A strangled scream clawed its way out of Hazel's throat as she backed away from the boiling earth, gaping at the monstrosity pulling itself from the grave at her feet.

"Wha—What the hell is that?!" she managed to get out, her voice tight and shrill.

"Vampire," Faith remarked simply. "Weren't you listening earlier?"

"Bu-Bu-Bu…" stuttered Hazel, her mind and mouth not yet able to get in sync.

"I think your record's stuck," said Faith. "Here." Faith produced a decent-sized wooden stake and tossed it to Hazel. The younger girl reached out and snatched it from the air automatically, and then inspected it as though she had never seen anything quite like it before. Her attention was torn between the item in her hand and the vampire who was nearly free from his grave.

Her confusion etched into every feature, Hazel held the stake towards Faith. "Wha—?" she articulated.

Faith had moved to one side, leaning casually against a nearby crypt. "Stake," she explained. "Slayers Union weapon of choice. Sharp end goes in him." She gestured with her head towards the newly emerged vampire, who was looking around trying to get his bearings. His cold, yellow eyes focused on Hazel. Hazel seemed unable to do anything but blink stupidly from Faith to the stake to the vampire and back again.

"Looks like our boy's ready to party," grinned Faith, settling in to watch the show.

Hazel's brain was still processing. "Ready to … Union … " She gave Faith a sharp look as something clicked. "What?"

A feral snarl cut into any possible answer as the vampire sprung into action and lunged for Hazel. The girl screamed again and reacted instinctively, bringing her leg up between them and kicking the vampire away from her. Faith continued to lounge on the sidelines, watching intently but making no move to intercede.

Recovering quickly, the vampire regrouped and attacked again, connecting with Hazel's jaw and sending the girl stumbling backwards. Faith winced, gritting her teeth in sympathetic pain. Hazel regained her balance and raised the stake firmly gripped in her right hand. Her eyes clenched tightly shut, she started jabbing the air in repeated, haphazard motions.

The vampire paused several feet away from the girl, well out of striking distance and simply watched her for a long moment. Hazel's stabbing never once slowed, despite her complete failure to connect with anything solid.

"What're you doing?" the vampire finally asked.

The stake began to slow, making tentative slices through the air as Hazel cracked one eye open and peered at the vampire. All she could say was, "Huh?"

"I mean, what's with the…?" The vampire pantomimed the jabbing motions and then shrugged. "I gotta say, not too intimidating."

Hazel straightened and looked at the stake in her hand. "Well I … I'm … " She suddenly frowned and glared at the vampire. "Are you making fun of me?"

"No!" he protested, holding his hands up defensively. "No, I'm … Okay, yeah, a little bit. I mean, come on." His laugh was more than a tad patronizing. "You should see yourself."

Eyes flashing, Hazel's previous fear completely evaporated, leaving behind only indignant anger. "Oh, like you're such a vision," she spat, giving the vampire a once-over. "I know I've never seen a vampire before, but I was expecting something a bit more … I dunno, Brad Pitt-ish?" The vampire looked down at himself, offended. Hazel was on a roll now, and crossed her arms as her gaze became more critical. "And what's with that suit? Did your mother pick that out for you?"

The vampire considered this for a moment. "Yeah, probably," he concluded.

"Oh," Hazel responded weakly, the full implication behind that detail suddenly hitting her.

With a sigh, the vampire said wistfully, "Good ol' Mom. I should stop by for dinner. But I'm thinking first of something she always used to tell me."

"What's that?"

"Don't play with your food."

Faster than her eye could follow, the vampire closed the distance between them and knocked the stake out of Hazel's grasp, sending it flying across the cemetery. Hazel gaped at her now empty hand and then back to the vampire, just in time to take a powerful left hook that spun her around and sent her to the ground in a sprawling heap. A loud, hungry growl filled the air as the vampire flipped Hazel onto her back, pinning her helplessly. The girl struggled valiantly, but she simply couldn't attain any leverage to shake off the monster. Realizing this, the vampire grinned, full of malice, and took his time lowering his bared fangs to her throat, savoring the moment.

