Part 1 - Don't Cry

*~*~*~*

     Talk to me softly
     There's something in your eyes
     Don't hang your head in sorrow
     And please don't cry
     I know how you feel inside
     I've been there before
     Somethin's changin' inside you
     And don't you know

*~*~*~

*~ "So, you're leaving," the little redhead sat in front of the television, her watering green eyes never leaving the figures moving around in full color. "You're just going to pack up and leave."

*~ "I have to, luv," the bleached vampire said, uncharacteristically quiet as he moved to sit down in the armchair next to the couch where his lover was
sitting.

*~ "No you don't," she said stiffly.

*~ "Yes, I do," he responded, moving to kneel in front of her, taking her small, warm hands in his. "There's... There's things that you just don't understand, pet."

*~ Her eyes narrowed in anger, even as a couple of tears leaked out of the corner of her eyes. "Things I don't understand?" her voice rose indreculously.
"Things *I* don't understand?"

*~ "Yes, luv, things you *can't* understand," he continued, not letting go of her hands despite her angry motions to free them. "I... I can't explain. I'm... needed."

*~ "You're needed somewhere. Somewhere where you can't tell me. You're going to some *one* you can't tell me who. What the hell *can* you tell me, Spike?"

*~ "That I love you?"

*~*~*~*

     Don't you cry tonight
     I still love you baby
     Don't you cry tonight
     Don't you cry tonight
     There's a heaven above you baby
     And don't you cry tonight

*~*~*~*

*~ "You love me," Willow snorted, kicking out with her foot, not-too-gently connecting with his chest, finally making him let her go. She got up and started
to pace, her blood-red hair flying around her angry face. "If you loved me, you'd tell me what the hell is going on! And you sure as *HELL* wouldn't leave me
like this!"

*~ "I'm sorry, luv," Spike said softly, standing up to watch her move. She was so beautiful. So graceful. So incredibly *pissed*.

*~ "Don't give me that *crap*, Spike," she growled, her lip curling. "You're leaving because you're tired of me. I'm just not *good* enough anymore! Is that
it?"

*~ "No," he denied, his hands clentching at his sides as he rose to his feet. "Please, don't do this, Red. I love you, and I don't want to leave, but I have to. I
have no choice in this."

*~*~*~*

     Give me a whisper
     And give me a sigh
     Give me a kiss before you
     Tell me goodbye

*~*~*~*

*~ "You have no choice," she whispered, her heart breaking as she closed her eyes. Her anger drained away, leaving behind a bone-chilling cold that would
take a long time to warm. She opened her eyes. "Do you have time to love me before you go?"

*~ He'd crossed the floor and had her in his arms before she could even finish the sentence. His lips met hers gently, oh so softly. "I'll always love you,
Little Red. I'll never forget you, and I'll never stop loving you."

*~ She pulled his face back to hers and melded her tounge and body with his. They made love, their motions desperate, yet gentle.
 

*~*~*~*

     Don't you take it so hard now
     And please don't take it so bad
     I'll still be thinkin' of you
     And the times we had...baby

*~*~*~*

*~ Spike watched her sleep, his long-dead heart breaking. He had to leave. It was for her own good. If he didn't leave, he'd end up doing something terrible
to her. The chip was gone. He didn't know when it had happened, or how, but it was gone. He could hurt her so easily. So damn easy. She shifted on the bed, moving closer to the cool comfort his body offered.
 

*~*~*~*

     And don't you cry tonight
     Don't you cry tonight
     Don't you cry tonight
     There's a heaven above you baby
     And don't you cry tonight

*~*~*~*

*~ She didn't know about the chip, and he wasn't going to tell her. He could change her. She'd make a glorious vampire. But that wasn't what he wanted. He
loved her warmth, her humanity. And even if she were to regain her soul after the fact, it wouldn't be the same.

*~ He relunctantly got up out of the bed and pulled his clothes back on.

*~*~*~*

     And please remember that I never lied
     And please remember
     how I felt inside now honey
     You gotta make it your own way
     But you'll be alright now sugar
     You'll feel better tomorrow
     Come the morning light now baby

*~*~*~*

*~ She didn't wake up as he moved around, gathering the rest of his things. When it was all said and done, his things packed and waiting by the door, he still
stood there, watching her sleep. Tears flowed down his cheeks. He loved her so much. But he couldn't stay. There was no way he could, knowing that he could hurt her so easily.

*~ He knew, years from now, he'd come back and watch them lower her into the ground, an old woman. It wouldn't be because of him. No, he loved her too much.

