"Rupert, send my childe back to me."

Willow listened at a distance as Angel spoke in clipped tones to Giles over the phone. She could imagine Giles' flustered response to what probably seemed to him like a rather abrupt demand, but considered that the Watcher was lucky he hadn't witnessed the prelude to the demand. Even now, it chilled Willow to re-visit her earlier conversation with Angel and his anguished response to everything she had recounted about Spike's condition.

She couldn't tell whether Angel would greet the blond vampire's arrival with a fist to the jaw or a stoic, sorrowful embrace.

When she had narrated the highlights of Spike's recent infatuation with Buffy in all its gruesome detail, including his rather humiliating escapade with the robot duplicate, Angel's rage escalated steadily until it literally pealed off him like the tolling of a bell. It seemed a sacrilege to him, especially after everything Buffy had been through with her mother's untimely death -- one development in Sunnydale life he was grateful that someone *had* told him about. At least he had had the chance to be there for her.

As Angel listened to the catalogue of Spike's attempts to seduce the Slayer he had done little more than frown deeply and clench his jaw a few times. Yet that was but his surface reaction. The volatility of his inner emotions had almost sent Willow running for the door. Her instincts screamed at her to get the hell out of the way of a master vampire with that much pent-up anger.

How quickly things had changed when Angel had pressed her for any information that might shed light on his Prodigal childe's otherwise inexplicable crush on Buffy. As Willow recited chapter and verse every aspect of their ordeal with the Initiative and the fate that had befallen Spike, which had obliged the formerly-murderous demon to work closely with his sworn enemy, Angel's mood turned from anger to despair. At one point when Willow described the extent of Spike's inability to fight, hunt, or even so much as bruise a human, Angel stood abruptly, grabbed his trench coat and told Willow in a low, seething voice that he was going up to the roof for some air. Willow knew better than to follow him.

His tormented, furious howls carried all the way down to her. She learned then exactly how closely Angel's demon lurked beneath his souled exterior. But what was even more frightening was the long, desolate silence that followed when his despair was finally spent.

It had taken the approach of the dawning sun to send him back downstairs again. By that time, he had regained enough of his usual composure to make the call to Sunnydale.

"I don't care if you haven't seen him recently. Track him down and tell him to get over here," Angel replied to the Watcher's protests.

After a brief pause, Willow heard Angel answer a question that she knew would be coming.

"Yes, I know where she is. Willow is here with me....she'll be staying here for a while longer...no....I'm sorry, I can't explain right now, other than to say that she's safe."

Willow stopped eavesdropping at that point and went to curl up on the bed. She hadn't yet given much thought to how she would deal with her friends back home, and the prospect of trying to explain the recent twist of fate was unappealing.

It was only supposed to be a weekend trip into the city for a conference, not a turning point that would permanently change everything.

Xander had been planning to take her along to help him purchase his first car this week. She and Tara had promised to help Giles with his inventory at the magic shop. And Buffy was going to need *major* help with American Lit if she was going to pass the...

<Oh,no...> Willow moaned inwardly, as yet another unpleasant realization hit her.

Buffy was no longer just Buffy -- she was The Slayer.

And Willow was a vampire.

Willow felt the conflict rising within her. She had memories of Buffy as a friend, a truly close friend who in life had meant as much to her as her best bud, Xander. Willow even remembered crying together with Buffy on more than one occasion after her mother's sudden and unexpected death, although in her current state the young vampire could no longer summon up any feelings of grief.

But would any of that matter anymore?

Buffy was The Slayer.

How would she react to Willow's recent induction to the community of the undead? Willow had seen Buffy stake dozens, even hundreds, of minions without so much as batting an eyelash. Would she condemn Willow to the same fate? What if Buffy decided that it would be the merciful thing to do?

<And what about me?> Willow continued her troubled thoughts, <How will I react to her? Will I even see her as Buffy, or is there some vamp kill-or-be-killed instinct that will take over if I get near her?>

Angel had returned to his private suite, and although her senses were highly-attuned to his presence Willow was so preoccupied with the tangled issues over which she had been brooding that she didn't really notice. It wasn't until she felt the subtle shift in the mattress as it accommodated his weight that she remembered her host. Detecting a faint hint of blood in the air, she turned to find him stripped down, leaning against the head board and offering her a mug while he sipped his own.

"Thanks," she murmured awkwardly, unsure of what to say to him after the rather tempestuous night he had passed on the roof.

"I'm sorry about last night," Angel apologized, "I shouldn't have left you here like that...I didn't mean to scare you."

"It's okay. I can see how everything I told you would be upsetting," Willow replied, grateful that he had taken the lead in dispelling the tension.

"There aren't words for what I feel," the elder vampire growled, his demeanor momentarily darkening, "Those commandos violated him. They practically *eviscerated* him, taking away everything that made him what he was. My childe....Blood of my blood..." his words trailed off into a pained whisper.

Willow placed a comforting hand on Angel's shoulder and stroked him gently, but said nothing. Just as she struggled to relate to the human emotions she used to feel, once upon a lifetime, she also knew that she had no capacity to fathom Angel's connection to his wild, treacherous, arrogant childe. She herself had known her own sire for scarcely twenty-four hours, and had experienced not the slightest twinge of regret at his loss.

After a few moments Willow managed to say, "He'll be back with you soon, though."

Angel grasped her hand in his and squeezed gently, grateful for her effort to console him. Then, he dismissed the urge to continue brooding over his failure to protect his childe, and concentrated on his newly-acquired foundling. "Your friends are worried about you, Willow," he informed her. "We'll have to tell them something soon."

"This is *so* not good," Willow cringed, propping her elbows on her knees and resting her head against her palms.

"They'll find out eventually," Angel reminded her.

"I know. I just don't want to think about how they'll react right now. And then there's Buffy..." her words trailed off.

Angel nodded in agreement. "It will be awhile before you're ready to see Buffy. I don't think it would serve you well to test your limits this soon."

"It's all happened so fast. Being turned. My sire getting staked...and *you*..." Willow muttered wearily, "I don't know how I'll make any of them understand it, when I can barely sort through it myself."

"They probably won't understand, not for awhile," Angel conceded, "But they won't have any choice but to accept it. As much as I wish it were possible, this is something that can't be undone."

"Except with a stake," Willow corrected him soberly.

Letting go of her hand, Angel pushed himself up on his knees and faced her dead-on. His eyes reflected sorrow and determination as he gently placed his hands on her shoulders and asked gravely:

"Is that what you want Willow?"

"No!!" she barely squeaked, "No, no, no...what I meant was that they might see it as a solution if they decide that the Willow I was before would rather have died than end up like me."

Angel visibly relaxed and pulled her into his arms, holding her as if he feared she would shatter. Resting his forehead against hers, he promised her solemnly:

"They'll have to go through me, little one. I offered you my protection, and you'll have it for as long as you wish. But please, don't ever, *ever* joke about being staked. If it comes down to that, and you decide it's what you want...I'll do it for you. If this existence becomes too much for you, I won't let you suffer. But I hope it won't. I'll do everything I can to see that it doesn't, because I'm not ready to give you up just yet."

"Well, I'm not giving up, either. I just barely got started!" Willow declared emphatically, before she softened her tone and added, "Thank you again, Angel, for giving me a chance...I guess I can't stop saying that."

"Willow, this isn't a one-way street. You're giving me something, too," Angel murmured as he settled comfortably back on the pillows and drew Willow along with him. When she stared at him expectantly, he explained, "You're giving me the chance to make a difference."

Willow grinned mischievously and said, "I could go out and buy you a 'Save the Whales' poster, too, if you'd like."

Angel smiled back at her and urged her to rest her head against his chest as they prepared for their diurnal repose. As he looked down at her slight form cradled against him, bittersweet thoughts of his own, erstwhile sire filtered through his mind.

