exhaled and trailed to a halt, uncertain exactly what she'd intended to say. "I didn't think I'd remember how," she husked at last. "It's been so long."

Buffy's fingers brushed the white scar at the edge of Willow's hairline and she shuddered as she remembered another time just over a year before when she'd stood beside a hospital bed, staring down at her best friend where she lay pale and unmoving, nearly dead for the sin of being the Slayer's friend. It was the moment when she'd started pulling back from Willow, wanting to keep her safe from the ugliness of the things she faced nightly. "I've missed you," she admitted at last.

"I never wanted to go anywhere," Willow answered without thinking, frowning as she remembered the hurt of slowly being blocked out of Buffy's life.

Buffy's eyes slid closed and she nodded. "I know...but after what happened with Faith...what she did to Angel...the way she tried to kill you..." Buffy shook her head with remembered horror as she continued to trace the thin scar with the pad of her thumb. There were other scars on Willow's body, deeper ones that would forever condemn her for her failure to protect her friend. "I couldn't take the chance you'd be hurt like that again."

Willow reached out, catching Buffy's hand in her own. "I made the choice to get involved knowing the risks--" "You were a child when this started," the Slayer interrupted impatiently and pushed to her feet, pacing to let off energy.

"We all were," Willow pointed out as she pushed to a sitting position with a soft groan of effort. She blinked as the world tilted and threatened to spin, but didn't lose her train of thought. "Even the mighty Slayer. But I'm an adult now...and I'm where I want to be...where I've always wanted to be...and that's helping you."

Buffy pulled up short and did a slow pivot, her head canting to one side as she studied her friend. "It's not your job."

Willow's brows lifted. "I think I get to decide that," she argued.

Buffy retook her seat on the edge of the bed, staring at Willow through sad eyes. "Why do you do it?" she whispered at last. "I don't have a choice...even when I try to walk away, what I am follows me..." she fell silent, remembering once again.

"It's not your fault, you know," Willow broke into the grim memories. "When Faith regained consciousness, she had choices. She could have walked away." Left silent was the fact that if she had, Angel would still have his soul, and Willow wouldn't feel that strange ache in her breastbone every time a storm was on the way. "We all made choices...some good...some bad...and we've all had to pay for them."

"But you're the one who nearly died," Buffy said sadly.

"And Angel lost his soul, and Xander lost his friends, and you lost the man you love, and...and...and..." Willow trailed off, her point clear. They'd all suffered. She was tired of being cut out of Buffy's life because of the Slayer's fears. "Even Faith is to be pitied..." Willow shook her head. "She could have been something, but instead...instead she chose what she thought was the easy way...and died for it."

Buffy looked away. Willow had been unconscious when she'd killed Faith, only regaining consciousness days later, long after Faith had been buried. She only knew the dry facts and that was for the best. It was the only time in her life that Buffy had killed another human in an act of sheer fury. Even now, it made her stomach turn. She didn't want to think about it; sliding a knife blade into another person's body and seeing the life leave her eyes. She straightened, consciously making the decision to change the subject. "We both need sleep," she sighed.

Willow glanced over her shoulder, remembering that there was only one bed, then back at Buffy to find the Slayer peeling off her clothes with graceful ease. The hacker blinked in surprise while Buffy babbled tiredly.

"Sorry about the cramped quarters, but at least it's a big bed," the Slayer said through a yawn as she tossed her jeans aside. In moments, she was wearing nothing but her underwear and a lightweight camisole that left little, if anything, to the imagination. "Um, planning on sleeping in your shoes and clothes?"

Willow blinked, then flushed as she realized she was staring. And it's not like you've never seen her body before, she chastised herself mentally. After all, they'd spent their undergraduate years as roommates. In fact, just that morning, she'd stripped the nearly unconscious Slayer out of her clothes as she helped her to bed. But that had been different somehow--yeah, right, her subconscious taunted her, or maybe you're just too tired and too out of practice to keep the walls up tonight. "I guess I'm still a little woozy," she mumbled and ran a hand through her hair. "I just kind of floated off there for a moment." Willow carefully didn't say where she'd gone to mentally, instead closing her eyes as she tried to regain her equilibrium. She blinked her eyes open a heartbeat later as a hand landed on her shoe and began tugging at the laces.