"No!" Hazel protested, desperate to stave off the inevitable.

The vampire chuckled and continued his descent, and then suddenly jolted upright in utter astonishment. Hazel watched in complete disbelief as the vampire began to turn to dust, beginning at his heart where the point of a wooden stake had embedded itself. She watched as first his skin crumbled away, leaving only a skeleton until that, too, disintegrated and scattered in the breeze to reveal a smirking Faith.

"Don'tcha hate guys who won't take 'no' for an answer?"

Tossing the stake over her shoulder, Faith extended her hand to Hazel, who had regressed back to her 'I have no idea what's going on' state of mind. The Slayer pulled the other girl to her feet and began patting her jacket to free it from its coating of vampire dust. Hazel simply stood there and let Faith clean her up, her hand moving subconsciously to the side of her neck where the vampire had nearly attached himself just moments before.

"He … He was gonna kill me!" she exclaimed as though this were a very important new discovery.

"Yeah, well, it's pretty much what they do," replied Faith offhandedly. "Don't take it personally."

Her eyes full of wonder, Hazel turned to Faith. "You saved me!" she fawned.

"Well that's pretty much what I do." She paused before adding, "You can take that part personally if you want."

Hazel chose to do just that, flinging her arms around Faith's neck in a bone-crunching hug. Faith jumped, startled by the girl's sudden proximity. She looked around, wondering what to do before patting Hazel on the back exactly two times, very stiff and robotic.

"Thank you!" Hazel cried, very close to tears.

"S'no big," remarked Faith, clearly meaning it literally and not just modestly.

However Hazel was insistent. "No, it is! You saved my life!" She tightened her hug. "I don't know how to thank you!"

"No need to thank. We're five by five."

Hazel still refused to move, beaming with gratitude and relief. Faith tried to simply let the girl get it out of her system. That lasted about two seconds before her discomfort got the better of her and she started to fidget. Still Hazel refused to let go.

"And hey," Faith piped up, "I was the one who brought you out here to the vamp in the first place, remember."

That did it. Hazel backed away from Faith with a frown. "Oh yeah."

Faith's sigh was deep and full of relief.

The girl seemed to come back to herself, the reality of the situation sinking in. She looked down at the ground where she'd just had such a close call. "Wow," she breathed. "That was really a vampire."

"Finally, she catches up," joked Faith.

This new revelation settled. "So demons and other stuff?" Hazel asked, turning to Faith. "That's all real too?"

"Every bit."

"And they're all over the world?"

Faith nodded. "Yeah. Some places more than others. It's a Hellmouth thing." Hazel's face became confused again, but Faith brushed it aside. "You can learn about that later. But it's all true. Every horror movie you've ever seen, alive – kinda – and in living color."

She paused as Hazel chewed over this information. It was clear that a million thoughts were running through the girl's head, but it was impossible to tell exactly what they might be.

"So," Faith finally said, shattering Hazel's thoughts and bringing her back to reality, "now you know. What're you gonna do about it?"

The girl appeared lost and confused. "I … I don't know," she admitted quietly.

"Way I see it, you're at a crossroads." Faith gestured towards the cemetery exit. "You can go back to your safe little house in your perfect little neighborhood and pretend none of this happened. You can keep laughin' at the idea of vamps and demons comin' out at night. Maybe one day you'll even convince yourself that this was all some whacked out dream. You could do that." Faith challenged, standing tall. "Or, you can step up and embrace that power you got, an' come fight with us."

Hazel seemed torn. She glanced at Faith and then over her shoulder towards the exit. She suddenly seemed very small, a young girl with a terribly big decision to make and no obvious right or wrong answer.

Faith was sympathetic. "You don't gotta decide now," she said, not unkindly. "We're not goin' nowhere." Reaching into one of the pockets of her jacket, she fished out a business card and handed it to Hazel. The girl took it and stared, not really reading it. "When you decide, or if you just want more info, call this number. Giles'll hook you up."

Continuing to stare at the card, Hazel said nothing.

"C'mon," began Faith, taking the girl by the elbow and leading her out of the graveyard. "Let's get you back home. Been a big day."