*~ "I love you, Willow Rosenburg," he whispered, kissing her soft, warm cheek one last time. He turned and left, not bothering to hide the tears.

*~*~*~*

     And don't you cry tonight
     And don't you cry tonight
     And don't you cry tonight
     There's a heaven above you baby
     And don't you cry
     Don't you ever cry
     Don't you cry tonight
     Baby maybe someday
     Don't you cry
     Don't you ever cry
     Don't you cry
     Tonight

*~*~*~*

Part 2 - Frozen

*~*~*~*

I don't know how to live trough this hell
Woken up, I'm still locked in this shell
Frozen soul, frozen down to the core
Break the ice, I can't take anymore
 

*~*~*~*

*~ She walked through the dark streets of the Hellmouth in a haze of pain, anger, and betrayal. He left her. Without saying goodbye. She wrapped her arms
around her waist and bowed her head against the pain. God, she was so cold.

*~ Two weeks, three days, and seventeen hours. Buffy was already telling her to move on. The redhead's lips curled away from her teeth in a snarl as she
remembered the harsh arguement she'd gotten into with the Slayer earlier that day.

*~ '... Come on Wills, it's not as if he really loved you...' The redhead cringed as the memory of the Slayer's harsh voice cut through her like a knife.
'He's a soul-less demon... They can't love. He was just using you for a cheap fuck...'

*~ She tripped over her own heavy feet and stayed where she fell on the concrete. The rain poured down, drenching her hair, her clothes, her soul. Sobbing, she brought her head to rest on the wet ground. God, she hurt so badly... She never thought losing him would hurt this bad...

*~ She was too wrapped up in her pain to realize she wasn't alone. It wasn't long before the demon had wrapped it's long fingers around her throat, ripping
into the tender flesh. She was left there where she lay, the blood pouring out of the wound to mix with the rainwater.

*~*~*~*

Freezing
Can't move at all
Screaming
Can't hear my call
I am dying to live
Cry out
I'm trapped under the ice

*~*~*~*

*~ She was cold. So cold. She was awake, alive, but she couldn't move. It was so dark. So very dark. She concentrated on her hands, moving them underneath the thin covering. She groaned, a headache roaring in full force. What felt like an electric current flew through her body and she flew upward....

*~*~*~*

Crystallized, as I lay here and rest
Eyes of glass stare directly at death
>From deep sleep I have broken away
No one knows, no one hears what I say

*~*~*~*

*~ And hit her head on something hard. A loud *clang* vibrated through her skull as blinding pain errupted in her head. She groaned and fell back onto the cold surface. She cradled her head in her hands as she tried think past the pain.

*~ Once the pain ebbed to a dull throb, she took inventory of the rest of her body. Amazingly, she wasn't in any other kind of pain. She was freezing cold, but that was because she was lying on a slab of cold metal, naked... Wait a minute. She was naked? What the hell was going on?

*~ "Hello? Hey! Let me out of here!"

*~*~*~*

Freezing
Can't move at all
Screaming
Can't hear my call
I am dying to live
Cry out
I'm trapped under the ice

*~*~*~*

*~ Panic set in as she screamed, pounding on the metal enclosing her from all sides. Finally, her arms caught the end of the box, sending it crashing outward. A blinding white light greeted her light-starved eyes. Whimpering, she covered them with a trembling hand. Goddess, everything was so bright...

*~*~*~*

Scream from my soul
Fate, mystified
Hell, forever more

*~*~*~*

*~ When her eyes adjusted, she pulled herself out of the little box, falling in an ungraceful heap onto the cold cement floor. What the hell? Where was she? It was a minute before everything sunk in. She was in a morgue.

*~*~*~*

No release from my cryonic state
What is this? I've been stricken by fate
Wrapped up tight, cannot move, can't break free
Hand of doom has a tight grip on me

*~*~*~*

*~ A scream welled up in her throat. "Oh, Goddess..." Her breath came in quick gasps. She couldn't be dead, she was still breathing! She slapped a hand over her heart, relieved and a little scared to feel the frantic beating. What happened to her? Was this a sick joke? Why was she in the morgue? Footsteps...

*~*~*~*

Freezing
Can't move at all
Screaming
Can't hear my call
I am dying to live
Cry out
I'm trapped under the ice

*~*~*~*~*

*~ Footsteps in the hallway, coming her way. She grabbed the white sheet she'd been wrapped in and re-wrapped it around her to cover her bare skin. The
swinging door opened and she pushed past the startled attendants, running full-tilt toward the exits.