"You looked like you could use some help," Buffy explained when Willow looked up at her through wide eyes.

Willow swallowed hard. "Oh." She realized a moment later, as she fumbled with her clothes that she was still pretty out of it. Her normally agile fingers couldn't even seem to handle the rigors of freeing a button and she cursed softly, then stiffened as the Slayer moved up to help, handling Willow the way she might have a small child as she helped her out of her jeans. Willow tried to reassert control and take over, but Buffy simply batted her uncoordinated efforts aside.

"Shh," the Slayer hushed. "Let me take care of you for once."

Willow frowned dazedly. "You've always taken care of me," she mumbled as she felt herself sinking back into sleep despite her best intentions.

Buffy stepped closer, reaching out to tenderly brushed Willow's hair back from her forehead. "Not nearly well enough," she breathed. "Not like you've always been there whenever I needed you...ready to do anything to help." She sighed softly. "I'm sorry I turned away. I just wanted to protect you."

Willow's eyelids were suddenly painfully heavy, but she reached out to catch Buffy's hand in her own. "Promise me you won't leave me again," she pleaded.

The silence that followed seemed agonizingly long, but then Buffy whispered, "I promise."

Willow relaxed into the mattress, finally surrendering once again to her exhaustion. She was already asleep when Buffy slid in beside her, then tugged the covers up over both of them.

* * * * * * Xander Harris was drunk. Well, that was nothing new. He'd spent a lot of time drunk in the past year. He also didn't know the just barely legal blond hanging onto him, though that didn't seem to bother her in the least. Despite the fact that that also was nothing new, it was suddenly bothering him. Chalk it up to a visit from Buffy and Willow, reminding him that once upon a time he'd had real friends--or at least he had until he'd screwed it up. He rubbed his temple as they stepped out into the chill night air. It was nearly morning. He could already see a hint of violet on the eastern horizon. He distantly noted that the pretty blond was nibbling on his ear, but he paid her scant notice. He'd behaved like a jerk and he knew it. But then, he'd been behaving like a jerk for a long time. "Why don't you just grow up, Harris," he growled at himself, jerking away from the woman at his side as though she wasn't even there.

"Something wrong?" the girl questioned, reminding him that he'd been planning on yet another few hours of forgetfulness and physical release.

Xander waved a hand behind himself. "This was a bad idea. I'm sorry I wasted your time."

"Oh, it's no waste," a familiar voice drawled.

Xander spun, his head suddenly clearer than he would have thought possible. "Angel," he snarled in a voice thick with raw hate. The blond was standing next to the vampire, her own face equally twisted by the demon hiding inside her, but Xander had eyes only for Angelus. "So, you're back...like the proverbial bad penny. We should have killed you a long time ago."

A wicked smile twisted Angel's mouth, while the female vampire clung to him in perverse adoration. "You're so predictable, Xander." He laughed softly. "That's why I knew a pretty blond who bore a resemblance to a certain Slayer would be the way to catch you."

"Still need a woman to do your dirty work, I see," Xander taunted even as he tried to think of a way out of his predicament. He was blocked into a short alleyway with no way out, out of practice fighting vampires, and still slow with drink. He swallowed hard, suspecting he was facing the last few minutes of his life. He wasn't prepared for the speed of Angel's attack. The vampire leapt at him, wrapping powerful fingers around his throat as he slammed Xander into a wall, holding him up, well off his feet. The demon's face twisted his features as his lips lifted in a sneer.

"So, what's it like being the weak link in the chain?" Angelus demanded, using words to wound. Xander gagged, struggling desperately as he felt his windpipe threaten to give way under the agonizing pressure.

"Buffy could fight...Willow was smart...Giles was educated...but what did you bring to the mix? I never quite understood that part," Angelus mused mockingly.

