What Lies Beyond

Author: Jennnillu

Email: Jenny2278@hotmail.com

Parts: 11 - 20

~*~*~*~*~*~*~*~*~*~*~*~
 
 

~Part: 11~

Willow and Kennedy slowly descended the staircase into the small, dark basement, a horrible odor over taking them as they reached the bottom. Looking up, their eyes were immediately met with a sight more gruesome than they could ever have imagined. In the center of the basement, stood Giles, cleaning his glasses. Surrounding him, spread out over the cold, cement floor were the bodies of all the potentials, battered, bloody and broken. Some of them had puncture wounds in their throats. Others appeared to have had their necks broken, and some looked to have been simply ripped apart.

Kennedy gasped and Willow brought her hand to her face, covering her mouth as she looked toward Giles.  The man glanced up and grinned slightly at them.

"Good. I'm so glad you're finally here. We've been waiting for you," he told them, taking a step toward the stair case. "The girls were just dying to see you."

Immediate understanding came over Willow. This wasn't Giles.  This was The First, which meant that Giles was dead. That last part briefly flickered through her mind. It was something she would ponder further later, if she lived through whatever was about to come.

Grabbing Kennedy's arm, she tugged her upward.  The girl seemed to be in shock, not moving an inch.

"Kennedy! Run, now!" Willow yelled, finally able to break through the girl's mental fog.  The two ran up the stairs, nearly tripping over themselves on the way up, and stopped dead when they reached the door in the kitchen.  There, standing between them and the outside world, was Giles…or what looked like Giles.

"Leaving already?" He questioned with an innocent grin. "Willow, I'm surprised at you. After all that time we spent together…"

"You're not Giles," the redhead ground out, feeling the magic within her begin to spark around her.

"Well, you were always the smart one, now weren't you?" He asked.

Kennedy looked back and forth between the two, utterly confused at the exchange.  "Willow, we have to get out of here," she whispered.

"Ah-ah…No secrets," he scolded. "You have something to say, you share with the rest of the class."

"Leave us alone," Willow commanded, her teeth still ground tightly together.

"Oh, well I don't think that will be happening. You see, I have some very big plans for you," The First responded.

"Leave us alone, or else," the redhead threatened again.

"Or else what exactly? I'm curious, Willow. Are you going to try to kill me again? Is that the master plan? Going to go all dark haired and black eyed? That WOULD be fun, wouldn't it?"

"YOU are NOT Giles," Willow ground out. "I won't listen to this."

"Oh, actually, I think that you will," Giles told her. "If you know what's good for you, you'll listen very carefully."

"You have nothing to say that I want to hear," Willow told him.

"Maybe not, but…" The First paused, suddenly morphing into a blonde female. Willow's eyes widened in horror as she saw the image of Tara standing before her. "I'll bet you'll listen to me."

At the sight of her dead lover, Willow's eyes went black and she squeezed her fists tightly at her sides. "You're not her," she spat.

"Willow, how can you say that?" Tara asked in a soft voice.

"Who is that?" Kennedy questioned.

"No one," Willow whispered harshly. "It's not real."

"Have you forgotten me already, baby?" Tara asked. "Already found someone new to warm your bed?"

"Shut up!" Willow shouted.

"Look at you, still the magic junky, no matter how hard you try," the First teased. "You should have listened to me, Willow. No good can come of your magic."

"Is that…Is that Tara?" Kennedy asked, her voice barely above a whisper.

Willow ignored her. "Leave us, now!" She commanded, feeling the control on her magic slipping.

"I don't think so, sweetie," Tara whispered. "We're all just catching up, like old friends."  At that, the blonde's head flew back as she yelled out, "refurgere!"

A moment after the word was called out, Willow and Kennedy were thrown back into the wall, the plaster cracking around them from the impact. Both struggled to stand up. Once back on her feet, Willow looked up, surprised to see the form of Giles before her again.

"You aren't the only one that knows a little magic, Willow," he told her. "Incendium!" He yelled out, waving his hand and sending a small ball of fire toward them.

"Speculum!"  Willow shouted, holding her hand up, as Kennedy ducked instinctively. The fireball bounced off of an invisible barrier, moving to the side and impacting with the back wall of the kitchen, leaving a large hole in it's path.

"Good trick," Giles commented. "My turn. Incendium infinitus!"

Hearing the words, Willow grabbed Kennedy and dove to the ground, just before a larger ball of fire collided with the wall behind them.

"Retrogradior!" Willow yelled out, her eyes widening when nothing happened. She yelled it again, louder, with the same lack of result.

"Little thing I forgot to mention," the First told her. "Your magic can't touch me."

Willow's eyes widened in terror as she grabbed Kennedy, hauling her up and pushing her toward the front of the house, realizing that her powers were not going to help them this time.

            *            *            *            *

As Spike walked through the dark cemetery, he noticed something. It was quiet. Too quiet, for a cemetery that was supposedly full of patrolling potentials. Lifting his head high, the vampire stretched his senses, something nagging at the back of his mind. Suddenly, and without explanation, he knew that something was horribly wrong. Turning back around, he ran, heading back to the slayer's house, hoping against hope that his senses were wrong, but expected that he would not be so lucky.

~Part: 12~

"Kennedy, run! Get Buffy!" Willow yelled out, pushing the potential slayer through the living room, toward the front door. The house was now burning all around them, smoke filling the rooms. She could barely see. The First could be standing directly in front of her and the witch would not have known.

"I'm not leaving you here!" The brunette yelled back, reaching for a box of weapons that she knew was by the front door.

"Go! You have to!" Willow shouted, trying to pull the locked door open. "You're the only one left! You have to go!"

"I don't think anyone will be leaving just yet." Both girls whirled around, hearing Giles behind them.  "We were just starting to have fun," he told them with a sickeningly evil grin that reminded Willow a little too much of the man's alter-ego, Ripper.

Finally getting the door unlocked, Willow threw it open, ready to push Kennedy through.

"Claudo!" The First shouted, just before the door slammed shut again. "Not nice to leave before the party is over. Thought I'd taught you better than that, Willow," he scolded.

"YOU'VE never taught me anything!" She shouted, trying to pull the door open again, finding that it wouldn't budge."

Giles simply shrugged. "A shame that. So much potential in you for darkness." At that, he held up his arm and both girls backed up into the living room, seeing a fireball growing in size over his hand.

"Kennedy! Get out! Find Buffy! Tell her what happened!" Willow yelled, pushing the girl away, hoping to draw The First's attention to herself. Maybe she could finally do something right.

"I told you I'm not leaving."

"Touching, isn't it?" The First taunted, just before propelling his arm forward, hurtling the fireball at them with an evil cackle. The airborne inferno was aimed straight at Willow, and just as she held up her hand, ready to call out a barrier spell, she felt Kennedy lunge at her, pushing her away.  The fireball hit, breaking through the front wall of the house and throwing both girls back several feet. Willow hit the ground with a sickening thud, just as the world went black.

            *            *            *            *

As he got closer to the house, Spike could make out the faint smell of smoke, and eventually saw the flames licking at the roof. Reaching the front yard, the vampire stopped, staring in horror. It looked like a war zone. The house was engulfed in flames and looked like nothing more than ruins, with holes in the walls and much of the inside already charred. Rubble and debris lay strewn around the front yard, and panic set in as he realized that the two girls much have been inside when this happened.

"Willow! Kennedy!" He began shouting, searching through the large piles of plaster and brick that littered the lawn. "Red! Willow!"