The lost soul who didn't want to be saved.

This time, he hoped it would be different.

******

The faint sound of footsteps on the vast parquet floor of the lobby roused Angel from his slumber some time in late-afternoon. He listened intently and discerned the familiar click of Cordelia's heels. Gently extricating himself from the sleeping redhead, he slipped out of bed, pulled on the clothes he had discarded on the floor that morning, and went out to speak with Cordelia before she could sneak out, unnoticed.

She was stealthily tucking a note atop several shopping bags filled with clothes when Angel emerged from his suite and approached her.

"Willow will appreciate those," he observed, startling her. Cordelia released a strangled gasp and nearly fell over, before whirling around and scolding him:

"Honestly, Angel!! Lurk much? Don't sneak up on me like that."

"Sorry. I just wanted to catch you before you left," Angel apologized, even as his eyes rebuked her softly for her near-successful effort to avoid him. "There's been a slight change in plans."

Cordelia's eyes narrowed questioningly for a brief moment and then widened suddenly in horror. "Oh God! Did something happen? Is Willow still...is she...?"

Realizing that Cordelia must have assumed the worst about Willow's adjustment to existence as a vampire, Angel rushed to assuage her fears. "Willow is fine, Cordelia. She's sleeping right now. I only wanted to let you know that I called Giles this morning and told him to send Spike back to L.A. I'm going to ask him to stay with us for a while."

"Spike?!" Cordelia stammered in disbelief, "You mean I'd-Just-As-Soon-Torture-You-and-Kill-You Spike? *That* Spike? What on earth do you need him for?!"

Angel shook his head. "It's what he needs me for. Apparently, a lot has happened in Sunnydale that nobody bothered to tell me about. Spike doesn't belong there anymore. He belongs here."

Something flickered in Cordelia's eyes, and her expression slowly resolved itself into a determined glare that Angel was all too familiar with these days. She was upset, and he knew she probably questioned his judgment. He braced himself for the onslaught that he knew was about to be unleashed.

"Well, this is just great! Angel, what are you, the founder of some kind of Humane Society for Abandoned Vampires?!" she fumed, "Willow, I can understand. But Spike? This is starting to be a *very* *bad* pattern with you. Look at what happened with Darla. You came this close to losing it for good."

"Cordelia--"

"Be quiet!" she interrupted sternly, "You turned your back on us once already for the sake of some misplaced loyalty to Darla. It doesn't work, Angel. You can't save everyone. But you can destroy yourself while trying. Don't go there again."

"I know it looks bad," Angel asserted, "But please trust me, Cordelia. I don't want to go down that path again any more than you want me to. I'll admit that I can't predict how this will all turn out, but it's what I need to do."

The willful brunette locked an unflinching gaze on him, until she finally sighed in frustration, "Angel, I'm worried about you."

He lowered his eyes apologetically. "I've given you good cause to worry."

Shifting in closer to him, Cordelia grasped his hand gently in hers and voiced a heartfelt plea. "Don't make the same mistake twice, Angel. This time, don't cut yourself off from us. Don't expect to shoulder the weight of the world without having someone else to lean on. That's what we're here for."

Glistening brown eyes looked up at her gratefully, as Angel drew her nearer still to place a light kiss on her forehead and murmur, "Thank you, Delia."

The Seer squeezed his hand to emphasize their shared commitment to each other and to a common cause. It had remained largely unspoken, but Angel's intimate gesture brought into stark relief the hesitant attraction that had arisen between them during the course of their shared trials against the forces of darkness. They remained in silent communion for the space of a few heartbeats before Cordelia broke away, averting her eyes awkwardly at the thought of a road that would never be traveled, and with some effort mustered her customarily chipper voice:

"I should get back to the other office. Gunn and Wesley might start wondering where I am....oh, and that reminds me. They stopped by yesterday evening and left your care packages in the employee fridge behind the front desk."

Cordelia's gaze remained uncomfortably diverted from his own, and Angel could only wonder what his co-workers had overheard of the previous night's activities when they had delivered the supply of blood. Before he could attempt to explain, however, Cordelia offered a quick, "see you later", and turned toward the hotel's grand entrance. Angel called after her:

"I'll be in touch, soon."

With her hand on the door, Cordelia turned and smiled. "Keep us up-to-date about what's happening with Willow, too."

After her departure, Angel gathered up the vast assortment of shopping bags that the brunette had left behind and toted them back to his suite, feeling somewhat like an overburdened camel in a caravan. He fully expected to find Willow still sleeping in his bed, but was taken aback to see her sitting in the nude, yoga-style, on the floor. Her eyes were closed, and although her lips moved in an almost imperceptible dance of speech, the vision presented by her posture was one of utter stillness and serenity. Angel was unwilling to take so much as another step, as though to break the trance would be an act of profanity in a sacred space.

The minutes passed, and still Angel remained frozen in place, watching Willow's silent meditations.

Without prelude, the young vampire's eyes were open as if they had never been closed. She smiled at Angel and, nodding her head at the bags clutched in his hands, mused, "That's a lot of clothes. I should have guessed, knowing who we sent to do the job."

As Willow shifted to her knees and then pushed herself up off the floor, Angel felt the need to apologize for intruding on her. "I didn't mean to interrupt. I didn't know you were..."

"It was a rejuvenating spell," Willow explained, "It clears the mind and focuses energy. It's kind of part of my morning routine...oh, well, at least it was while I was still human and...I guess since you mentioned drawing upon my past strengths, I thought I should keep it up..."

"Good idea," Angel agreed before asking, "Have you already helped yourself to some blood?"

"Not yet. If the spell is performed as the first act upon waking, it enhances any experience that comes after it. Meals are more fortifying, sensory perception is heightened, all kinds of good stuff."

"So this first bag will be--"

"--just as bland-tasting as any other bagged blood, only I'll draw a little more strength from it," Willow chuckled.

"That's a good thing, since you'll need your strength this evening," Angel warned sternly, although the effect was undermined by the grin that tugged at his lips.

"You're going to teach me to fight?" Willow's eager reply literally sang forth.

"We're going to start this evening," Angel confirmed, "So why don't you rummage through the things that Cordelia bought and find something comfortable and unrestrictive. Because as much as I enjoy seeing you like that," he raked his eyes over her still-undressed body, "I don't think I'd be able to concentrate on teaching you the necessary moves in that condition."

"Oh, I don't know," Willow countered smoothly, "I think you could teach me some *very* nice moves in this condition."

"None that would do you any good against a vampire who considered it his duty to stake a minion's minion. Now stop tempting me and go," Angel growled at her fondly. He kissed her tenderly as he handed her Cordelia's numerous finds and turned to retrieve some Red Cross pouches from the refrigerator.

Willow dumped the bags on the floor at the foot of the bed and sorted through them, eventually pulling out the requisite underwear, a pair of gray sweatpants and a tank top. She joined Angel for her first blood of the evening which, as she had hoped, was indeed more filling and energizing with the effects of her rejuvenating spell. The two vampires made quick work of their meal, and when Angel had changed into more suitable clothing himself he led her down to the spacious room that functioned as his own, personal dojo.

They began with a few simple hand-to-hand defensive maneuvers, which Angel demonstrated for her several times, explaining each motion as he went through it, before observing and correcting her efforts. Willow had to force herself to concentrate, and resist the temptation to give herself over to the pleasure of watching his body move. It took no small amount of discipline on her part, since she had never witnessed the male form arch and twist and strike with such balance and perfection.

His shoulder muscles contracted and released easily as he swung his arms in elegant arcs. With a posture that was less that of a fighter than a dancer, punch flowed seamlessly into kick. Each gesture was measured and precise, and executed with a deadly grace.

It was enchanting.