Dangerously close to blacking out, Xander heaved a punch at the vampire, throwing the last of his strength behind the blow. It was hard enough to rock Angelus' head sideways, but the vampire didn't loosen his hold. In fact Angelus laughed at his victim's act of defiance. "Poor Xander. It must be hard going through life with all of those questions about your sexuality...always wondering and doubting--"

Xander threw another punch, splitting his knuckles on Angelus' cheek. Had he been capable of coherent thought, he would have been amazed he was still alive.

"Trying to pretend it was Buffy you were lusting after..." It was a purely male taunt, a way of twisting the knife just a little harder and Angelus was enjoying it. He leaned closer, his voice dropping low as he whispered in Xander's ear, his tone a mockery of affection. "And not me."

They were close now, Xander's feet almost on the ground, his back pressed solidly against the wall. Silently screaming in a combination of rage and panic, he braced one foot against the wall and kicked with the other, driving it solidly into Angelus' groin. The vampire doubled over, losing his grip on Xander's throat. Woozy and gasping for air, Xander slammed a fist downward into the other man's face, knocking him to his knees. He was free. His eyes lifted as he noted the blond vampire lunging his direction. Well, maybe free was an overstatement. He backpedaled as fast as he could, hands scrambling behind himself...and came up with a slat from a discarded crate just as she reached him. The flat board was a long way from the ideal weapon for vampire slaying, but he slapped it into the side of her head, stunning her just long enough for him to slam the slat against the wall at his back, shattering the brittle wood. Her head was just coming up when he plunged the resulting shard through her chest. Xander blinked his eyes to clear them as the air was filled with the smoky dust of fried vampire.

"Xander!" Angelus roared as he struggled to straighten.

Xander twisted toward the sound, scrambling to keep from going down the garbage strewn pavement. There was nowhere to run without going straight through his enemy.

"You've still got one chance to live,"the vampire snarled. "I don't want you. I want them...the Slayer and her little friend. You don't even care about them anymore. Help me and I'll let you live."

"Somehow I doubt that," Xander jeered.

"Why?" Angelus demanded, his tone derisive. "You were never important. It was always the others. You're no threat to me." Angelus straightened his spine, his visible struggle to hide his obvious pain giving Xander a small trace of hope.

"If that were true," the younger man disagreed, "you wouldn't be here."

Angel smiled and canted his head to one side. "I just wanted to see my little buddy one more time...tell you how I'm going to kill the Slayer and her Wiccan bitch...and then feed them to the devil himself to fuel my ascension."

"Like hell."

Demonic laughter echoed across the night. "What a perfect choice of words." Angelus started forward, his eyes deadly serious despite the smile that twisted his mouth. He only got two steps before a shot rang out, tearing through his chest from behind. The vampire twisted as another bullet ripped through his body, knocking him backwards. The third shot tore through his thigh, knocking him off his feet. "Xander, come on!" a familiar voice shouted.

Xander didn't need to take time to think about it. He just dove around the flailing vampire and ran, eyes widening as he recognized his former girlfriend, Cordelia Chase. She was dressed all in black, her elegant frame nearly blending into the shadows, a pistol clenched in her raised hands, her eyes glittering with the fires of hell.

Angel tried to push upright and lunge for Xander, but another bullet tore through his thigh, knocking him back down. The bullets might not be able to kill him, but they hurt. "Cordelia," the vampire snarled. "Long time, no see."

Cordy tossed Xander the stake thrust through her belt. "I figured if I just watched long enough you'd show," the striking brunette growled and fired again--just for fun this time as far as Xander could tell.

"Still upset about that little...incident...I see," Angelus drawled.

"You killed Kate....and I plan on killing you."

Angelus laughed. "Cordy, Cordy, Cordy...you should know by now not to set such high goals for yourself." Despite his injuries, he pushed to his feet "I mean, you're really nothing to write home about...failed actress...unfaithful lover...lousy in bed..." Angelus turned his wickedly beautiful smile toward Xander. "Now sleeping with her never threatened his soul...or is that my soul...well, you know what I mean." He canted his head to one side. "Of course, that does make you the ideal choice for Xander when you think about it." Again the beautiful wolfish smile was turned toward Xander. "You ever hear from your ex, you know, the vengeance demon these days?"

"Leave Anya out of this," Xander growled.