Spike stumbled forward, stopping as he nearly tripped, and looked down at his feet. "God, no," he muttered, squatting down to take a closer look. Reaching into a small pile of brick and glass, Spike carefully lifted up the limp body of Kennedy.  Turning her around, he gasped, seeing the charred remains of her face, most of her features no longer distinguishable.  It sickened the vampire, and he dropped her ungracefully as he realized that she was already dead. Straining to listen, he attempted to hear a heartbeat, praying to a god he no longer believe in that the redhead would still be alive, but could hear nothing over the crackling and sizzling of the fire.

As his eyes scanned over the remains of the house, he stopped suddenly on a small bit of familiar red. Running over toward the edge of the living room, Spike pulled away several large pieces of rubble before kneeling down and pulling Willow into his arms. He turned her over, and smoothed the hair away from her face. She had a few cuts and burns, but did not like Kennedy had.  Shifting the limp body slightly in his arms, he brought his hand to her neck, immediately feeling the weak pulse, and quickly stood, hefting the redhead easily in his arms and taking off down the street as fast as he was able to move.

~Part: 13~

Angel stepped up behind Buffy, laying a comforting hand on her shoulder, as he glanced over at the sleeping redhead.

"How is she?" He questioned quietly.

The slayer turned her head slightly to look back at him.  "The same," she replied, her voice soft and flat.  "The doctors…well, they aren't much help, not knowing how she actually got like this."

Angel nodded.  "And Spike?" He asked, gesturing toward the vampire who sat in the room.

"He won't leave her side. I've had to practically force feed him blood.  The doctors can't even get him out.  He blames himself, I think, for leaving her alone."

~*~

"Time to wake up, love," Spike whispered, squeezing the lifeless hand that lay in his own cold palm.  Reaching out with his free hand, he smoothed a few strands of red hear away from her stony, bruised face.  "Time to open those bright eyes and give me a smile, or give me some smart-ass little remark about what a ponce I've become."  His voice caught in his throat and he swallowed heavily.

He had been sitting in that same chair for what felt like forever. No one had been able to persuade him to leave. It was his fault, and he knew it, even if everyone else denied it. He should never have left them to go into the house alone. Never.  But he had, and now…

"Red, come on, wake up," he pleaded, tears welling up in his eyes.  "They need you, ya know.  Buffy, and Xander, and Dawn, and…and I need you, love.  We need to get through this together. Don't think I can do it without you. Supposed to be chums, remember? You lean on me, I lean on you?"

Spike dropped his forehead to the bed before him. Suddenly, he felt a slight movement, and his head shot up, staring at the witch intently.  Her eyelids fluttered and her hand twitched.  His expression turned hopeful as he continued to talk to her.

"That's it. Come on, love. Open your eyes and look at me."

Willow tilted her head slightly to the side.  "Tara?" She whispered, her voice hoarse and barely audible.  "Tara?  Where are you…Don't go." Her pleading turned desperate, if not still faint, as her body began to tense.  "No, baby, I'm not ready. Not yet…Tara…baby…"

Spike watched as Willow struggled against the images that only she could see, and her eyes slowly began to open.  Looking around the dim, unfamiliar room, her gaze finally settled on his face.

"Spike?" She whispered, confused and dazed.  "Where am I?"

"The hospital," he told her.

"Wh-what happened?"

"There was a fight," he explained, hesitantly.  "A bad one."  Again, his voice caught in his throat.   He didn't want to be the one to explain this to her. Looking up for the slayer, he saw that Buffy was gone.

"A fight? Did I win?" She asked, a small smile creeping over her face. "Oh!" Suddenly, she tried to sit up, crying out and falling back as pain shot through her side.

"Willow, shhhh…You need to stay still," he chided, lifting her blanket and double checking that she hadn't reopened any wounds. Finally, satisfied that she hadn't caused herself further damage, he tucked her back into the blankets.

"Spike! Giles! He's…he's dead, and The First, he came, and Giles is dead, and…" Her voice was panicked as she spoke, and Spike leaned forward, placing a finger on her lips, quieting her.

"Willow, we know.  He's not dead," he told her.

"No! You don't understand! He is, and The First…"

"He did die, but only for a minute, before he was resuscitated," he explained.

"Like Buffy?" She asked uncertainly, remembering years ago when Buffy had gone against The Master and drown.  Spike nodded.

"Is Kennedy here? Is she okay? Can I see her?" The redhead questioned, looking around the room.

Spike bit his lip as he swallowed hard.  He really, really didn't want to have to be the one to tell her this.  Grabbing her hand again, he fought back the tears.  "Willow, love," he began, though his voice didn't seem to want to work.

"Spike, what is it?" She asked, alarm filling her again.  He didn't answer and only looked away.  Willow yanked her hand from his, and Spike looked up into her angry eyes.  "Spike, is she alright? Where is she? Can I see her? Tell me!"

"She didn't make it, Willow," he told her, his voice cracking with emotion as he spoke. He watched her face intently as the words sunk in.

"She…she didn't make it?"  She…no…" Willow raised her hands up, covering her face, shaking her head back and forth in denial.  "No… she…I…I told her to run, to leave, and she wouldn't," she sobbed.  "I told her, and I was supposed to protect her, but she…she wouldn't leave, and…and…I was supposed to protect HER! Why did she…"

The redhead broke down completely, and Spike pulled her hands away from her face, getting little resistance from her weakened form, before leaning down and wrapping her in a tight embrace.  The small witch grabbed onto him like a lifeline, refusing to let go as she sobbed.  Her tears broke his heart.  This was his fault.  He should have been there to protect them, and instead, she had just lost her second love in a year.

~Part: 14~

Things slowly began to return to normal in Sunnydale…or as normal as they could be as The First continued to battle the small group for control. Faith returned with them from L.A. to help in the fight, and Giles, the real Giles, had also returned. Willow was extremely nervous around the watcher, which saddened them both, but was the very least of what anyone expected. The redhead was acutely aware of the way people were avoiding her, afraid of saying the wrong thing to her, looking at her the wrong way, and it was slowly making her crazy. She wanted nothing more than to return to her normal life, though she had no idea what that even was anymore. She mourned for the loss of Kennedy, and felt consumed with guilt over the fact that she didn't feel more for the girl. She was still trying to move past Tara's death, and Willow didn't think that she had enough left of her shattered heart to devote more to her second fallen lover.  She resigned herself to the fact that she was not meant to love or be loved. That much seemed clear. The thought that perhaps she was being punished crossed her mind, filling her with more guilt at the comprehension that Kennedy's death would then be her fault, on her hands.

She and Spike still talked, late at night, two broken souls huddled in the dark basement. They didn't speak of Kennedy or Buffy or Tara. It was an unspoken understanding that those topics were off-limits. Mostly, Willow told the vampire about growing up on the hellmouth, in a home with no parents and a school with no friends besides Xanders, and Spike told Willow of his life in England, before his life after death. They still did researched, and fought and helped when they could, but their existence was nothing more than blurred action, their quiet nightly bonding the only solid, stable fixture in their lives.

~*~

"Thing are getting weirder and weirder at that school," Buffy told the group. "All those things that we saw happen when we went there, they're all happening again, but all at once." They were quickly losing control of the school. Everyone was very aware of that. It had been foolish to think that the building, centered right over the mouth of hell, would not slip from their grasp.

"What do you mean?"

"Students turning invisible, a kid's head exploding…there's probably mutant fish on the swim team again. It's bad, guys, and it's getting worse."