Hazel allowed Faith to guide her, attention still fixated on the small piece of paper in her hands. They walked like that for short distance, neither saying anything until Hazel glanced up at Faith.

She frowned. "Five by five?"

"In-progress" would probably be the best way to describe the loft. Much like its office counterpart, Giles' home was a mess, boxes strewn about in seemingly random fashion; some still sealed, others open as though they'd been lived out of for several weeks. Despite the clutter, there was still plenty of room, allowing the loft to retain its spacious, open quality.

A coffee table surrounded by a couch and several chairs were the prevalent pieces of furniture, situated in a section of the floor plan that had obviously been designated as the living room. All available seats were filled with extremely prim and proper individuals, each one appearing very professional. This included the man sitting in a beanbag chair, looking every bit as though he had never experienced such a thing in his life, nor was he planning to repeat it any time soon.

Giles appeared somewhat out of place in his jeans and casual shirt, but the other attendees didn't pay any outward attention to their differences, regarding the man and his space with respect. He paced back and forth in front of a series of massive windows that dominated one wall, sipping his tea as he listened to a woman with long brown hair.

"I spoke with a representative earlier today and the paperwork should be complete by the end of next week," she reported.

A man sinking into a plush chair to her left smiled. "That'll make it a little easier on the Slayers who choose to keep their gifts a secret. We'll be able to help out more girls this way."

"Good job, keep on them," Giles said, raising his cup in a small congratulatory gesture. "It'll be a while yet before we're able to build the Council's presence in this area. Until then, I'm afraid the red tape remains … extensive. And quite irritating," he added, taking a sip.

A second man jumped in, eagerly shuffling the stack of papers in his lap. "My team has begun filing preliminary reports on locations for the next branch of the Council of Watchers. As of now, a return to England may be our best option." He leaned forward, resting his elbows on his knees. "As you know, relations in the past between the Council and the Covens in that area have been strained at best. We could do a lot of good together if we were able to forge an alliance with them." Sitting back, he shuffled through the papers until he finally found what he was looking for and scanned it quickly to confirm. "Regardless of what location we choose, however, we are currently on schedule to have the new facility operational by this time next year."

"I think we learned our lesson about keeping all our eggs in one basket, so to speak," said the man in the beanbag. "Also, international branches will help us monitor Hellmouths all over the world, rather than ignoring all but the most potent." He somehow managed to say all of this without losing his prudish air, despite nearly slipping out of the beanbag twice.

Jumping back in, the second man added with great pride, "Should things continue, we could have a branch on every major continent before the decade is out."

Giles smiled, amused. "If all goes well, we'll soon be more prolific than Starbucks." The others merely stared at him, not comprehending. "Yes, you're right," he amended, intentionally misinterpreting their silence, "nothing is more prolific than Starbucks." At the complete lack of any outward reaction, Giles turned to the blonde woman seated in a separate chair who had been scribbling on a legal pad throughout the meeting. "Make a note: we need to incorporate a module on 'humor' into the training curriculum."

"Speaking of," the man in the plush chair segued, "we've about exhausted our options as far as Council members who were outside of headquarters goes. We're bringing in all that we can but most … " He trailed off, searching for diplomatic phrasing. "Well, they seem less than enthusiastic about our new direction."

"Good riddance then," Giles said immediately and with great passion. "The days of looking at the Slayer as nothing more than a tool are over. A complete restructuring of the Council as an ally of the Slayer, rather than a puppet master, has been a long time in coming. We can well do without those who insist on clinging to the past."

The gathered Council members glanced at each other, uncertain of how to react to Giles' vehemence. Beanbag spoke first, his tone courteous but inquisitive. "Though it does beg the question, where else can we turn? We're all in agreement that more Watchers, whatever their role, will be vital in working with so many Slayers."

Giles indulged in another sip of his tea, unconcerned. "New blood for a new Council," he said simply. "They're out there. All we have to do is find them."

A knock at the door caused Giles to start, and he quickly set his cup down. "Ah! Excuse me, but my next appointment has arrived. Very important, quite unavoidable," he stated, leaving no room for discussion.