"Speaking of lousy fucks..." Angelus taunted.

Xander would have lunged at him, but Cordelia grabbed his sleeve and hauled him back, then jerked her head toward the street. "Blue Toyota...the key's in the ignition. Go."

Angelus tried to adopt a relaxed pose, but he was still having a hard time remaining completely upright. Xander experienced a moment of perverse satisfaction as he ran for the car.

The demon eyed Cordelia with a raised brow. "Helping out Xander now, Cordy?" he drawled. "That's a bit of a change."

"Just shut up," the brunette snarled and fired her weapon again, sending a bullet tearing through his chest. She heard her tires squeal as Xander turned toward her, sending the headlights flaring across the bizarre tableau, and emptied the remaining bullets in the clip, firing more accurately than should have been possible. She'd practiced in the years since she'd been Sunnydale High's hottest cheerleader, Angel Investigations most useless secretary, and the Petticoat Junction remake's most forgotten daughter. Life hadn't been the same since high school, but Cordelia Chase was a survivor. Of the three remaining bullets, two tore into his upper thighs and the third ripped into his left knee, toppling Angel and drawing a scream of rage and pain. The injury would heal in a matter of hours, but he there was nothing he could do to stop Cordelia as Xander pulled the car alongside the curb and she leapt inside.

"Drive," the brunette ordered Xander as she grabbed a spare clip from the glove compartment, dropped the empty, rammed it home and chambered a fresh round like she'd been handling weapons all of her life.

"Where?" he panted after a long moment.

Cordelia glanced out of the car window, noting the faint light of morning approaching. "Just keep moving until it's light," she bit out. "And then we need to find Buffy. She's going to need all the help she can get." * * * * * * Willow struggled up through the haze to the awareness that the pillow under her cheek was rising and subsiding gently. She blinked, eyes adjusting to the semi darkness as it slowly sank in that her slowly moving pillow was in fact, Buffy Summer's chest, soft, warm, and barely covered by delicate silk. Willow froze, muscles stiffening as she tried to find a way out of her predicament with a minimum of embarrassment. It was that moment that she realized that someone was gently petting her hair back from her temple. No, not someone, Buffy.

"I know you're awake, Will," the Slayer said as if to punctuate the realization.

Willow snapped upright and skidded backward all in one motion, barely able to breathe as she apologized, "I'm sorry...I don't know what--"

"It's okay," Buffy assured her through a yawn. "You were so tired you just kind of snuggled up. It was like having a little animated teddy bear in bed with me."

Willow was profoundly grateful for the semi-darkness as she felt her cheeks flame violently. She was about to try and stammer out some kind of an explanation when Buffy continued speaking, a triumphant chuckle threading its way through her voice.

"By the way, you owe me."

Willow blinked in confusion, wondering if she'd stumbled through the looking glass without noticing. "Huh?"

Buffy pointed toward the window, where a strip of sunlight could distinctly be seen gleaming through a tiny gap along the edge of the heavy plastic backed curtains. "We had a little bet...it's morning...we're both still alive. Time to pay up."

"Oh...yeah...our bet..." Willow exhaled uncertainly. "Look, Buffy, I really don't--"

"Oh no," the Slayer cut her off with a teasing laugh. "You're not welching on your end of the deal." She pushed to a sitting position, leaning forward until they were almost nose to nose, pressing forward when Willow leaned back."The deal was if we were still alive in the morning, you'd tell me what happened between you and Xander."

"Buffy, I can't believe you'd hold anyone to such a silly bet."

A pale brow lifted and the Slayer's expression turned serious. "Normally, I wouldn't," she allowed, then reached out to curve her fingers to Willow's hand when it rested on her thigh. "But as much this has both of you knotted up and tearing at each other--and as much as you want to avoid it--I think it's important."

"Buffy, I--" Willow started to refuse and turn her head away, but Buffy reached out and hook her fingers to the underside of her friend's chin, drawing her head back around.

"Will, it's gotta stop."

"You really aren't going to let this go, are you?" Willow sighed.

Buffy shook her head, flashing a wry smile as she agreed, "You know me. I can't stand not knowing any secrets."