For over two hours, Angel guided her patiently through various routines. To her increasing frustration, Willow discovered that her resurrection as a vampire might have brought with it super-human strength, speed and agility, but her limbs were not automatically conditioned to execute the strategic moves that Angel was teaching her. As with anything, this was going to take practice. And lots of it.

"Freeze, Willow!" Angel barked at her sharply. She complied instantly, and he drew her attention to her stance. "Look at the way your feet are planted. Then at where I am. What do you see?"

In life, Willow hadn't been a fighter, so she had few memories on which to base any analysis of her bearing in combat mode. With uncertainty, she guessed:

"Um...my feet are too close together?"

"That, and your weight is thrown off. Your opponent could tip you over like that. But if you adjust your stance..." he explained, placing firm but gentle hands on her hips and nudging her into the correct posture, "...like so, you'll keep your balance. Lose your balance, and you could get staked. Now, let's go again."

Willow readied herself to recommence the exercise when she paused, suddenly aware of a strong presence elsewhere in the hotel.

Angel detected it as well and looked at his student soberly. "We're done for now. He's here."

"Spike," Willow whispered.

*****

The blond vampire who stalked into the hotel lobby was in a foul mood. Not only had he suffered abuse from the Slayer and her pathetic lot for more months than he cared to remember because of the bloody chip, but it had all come to an end with the Watcher sanctimoniously sending him packing back to L.A. It was like being chased out of Sunnyhell with his tail between his legs before he'd even had a chance to restore a little of his bloody dignity after that bloody humiliating confession to the bloody prim and untouchable Slayer. Cor, this chip must have made him completely daft -- what was he thinking?!

And it was the damned Poof's rotten sense of timing that had yanked him away from the Slayer and her little pep squad before he'd had a chance to remind them all how he'd earned his reputation as the Big Bad.

"Peaches!! Where the bloody hell are you?!?" Spike bellowed. His irritation climbed steadily at the fact that his sire didn't even seem to be concerned with being here to explain the sudden marching orders.

"Keep it down, Spike, I'm right here," Angel answered as he strolled in from the basement dojo.

A caustic remark was poised to spring off the tip of Spike's tongue when his eyes fell upon the figure trailing slightly behind his sire. Certainly a familiar face, but in an entirely unexpected package. He let out a low whistle, and muttered, "Bloody hell."

All three vampires held their positions as an uncomfortable silence hung in the air. At last, Spike shook his head incredulously and spoke again:

"A sodding minion got to her, eh? And here I'd always rather thought that I'd be the one to do the honors. Well, I can see why you called me, mate. Couldn't bring yourself to do the job yourself, what with the soul and all, could you?" Spike moved slowly toward Willow, with the deliberate tension of a panther tracking its prey. "Just hand me a stake and I'll take care of it nice and proper."

"Angel..." Willow hissed nervously.

"It's all right, Willow," Angel reassured her as he stepped closer to her, shielding her from Spike's advance, "You're under my protection. Now that Spike knows this, he won't do anything to hurt you since I'm *sure* he knows what happens to anyone who harms an individual I've promised to protect." Angel fixed a cool, resolute stare on his lethal childe. "You remember Alexei, don't you, Spike?"

With this remark Spike halted abruptly and his entire demeanor changed. He diverted himself from his previously menacing approach to Willow, strode over to an overstuffed armchair, dropped down onto it and lit himself a cigarette.

Glaring up at his sire with contempt, he drawled, "You've got to be bloody joking, Peaches. What on earth ever possessed you to take *that* under your protection? No, let me guess. She showed up on your doorstep like a poor little abandoned kitten, and you felt an obligation to her precious, innocent memory. Is that what happened? You know as well as I do that *this* isn't that girl anymore. Let me put it out of its misery -- you'd be doing it a favor."

"The name..." Willow seethed at him furiously, "...is Willow. I am not an 'It'."

Before Spike was able to hurl a condescending retort at her, Angel intervened. "I know what she seems like to you. But there's more of the old Willow in there than you think, and we're going to help her get stronger -- strong enough to survive."

"We? *WE*?!! What do you mean by *we*?" Spike demanded ominously.

"You're going to help me."

"The hell I am!!" Spike responded with such force that he nearly flung his cigarette across the lobby. He was back on his feet, drawing himself up to the most intimidating height he could muster.

"You're going to help me, childe," Angel repeated, emphasizing his claim as sire over his rebellious, erstwhile companion. "In turn, I'll help you."

"Like I need your help," Spike sneered back at him defiantly. "Anyway, what do you need me for? I can smell you all over each other, so you've obviously been feeding her. I know you can teach her to fight. What more could you possibly be needing my services for?"

"I can't teach her to hunt..."

Spike's interest surged at this revelation, and he marveled at what could have persuaded the Great Poof to abandon his scruples about taking human life. However, any elation he felt at the prospect of a good round of vicarious bloodletting, courtesy of Willow and with Daddy's blessing, was shattered when he heard the next words from his sire's mouth:

"...and you do need me, William."

That voice. That name.

It was from a time that had long since passed. A beautiful, wonderful time that had ended with the arrival of the Soul. And Spike had worked so hard to forget, to shove aside that painful loss and bury it beneath bitterness, decades of wandering from massacre to massacre with his Dark Goddess, and a stubborn tendency to track down his once-magnificent sire and torment him from time to time. The Poof had never evoked their glorious past in this manner.

Yet now he chose to summon up...everything...with only a few words.

Spike looked deep into Angel's eyes and, seeing the compassion and regret lingering there, the truth finally hit him. In a voice laced with venom, the blond vampire addressed Willow directly for the first time since his arrival:

"You told him."

"He asked," Willow replied simply.

The only thing that quelled Spike's urge to lunge at the slight redhead and rip out her throat was Angel's earlier warning about ending up like Alexei.

Bloody hell, he needed to hurt something! Very, very badly...

When Angel saw his childe ease into a deceptively calm stance and caught the cruel, mercenary glint in his eyes, the elder vampire knew well enough to be deeply worried.

"We both know you could force me, Angelus," Spike acknowledged coolly, deliberately addressing his sire by his former name, "But we also know that it would be exceedingly messy...you never know what *innocent* bystanders might get caught in the cross-fire," he continued with a menacing glance at Willow, "But with the proper incentive, I might be persuaded to do this voluntarily."

"What kind of incentive?" Angel asked, matching his childe's low, deadly tone of voice.

Rather than answering the elder vampire, though, Spike turned to Willow and stated flatly, "You. One night. For as long as it takes until I'm bloody good and done with you."

"NO!!" Angel roared as he threw himself at Spike and landed a crushing blow to the younger vampire's skull. The force of the impact sent Spike staggering backward but he maintained his footing and rushed back at Angel with blinding fury. Locked in combat, they struck at each other mercilessly until an angry, resolute shout halted them.

"Stop it! That's *enough*!!" Willow demanded sternly. "This won't solve anything. Besides, as the central player in this sordid melodrama you two seem *determined* to work out with your fists, I think I have the final say in the matter."

"Willow, you don't have to--" Angel cautioned her, but she dismissed his warning with a declaration that brooked no argument.

"It has to be *my* choice," Willow insisted, "I know I don't have a great deal of choice about my situation, thanks to the no-good sire who started me out at a disadvantage. I want that to change, and if there is a way for me to make it happen, no matter how unappealing, I want to be the one to consider my options and make the decision."

"Please, don't do this, Willow. Don't deliver yourself into his hands like this. I know Spike in this mood...it won't be pleasant," Angel begged, fearful of the damage that his vicious childe could inflict on her.

"You wound me, Peaches," Spike taunted wickedly, "I could have sworn that you rather liked me in this mood."

"Oh, cut it out, Spike!" Willow snapped, exasperated, before she softened her tone and attempted to soothe her mentor. "Angel, I appreciate that you want to protect me from him...and I don't doubt that I need it right now. But eventually I'm going to have to be able to rely on myself, even in situations I might not be fully prepared to handle. You can't always be there to look after me."