*~*~*~*

Freezing
Can't move at all
Screaming
Can't hear my call
I am dying to live
Cry out
I'm trapped under the ice

*~*~*~*

*~ She hit the streets at a dead run, headed for the only place she knew no one would be. Her parent's house. She let herself in, a little surprised when she
incountered no invisible barrier. But she wasn't a vampire. There was no way she could be. She was still breathing. She had a reflection when she threw away the sheet to dive into the shower.

*~ She dressed quickly, grabbing as much stuff that would fit in a backpack and one suitcase. Her laptop went into its case and she dialed the number for a
cab.

*~ After hanging up from talking to the cab company, she dialed another number. There was only one place she could go where she could be safe while she figured out what happened.

*~ Three rings and a familiar, deep voice answered. "Angel here."

*~ "A-Angel..."

*~ "Willow?" she almost smiled at the shocked tone of his voice. "What happened to you? Buffy just called me a few days ago... She said you were gone..."

*~ "I'm trying to figure that out, myself," she replied, keeping her voice to a low whisper. "Can I come to LA and figure it out? I can't stay here. And you can't tell Buffy... Please, she won't understand. I don't know what happened, but I'm not a vampire, I'm still breathing, I have a heartbeat, and I have a reflection..." She took a deep breath and was about to continue when his answer cut through her panicked haze.

*~ "Of course you can come here... I won't tell Buffy."

*~ "Thank you, Angel," Willow breathed. "Goddess, I don't know where else to turn... I'm so scared."

*~ "You'll be safe here."

*~ A horn sounded outside her house, and Willow quickly said her good-byes and grabbed her luggage. It wasn't long before she was safely on a bus headed for LA.

*~*~*~*

I don't know how to live trough this hell
Woken up, I'm still locked in this shell
Frozen soul, frozen down to the core
Break the ice, I can't take anymore

*~*~*~*

Part 3 - Lost

*~*~*~*

By the shadows of the night I go
I move away from the crowded room
That sea of shallow faces
Masked in warm regret
They don't know how to feel
They don't know what is lost

*~*~*~*

*~ He was well on his way to getting blind drunk. Every night since he'd left her, after he'd gotten far enough away, he would find a little hole in the wall
bar and drink. And drink. And drink. And cry. And then drink. And then cry.

*~ He missed her so badly. He hadn't ever missed anyone this badly in the entirety of his long un-life. Yes, he'd missed Dru with an unholy passion, but that
had disappeared the second he'd laid eyes on the little witch.

*~ He'd seen her before, yes. But he'd never really looked at her until that night in her dorm room. He'd never even *harbored* the idea of killing her. Turning her, definently. Killing her, never. Then, the bloody chip stopped him from that. And she, being the kind, wonderful soul she was, even tried to make him feel better about it. And even through his anger, he'd loved her more.

*~*~*~*

Lost in the darkness of a land
Where all the hope that's offered
Is memories of being taken by the hand
And we are led into the sun
But I don't have a hold on what is real
Though we can only try
What is there to give or to believe

*~*~*~*

*~ "Hey, stranger," a husky, obviously sexual voice interrupted his memories. He turned blurry blue eyes to look at the young woman perched on the bar stool next to his. She was pretty enough. A redhead. Obviously not a natural redhead, of course. "Buy me a drink?"

*~ "Whatever," Spike grumbled, signaling for the bartender. "Get the girl whatever she wants."

*~ The bartender quickly obeyed, setting the requested drink in front of the woman. "You with someone?" she asked, leaning over more so he could get an enticing view of her clevage, artfully displayed by the low-cut black tank-top.

*~ "No." He drained his shot-glass in one gulp and poured himself another. The bartender had left him the bottle after the first three shots. It took a lot for
a vampire to get drunk, but Spike was beginning to get the art of it down pat.

*~ "You want to be with someone?"

*~ He looked over at her with cold, cunning eyes. She looked good enough. Not his Red, of course. But she at least had the red hair.

*~*~*~*

I want it all to go away
I want to be alone
Sympathy's wasted on my hollow shell
I feel there's nothing left to fight for
No reason for a cause and I can't hear your voice
And I can't feel you near

*~*~*~*

*~ He unlocked the hotel room and nearly shoved her inside. She giggled and automatically shed her top. This was no new thing for her, he thought. He kissed her brutally, bruising her darkly colored lips. She gave as much as she got. Until he shoved her on the bed.

*~*~*~*

Lost in the darkness of a land where all the hope
that's offered
Is memories of being taken by the hand
And we are led into the sun
But I don't have a hold on what is real
Though we can only try
What is there to give or to believe

*~*~*~*

*~ In the end, he didn't have sex with her. He tasted her blood. The room tasted her blood. She was a screamer. His lips twisted evilly. He felt a little
better. "Well, luv," he grinned down at the mangled body of the girl, "Gotta run." He'd already showered the blood away from his body. Everything was good as he left the room, not bothering to lock it behind him.