The Council members immediately began gathering together their assorted papers, tucking them away in briefcases and folders without question. Giles escorted them to the door, smiling and acknowledging the goodbyes. As they filed out of the loft, each paused to look at the appointment in question, most turning to give Giles a largely unreadable look of surprise but none saying anything.

As the last departed, Giles greeted the man at the door with thinly veiled excitement. "Please come in," he held the door open wide.

"Sorry we had to make this for so late, Mr. Giles," the man replied. He was dressed in a pair of well-worn jeans and black t-shirt with florescent pink lettering that proclaimed him to be Tony from the "Delicate Sound of Thunder" audio store. He backed into the loft, pulling a dolly loaded with equipment and a toolbox.

"Not at all," Giles replied.

He directed Tony to an alcove close to the living room where a recessed entertainment center had been built. It was already partially filled with assorted parts and copious wires. Next to the entertainment center, also imbedded in the wall, were a series of shelves loaded to the brim with hundreds of CDs. Tony immediately got to work unloading and unboxing, pausing only briefly to glance at the CDs.

"That's an impressive collection you got going there," he admired. "And I say that with no small amount of envy."

Giles' smile was broad. "Thank you. It's amazing what one can find on the, uhm, online … net web … places these days," he fumbled, uncertain of the correct phraseology.

"I hear ya. I live for Amazon," grinned Tony, pulling a shiny black component free and kicking its empty box aside. He inclined his head towards the shelves, "So all these new?"

"Yes. My record collection was-was lost in a, uh … an earthquake a few months ago." An expression of intense mourning suddenly flashed across his face. "I had an original release 'Sgt. Pepper' and everything."

"Earthquake, huh? California then?" Giles nodded. "Huh … " The installer suddenly looked up, his eyes wide. "Hey, it wasn't that big quake that took out that whole town, was it?"

Giles shifted uncomfortably. "Yes, that was it," he replied reluctantly.

In his excitement, Tony didn't notice the change in Giles' demeanor. "Damn, that was somethin'," he said, full of wonder before shaking himself out of it and returning to work. "I mean, quakes and stuff don't usually make it on the news all the way over here, but wow. Saw some aerial footage. It looked like the whole damn town had just been swallowed up!"

"What an amusingly appropriate choice of words," commented Giles drolly.

Tony wasn't really listening, having half-disappeared behind some of the equipment. "I can't believe you were there. How the hell did you get out?"

With a pause to consider the best answer, Giles finally replied, "A lot of luck and a surprisingly fast school bus."

"Huh," grunted Tony, not really understanding but not pursuing further. "Lost your vinyl though?"

The Watcher's eyes flicked to the side and focused on a small collection of photographs hanging on the wall. Their presence was particularly noticeable, given the otherwise Spartan and impersonal appearance of the loft. He settled on one in particular, several years old now; a large grouping of smiling faces. His eyes touched briefly on three in particular: Joyce, Tara and Anya. Giles hovered on the picture for a moment. "And a great deal more," he finally replied with great sadness.

"Well this should help," Tony said brightly, anxious to dispel the tension of an obviously personal moment. "Albums have a certain … old-fashioned charm to 'em and all, but why keep living in the stereophonic stone age?" As he was intently focused on a cluster of wires, he failed to notice Giles' offended look.

"Well I dare say if it was good enough for the dinosaurs, it's good enough for me. Anyway," he continued, eyeing his new collection with something close to disdain, "I find that-that these 'compact discs' are utterly lacking i-i-in the appeal and … and character of an LP." Giles reached out and plucked one at random from the shelf, turning it over in his hand and regarding it as though it were a dead animal. "They're so cold, impersonal and—"

A sudden blast of music interrupted his diatribe, and Giles looked up at the speakers surrounding that he'd had installed earlier. They were situated in such a way that there was a section which became a "hot spot", a perfect nexus of sound that just happened to be exactly where Giles was standing. The passionate chords of "Sweet Jane" echoed around him, and he raptly absorbed every note.

"Cold and impersonal," he repeated. "And very, very pretty."