Even with centuries of experience at mastering his emotions, Angel couldn't prevent the pain that Willow's words caused him from flickering briefly across his face. Of course, it came as no surprise to him when Spike detected it and pounced.

"Score one for you, luv," he chuckled appreciatively, "You hit him where it really hurts. The Poof *hates* the idea that he can't save everything he cares about."

"Fuck you, Spike," Angel growled, his eyes flaring demon-gold.

Spike winked at him and twisted the knife still further. "Not just yet, mate. Maybe later. So, little minion...what'll it be?"

"Refresh my memory," Willow replied coolly, "What exactly are the terms and conditions of this deal?"

Angel gritted his teeth at the smug, triumphant grin that stretched across Spike's face.

"Very simple. A trade. I keep you for one night, to do with as I please. In return, I help the Poof toughen you up so that you stand half a bloody chance at survival."

Willow stilled her nerves, exercising the same restraint that had served her so well in the lair a few nights earlier, and nodded. "Agreed."

Helpless to deter Willow's chosen course of action, or to persuade her that it wasn't a *choice* when it involved this degree of coercion, Angel stalked over to Spike and grabbed his devious childe brutally. One powerful hand drew his stubborn, blond head within intimate reach of the elder vampire's mouth, while the other gripped Spike's ass and pulled him flush against Angel's hips. Brushing his lips across his childe's ear, Angel whispered a deadly warning:

"I promise you, my boy, anything beyond a few bruises or welts, and I will make sure you feel every single blow you inflict on her. A fracture for a fracture. Wound for wound. Blood for blood. And if she's scarred permanently, I'll stake you myself."

Letting his true face emerge, Angel sank his fangs savagely into Spike's neck, reasserting his authority as sire. Almost immediately, he felt his childe's familiar response as Spike hardened against his thigh. The younger male struggled to contain his moan, furious at Angel for humiliating him like this in front of Willow, but unable to resist the delicious sensation of his sire bending him to his will. He gasped softly enough for Angel's ears alone to hear, "Agreed."

Angel released him, but not without difficulty. It had been a century since he'd tasted Spike's blood, and in that time it had become that much more potent. Their mutual reactions to each other proved a heady mixture for him, and for a split-second Angel contemplated offering himself in Willow's stead. As he looked at his childe, he realized that Spike knew exactly where his thoughts had turned and even appeared mildly tempted. But Willow had made it clear: it mattered to her to be able to do this on her own, even if it promised to be unpleasant.

At last, Spike recovered his original cockiness and quipped, "Right. We'll need a room."

"There's one made up just past my suite," Angel replied evenly, clenching his jaw as he watched Spike stride away, taking Willow with him.

Angel prepared to undergo his own form of torture that evening.

*****

Willow had barely set foot inside the sparsely-furnished room when she heard the door slam shut and Spike order in clipped tones, "Clothes. Off. Now."

She turned to stare at him dubiously as she mentally prepared herself for what she imagined would follow. It was as though she were back in the motel room with her sire on that first night. However, Spike must have perceived her hesitation as an act of defiance, for the next thing Willow knew, her throat was encircled by an iron grip and she was being lifted off her feet by a very angry demon. She looked down the powerful arm that held her aloft and into fiery yellow eyes as Spike rumbled dangerously, "Don't test me. Strip, or I'll do it for you."

Abruptly he dropped her to the floor. Although she fumed silently at the rough handling, Willow moved quickly to undress herself, figuring that she would just have to hold her tongue and, eventually, the evening would be over. After all, as much as she loathed the idea, she had agreed to this.

Almost before she realized it, Willow found herself flat on her back on the bed. Spike didn't bother to undress himself, but merely unzipped his fly and thrust into her furiously for about ninety seconds. The only indication that he'd achieved his release was the sudden, final jerk, after which he grimaced in pleasure for a few moments, and then pulled out of her. Willow was left wondering what on earth had just happened, but had little time to ponder their whirlwind coupling because as soon as Spike had re-zipped his jeans, he yanked her to her feet and dragged her to the bathroom.

She was confused still further when he ordered her to climb in the bathtub, where she huddled, waiting, while he returned to the bedroom and rummaged through the closet. When he came back with an extension cord, Willow watched, dumbfounded, as he bound her wrists tightly and then tied them to the plumbing.

"Nice and comfy, I hope?" Spike taunted her. "Let's see how you like it for a change."

And with that he flipped off the light switch, sauntered out of the bathroom and pulled the door shut behind him, leaving Willow sitting in the tub, alone, in the dark.

The symbolism was not lost on her, and she set her jaw grimly. So he was out for a little payback, and she happened to be the only available target from Sunnydale. Fine. She could handle this, if this was his idea of revenge.

Although something told her that this was just the beginning.

Ten minutes passed. Then twenty.

She sensed his presence returning to the room, and smelled the faint aroma of blood. He must have found the recent delivery that Angel's co-workers had left in the employee refrigerator. Willow recognized that this was just another form of torture. Her hunger gnawed at her and bid her struggle against the bonds that restrained her until she broke free and could tend to her own feeding. It was Spike's way of ensuring that she experienced every ache, every pang, every humiliation he had felt while at the mercy of the Slayer and company.

So she resisted the urge to howl in frustration and rattle the pipes. She was determined not to give him the satisfaction.

After another forty minutes, the bathroom door opened and Spike entered, flipping on the light before he approached his obstinate captive. Willow forced herself not to stare at his now-nude body, and denied herself the luxury of admiring his lithe, graceful movements, despite the fact that like his sire, he exuded an intoxicatingly-potent signature. Instead, she feigned boredom and stared disinterestedly at the sink.

Spike deftly undid the cord that bound her wrists to the plumbing, but left her wrists constrained. He tugged upward on her bonds, and wordlessly, Willow complied by rising to her feet and stepping out of the bathtub. Exploiting his advantage as an older, more powerful vampire and the appeal he knew he held for her latent, demon instincts, Spike drew her body intimately against his. He then leaned in close, until his lips hovered tantalizingly near hers, and teased her with the scent of the blood he had recently consumed. Willow nearly shook from the effort it took to subdue her hunger, and Spike smirked triumphantly.

"You enjoy it, don't you?" he whispered seductively in her ear. "Feeding from Angel...it's so much more satisfying than bagged blood. The rich taste...the power...there's nothing quite like a Master's blood, is there, little minion?"

He taunted her yet further, raising his wrist and holding it within lunging distance of Willow's trembling lips. "Do you want this, Willow?...Do you want to taste me, drink me down and let my strength flow through your veins?"

Willow's control slipped, and her tongue darted out of her mouth and eagerly licked her lips. However, it was all that Spike needed to feel satisfied that he had achieved the desired effect, and he withdrew his wrist abruptly and sneered, "It's too bad that I don't feel much like sharing this evening."

With that, he dragged her back to the bedroom, shoved her to her knees in front of the closet door, and lashed her wrists to the doorknob. Willow viciously clamped down on her nerves, not wanting to reveal the slightest trace of fear, despite the fact that she now had a clear, terrible premonition about what would come next.

Her suspicion was confirmed when she detected the swift whisk of a leather belt being yanked through fabric belt loops on pants.

The first stinging blow caught her across the right shoulder, and Willow bit her bottom lip to keep from crying out.

"That," Spike snarled bitterly, "was for the Slayer, the bloody thorn in my side. *This* is for her sodding prick of a Watcher."

Harsh, angry blows rained down on Willow's back, shoulders, buttocks, hips, and thighs, each one marked with a succession of names or grievances in Spike's litany of revenge against every memory associated with Sunnydale.

"This is for the damned Initiative and their bloody chip..."

*Crack*

"...for Xapper the brainless git..."

*Crack*

"...chaos demons..."

*Crack*

"...the robot bint..."