*~ He made his way to a different bar and sat down, motioning for the bartender. God, he missed her. He missed his Red. He loved her still, and the pain
wasn't going to go away anytime soon.

*~*~*~*

I wanted a change knowing all I could do was try

*~*~*~*

*~ He'd thought he could find a little peace with that tart with red hair. Not a chance. She wasn't his Willow. She was no one special. No one was even going
to miss her, he bet. He bowed his head and didn't bother wiping the tears away from his face. All the last hour had done was get rid of some of his rage.
The pain was still there.

*~*~*~*

I was looking for someone

*~*~*~*

Part 4 - Wish You Were Here

*~*~*~*

There's distance between us
And you're on my mind
As I lay here in the darkness
I can find no peace inside

*~*~*~*

*~ Four weeks had gone by since she'd come to LA. She had an apartment of her own, in the same building as Cordelia's, across the hall in fact. She sighed and turned over restlessly. She hadn't been able to sleep much, her dreams always revolving around a certain blonde haired vampire.

*~ She hugged her pillow to her chest, not bothering to stop the tears. Angel was wonderful, and so were Cordelia, Wesley, and even Gunn. But she was so
lonely, so scared. No one could even have an inkling of what she was going through.

*~*~*~*

I wish you were here
Holding me tight
If I had you near
It would make it alright
I wish you were here
'Cause I feel like a child tonight

*~*~*~*

*~ She was supposed to meet with someone tomorrow, a Duncan McLeaod. He was going to explain things, and possibly train her, whatever that means. He hadn't been too forthright over the phone, just saying that he'd explain when he got there.

*~ "Goddess, I wish you were here, Spike," she whispered to the dark room, her eyes watching the moonlight dance over the raindrops on the window,
making them shine and glimmer like jewels. "I'm so scared."

*~ What was she scared for? The searching was over, she was finally going to learn what had happened to her, why she hadn't died. It was a childish kind of
fear. A fear of change, a fear of what was to come.

*~*~*~*

There's rain on my window
I can count the drops
But I can't help feeling lonely
There's no way I can stop

*~*~*~*

*~ Cordelia had been a lifesaver through it all, a true friend from the second the dejected redhead had entered the doors of the agency. The former
cheerleader even went as far as to invite the former geek to stay with her until they found her a suitable apartment.

*~ Angel was even better than Cordelia in the friend department. He was the one with the strong arms to hold her when she broke down, the broad shoulders for her her cry on when the lonliness got to be too much, and a sympathetic ear when she went into one of her rants. But he wasn't Spike.

*~*~*~*

Each moment is a memory
Time is so unkind
Every hour, filled with an emptiness
I can't hide

*~*~*~*

*~ No, he wasn't his childe. The redhead buried her face in her pillow and sobbed out her still fresh pain. Four months, and she still loved him more than
anything. She still loved him, and nothing could change that.

*~*~*~*

Part 5 - Loss

*~*~*~*
New York City
*~*~*~*

*~ It was only a half hour away from sunrise and Spike was drunk, stumbling his way through the back alleys toward his newly taken apartment. He tripped over his own feet and laughed drunkenly, shaking his head. He ambled to his feet, the burning sensation of the rising sun prodding him to move faster than he really wanted to.

*~ He stumbled into the two-rrom apartment and slammed the door behind him, automatically locking it. He shed his clothes as he staggered into the master bedroom, collapsing onto the unmade bed. He burrowed under the blankets, pulling them up and over his head. He was asleep in seconds.

*~ "Red! No!" he gasped for unneeded air as he sat up in the bed, tears flowing down his ashen cheeks. Sobbing, he brought his knees up to his chest, burying his face in the fabric of the comforter.

*~ These dreams- nightmares - were horrible. His Red, his Willow, beaten, drained of blood, dead. Completely dead, beyond anything he could do about it. Her red hair dull and lifeless, her emerald eyes wide and staring at him, almost accusing. The expression on her face was what terrified him the most. She looked scared, the imprint of her own terror stamped over the pale beauty of her face.

*~ His shoulders straightened. He had to go back. He had to see her, even if she didn't know he was there. He had to see if she was all right, still alive. He
couldn't go on like this.

*~ It took him less than a half hour to pack his things- clothes and the few odd things he carried with him. Another half hour to find a meal- a young
prostitute- and then he was on his way back to Sunnyhell.