Willow's eyes slid closed. She really didn't want to go into all of it, but in a way it would be a relief to just get it out and get it all over with. Keeping secrets was a tiring endeavor at best. "After Anya left and Xander and I started seeing each other...it wasn't good, Buffy...we made great friends, but lousy lovers. We only slept together a couple of times and it was a disaster each time."

"God, Will, I'm sorry," Buffy sympathized honestly.

Willow shrugged. "I think I'd always been in love with idea of being in love with Xander. I wanted to be in love with him. It was hard to accept that maybe it wasn't such a good idea.... And then Cordelia came back to town...extended visit, you know...and things got complicated..." Willow trailed off, her expression distant as she remembered the past.

"He cheated on you with her, didn't he? I'll kill him." Buffy demanded, then instantly answered her own question, outraged at the idea. As long as Willow had worshiped Xander, the least he could have done was not fool around on her.

Wide eyed, Willow shook her head and held up a hand to forestall Buffy's impending tirade. "No...no, that's not what happened. Xander's not the one who slept with Cordelia."

"But if Xan--" Buffy fell silent, her mouth hanging open for a long beat. "Will," she croaked at last. "Are you telling me that you...that you...and...Cor...Cor..." Buffy couldn't quite get the name out. She'd gotten to where she could tolerate the former cheerleader--just barely--but the notion of her best friend and.... "Cordelia?" she exploded at last. "Please tell me you're not telling me what I think you're telling me."

Willow flushed deep crimson and continued, "It just kind of happened. Xander and I weren't getting along. I was at the Bronze having a drink when we ran into each other--"

"Okay, so you were drunk," Buffy exhaled and ran a shaking hand through her hair. "That almost makes it bearable." She didn't want to think about it. Didn't want to think about Willow, naked and rolling around with an equally naked Cordelia Chase. Drunkenness would make it easier to understand--no less nauseating-- but easier to live with. Obviously, Cordy had taken advantage when Willow wasn't at her best.

"I wasn't drunk," Willow disagreed, despite the temptation to blame everything on alcohol. It wouldn't have made the confessions any easier, but it might have blunted the repercussions, or at least her terror over the possible repercussion. "I'd had one beer--"

"Don't tell me that," Buffy snapped. She stared at Willow with wide eyes. "Cordelia?" she repeated, her voice little more than a squeak. "What is it with her, first Xander, then Angel, now you. What does she have, some sort of list she's marking off? Am I gonna have to sleep with her before this is over?"

"She's not that bad, Buffy," Willow exhaled defensively.

"So what happened then? She slept with my mother...Giles...what?"

"Xander walked in on us," Willow said simply. "He didn't take it well."

That deflated Buffy's obsession with the whole Cordelia thing. "Well, I guess that makes a few things make sense--are you sure you weren't drunk?" Well, mostly deflated her obsession with the Cordelia thing.

"No, Buffy, I wasn't drunk," Willow insisted impatiently. "I was stone-cold-sober and I slept with Cordelia. And, what's more, since then I've slept with other women...well, that is woman--singular--and well, I guess I'm gay--well, bi, anyways." Well, Buffy had said she wanted the truth, though Willow suspected she hadn't meant between the eyes with both barrels. She stood braced, waiting for a full blast of Slayer freakage.

Buffy blinked. She hadn't even thought about that part of things. She'd been too caught up in the whole awful Cordelia discovery. She frowned, processing this new data. "Oh."

As freakouts go, it was pretty much a total bust, leaving Willow as the surprised one. "You mean...you...doesn't it bother you?"

Buffy slowly stepped forward, staring at her friend with piercing intensity, searching the pale green depths of her eyes as though she might see something new. Finally, she shook her head, reaching out to take Willow's hand in her own. "No, you're still Willow...still my best friend--I coulda done without the Cordelia news--but it doesn't change anything." She squeezed Willow's hand tightly. They were almost nose to nose, staring into each other's eyes, and Buffy suddenly felt her heartrate pick up in a way that had nothing to do with Cordelia, naked or otherwise. She swallowed hard and wanted to look away, but couldn't as she was reminded of the ache in her chest that had been there since she'd meticulously carved Willow out of her life. For the first time in a year, she couldn't feel it. She had the urge to lift a hand to massage her chest and hunt for the hurt that should have been there. Scarey realization time: she felt whole for the first time in too long. Willow was still staring at her, her expression worried, scared of being rejected for who and what she was. Buffy knew that feeling too well. She'd spent her whole adult life in the Slayer-closet. "I love you, Will," she husked. "Nothing can change that."