*Crack*

By the time Spike tossed aside his belt and hauled Willow over to the bed her face was streaked with red, bloody tears. The pain had overwhelmed her self-control after the twenty-sixth stroke, but Willow took a small measure of comfort in the fact that she hadn't screamed. That, at least, she had been able to deny him.

Without missing a beat, Spike centered himself between Willow's thighs and commenced a prolonged assault on his reluctant partner. Willow soon discovered his tactic for humiliating her.

And so help her, his strategy worked.

He took her in a number of positions, but did so in a way that made her feel like an accessory. Although he elicited moans of pleasure from her as his lips and teeth traveled across her body, he never once kissed her full on the mouth and rarely bothered to look her in the eyes. He treated her as if she weren't really there, as if above the waist she was nothing more than an afterthought. The worst, though, was the deliberate, torturous method he used to bring her close to release without ever letting her complete the crest, despite the fact that he himself came more times than Willow cared to count.

In other words, he demeaned her and used her for his own gratification. Then, he discarded her with the same indifference he might show a used condom.

It was nearly dawn before he finished and shoved her unceremoniously out into the hallway.

As she walked back to Angel's suite, clutching the clothes that she had not bothered to put back on, Willow's throat tightened painfully and tears stung at the corners of her eyes. She berated herself for caring, for revealing her weakness, but learned that she did indeed still possess the human capacity to feel.

She could still feel hurt.

Angel was waiting for her in the doorway to his quarters, and drew her into a reassuring embrace when she reached him. Sweeping her up in his arms, he carried her to his bed and then eased down onto it, cradling her against his chest. Knowing that his lover was exhausted and heartsick after her night with his childe, Angel refrained from speaking and simply held her head close to his neck, urging her to satisfy her own needs. While he ran his fingers tenderly through her hair, she drank from him as if she were seeking her redemption, until her body began to relax and she slowly drifted off.

*****

Upon waking the following afternoon, Willow found Angel hovering over her with a sympathetic, protective expression in his eyes as he gazed back at her.

"Hey," he murmured softly with a smile.

"Hey back," Willow grinned, although when she moved to sit up the residual soreness on her back elicited a grimace of pain.

All traces of the smile vanished from Angel's face and were replaced by deep concern. Turning her gently so he could examine the welts on her back, which were already fading due to the resilience of her vampire physique, he asked, "Are you willing to tell me what he did to you?"

She shrugged. "You can pretty much see the extent of the damage there."

"Can I?" Angel pressed, turning her back to face him and caressing her cheek with his palm. "Spike excels in exploiting vulnerability and inflicting wounds that aren't visible on the outside."

Willow smiled sorrowfully at how well Angel knew his childe, and reflected briefly on what she would tell him, and what she preferred to keep to herself.

"Let's just say he reminded me why I hated my sire," she offered slowly. "I don't like being treated like a *thing*...and we'll leave it at that. I'd like to put it behind me and concentrate on everything we've been doing to help me get stronger."

Admiring her determination, yet wishing that there was something more that he could do, Angel respected her wishes and leaned forward to place a kiss on her forehead. They shared a warm smile before climbing out of bed to dress in their workout gear and prepare for another sparring session. Willow once again performed her rejuvenating spell and then joined Angel for a mug of blood.

While Angel explained that it might be best for them to stick to a few less-strenuous routines until Willow's back had fully recovered, the two of them became aware of human presences in the building. Assuming that Cordelia, Gunn or Wesley had stopped by to check in, the two vampires proceeded to stroll out to the lobby. However, they hastened their pace when they heard voices raised in alarm followed by a loud crash. When they burst out into the lobby prepared instinctively to fend off a potential threat, both Willow and Angel halted abruptly and stared at the scene before them, completely dumbfounded.

Irritably, a very naked Spike looked up at them as he lay pinned to the floor by one very enraged Xander Harris and demanded, "Don't just stand there, get this wanker off me!"

*****

Spike had awakened earlier that afternoon feeling more like a demon than he had in several months, and he relished the change. Nothing could lift his spirits quite like a good spot of violence -- particularly when it also happened to be vengeance. He figured the Poof would be along to pound him eventually for whipping the little chit, but it was worth it. Hell, he'd needed it after what the Slayer and her lackeys had put him through.

Of course, it didn't hurt that the redhead was hiding a real vixen beneath that unassuming exterior.

He had no doubt about that. Spike was experienced enough that wrenching screams out of a minion normally posed little challenge. So it intrigued him that she had somehow mustered the strength (or stubbornness) to hold it in, despite the fact that he had delivered a fairly vicious beating.

She fought him every step of the way...and it drove him absolutely wild.

At that point, his need to take out a year's worth of misery at the hands of a pathetic band of adolescent humans had given way to a much more primal need to make the enticing creature at his feet submit to his will. If he couldn't make her scream one way, he'd bring out other, more sensual screams that would satisfy them both. He'd make her beg.

But she hadn't begged.

Oh, she'd moaned.

She'd writhed and bucked something wicked, alright.

But she wouldn't beg.

Spike lost count of the times he'd brought her right to the edge and left her hanging, determined not to give her the release he knew she was aching for until she screamed for it -- for *him*. Frustrated at his inability to get through to her, he'd finally sent her on her way.

And then he'd spent much of the morning staring at the ceiling and gritting his teeth, feeling edgy and dissatisfied.

Still, after he'd awakened in the afternoon, he'd felt revitalized. In a much better mood than he'd been in when he first arrived in L.A., he wandered out to the refrigerator he'd found behind the front desk in the lobby, to fetch a quick drink of O positive. Not anticipating that he'd encounter anyone other than the Poof or the little vixen, he didn't bother to put on any clothes. If he happened upon either of them...well, even with the Poof mad at him, the possibilities were rather tantalizing.

However, he most certainly did not expect two of the Slayer's side-kicks to waltz in on him, unannounced, as he stood in nude glory with a trickle of blood running down his chin and a half-devoured Red Cross pouch in his hand.

Tara simply froze in place, while Xander did a quick about-face and, keeping his back to the brazenly-naked vampire, blurted out awkwardly, "Okay, we can add this to the list of images I don't need romping around in my mind."

"Yeah, well who invited you?" Spike retorted, not terribly keen on the idea of the boy retaining this vision of him, either. "What the bloody hell are you doing here?"

Still riveted to the floor, her eyes wide, Tara managed to stammer, "W-we're here to s-see Willow. When Angel wouldn't tell us w-why she wasn't coming home, we were w-worried that something was wrong."

"Is she here?" Xander added over his shoulder, careful to direct his eyes at anything but Spike. "Have you seen her?"

"Oh, I've seen her all right," Spike gloated, unable to believe the wicked stroke of luck that had presented him with another chance to get even with the Sunnydale crowd. "I've seen every inch of her there is to see. And she's definitely here somewhere. By the time I was through with her, she was probably too tired to do more than crawl back to Peaches."

Forgetting the "ick" factor in seeing the blond vampire au naturel, Xander pivoted one hundred and eighty degrees and fixed him with a cold stare. "What did you say?"

"She takes a beating like a real pro," Spike continued lightly, "And she's got stamina -- Cor, what a ride!"

Xander seemed to relax, obviously assuming that Spike was manufacturing the vulgar scenario just to provoke him. "Keep your sick fantasies to yourself, Spike, and just tell us where to find Willow."

"Oh, you think I'm joking?" came Spike's amused reply, "Well, that's a shame. Although it will make it all the more priceless when you see the new-and-improved Willow and realize that I meant every word I said."

For a brief, terrible moment Spike's words hung in the air between them, as Xander attempted to dispel the sickening feeling that there was a small, twisted measure of truth to what the vampire had said. It had been the suspicion that something was wrong that had caused the youth and Tara to make the trip from Sunnydale to L.A. in the first place. Xander finally decided that whether or not the vile insinuations were true, his patience with the arrogant demon had run out.