Tony grinned broadly. Another satisfied customer.

Dawn flung the front door open, dropping her bookbag by the entrance and hanging up her jacket. Unable to see anybody, she headed into the living room. Xander was back in his chair, the same empty expression on his face, but as soon as he noticed Dawn it was replaced with his trademark grin.

"Our prodigal stomach returns," he joked. "How was dinner?"

"Mmmmm," murmured Dawn appreciatively. "I think Brenda's mom was gonna make this casserole thing, but when she heard we were coming over, Mr. Ridens decided to be all manly about it and made us cheese steak sandwiches instead." She threw herself onto the couch, bouncing slightly. "Cheese steak? So much better than some lame casserole. What'd you guys have?"

Xander smirked. "Some lame casserole."

With a slight grimace, she tried to cover. "Uhh, yeah, so there's not a whole lot, food-wise, this place has going for it. I mean, they think Taco Bell is the height of Mexican cuisine," she sneered contemptuously at the notion. "But I'm not hatin' the cheese steak."

Xander nodded his agreement. "Gotta love a meal that's all about smothering strips of fried cow in more cheese than the human body can safely digest."

"My thoughts exactly," Dawn said cheerfully. "Only more with the 'mmmm'." She paused for a moment, changing directions. "Hey, Xander?" she asked tentatively.

"Yeah?"

Dawn squirmed uncomfortably, twisting her hands in her lap. "D'you think that…? I mean, am I…?" She sighed and tried again. "Do I come off as…?"

At her third false start, Xander tried to lighten the mood. "I sense there's a question in there somewhere, struggling valiantly to swim through the cheese steaky goodness and be heard."

"Do you think I'm boring?" she managed to spit out.

Whatever Xander was expecting, it wasn't this. "Boring? What? Dawn you're a mystical Key older than recorded history. I'm pretty sure If you looked up 'boring' in the dictionary, the definition would not be 'a mystical Key older than recorded history'." He tilted his head, regarding Dawn carefully. "Where'd this come from?"

"It's just … I mean, the stuff I like to do. Books, computers, organizing my sock drawer by color and length—"

"Organizing your…? Dawn, we can't even get you to clean your room," said Xander.

"Well okay, maybe not the last one. But the other stuff. I like school … at least on principle. I don't go out drinking—" At Xander's look, she quickly added, "—nor will I, because I'm far, far too young for that kind of behavior." She sighed, irritated with herself. "I don't like blue-haired skateboarders, I don't slay vampires, I can't do magick. I just feel so boring."

"You're not boring," Xander assured her. "Trust me. I know boring. Boring makes for Sleepy Xander." He pointed at himself. "See? Wide Awake Xander. No trace of sleepy. Only possible conclusion: Dawn not boring."

Dawn giggled and smacked him lightly on the arm. "Goof."

"And hey, even if you were boring, I'd love ya anyway," he gestured at Dawn. "I'd just have to stock up on No-Doze."

She giggled again and rolled her eyes in the universal teenage way reserved specifically for adults. She hopped to her feet and headed out of the room, but turned back before she left.

"Thanks, Xander," she said gratefully. "You know, nobody can cheer me up better than you." She paused for a moment. "I'm really glad you're here."

She threw him a bright smile and exited. Xander watched her go for a moment, then his face shadowed again and he turned back to the TV.

"I'm really worried about Xander."

At Willow's words, Kennedy looked up from polishing her broadsword. The redhead was lying across the bed, a stack of papers spread out in front of her. They were forgotten for the moment, though, as she regarded Kennedy with a plaintive expression.

"What's wrong with him?" the Slayer asked, only absently cleaning her weapon now, focusing on her girlfriend.

"You mean besides the obvious?" Kennedy looked confused, unsure what Willow considered to be 'the obvious'. "Anya," Willow clarified. "It's like … I don't think it's really hit him yet, you know? I know he knows she's gone and not coming back, but … i-it's like he won't let himself feel it. Like he's in a holding pattern or something." She frowned darkly. "It's not good for him."

"Everyone deals with grief their own way, Will," replied Kennedy, giving her sword a vigorous rub and examining it closely. "Maybe he just needs some time."