"Maybe I can come with you, to school, and check it out," Willow suggested, not entirely sure, herself, if it was a good idea.

"Yeah, maybe," Buffy responded slowly, thinking it over. "I mean, it couldn't hurt, right? Maybe you can do some kind of protection spell or something on it."

"We'll come along, too," Xander added, motioning to Anya and himself. "Scout the place out." The slayer simply nodded in agreement.

"There's a dance tomorrow night. Maybe that would be the best time to…"

"A dance? They're holding a dance, now? With everything that's going on?" Xander questioned.

"Hey, life on the hellmouth," Buffy mused, shrugging her shoulders.

            *            *            *            *

"Okay, so you guys check out the basement. Spike can take you down there," Buffy told Xander and Anya.

"Is that a good idea?" Xander questioned nervously. "I mean, last time he was down there, it was kind of a mental free for all for blondie, right?"

"He's better now, Xander," Buffy told him. "Will, I guess just take a little tour of the school, see if anything feels…wrong…or wronger than usual. I have to go and pretend to chaperone a bunch of hormonal teens gyrating to bad music now."

At that, everyone turned and went their separate ways.  It didn't take long for Willow to know that something was very wrong. There was something wrong with several of the student's that passed by in the halls. Their auras seemed to flicker and look unnatural, though she didn't understand why.

"Hey, watch it, rude boy!" Willow yelled out as one student ran right into her, before growling slightly and moving on. Turning and looking up, Willow saw an older woman coming toward her, and was about to try to move out of the way, when the woman suddenly walked right through her.

"Hey, sorry I…" Willow stammered, trying to understand what had just happened.

"That's perfectly alright dear," the woman told her, continuing to make her way down the hall. Willow watched as the woman stopped near the end of the corridor, in front of a boy that looked to be about sixteen years old. She saw the woman lay her hand on the boy's head, and noticed that he looked up, his face a mix of confusion and sudden pain, though he didn't seem to see the woman before him. He clutched at his head as they both started to shudder, their images beginning to flicker. His mouth opened, as if he were about to scream, though no sound came out, and Willow saw a bright light emanate from his chest, and then the flickering stopped. The woman turned away with a smile as the boy let out a growl and stalked down the hall and around the corner.

A moment later, the woman turned around and looked directly at Willow. She gasped, seeing the old woman grin at her evilly.  She moved toward her, and Willow was not as surprised, this time, when she moved right through her. She looked around at the other students in the hallway. No one else seemed to have taken any notice of what had just happened. It was as if no one could see it but her.

Willow watched, her feet rooted to the floor, as the woman stopped in front of a girl, raising her hand to her head. Quickly centering herself, Willow suddenly began to chant as she saw the woman lay her hand on the girls forehead. She was stealing their souls, Willow knew. Picking off the weaker auras, one by one.  A moment later, the girl's head flew back as she opened her mouth to scream, though again, nothing came out.

Buffy came strolling around the corner, hoping to find Willow, when she stopped at the end of the hallway. She saw a girl, in the middle of the crowded corridor, shaking and flickering, and Buffy's eyes traveled further down, seeing Willow at the other end, chanting and beginning to glow.

"Willow! What are you doing?" Buffy shouted, immediately coming to the wrong conclusion about what she was seeing. The redhead ignored her friend's distant shouting, and concentrated on the demon and the girl.

"Willow, stop!" As Buffy shouted, she saw Xander, Spike and Anya run up behind Willow. "Xander, stop her! She's gonna kill that girl!" The three new comers stared on in confusion, Xander unaware of how to stop her, and Spike and Anya unaware of why Buffy wasn't going after the demon.

With a sudden blast of power, the demon was thrown from the girl, who stopped flickering and fell to the ground. Willow hit the hard floor as well, as Xander ran forward and tackled her.

"Xander, stop! What are you doing?" Anya shouted, running over and trying to pull him off of the panting redhead.  Willow struggled to push Xander away, and looked up, seeing the demon moving up behind them.

"Xander! Stay back!" She shouted.

"What? Willow, no, I'm not going to let you hurt people again!" He shouted, trying to pull away from Anya's grasp.

"Xander I…" Willow stopped as she felt pain flow through her head, and looked up to the see the woman bent over her, holding both of her hands on the redhead's temples. Closing her eyes, trying to block out the pain, Willow quickly threw the demon from her.

"Willow, you need to stop this now!" Buffy shouted as she approached the witch.

"Stop?" Buffy heard Spike speaking behind her. "She's the only doin anything to fight the bloody demon!"

"Demon? What demon?" Bufffy asked, looking around as she fell into a defensive stance.

"Yeah, no demon `cept you, Spike," Xander confirmed.

"You can't see it?" Anya questioned.

"Spike!" Willow shouted, scrambling to her feet and running toward the blond vampire. The demon now had her hands on his head and Willow could see the vampire beginning to flicker.

"No point in trying to save this soul," the woman cackled. "Don't waste your time. He's already doomed to hell."

"No! That's not true!" Willow shouted.

"What's happening?" Buffy asked.

"His soul!" Anya shouted. "She's taking his soul!"

"Willow?"

"No! The demon! Why can't you see it?"

"I don't know," Buffy told her, "but how can I fight what I can't see?"

Gathering up all the strength left in her, Willow began to shout out words that no one but Anya understood, and a moment later, there was a bright flash of light.  Spike fell to his knees, holding his head and gasping as the demon disappeared.

"What the hell?" Xander mumbled.

Willow stumbled a few feet, panting heavily, her eyes completely black.

"Willow," Anya called out softly, moving to help the redhead.

Willow held her arm out, keeping the blonde away. "No, stay back," she whispered, before turning and stumbling out the front door of the school.

"What just happened here?" Buffy questioned.

"Willow just stopped a demon from stealing Spike's soul," Anya told her, as Spike stood up and headed out after the redhead.

Once out on the front lawn, Willow fell to her knees, gasping and sobbing. A moment later, she felt a hand on her back, and tensed up slightly, not having the energy left to pretend to fight.

"Red, are you alright?" Willow turned her tear stained face up to see the blond vampire looking down at her with concern. She nodded weakly, though they both knew it was a lie.

"You shouldn't have done that," he chided. "It was too dangerous."

"I had to," she told him. "I knew what it meant to you…the soul. You went through so much to get it, and…"

"Might have been better off if you had let her take it," he told her.

Willow shook her head, before smiling slightly. "Besides, who would have been my redemption buddy, then?"

Spike chuckled softly, before moving to help her up. "Come on, love, let's get you home."

~Part: 15~

Willow smiled, occasionally, when it seemed appropriate, but Spike wouldn't have really called it an actual smile. It was enough…enough to appease her friends, who had hurt her so badly that night, with their distrust. These were the people who claimed to know her better than anyone else, to care about her more than anyone could. They had always been strongest when they fought as one, but now they were falling apart, nothing more than pieces, dangling at loose ends.

Her smile...It was enough for them, and Spike couldn't help but wonder…Had they forgotten what her smile used to look like? Did they not remember how those green eyes used to shine? Now, when her lips curled up after a joke or in some small triumph, it was never complete.  She wasn't complete. He never saw it fully reach her eyes. He never saw them crinkle up like they used to, and he wondered how he, a demon, could notice that, and they didn't. Maybe they thought that this was part of her penance, and maybe it was, or maybe they never really paid enough attention to her to notice how innocent and pure her joy used to be. Now, it was just forced, acted, incomplete.