"You know, Spike, I should have done this the minute you got chipped," Xander spat out contemptuously as he stormed over and punched Spike in the face. "And every night since then. Now, are you going to tell me WHERE Willow is?! Huh?! Where the HELL is SHE?!"

Xander's interrogation was punctuated with several more punches that the chipped vampire was unable to deflect, much less return. In his effort to stay just out of Xander's reach, Spike backed up into an end table and sent a lamp crashing to the floor. The Red Cross pouch sailed out of his hand and landed with a splat, rendering a sanguinary Jackson Pollack on the floor's surface. Within the span of a heartbeat, Xander had knocked him down and began pummeling him.

And so Angel and Willow found him when they dashed in to investigate the commotion.

"Don't just stand there," Spike bit out impatiently, "get this wanker off me!"

*****

<Oh, no...> Willow cringed inwardly, not yet prepared to explain her condition to her Sunnydale companions. <Why did it have to be now?>

Seeing his friend apparently safe and sound just a few feet away from him, Xander gave Spike one final, disgusted shove and then stood up to approach her.

"Hey Wills," he said tentatively.

"Hey." Willow managed a weak grin.

"Spike, go put something on," Angel hissed, scowling at his troublesome childe. No one paid much attention as the younger demon left, as all eyes were riveted toward Willow.

"H-how was the conference?" Tara asked her somewhat uncertainly.

"It was great! You have to meet these two witches I had dinner with -- Hannah and Cyrene -- they have some really great healing spells, and they exchange e-mail with a Druid in Brittany," Willow spoke animatedly, postponing the inevitable by hiding behind her enthusiasm for *most* of the weekend's events.

"Wow...they sound really cool," Tara agreed, even as she recognized that they were all dancing around...something...she wasn't quite sure what.

"Yeah, that's great," Xander piped up, "So...we weren't planning on staying long. Wanna hitch a ride back home? We've got the car out front."

Willow bit her lip. Angel was on the verge of offering an excuse for her, when she murmured softly:

"I can't go back with you, Xander."

Her best bud looked back at her, fully aware that there was a problem, and waited for her continue. As she struggled to think of the best way to tell Xander and Tara what had happened without alienating them completely, Xander attempted to lighten the mood by joking, "Don't tell me Cordy has got you all fired up to leave the vamps and demons and zombies behind and go after that break-through role that will make you a star..."

It was a remark that should have elicited at least a grin, but unfortunately the idea of leaving the world of the undead behind hit too close to home. Willow finally resolved that she should "just do it", and counted on Angel to back her up if needed.

"Actually, that would be kind of difficult, Xan," she observed wryly, "Something kind of happened after the conference."

"Are you okay?" Tara asked, her brow furrowed with concern.

"Well...that depends on your definition of okay. Guys, there's something I can do that will explain this really quickly...but then it's going to take a bit longer to explain...why I can do what I can do that will explain things..." came the rather confused babble from Willow's mouth.

"Uh, Wills...I've known you for nearly all our lives, and that's right up there with one of the most confusing things you've ever said," Xander stated warily.

"I know, but this isn't even something *I've* fully come to grips with yet, so it's really hard for me to come up with a really clear explanation," she protested.

"Umm...so, what is...what happened?" Tara brought them back to the main point.

Resigned, and sensing that Angel had moved closer to her in order to support her against their reactions, Willow let her demon face come to the fore.

Both Tara and Xander stepped back in horror, too stunned to respond. Willow decided she would spare them the need to speak and continued calmly:

"It happened while I was waiting for a bus after dinner. I haven't had that long to adjust to it myself, so I'm still figuring things out, but Angel has promised to help me. I never would have believed it, but there's a lot to learn about being a vampire. Or, at least, the kind of vampire I am."

Dazed, Xander began backing away again and shaking his head. "No... no, this isn't happening...you can't be...oh, God, Wills!..."

His body went into shock. All of the blood drained from his face, and his limbs went numb. The sudden drop in blood pressure coupled with his racing pulse soon took its toll on his system, and Xander doubled over and heaved onto the floor.

Tears traced a silent path over Tara's cheeks as she absorbed all of the implications of the transformation that her lover had undergone. There hadn't even been time to say good-bye. No chance to do whatever it was that lovers did when they were parting ways. Tara didn't quite know why, since she wasn't even sure that the vampire in front of her retained anything of the gentle, caring woman who had enriched her life, but she found herself whispering:

"I love you, Willow. I don't know if that means anything to you now, but..."

Willow, who had resumed her human face, nodded back at her. "I remember what it meant. I...can't feel that anymore. Without my soul, it's hard to feel the same way I used to. But some things might come back to me in time...I just need to re-learn."

Although Tara smiled briefly in acknowledgment of Willow's words, she began to cry even harder. The situation was too starkly, horribly real. It wasn't anything they had been prepared to handle.

Xander, who had recovered somewhat and returned to Tara's side, placed a reassuring hand on her arm. His eyes still heavy with grief, he looked at the deceptively-human face of his life-long friend and asked, "So what happens now? I mean...as much as I wish this were another crazy mix-up with an alternate universe...I guess I know that it isn't. The Willow I knew is gone."

"Some of her is still here," Willow countered. "Angel is going to teach me to survive, but he also thinks that we can recover some of who I was before, and use it to help control the demon."

"Not that I have any problem with that...but how is that even an option? I mean, I would have thought you'd just be all...grr..." Xander confessed.

"Willow's demon doesn't exert full control over her. It's a long story," Angel explained, choosing to join the conversation at this point. "But what it comes down to is that she isn't an ordinary vampire. There is a possibility that her human personality can be cultivated to play a dominant role."

"Hmm...dominant....now there's one we forgot to try last night, luv," Spike mused coyly as he strolled back toward the group, fully-attired.

"Oh, God!" Xander breathed, horrified as the blond vampire's earlier taunts returned to him.

"Sorry, Xapper, but He wasn't party to any of it," Spike leered at him, fully enjoying the pale, drained look on the boy's face. Just how a human should look...

"You told him," Willow hissed, her voice thick with betrayal and fury.

"He asked," Spike sneered, mocking her with an echo of her own words.

Xander turned a stricken face toward Willow and fought back stinging tears. He had yet to come to terms with the fact that he wasn't looking at his old friend, but at a demon who wore her body. A demon tempered by the vitality of Willow's own personality, but a demon nonetheless. That alone was something he still had trouble accepting as real, but to think of her with Spike...to think of what Spike must have done to her...No! How could Angel have let that happen, if he truly believed that the old Willow was still there? That Willow had been sweet, compassionate...too good to be sacrificed to the twisted impulses of that monster!

His sense of betrayal darkened his voice as he shifted his gaze to Angel and demanded bitterly, "How could you let him...*use* her?! Is *that* why you told Giles to send him out here?!"

"No!" Angel protested violently as the youth's accusation burned him like the sacred host. Before he could tell Xander how deeply he regretted his inability to shield Willow from his sadistic childe, however, Willow herself spoke up.

"Xander, it was my decision."

A minute elapsed before Xander could bring himself to respond to Willow's admission. When at last the painful knot in his throat had subsided enough to allow words to slip through, he could only ask:

"Why?"

"It was a bargain. I know it's hard for you to understand, but I weighed my options and decided that I wanted certain advantages that I stood to gain in return."

"Tsk, tsk, don't be so bashful, luv," Spike chided her, "It was my irresistible charm...or, maybe that powerful blood that a minion like you can't help but crave."

"Fuck you, Spike!" Willow growled at him in warning, her patience wearing thin.

"Is that an offer? Very well, I accept," he insinuated with a gleefully wicked smirk, relishing the response to his pointed provocation. It gave him tremendous satisfaction to sense how close the redhead was to snapping, and to see the boy nearly in tears at the horrible visions his imagination summoned of his friend, so innocent in life, subjected to the dark passions of a demon like Spike.