Willow's eyes slid closed, her features relaxing with heartfelt relief as she let her head fall forward into her hand. Buffy could barely make out her exhaled, "Thank God."

The Slayer reached out and gently petted her friend's hair back from her brow. "I'm just sorry you didn't feel safe to tell me sooner."

"I just don't want you to hate me."

Buffy frowned. "I couldn't," she whispered and tucked a finger under Willow's chin, tugging her head up until their eyes met. "I could never hate you. Without you, my life, it's had this huge hole in it." She slipped her fingers into downy red hair at Willow's temple. "I've missed you so damn much." Buffy swallowed hard, painfully aware of the hammering of her own heart as it occurred to her that something she hadn't expected at all was going on. The ache in her heart had changed, or maybe it was just that she was feeling it differently. She rubbed her thumb over Willow's lower lip, stroking lightly. Strangely, the only surprise was that she wasn't surprised when Willow turned her head to press soft lips against the center of her palm.

Really scarey realization time. She liked it. Buffy slowly stretched her fingers, stroking Willow's cheek with the very tips of her gently trembling fingers. Sheer terror hammered at her brain as realizations tumbled, one on top of another, like a complex array of dominoes that, once set in motion, could not be stopped until she reached the end of the pattern. And then, bam, the last domino fell and she saw it all with aching clarity. She was in love with Willow--probably had been for a long time--which was about as terrifying as she could possibly imagine anything being. Losing Angel had nearly destroyed her. If she broke past that final barrier in her relationship with Willow, it would be a thousand times worse if she ever lost her--and considering what Angelus had planned, it was a very real possibility. A part of her wanted to walk away, take the safe path and protect her emotions for once. But Buffy Summers was the Slayer, the Chosen One, tasked to protect the world from a legion of demonic hosts. The safe path had never been much of an option in her life, not in matters of, not in matters of the soul, the body, or the heart.

"Will?" Buffy exhaled, her voice little more than a breath.

Willow's eyes were closed, her lips still pressed against Buffy's palm, and the Slayer could feel the tiniest of tremors shaking her friend's body. "I still have one more secret."

Buffy's eyes slid closed. "I know," she admitted and felt the newly filled hole in her chest warm with sweet emotion. She couldn't have walked away then, even if she'd truly wanted to.

"I love you," Willow confessed on the softest of exhalations. "I always have."

"I know." Buffy continued tenderly caressing Willow's cheek, incredibly aware of the softness of her skin. "I think at some level I've always known."

Another tremor wracked Willow's slender frame and she pressed her cheek more firmly against Buffy's hand as though seeking shelter from her own internal storm. Moss green eyes slid open as Willow peered at her best friend. "I don't want to be cut out of your life again," she choked. "Never." The fingers on Willow's cheek gently guided her head up.

Buffy gently outlined cupid's bow lips, shivering when Willow's tongue darted out and brushed the pad of her thumb. She was standing at the edge of a chasm, Buffy realized in a moment of emotional vertigo. She could almost feel a cold arctic wind on her cheeks, whipping at her and threatening her already precarious equilibrium.

Willow lifted her hand to stroke her knuckles tenderly, while she continued to press her lips against her palm.

And then Buffy Summers tumbled. Falling end over end in open air, all thoughts of walking away as lost as she was. The hand resting so lightly against Willow's lips and cheek trailed back into the hair silky hair at the nape of her neck as she tugged her head forward.