Standing near the window in her bedroom, Willow leaned close, peering out past the driving rain that poured down the glass. Nervously, she glanced out one square, and then the next, before taking a step back and pausing as she caught her own reflection. Frowning slightly, she tucked a lose strand of hair behind her ear, and turned back to the quiet room, jumping as a large body came into sight, just inches in front of her. Clutching at her chest and gasping for breath, Willow glared at the blond vampire.

"What did I tell you about sneaking up on me?" She complained as she moved to sit on the bed. "A-and you should know better, with that whole lack of a reflection thing. It's not fair."

Spike cocked his head, looking at her as she pouted slightly and reached over to the nightstand, grabbing a bottle of water. Remaining silent, Spike moved to sit next to her and watched as she struggled to open the bottle.

"Stupid twisty bottle top thingy," she mumbled to herself as she struggled with the bottle.

"Wouldn't that be a lot easier if you just zapped it with a little of that magic mojo?" He inquired.

Willow rolled her eyes. "Supposed to only use that for really important, absolutely necessary kind of situations, and I'm thinking that me being thirsty…not one of those. There are more important things."

"Like saving souls?" He asked softly.

Willow paused for a moment, and then finally nodded. "Yeah, like saving souls," she told him.

After watching her struggle for a few more seconds, he finally took pity on her and reached over, lightly running his hand across hers as he gently extracted the bottle from her grasp. Willow looked up at him again, and gave the vampire a thankful smile as he easily twisted the top off and handed the bottle back to her. He gave her a nod, noting how her smile did not spread past her lips, and remembering how it used to reach all the way to her now hollow eyes.

"Thank you," he whispered harshly, the deep emotion in his voice startling her slightly. Willow was about to correct him, thinking that he had just stolen her line, when she suddenly found herself pulled to him, her lips meeting his in a gentle kiss. They parted a moment later, and she tentatively raised a hand to his chest, touching him with hesitant movements, as if afraid that he might burn her. She looked up at him, green eyes searching blue ones. Spike felt as though she were seeing right into his soul, and suspected that perhaps she was. After a moment, she closed her eyes and tilted her head forward and up, again greeting his lips with her own. Moving a hand up his arm, she squeezed the hard muscle beneath the cotton shirt, and felt his tongue dart out, flicking across her moist lips, silently requesting access. Slowly, her lips parted and she felt him sweep in, claiming her mouth with his own.

Their gentle, almost reverent kissing soon became more fevered and passionate, both desperately needing the comfort provided by the other. After several minutes, she broke away, shoving at his chest, gasping for air. Spike looked at her, his face a strange mixture of remorse and contentment. He tilted his head, trying to gauge her reaction, not sure of what to say or do. He reached out for her hand, but as he touched her, Willow yanked her arm out of reach, looking up at him, her eyes glossy with unshed tears.

"Red, I'm sorry if…" He began, unsure of what he had done wrong.

"No, Spike, I'm…I'm sorry, I shouldn't…I can't…" He could see the guilt washing over her features, and wanted more than anything to pull her into his arms and make all the bad in the world go away. But now…now she wouldn't touch him…wouldn't even look at him, and her eyes darted around the room before settling on her hands.

"I can't do this…I can't…I can't," she mumbled over and over, trying desperately to keep her tears at bay.

As understanding crept over him, Spike felt both extreme sadness and anger at what he knew she was thinking.

"Willow, you know she's not coming back," he said in a low, quiet voice.  She knew who he meant. He wasn't talking about Kennedy. She had never let herself be free with Kennedy, not truly. But in that one moment with Spike, she had. She had accepted that Tara was dead and gone, and even if just for the smallest moment, she had moved on.

"I…I know," she stammered, still not looking at him, her voice catching in her throat.

"Do you?" He tried to look into her eyes.

"But…but it doesn't make it any less horrible," she whispered.

"Horrible?"

"I love her so much. She was my world. She's gone less than a year, and here I am, ready to run into the next pair of available arms. A- and Kennedy…Oh god…And the worst is…The worst…I can't stop thinking that, with everything that's happening, what if…"

"What if what?" He asked cautiously.

"What if she did somehow come back?" She whispered in a voice so small that he barely heard it.

"Red…"

"No, I mean, I know…I know, but…" Suddenly, she looked up at him, tears now sliding down her cheeks, her eyes shining with false hope. "It's the hellmouth. Stranger things have happened, and…"

"Willow," he interrupted her, grabbing her hand tightly with his own, and looking her in the eyes, "she isn't coming back. You can't spend the rest of your life alone, waiting, just in case she does."

"But…but how can I not? How can I not?" She sobbed, falling into his embrace, burying her face in his chest. "If…if she came back, and I had already moved on, then…"

"She isn't coming back," he told her adamantly. "I'm sorry, Willow, but she's not. She's not coming back."

"What the hell is going on?" Both Willow and Spike looked up, surprised to see Buffy standing in the doorway, and they quickly pulled away from one another.

"I think you should go," Willow whispered to the blond demon.

Spike looked from Buffy to Willow, contemplating the situation. "Yeah, I think that might be a good idea," he mumbled, standing up and making his way to the door.

Buffy stood, hands on hips, blocking his path out. "So what is it, Spike? Huh? You gotta sleep with all my friends?" The slayer clenched her jaw and fought down the hurt and jealousy that she refused to acknowledge. Now was the time to be strong...To steal herself. The general of an army does not allow her weakness to show.

"We weren't…"

"You sleep with me, you tell me you love me, then you sleep with Anya, and now Willow? Just how much do you want to hurt me?

"This isn't about you, Buffy. Not everything is about you," Spike shot back, anger bubbling up inside of him. "This wasn't to hurt you. You don't want me, remember?"

Willow winced, suddenly feeling more used than she liked.

"And I don't want you anymore either," Spike stated quietly. Neither of them noticed as Willow brushed past and moved down the stairs. "This is about being needed by someone," Spike told the slayer. "It's about someone who can quiet the voices, and who accepts me as I am."

Willow walked out onto the front porch and sat down dejectedly.

"Hey, Wills, about earlier...I wanted to explain that..." The redhead looked up and Xander simplpy sighed. "This isn't about earlier, is it?" He asked as he walked up to the house., just before Spike stormed out past them, followed by Buffy, who stopped and glared at Willow.

"I want to know what the hell is going on, right now," Buffy demanded. "Before, in the school, I want to know what you did. And just now..."

"What's happening?" Xander asked. "What did I miss?"

"Oh, just Willow and Spike sleeping together," Buffy replied haughtily. So much for keeping her emotions in check.

"What? What is it with you girls and sleeping with that guy? Is everyone going to take a turn?"

"Xander," Willow growled. "We were NOT sleeping together. We're just friends."

"Are you evil again, Will?" Buffy asked.

"What? Buffy, how can you ask me that?"

"After tonight…"

"Tonight, I stopped a demon from stealing souls. How does that make me evil?" Willow asked angrily. "Is this how it's always going to be? Will you guys never trust me again? Cause if that's the case, I can't stay here, evil or no evil to fight."

"Willow, you're sleeping with Spike!"

"No, I am not! A-and anyways, if I was, which, again, very much NOT… Anya slept with Spike and she wasn't accused of being evil."

"Actually, Anya's a demon who hurts and kills people, or, well, she was when she was with Spike," Xander pointed out.  "And you're a witch who…"

"A witch who what, Xander? Who killed people? Yes, I did, and I have to live with that. But the bottom line is, if you don't trust me, I can't be of any help to you. And as for Spike, what is or is not happening between us is BETWEEN US!"