"Tread carefully, Spike..." Angel hissed at him with unrestrained menace. He had been worried that the deal Spike had coerced Willow into accepting would be but the beginning of his childe's campaign to torment her, and now his suspicions seemed more than confirmed. However, before Angel could provide Spike with a detailed account of the torture he should expect to receive after their guests had departed, Willow asserted herself.

"No, Angel, let me handle this," she insisted, "I think someone needs a lesson in respect."

The blond vampire was taken aback, and arched an eyebrow warily at the very pissed-off minion who would presume to teach *him* a lesson.

"Spike, you are a total rat," Willow smiled at him wickedly as she continued with the determination of one lecturing a misbehaving child, "And I've had about enough. I let you push me around last night because I wanted, and still want, your help in adjusting to my new status. Our agreement was for one night, but you still seem to think you can walk all over me. It's time for you to learn who you're dealing with. I may be a minion, but I am *not* your punching bag. So, you'd better learn quickly -- act too much like a rat, and you might find it hard to break the habit."

With a small flourish, Willow cast her spell and turned the dumbfounded, peroxide blond vampire into a bleached-white rodent.

Angel, Tara, and Xander all dropped their jaws simultaneously.

Spike, the rat, huddled on the floor, sniffing the air in confusion. Then he suddenly scurried over and bit Willow on the toe. She hissed and jerked him up by the tail, dangling him from her fingers several feet above the floor.

"How do *you* like being yanked off your feet like a rag doll by something bigger and stronger than you, you big bully?" she cooed at him sweetly.

Angel's laughter rang out through the entire lobby, and he beamed with pride at Willow's creative solution to her Spike problem. His temper had been waning thin with each opportunity Spike had taken to provoke or harass Willow. He knew that Spike would continue to badger her relentlessly, even if Angel had beaten him within an inch of his unlife, and that nothing he might do or say would cause the blond vampire to ease up. Angel understood Spike all too well. His childe treated weakness with contempt, and only bestowed his respect upon those who had passed through hell to earn it. In this regard, Spike probably presented Willow with her best example of the attitudes she would have to be prepared to face among her kind. As a fledgling vampire, Willow was no match for him, and Angel had no doubt that Spike would have rubbed her nose in it at every turn.

But apparently, as a witch, she was more than his match.

Angel continued to grin broadly at the elegant manner in which Willow had drawn the line in the sand. And although he fully expected Spike to sulk for a while, the elder vampire had no further concerns about his treatment of Willow, or about her ability to hold her own.

Willow set Spike back down on his leather duster, which had pooled instantly on the floor at his metamorphosis, and cautioned him sternly, "If you bite me again, I'll put you in a cage and drop you off at UCLA's Biology Department to see how you deal with the Freshman 101 lab on dissection."

Spike demonstrated a considerable amount of perspicacity for a rat and stayed put.

"You--you've been practicing," Tara stammered, still so numb from the multitude of revelations she'd been inundated with that she could do little more than note the obvious.

Casually, as if she hadn't just performed a spell formidable enough to reduce a Master vampire to a small, fuzzy creature, Willow nodded and explained, "After the...uh, Glory incident, I figured I needed more control. I've been working on it. But I think the demon actually helps -- I can almost *feel* the magic working through me."

At the mention of her demon nature, Xander and Tara winced awkwardly.

"Sorry," Willow apologized, "In some ways, it already feels natural."

"This is it, then..." Xander breathed, acknowledging her condition with dreadful finality. "You really won't be coming back."

"Not just yet," Willow affirmed, "But maybe someday."

"Can we...stay in touch?" Tara asked hesitantly, "I mean...could you let us know how you're doing...maybe call or e-mail...?"

"Yeah," Willow smiled at the shyness in her former lover's voice, "I'd like that."

It became clear to all of them that it would be best for Xander and Tara to return to Sunnydale. After a brief discussion of how they should break the news to Giles, Buffy, and Willow's parents, in which it was agreed that Buffy shouldn't come to see Willow herself until the young vampire could be more sure of her self-control, the two humans managed, albeit tentatively, to hug their altered friend good-bye.

In that simple, bittersweet gesture were mingled both acceptance and loss.

*****

Willow left Spike in his diminutive, furred state for a full twenty-four hours, partly to make certain that he knew she meant business, and partly because such a major spell left her feeling somewhat weakened. Angel insisted that they forgo her training until she had recovered her strength, and instead lured her back to his room to feed.

She needed little coaxing. After the awkward reminder of her past life presented by the visit from Xander and Tara, Angel's blood offered the comforting oblivion of passion. And Angel himself was amazingly insightful as a lover, patiently experimenting with touch, with different degrees of gentleness and force, until he became expert at building her slowly yet inexorably to rapture.

As they reclined intimately after a period of frenzied coupling, with Willow resting against Angel's broad chest and suckling at his wrist while he stroked her hair with his free hand, neither of them noticed a small, white rat who hunched in the corner and observed quietly.

*****

The following evening, Willow restored Spike to his normal state. He stared at her sullenly as she extended his leather duster to him and said, "Truce?"

Her former tormenter shrugged on the duster nonchalantly and then continued to regard her coolly, his arms folded defiantly across his bare chest. Willow attempted to match his unswerving gaze, but flinched inadvertently and let her eyes momentarily wander south.

Spike arched a thin, sculpted eyebrow at her and replied, "Truce."

*****

For the next several weeks the three vampires fell into a routine of intense sparring and companionable co-existence. At times, Spike lapsed and took to bullying Willow, whereupon Angel delivered a sound thrashing. For her part, Willow discovered exactly how much she had learned about vampire relations when she realized that sometimes Spike did it on purpose, just to elicit that sound thrashing from his sire. Oddly enough, it allowed her to relax around him, as if there was solidarity in their shared craving for the senior vampire's touch.

And Willow had no illusions about how those thrashings ended.

The mingled scents of the two males' arousal often filled her with an overwhelming urge to abandon the safety of the premises, stalk the night and kill. Only Angel's warnings about the risk of encountering other vampires on her own, before she was fully prepared to defend herself, had quelled the impulse.

Finally one night, after Willow had managed to bring a stake right up to Angel's chest in a lightning-swift gesture during a practice bout, her mentor agreed that she was ready. And if Willow basked with a sense of accomplishment, Spike was downright giddy at the prospect of going out to prey on the living.

"I can still remember taking Dru out for her first real hunt," Spike waxed nostalgic, "Bloody hell, this will be just like old times!"

"Don't get carried away," Angel instructed, "And if you run into Wesley, Gunn or Cordelia, don't say a *word* about what you're doing. They wouldn't understand this."

Spike scowled at him petulantly, but didn't challenge his orders. Instead, he turned to Willow, grabbed her by the hand and pulled her after him, whispering conspiratorially, "Come on, luv, let's get you dressed to kill before Daddy decides to give us a curfew, too."

Angel smirked in wry amusement at his headstrong childe and drawled, "Be home before dawn."

"Don't wait up, mate," Spike fired over his shoulder as he and Willow made their way toward Angel's suite. As they passed into the sitting room, Willow gestured toward the couch and told Spike to have a seat while she changed.

"Why the modesty, luv? I've seen it all before," he quipped, somewhat bewildered.

Willow flashed him her "resolve" face and answered firmly, "That's not a subject you should bring up if you like walking upright. And even so, we've been through this already: the agreement was for one night. It didn't give you carte blanche to me or my body. Now have a seat. I'll be out in a few minutes."

Spike was stunned. For a few moments, his face was frozen in a mask of indignation before he sputtered, "You...little....wench! You think you can treat me like some bloody *minion*, to dismiss at your whim?! I've half a mind to leave you on your own. Go hunt, princess, and get yourself dusted for all I care!!"