Willow shook her head firmly, convinced it wasn't that simple. "But you don't get to see him like I do. With everyone else, he's all 'la la la, all's well in Xander Land!' But it's not. I mean—" An example sprung to her mind, and Willow sat up on the bed, leaning forward. "Okay, today? I'm trying to get some sort of reaction out of him, something. So I told him I went to Victoria's Secret and bought some stuff for us. And what'd he do?" She paused for dramatic effect before flinging her hands in the air. "Nothing. Zero, zip, zilch. Not even a hint of a ghost of a leer." Her eyebrows knitted together with concern and she shook her head. "That's just not Xander."

"You got some stuff at Victoria's Secret?" Kennedy asked, still stuck a few sentences back.

"Noooo," Willow dragged out with mild irritation. "I just said that to get a response."

"I got a response for ya," grinned Kennedy mischievously.

Willow's face held no trace of amusement. "Kenn, I'm being serious. I'm really worried."

The Slayer looked apologetic and she put her sword down, devoting her full attention to Willow. "Okay, you're right. I'm sorry. You know him way better than I do, so if you say there's something to worry about, there's something to worry about. So what can we do to fix it?" she asked, wanting to move straight to the heart of the matter.

"About Anya? Not much," Willow admitted. "Just let him know we're here for him and we care. Try to keep him from gettin' too lost in it. Plus," she added somewhat sadly, "he's feelin' kinda … useless. I was thinking, maybe you guys could include him in the training? Show him we're interested in him for more than his tool skills."

Kennedy smirked. "And you know the last thing I'm interested in is a guy's skills with his tool." She grinned wider as she managed to get an amused look out of Willow, despite herself. Turning back to the topic at hand, she readily agreed. "Sure thing. The girls could use live target practice. In an entirely safe way, of course," she quickly amended before the witch could protest. "I'll talk to Faith as soon as she gets back."

"Thanks," smiled Willow gratefully. "We just need to remind Xander about all the good stuff he has here. Show him that he's loved and of the essence and crazy for spending even one nanosecond thinking about leaving. There will be no more scary talk of leaving," she proclaimed, making it clear the matter was closed in her mind. She turned to Kennedy, her voice adamant. "He has to know. We have to remind him, Kenn."

"Then we will," Kennedy assured, "starting first thing tomorrow." Willow visibly relaxed, Kennedy's easy confidence being infectious. The Slayer moved to sit next to Willow, pulling her close for a brief, one-armed hug. "But we have a whole bunch of hours between now and tomorrow. What'd you wanna do with 'em?"

"Scrabble?"

Her face screwed up as Kennedy rejected the idea. "Not quite what I had in mind. Not that I don't enjoy being reminded every few minutes that my vocabulary is limited to words like 'cat' and 'be' while you're throwin' down 'conjunctiva' and 'ziggurat'." She thought about it for a moment. "Actually, I don't enjoy that at all."

"I just had a couple of really lucky hands," Willow weakly justified.

"We can go dancing?" offered Kennedy. "Maybe it'll be 'Hey, We Finally Got a Band that Doesn't Suck' night at The Vortex."

Willow quickly shook her head. "Ooo, no, not so much in a mood for epilepsy and deafness. I'm more stay in-y."

A quiet moment passed, neither girl being able to think of something to do that would be acceptable to the other. They searched the room desperately for an idea, looking everywhere but at each other. As the minutes stretched, Kennedy finally glanced down at where they were sitting and grinned.

"Well, there's always my personal favorite reason for staying home," she purred, sliding closer to Willow. "And it would be such a shame to waste all those Victoria's Secret-induced mental images."

"Oh, hey, and look," said Willow with cheerful innocence as she patted the bed. "No moving required."

"Oh, I think there'll be plenty of moving."

Downstairs, lost in his own thoughts, Xander slouched in his chair in the living room. It was completely dark, save for the flickering illumination from the TV screen. He raised a bottle of beer to his lips, pausing for just a brief second before taking a long drink. His face remained expressionless as he watched the credits for "Moneyline" flash across the screen.