"No, Willow, you are clearly not…well…thinking clearly, and I'm not allowing this to continue," Buffy told her.

"Uh, you're not ALLOWING this? Buffy, last time I checked, I was a grown woman, capable of making my own decisions."

"Really, `cause last time I checked, you were on a rampage, trying to kill everyone I love, and destroy the world." Buffy felt immediate remorse flood her as she saw Willow visibly flinch at the words, and shake slightly. Her face fell and her eyes suddenly appeared cool and distant.

"Buffy, that was kind of a low blow, don't you think?" Xander interjected.

"Will, I'm sorry," Buffy told her, her voice softening for a moment. "It's just…he's a vampire!"

"You know, Buffy, through out everything with Angel, I was the one who supported you. Even after he tried to kill us, and went to hell and back, I was still the ONE person in full support of whatever Buffy-decisions were made."

"That was different Will, and…"

"And I know what this is, Buffy. I'm not setting myself up with false hopes here. I know he doesn't love me." Willow didn't notice Spike walking up behind her as she spoke. "I know that he never will. I know I'm with a man…or demon…or…whatever, whose in love with one of my best friends. I know that, but right now, I need what he gives me. And I'm not talking about sex. I'm talking about companionship, absolute. Even if I know it's not real…it…sometimes, for just a little while, it feels like it is, and at least for that moment, I don't feel completely dead inside, and I'm not wishing to just disappear forever."

Everyone stared in shock, not knowing what to say. Finally, Buffy broke the silence.

"Willow, I didn't…I didn't know that…"

"Please," Willow interrupted, "please just forget about it." She stood up and walked down the steps, not even noticing as she brushed past Spike.

"Red," he said quietly, grabbing her arm. She looked up in mild surprise at his voice and touch, before her face fell again.

"Please just let it go," she whispered, the desperation in her voice causing him to release her arm and allow her to walk away.

~Part: 16~

Nothing more was said of that night.  Willow moved into her parent's conveniently empty house, and Spike was staying with Xander. The redhead avoided the rest of the group, mostly researching with Giles and concentrating on her magic. A few nights before the battle, Xander found her alone in the cemetery, meditating near Tara's grave.

"Willow?" He called out softly, not wanting to startle her.

The witch turned her head slowly and looked up, greeting her life- long friend with a warm, slight smile. "Hey," she said softly. "What are you doing out here?"

"That was gonna be my question," he responded, walking up to her and kneeling down on the dewy grass beside his friend.

"Just getting ready," she told him. "Practicing control."

Xander nodded, frowning. "This might not be the best place for that."

The redhead smiled at his concern. "I feel safe here, near her."

"I get that," he told her. "Willow, about what happened with you and Spike and Buffy…I don't care. I mean…I mean, I care, in the way that I don't want you to be hurt, but the whole you and Spike thing…I can get past that. I might not like it, and I definitely don't get it, but…but I just don't care. If you're happy…"

Willow cut him off, bursting out with laughter, and the brunette frowned. "Xander, Spike and I are not…together," she explained. "We're just friends. It just turns out…we kinda have some stuff in common. We relate well. That's all."

"Really?" He questioned, looking hopeful. At Willow's nod, he let out a deep breath that he hadn't realized he was holding. "Oh, man, what a relief. I mean…Spike…of all people…What was Buffy thinking?"

"Well, he can be pretty great when he wants to be," Willow told him. "But he's still a little male for my tastes." Xander chuckled and Willow smiled. The truth was, the redhead had begun to second guess the whole liking only women thing. She was beginning to think it had more to do with the person, with the soul, rather than what the gender was, but Xander certainly didn't need to know that right now.

"Well, either way, I just wanted you to know, I support you. Any decisions you make, anything you do…I mean, hey…You're Willow! Never steered me wrong yet!"  Willow smiled, her eyes filling with tears. "Hey! What's that? No tears! Tears bad," Xander said quickly, seeing her eyes.

"Happy tears," she explained with a giggle, before enveloping her best friend in a tight hug. "Thank you, Xander," she whispered.

As they pulled away, the brunette cleared his throat a little. "You know, Buffy feels the same way that I do. She just…she has a lot of pressure, what with trying to save the world and all, and…but she still loves you too, Will. She really does."

Willow nodded. "I know, but she's just…different. We all are, now. We've seen too much to stay the same. We just see things differently I think."

Xander simply nodded, knowing that she was right, but eternally grateful to have still found a place by her side.

~*~

It wasn't until the night of the battle that Willow saw Buffy again. She hadn't seen Spike much at all. He had spent most of his time patrolling with the two slayers, and the witch had forced all thoughts of him and their kiss from her mind. The battle, that was what mattered right then.

"You sure you can do this?" Buffy asked, walking up behind Willow and handing the scathe to the redhead. The scathe had been found a few days before, and it appeared that with her power, she would be able to use the object to trigger other potential slayers in the world, giving them the strength and abilities that they would have been given when called. It was a lot of pressure, and Willow wasn't entirely sure that she wouldn't completely lose control and become the very thing they needed to fight, but she knew she had to try, and so try she would.

Willow nodded, not looking at the slayer. "I was born to do this," she mumbled. "Look, Buffy, I know you don't trust me, but…"

"Willow…" Buffy interrupted. "I'm so sorry. I should have…I should have done so many things differently, but…I'm sorry, and I just…I don't want to go into this thinking that you hate me and…"

"Buffy, I don't hate you," Willow told her. "I get why you don't trust me…"

"But I do! I really do! I just…I don't know…I do trust you, Willow. I guess I didn't realize just how poweful you'd becomes...but I get it now. You're still my big gun. Always have been."

Willow smiled broadly, her eyes crinkling slightly at the sides. "I make a much better cudgel," she told her. The slayer laughed slightly, before pulling the redhead into a tight hug.

"You're going to be amazing," Buffy told her, her voice muffled as she spoke into Willow's shoulder. "You already are, and I'm sorry I didn't tell you ealier."

"Me too," Willow whispered, squeezing her back before they both let go and headed their separate ways.

            *            *            *            *

Things might have been different. If they had still had the potentials, they might have won…or at least, they would have stood a better chance. As it was, they moved into the final battle knowing deep down that their humble little group would fall one by one, and fall they did. Buffy was the first to go down. Willow didn't know it at the time, of course. She was off in a separate room, chanting and holding the scathe. But she understood later, the minute the slayer fell, that was the very moment that she knew how to stop it. The demon army numbered in the thousands, and was quickly over running the town. Feeling a sudden surge of power go through her, Willow tightened her grip on the scathe, her hair turning white as pure energy poured from her. It bled out to the mouth of hell, effectively sealing it. How, exactly, she wasn't sure, but the minute it was closed, she knew.

Unfortunately, what she found out just a little too late was enough to devastate her. Buffy was dead, and as Willow destroyed The First, so went Spike's soul with it. Apparently that had been a special little gift, directly from The First to the blond. It made it easier to control the vampire, and once the ultimate evil entity was gone, so was the soul. One minute he was fighting beside Xander, the next… he felt a searing pain, and he knew…the soul was leaving. A mix of horror and relief filled him, just before it was gone, and he was free. Spike had still fought along side them, until coming upon Buffy's body. Realizing that he had failed her, failed them all, yet again, and that she was gone for good this time, his emotions ran wild. Besides losing Buffy, he had lost the soul...the very thing that Willow had fought to allow him to keep. Unable to stand the guilt, despite the distinct lack of conscience, he turned and ran in shame into the night.