*~*~*~*
Sunnydale
*~*~*~*

*~ The town hadn't changed any since he'd last been there. It was still small, and it was still as unpleasant as he'd remembered. He went to her parents'
house first, surprised to see the 'for sale' sign stuck in the front yard. Curious, he broke in through the broken basement door and prowled through the
house.

*~ It was completely empty, not even a hint of its former owners remained. A sense of foreboding went through him as he climbed the stairs to Willow's old
room.

*~ He stood in the middle of the room, looking around at the empty room. There was new carpet and wallpaper, nothing like what he was used to. He closed his eyes and inhaled deeply... Beneath the scent of the new carpet and cleaners, was *her* scent.

*~ He sighed and took one last look around before leaving the same way he came in.

*~ Next stop. The Watcher's place. They were sure to know where she was.

*~ He didn't go in immediately, he stood outside, looking in the window at the depressing scene. The Watcher was there, sitting at the dining room table,
reading through one of his books. The others were scattered around the room as always, the only difference being the somber looks on their faces.
Xander was sitting on the couch next to Anya, his complexion pasty, dark circles marring the skin under his eyes. He looked like a walking corpse... Spike
shrugged. Maybe he had the flu or something.

*~ Buffy was curled up in one of the armchairs, a book perched on her leg as she flipped through it listlessly, a forlorn expression on her face. Even the
commando was looking decidedly glum. Red was nowhere to be seen.

*~ "I wish Willow was here," Xander sighed, looking over at her usual perch longingly. "I miss her..."

*~ "We do too," Buffy said tiredly, as if this was a regular occurance. "But we need to get this stuff done..."

*~ "I'm sorry if I can't get over losing my best friend so quickly, Buffy," Xander snapped, his anger surprising Spike. Wait a minute... When did he lose
Red? And more importantly *how* did he lose her? A feeling of dread was creeping up on Spike, moving to settle uneasily in the pit of his stomach.

*~ "Xander-," the Watcher started, but was cut off by the dark haired teen.

*~ "No. Little Miss 'I'm so important I let my best friend get killed because I was too fucking stuck in my self-revolving world' is going to listen to me for a change," Xander growled, his dark eyes flashing. The hatred in the boy's eyes as he leveled them at the slayer nearly made the blonde vampire shiver. "I had to identify her body, Buffy. All you saw was the coffin as it was lowered into the ground. I saw what that thing did to her... Her throat was gone, Slayer!
No one told you that, did they? You were too 'poor me I just lost a friend'. I saw it... I've known her since we were kids, Buffy, kids! We grew up together,
I loved her like a sister. And all of a sudden she was gone. You made all the motions, all the grieving friend motions... But now that you've moved on, you
can sit there and tell me that there's more important things than to grieve?"

*~ "Get out," the Slayer growled, having gotten to her feet during his speech. "We don't need you. Get the *fuck* out of here, before I hurt you."

*~ Xander's eyes narrowed. "Anya, are you coming with me," he asked, his voice cold with anger.

*~ "Of course," the brunette said automatically. "I'll always go with you, no matter where you go."

*~ "Don't bother calling us for help, because we won't be there. Giles, I'm sorry you got caught in this, we might tell you where we've gone, but don't expect it," Xander said, then he was out the door and climbing into his car, one he'd bought just recently.

*~ Spike stood in the flowerbed, his ears ringing with the force of the news he'd just recieved. She was gone. Not just gone, as in gone away, but gone... A
pain he never knew he was capable of flew through him. He turned and ran as far and as fast as he could go.

*~ He finally stopped at the cemetery, where he'd known she would have been buried. The one Jewish cemetry. He fell on top of her grave with a gutteral
wail. "God, Red, I'm so sorry," he sobbed, forgetting about everything but his grief. He'd thought he was protecting her by leaving, but he might as well have
killed her with his own hands.

*~ A trembling hand touched the white marble of her headstone, tracing the wording. 'A light in our darkness- Her loss will be mourned forever'. He laid
his forehead against the cold stone. His tears lasted for what felt like hours before they stopped. He pulled away from the only comfort he had and stared at
the stone. His hands, now steady, wiped away the tears. No more crying. He pulled the ice around his heart, pulling the demon to the front.

*~ That's it... He wasn't going to act the human anymore. His mind flashed back to the boy's words to the Slayer. It was her bloody fault. A cruel smile
touched his lips. She was going to pay dearly for it. He'd tried drinking. He'd tried distance and he'd tried drinking. Now for the violence. Sunnyhell was
his. It was time to re-establish his hold.
 

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