The first meeting of their lips was tender, uncertain, a hesitant butterfly caress. They touched, pulled back a hand's breadth, peering into each other's eyes with unrestrained love and need, then leaned closer, lips meeting again. They kissed, parted ever so slightly, then kissed again, each meeting of their lips lasting longer than the one just before. Buffy tasted Willow's soft gasp as she pressed closer, deepening the soft caresses. A gentle hand lifted, stroking the Slayer's cheek and she felt a ripple of awareness slide through her. She was aroused, almost painfully so, her body throbbing with every unsteady beat of her heart.

"Will," Buffy's uttered a tiny gasp that sounded very unSlayerlike to her ears.

Willow reached up to stroke the furrowed line of Buffy's brow as if to smooth away the worries she saw there. She'd wanted to do that so many times from the earliest days of their friendship, but nearly always restrained herself, afraid of showing too much of her true feelings. Now she allowed herself the pleasure of simply petting the hair back from Buffy's brow, enjoying the texture of silk spun hair and pale velvet skin. "Buffy," she breathed her friend's name and trailed a finger along Buffy's cheek and then down the arch of her throat, finally letting the very tip rest in the faint hollow at the base, feeling the steady thrum of her pulse. The hacker's eyes dipped lower, touching on the pale flesh visible above the edge of the Slayer's camisole before moving on, taking in slender curves barely hidden by thin silk. As her eyes lifted again, she felt a flush crawl over her skin as she realized that Buffy was doing the same thing.

"Tell me," the Slayer whispered almost inaudibly as though she feared speaking any louder might destroy something indefinable. "Are we doing what I think we're doing?"

Willow turned her hand as she let it slide lower on Buffy's chest until her knuckles were resting against her rapidly rising and falling sternum. "I think we are." They both leaned forward, lips meeting in the middle of the narrow space that still separated them.

Willow shivered violently a second or two later as Buffy's hands landed on her hips. Stroking gently, the Slayer slipped under the bottom edge of the light t-shirt Willow was still wearing, caressing the soft skin just above her hipbones with the pads of her thumbs.

Leaving her hand resting on Buffy's chest, Willow moved the other to her waist, slipping her fingers up under the edge of her silky camisole. As their kisses deepened, fingers spread, caressed and moved on as clothes were pushed and pulled out of the way in the growing desperation to touch and be touched, then finally pulled off and abandoned entirely.

Buffy slipped her hand around Willow's waist, spreading her fingers against her narrow back and pulling her close until they were pressed close, bare skin touching bare skin almost from head to toe. Leaning against Buffy, Willow trailed a hand up her arm, feeling the flex and play of hard muscle and then the slight marring of flesh left by an old scar. She'd almost forgotten the leashed power of the Slayer and it was a potent reminder of the responsibilities that rested on such slender shoulders. Willow leaned forward to drop a tiny kiss over the old injury. She'd been hurt so many times that Willow just wanted to take all the pain away.

As if sensing her thoughts, Buffy worked her fingers into Willow's hair and gently tugged her head up. "It's okay...now..." She leaned forward until their lips were almost touching as she whispered, "Now that you're here." Their lips met again in raw open-mouthed kisses as they fell together, to the bed in a comfortable tangle, slender bodies winding together in the quest for more contact.

"You feel good," Buffy praised between long kisses.

Writhing beneath her newfound lover, Willow could only groan, "You have no idea."

Buffy chuckled softly against warm skin as she trailed her hands over smooth curves, drawing erotic patterns and leaving trails of sensual fire in the wake of her touch. "Oh, I think I might," she disagreed, shuddering under the heated impact of Willow's hands tenderly stroking her skin and searching out sensitive erogenous zones. The fleeting thought ran through her head that only Angel had ever instilled this sort of uncontrolled desire, and that had been so long ago. And then all coherent thought fled as their lovemaking gained in intensity, driving out all but the need for satisfaction.

Knowing that it might well be their only time together, they clung together, losing themselves in a passion that ebbed and flowed as the day passed. And when they slept, they lay curled together in an inseparable tangle, Buffy's cheek pillowed on silky red hair, Willow nosed into the curve of the Slayer's shoulder. Soon enough, the world would come crashing down around them, but in that moment, they were the entire universe. As she drifted off to sleep, Buffy wondered why it couldn't always be that way.

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