What came next was a blur of pain and confusion. People were dying. Willow knew that much, and yet, no matter what happened, she continued to live, to breath, to carry on, whether she wanted to or not. Eventually, she found herself bound in the basement of an old, abandoned building, located near the edge of the burning town, the personal blood bank to whatever vampire held the key to her chains.

~Part: 17~

It had been about three weeks. At least that was what she thought. After the first two she had pretty much lost count. In and out of consciousness, never seeing daylight, one had a tendency to lose track of these things. It didn't really matter anyway, at that point. All that mattered was that she was still alive, and she prayed that wouldn't last much longer. At first she had wanted to live, to fight, to once again prove that good does win over evil. But now, she just wanted, begged for death. The hours when she was awake and alone, she constantly thought back to that night, to the battle they had fought. She constantly thought of what she might have done differently; different spells she might have cast, different ways she might have fought. But it always came back to the same horrific ending. They were all gone, dead, and she was alone, trapped in a literal hell on earth.

         *                *               *                 *

He walked out into the cemetery, or at least where he thought the cemetery had been. Nothing was really recognizable beyond the well worn "Welcome to Sunnydale" sign that he had passed on the way in. If it hadn't been for that, he suspected that no one would ever guess a town had once been there.  It was nighttime, though that didn't really matter much anymore, what with the perpetual darkness that consumed Sunnydale. It was a vampire's dream come true, and yet, of course, he was miserable. She was gone. Dead. And he hadn't been able to save her. He had tried, fought. He'd tried so hard, but in the end he just wasn't good enough, strong enough to save the one he loved. He had gotten a soul for her, and then, just as quickly, lost it for the same cause. Every time he closed his eyes, he saw her face…the expression of horror at realizing this was her end. He watched as the opening to hell grew and grew, sucking the deserted town down into it, and then eventually stopped and slowly retreated, but not before the damage had been done. Sunnydale was nearly destroyed and the few remnants were over run with the demons. In a matter of moments, the town had turned into a hell on earth, in all literal senses of the word. The demons were in control, and there was too much evil in the air, and they knew…They knew just as he knew…as he could feel, immediately, that there was no one protecting this place anymore, and that they had free reign.

No one seemed to know what had stopped the hellmouth from devouring the whole world, and Spike didn't wait around to find out.  Buffy hadn't been the only one that he'd failed. Willow. She had fought so hard to save his soul, and in the blink of an eye, the vampire had let it go. The worst part was the he felt relief, and strangly, guilt. Spike had always had a bit more humanity than most vampires, but the remorse he felt for failing her...failing them both, was more than even he was accustomed to. He had pulled himself up and dragged himself away, after stopping for just a moment, to look at the place he had last seen Buffy's body…her face. He had failed them, failed her, and he had to leave.

            *            *            *            *   After doing the spell, the events following were mostly quick flashes in her mind, like flipping through tv channels very quickly, and she guessed that it was probably better that way. Buffy's body, dead on the ground, the magic surging through her as she was suddenly able to do what she hadn't known how to a moment before, the power that radiated from her as she commanded the mouth of hell, the sparking, cold feeling in the air. She knew that feeling. It was pure evil all around them. The darkness, the demons, everywhere. Hands helping her up, pulling her, running. A door shutting, figures moving, eyes open, closed, open, closed. She had tried to stay awake, but she was too weak, too tired. Willow didn't know how she got home, where everyone else was. The haze in her head was confusing, disorienting. She heard voices, jumbled, talking. There was fire, screams. She didn't understand. It was all a horrible nightmare that her mind refused to make sense of.

The door opened and she slunk back against the wall. The floor was cold and hard, but she didn't even notice anymore. Just as she didn't notice the torn remains of her clothes, or the ache running through out her body and pulsating at each bruise and bite mark. Her senses were all so dulled, her body so weak, her mind so muddled. They had taken her, chained her, hurt her, fed from her, but would never give her what she most wanted, needed…death.

Smelling the faint scent of blood, he had gone into the charred building with the hopes of finding a small, left over meal, though he didn't have much hope of that.  The town had been evacuated, only a few, stubborn, stupid people remaining beyond the slayer's gang, and he was sure they had all long since perished.  As soon as he entered, though, he was hit with something. A feeling, a sense…something drew him in. A scent that he couldn't quite place. The rooms were empty, besides the corpses and a few nearly dead humans. The demons were out, most likely gathering up more victims to bring back.

As he made his way down into the basement, the scent became stronger, and he nearly fell over as he reached the bottom of the staircase and saw what was before him. There, in a ragged heap on the floor, her arms chained above her to the wall, was the witch. Willow. Spike thought for a moment, that it was his eyes playing a trick on him, but after blinking several times and shaking his head a bit, he stared again, confirming that, indeed, it was the redheaded witch. He didn't know how it was possible. He had heard that they had all been killed weeks ago, just after…But here she was, looking very nearly dead, but still alive, heartbeat and all.

She closed her eyes, tightly, and hung her head low, waiting for whatever pain was about to come. She waited and waited, holding her breath for what felt like hours. The longer she waited, the more impossible it was for her to open her eyes, until finally the terror in the back of her mind had pushed itself so far forward that it forced her eyes open.  She gasped for breath as she saw him standing before her, looking down, his face expressionless. She opened her mouth to say something, but nothing more than a nearly inaudible squeak came out. She watched with wide eyes as he reached down and unchained her hands from the wall and then felt him lift her up. She was too weak to support her own weight, and he quickly flung her over his shoulder and began to walk out. The rush to her head was too much, in her weakened condition, and she passed out, going limp in his grasp.

~Part: 18~

Quick, blurred visions passed before her.  Xander, his goofy smile beaming at her. "The library, where the books live."…"Are you here with someone?" "No, I'm just here." Buffy, jumping back as her eyes widened, realizing the sword had gone through her midsection…Sitting with Xander, watching cartoons…"We used to go out, but we broke up. He stole my Barbie." Hearing a yell, before a soft cry and a sickening thud. "Why are you attacking me? I'm trying." "Wow and it looks so much like giving up." Buffy, in their dorm room, laughing. "I'm not supposed to have boys in my room." Angel. "Well, he saved me from a horrible, flamey death."…"She only did it to hurt me. So I said, I'm not putting up with this anymore, and she said `fine.'…"There will be no having of any kind with me." Spike. A shadow, moving further away, limping, but still moving too fast. "Aww, you're my person blanky, this is my place blanky."…"Oz, don't you love me?"…"Not drowning, just wading."…Dancing at The Bronze. "I've see honest faces before. They usually come attached to liars."…"You didn't want to bite me. I just happened to be around."…"But if you could?" "IF I could…yeah."…Giles, books, a computer, "Oh, right, unfeeling guy." A painful cry piercing the silence. "It's fine, I don't need to be snuggled."…"I am you know… Yours."…"Willow's just about the coolest person I know." Dawn...The sound of something cracking or snapping.

It was all too much. The images became more and more twisted and horrifying. She felt herself suffocating. With a strangled cry, the redhead shot up in the bed, gasping for breath, feeling the tears streaming down her face. She looked around desperately in the dark, not knowing where she was. Suddenly, she noticed, she was on a bed, soft, with blankets and warmth. She was dressed in different clothes and wasn't chained to anything anymore. In her confusion, she went to try to move from the bed, to figure out where she was. It wasn't until that moment that she first noticed that she wasn't alone in the room.

Spike had been amused, watching her twist and turn in her sleep, clearly fighting a nightmare.  He had stayed quiet, sitting in the corner of the room, knowing she couldn't see him, watching her, waiting to see what she would do. When he saw her to try get up, he finally moved, making his presence known. He saw her jump, startled and terrified, and smirked a little at her reaction. There were feels that this girl stirred up...Feelings he'd rather not think about, but he was a vampire, soulless, with no chip, and it felt good to see someone cower in fear before him again. He walked toward her and saw her struggle to stand, only to nearly fall and slump back down onto the mattress. Moving to the bed, he looked down at her.

"You're too weak to get up, Red. Just stay put," he finally spoke, sitting down next to her.

Instinctively she shrugged back against the headboard, as far from him as she could get, and then cringed when he still moved closer. She quickly closed her eyes as she felt him reach for her face and gently brush the loose strands of hair back. Slowly she opened her eyes and peered up at him, waiting to see what he was going to do, shaking slightly.

"Red I'm not here to hurt you," he said, silently cursing himself for sounding so damn pathetic. `I'm evil! Remember! So what if she's helped me before? I'm still the evil vampire...remember that!'

Suddenly seeming as though she was just waking up, he saw a spark come to her eyes and heard her hiss. "Spike. What DO you want?" She knew his soul was gone. If she hadn't felt it go through her at the end of the spell, during the battle, the look in his eyes would have been enough to clue her in. He was, once again, a soulless killer, and yet he was helping her. She knew that Spike's soul was gone. What she didn't understand was why hers still remained.

"Hell Red, show a guy a little gratitude won't you? I'm saving you're pathetic life. I don't WANT anything."

"You're saving my life?! Now? You've suddenly come back to save me? Well, gee, you're just a bit too late." Her voice was low and bitter, and nothing like he remembered.

"Seems to me you're still alive, pet, so I would guess I was just about on time," he countered. Immediately he saw the anger harden her face.

"You left, Spike. You left us. Why are you back?" Her voice held more hatred than he would have thought imaginable.  He sighed and looked away from her.

"I had to leave. I couldn't stay, and I am very sure no one would have appreciated it much if I had. I failed you, all of you. I failed her. I let her get hurt. Bloody hell! I was right there and I let her die! I failed her."

After a long silence he looked at her again, her face completely expressionless. He now noticed how pale and drawn her face looked, how dead her eyes seemed.

"You didn't fail her Spike," she said in almost a whisper. "You fought for her, you put your life up for her, you were ready to die for her. You did EVERYTHING you could. No one could save her at that point. You didn't fail her."  He saw a look of sympathy pass over her quickly, before being replaced by the hard, bitter look he had seen early. When she spoke again, her voice was even quieter and more unsteady. "It was me you failed, Spike. I know you are a demon. I know you were there because you loved her, but after she was gone, you just left. You left us alone to fight a fight we couldn't win. You left me alone, and after they were all gone, I was still left here alone. You left me alone to suffer day after day, when you were the ONLY one who could have helped me."

He stared at her in shock as he saw her eyes brim with tears, threatening at any moment to spill over.

"At first, I thought it was just a nightmare, and I would wake up, but eventually I realized that I wouldn't wake up. I was too weak to get a hold on my magic, and they made sure that I stayed that way. Then, I just prayed that you would come back and find me. But you never did.  I waited and waited and you never came. Finally, I gave up hope, and I let myself die."

"You seem to still be alive to me, pet," he said softly. "Sittin here in front of me, can see you breathing, can hear your heart beating."

"But it isn't me," she said in almost a whisper.  "It's just the shell.  My soul died along with them, and I'm just waiting for the body to catch up."

As she turned away from him and tried to stop herself from shaking, he tried desperately to think of something to say, but could come up with nothing. Finally he gave up, quickly standing and moveing to the door. Grabbing his coat, he opened the door, passing through and quickly out in the night, slamming it shut behind him.

He wouldn't do this again. He wouldn't allow himself to care about someone, especially a mortal, human someone. Spike couldn't go down that road again. The soul was gone, but it had never taken a soul for him to feel...feel things that a vampire never should. Love, devotion, remorse, and...yes...guilt. He was a demon, he had his bite back, he had accepted that he was a killer, and nothing more, and he'd be damned if he would allow this girl back into his long dead heart. He may be loves bitch, but Spike was no fool. Have your heart broken once, shame on her, have it broken twice, shame on you. He definitly didn't believe that third was a charm.

The next two days were spent constantly in the little room. During the day, Willow would mostly sleep, or read the few books that were in the room, when she could no longer stand the nightmares. At night, Spike would go out, leaving her alone, and was in constant fear of someone, or something, coming in after her. She was confused. He was never exactly nice to her, though he did bring her food and let her root through the small pile of books he had found in the abandoned house. He had given her clothes and allowed her to shower, and of course he hadn't touched her at all or tried to bite her, despite the fact that she knew that both the chip and the soul were long gone.

They also hadn't spoken since that first night. When he returned near dawn on the third day, Spike found the redhead sitting on the bed, her knees drawn up to her chest, her arms wrapped around them, looking off into space with that empty stare in her eyes. He could stand the silence no longer.

"Red, say something."

Her eyes looked up, the first acknowledgement that she even knew he was in the room, and she looked toward him, but remained silent.

"Talk to me. Tell me what's going through that mind of yours," he demanded. Willow slowly shook her head.

"It wasn't a request," he clarified, his teeth gritted as he tried to control his growing anger. "Tell me. I save your pathetic life, the very least you can do is provide a little entertainment."

He sounded every bit like his former self...before the soul, before their friendship, and it made her sick inside. Finally, she looked up at him again, and he was surprised to see something in her eyes resembling the old fire that used to be there.

"What do you want me to tell you, Spike?" She could hear her voice wavering, but the anger and hatred swelling inside of her was ready to burst forth. "Do you want to hear about how everyone was killed, one by one?  Would that make you happy? Do you want to hear about how it took two days for Giles to die?" She was raging now. Her nails were digging into the sheets on the bed, and her glare toward him held pure hatred.  "Or maybe you want me to tell you about how I had to watch Xander be beaten to death, or how I can still hear Dawn begging for someone to end the pain! Is that what you want to hear? Or maybe how I hate them all, because they're suffering is over, and mine is never ending! I got left behind, all alone, to take it all!"

She laughed a little, her eyes wild with a touch of insanity. "Lucky me! They let me live, so that I could be beaten and used, and watch all the people I know and love be tortured and killed. So that I could be some vampire's pet. So that I could suffer through unimaginable nightmares every night of my life, silently begging for it to just end, knowing that if I had somehow done something different, something better, this could all be changed. Is THAT what you wanted to hear?"

Willow dropped her head down onto the bead, buried in her hands, the tears now freely flowing. Spike just sat for a moment, horror stricken. He had no idea what to do. Normally, hearing about humans being tortured was great fun. Hearing about how their little Scooby gang had suffered and died would have, at one point, been the greatest thrill for him, and some girl crying should have been a nice bonus. But it wasn't. It was unsettling. He wanted her to stop, but Spike had no idea what to say or do, so he just sat there, silent, and watched her body shake, rocking back and forth, sobbing until her voice was hoarse, and she eventually drifted into a fitful sleep.

When he was sure that she was finally sleeping, he gently moved her on the bed and covered her. He stood over the girl and frowned. She was one of the people he had hated, at one time. They had humiliated him, again and again when he got the chip, but then, eventually, things had changed. They had bonded over burden souls and shameful guilt, and now, all he wanted to do was protect her, take care of her and make it all go away. Finally, shaking his head at the nonsense he was thinking, the vampire undressed and slipped into the bed.

About twenty minutes later, as he lay there, still very much awake, and somewhat annoyed at the fact that he couldn't stop thinking about all that had happened, Spike heard a little moan from the body next to him. Glancing over, he saw her head start to move as her body began to shake. He knew, the nightmares were starting. Every time she slept, she had cried and moaned and thrashed about, mumbling incoherently through one nightmare after the next. He had been amused, loved to see some good mental anguish. But today, knowing what she was seeing in those dreams, what they were making her think, he didn't want her to suffer through them. At least, not this time. Gently, but firmly, he pulled her body over to him, hushing her and brushing her hair away from her flushed face, stroking her cheek. Eventually, she calmed down and her heartbeat steadied. The nightmare was over. He knew, though, that several more would come before the day was over. With one arm around her waist, and the other resting on her hand, he eventually drifted off to sleep, holding the deceptively fragile human against him.

~Part: 19~

It was several hours before she woke again. Willow could hear the blond vampire moving around the room, and didn't want to open her eyes.  She hated what she had said, hated that he knew how much he had hurt her, how weak she had become. But it was clear now, and she didn't even have the strength to get up and run. She had to face him.

Finally opening her eyes and looked around, Willow saw him packing things into a few bags. She stared at him for a moment, a confused, questioning look on her face. Finally, Spike let out an annoyed sigh, and looked up at her.

"We're leaving, getting out of this town once and for all."

"Where?" Was all she asked.

He didn't answer right away. Spike had given this a lot of thought, and finally come to the one and only conclusion that he could. He would take her to Angel. He hated the idea of having to go LA and face his grandsire again, but he was the only one who would be able to help the redhead now, and that was the most important thing. Besides, Angel lived for that crap, helping the helpless, saving lost souls…It was right up his alley.

"We're gonna take a little trip to see your old pal Angel," he told her, closing a small suitcase with a loud click.

            *            *            *            *   Of course, it wasn't as easy as that. Getting out of Sunnydale, or the charred remains of the town, at least, wasn't all that easy. They had to make a fast getaway. Not an easy thing with a weak girl who could barely stand. He had helped her along, trying to call as little attention to them as possible. They were stopped by more than one group of vampires, but Spike had put up a good front. He was a master vampire, after all, and she was his new pet, or so they thought. It was that simple. He was leaving this god-forsaken town before there were no fresh bodies left to bite, and he was taking his new found pet with him. If any of them had a thing to say about it, they would quickly find out what it felt like to be a pile of dust. None of them had argued the point.

Some other demons had been less intimidated by him, though. Just as they reached the edge of town a group demons decided that they weren't too keen on him leaving, and that they would like his "pet" for themselves. Gently steadying her against a building, Spike turned away from Willow, prepared to fight a fight that she knew he wouldn't win.

As he pulled his first punch, Willow began quietly chanting.  They were strong, and Spike was unable to hold up against the attack coming from all sides. He was bruised and bloody, and weakening quickly. Willow's eyes were soon larger, and almost completely black. The magic flowed from her in waves, crackling and sparkling. In the end, she was able to surround Spike and herself with a defensive protection spell, and closing her eyes for a moment, she let loose with stronger, more powerful magic than he would have guessed she was capable of, causing every demon surrounding them to immediately burst into flames.

Hearing screams of agony all around them, Spike looked over to see her briefly open her eyes again, looking around, before she collapsed into unconsciousness. Running to her, he swiftly scooped her up into his arms, placed her in an abandoned car nearby and took off for LA.

~Part: 20~

The room was dark. Willow sat cross-legged on the bed, meditating. Angel's guest room was surprisingly small, considering the looks of the rest of the apartment, but she was more than grateful for it. She had awakened from another nightmare not too long ago, and was now doing a calming mediation that she had learned with the coven in England.

A soft knock brought her back to reality, and the redhead sighed, calling out an invitation and smiling slightly as Angel walked in.

"Sorry. Didn't mean to interrupt," he told her, looking around sheepishly as he moved to sit on the edge of the bed.

"That's okay," she replied with a soft smile. "I was just doing some exercises."

"I have to do more exercising like that," he told her with a wry smile. It was something she wasn't used to seeing Angel do, joke and smile, and she felt slightly startled by it. "Much less sweat inducing than most exercise."

"You'd be surprised," she replied with a roll of her eyes.  "Thank you…for letting me stay here, Angel. I didn't mean to impede on your personal space. Thought you still had the hotel. Guess a lot's changed since the last time I was in town."

"No more hotel," the vampire told her. "Just a multimillion dollar evil law firm."

"Yeah, well, who doesn't have one of those? They're selling like hot- cakes on ebay," she quipped, making a poor attempt to smile.

"You're always welcome here, Willow."

The redhead nodded before looking away uncomfortably. She suspected that he wanted to ask about Buffy, and at the moment, Buffy was the very last topic that she wanted to discuss.

There was a long silence between them, before Angel finally spoke.

"What's going on in that head of yours?" He asked, surprising the witch at just how well he knew her. Leaning forward, he reached out, touching her shoulder before quickly pulling back, seeing Willow jump, and hearing her heartbeat speed up. Fear began to pour from her, and Angel was immediately remorseful.

"Sorry," she muttered, pulling her knees up to her chin. "I…I don't like to be…touch much…these days," she explained softly. Angel simply nodded, understanding more than she knew.

"I think they forgot me," she whispered, her voice so soft that he barely caught it. She sounded more like a small child than the strong woman that sat in front of him. "Maybe they forgot to take me with them. I…I should have gone with the rest of them…and…and I think that maybe…maybe they forgot me."

"Willow…" He began, unsure of exactly what to say to that.

"Am I THAT forgettable?" She sobbed.

"Trust me, Willow, no one could EVER forget you," he told her, his tone leaving no question of his sincerity.

"Then why? Why am I still here? I…I feel like…like they all left, and…and they're all together now, and happy. I miss them so much. Buffy, and Xander, and Dawn, and Anya, and Giles…a-and Joyce, and Kennedy…and…and Tara," the redhead sobbed. "It's like they've all gone to this big party, and no one's noticed that I'm not there, and I don't understand WHY.  It's so hard, and I'm so tired, and I just… I don't want to do this anymore. I don't want to continue on, alone, without them. It's just so hard."

Willow looked down at her hands on her knees, wearily, the tears slipping down her cheeks.

"You aren't alone," Angel assured her, once again reaching out for her, and this time being allowed to take her hand in his own. "You have us now. You have everyone here, and you have Spike, whether you want him or not. And…you have me."

Willow smiled up at him slightly, her watery green eyes closing as she let out a deep breath that she hadn't realized she was holding.

"Why am I still here?" She questioned softly. "Angel, I tried to die, and I couldn't. It's like, wherever you go…after…they don't want me. Why?"

"I guess you're just not done here," the vampire told her. "You're still needed."

"I don't think the world needs me anymore," she told him honestly.

"Maybe, maybe not. But I do know that I need you, Willow. Me. I need you."

The redhead simply looked down at their joined hands, contemplating that. Angel said that he needed her. She didn't know if he was telling the truth, but apparently she would get the chance to find out.

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