"Oh, you'll come with me all right," Willow fired back at him smoothly, "Because you haven't been able to hunt in over a year, and you want this more than I do."

The blond vampire was completely still, and all emotion drained from his face except for his eyes.

They held the look of death.

In a low, menacing tone Spike threatened, "That's not a subject you should bring up if you like having your head attached to your shoulders, little minion. My sire may be forcing me to make something better out of you than the *pathetic* creature you are, so I'll give you a survival tip: never push a Master vampire too far. You're not in the same league."

Willow was the first to break the stalemate. Placing her hands on her hips she asked wearily, "Do we really have to go through this again? *Truce*, Spike..."

He glared back at her, and she could almost see him struggling inwardly. Finally he threw his hands up and muttered in exasperation, "Oh, bloody hell! *Truce*, you little brat...now hurry up and get dressed, will you? We haven't got all bloody night!"

Willow raised her eyebrows, unable to contain a bemused smirk at his petulant display, then turned toward Angel's bedroom and headed for his closet. She sorted through some of the dressier clothes that Cordelia had purchased for her, but which had hung, forgotten, ever since Willow had first yanked them out of the shopping bags. Quickly divesting herself of the sweatpants and tee shirt that had become her preferred workout clothes, Willow slipped a deep plum tank top over her head and then pulled on a simple, black rayon skirt that flowed like gossamer all the way to her ankles.

And then it hit her.

Like waves of heat shimmering above the sand under a scorching desert sun, the scent of Spike's blood saturated the air.

Caught off guard by the sudden onslaught, Willow nearly swooned and had to lean against the wall for several minutes, shakily bracing herself to stay on her feet. She writhed, as if by contorting her body she could clear the lust from her head, and wondered what the hell he was playing at.

As for Spike, he, too, was braced against a wall, struggling to control himself.

With one palm flat against the plaster, he leaned into his hunger as he bit down savagely against his own wrist, violently attempting to quell the desires provoked once more by a stubborn little spitfire who had had the effrontery to deny him. As the pain slowly calmed him, he realized that a bag of blood was desperately in order before they went out. Licking his wounds, he went to the refrigerator and browsed.

Back in the closet, Willow regained her composure and moved to finish dressing. She suddenly needed to feed...very, very, very badly.

Rather lacking in footwear options since she hadn't remembered to ask Cordelia to buy shoes as well, Willow stepped into the well-worn sandals that had been among the belongings that Tara had sent her from Sunnydale. She frowned slightly at their impracticality, suddenly wishing that she had something that she could wear with a skirt but still run in should they encounter a group of vampires too numerous to fight. Oh, well, for the moment it couldn't be helped.

She emerged from the bedroom to find Spike by the microwave, gulping down a mug of re-heated blood. When he had emptied the mug of its contents, he lowered it and nodded at her gruffly, "Very nice."

Willow smiled nonchalantly and shrugged back at him, "I wish I had better shoes."

He pursed his lips thoughtfully as he crossed the room and studied her. Reaching out, he brushed his fingers against her collar bone with a teasingly light touch and observed, "Your outfit does want something more...a bauble of some sort, maybe a necklace..."

Tension hung between them as Willow looked down at his hand, and then up at its owner.

With a final caress of his thumb over her clavicle, Spike pulled away and, with temptation smoldering in his icy blue eyes he murmured silkily, "Shall we?"

*****

They meandered at a leisurely pace through one of the more fashionable restaurant districts. The two vampires blended in easily with the other couples, Willow having consented to link her arm loosely through that which Spike proffered with a flair of gallantry. Spike made several suggestions as to possible prey, but waited patiently while she scanned the crowd, considered the myriad of faces thoughtfully, and chose. When she spied a rather self-important-looking businessman drinking with a group of friends at an outdoor, patio bar and whooping it up as though he were the life of the party, Willow zeroed in on him with a feral grin. Intrigued, Spike followed her gaze and nodded approvingly.

The deadly pair seated themselves at a nearby table and ordered two glasses of red wine, which they pretended to sip while they observed the Armani-clad man discreetly. When he excused himself to head off to the men's room, they moved into position.

They flanked him silently as he strode inside the restaurant and down the corridor to his destination. Just as he reached for the door to the restroom, the man felt a powerful yet slender arm wrap firmly around his upper torso while a hand clamped down over his mouth, and he was propelled through an exit into the alley behind the kitchen. Before he could catch a glimpse of his attacker, Willow had easily snapped his neck and embedded her fangs in his jugular. She drained him swiftly and disposed of the body in the dumpster which Spike held open for her.

Lowering the lid, the blond vampire once again crooked his arm and offered it to her, saying, "Nicely done, luv. I take it your tastes are running toward the elite this evening?"

Willow smiled almost drunkenly, still tingling from the heady sensation of feeding. "I guess they are."

"Fancy a bit of a challenge, then?" Spike grinned at her fiendishly. "Care to stalk the rich and famous on their own ground?"

"Lead on, Spike," Willow deferred to him, warming to the game. They re-entered the restaurant where Spike coolly demanded that the maitre d' call a limousine for them. When it arrived he instructed the driver to take them out to the television studio district, and relaxed against the cushiony leather seat...somewhat disappointed that Willow kept to her side of the seat.

Sometime later, when the limousine pulled up on the outskirts of one of the studio lots and the driver stepped to the side of the vehicle to hold the door open for Willow, she pulled him in and snapped his neck just as deftly as she had done to her previous victim. As she drank, Spike savored the tantalizing aroma of blood and muttered forlornly, "Cor, I miss that."

Willow pulled away and regarded him sympathetically. Shifting the driver's body toward her companion she said, "Help yourself."

Spike looked at her, dumbfounded.

Minions usually weren't able to exercise this kind of self-control while feeding, at least not for the first six months or so of their existence. Angel's blood must really be helping. Not that Spike would have doubted it, having indulged in his sire's potent elixir quite recently himself.

Still, he hesitated and asked, "Are you sure?"

"Mmm hmm." Willow nodded and released the driver into Spike's arms. Needing no further encouragement, he plunged his fangs with deep relish into the man's neck and drank greedily.

When he finished, Spike let the body slump to the floor, reached out to grasp Willow's hand and drew it to his lips. Placing a reverent kiss on the back of her hand, he whispered fervently, "Thank you, luv."

Without releasing her hand, Spike reached up to cup her cheek and held her gaze with turbulent, dark eyes. The look she saw there caused Willow to shiver and she pulled back, murmuring, "Shall we go?"

The mood broken, Spike pursed his lips slightly and followed her out of the limousine.

They wandered outside the high fences surrounding different studios, and past the guards posted at their lonely booths at the entries. When they came upon one who was oblivious to the outside world as he watched a Lakers game on a portable television set, they glided past him, unobserved in the shadows, and onto the lot.

At last they saw a haggard man, just on the other side of his prime, exit one of the huge soundstages and make his way toward a car parked nearby. Leisurely, Spike and Willow strolled over, picking up snippets of an argument he was having with someone on the other end of a cell phone.

"Look, I don't care if David won't sign for another year," the man snapped in exasperation, "I can't kill off Mulder because I need the character if I'm still going to go ahead with another movie."

As he reached out absently to insert his keys into the lock on the driver's side, working on auto-pilot as he concentrated on his conversation, the man was startled to feel an icy hand clamp down on his wrist. He looked up in horror at demon-yellow eyes, and saw one of his own scripts come-to-life.

"This is *not* happening!" he groaned in denial.

Willow yanked him easily toward her and wrenched his neck to the side. As she bent down over his throat, she snarled with scorn, "You know, I *really* hate what you did with this season."

Quickly draining him, she let his corpse slump down alongside the car. Spike joined her and wiped a stray trace of blood from the corner of her mouth, savoring a vicarious taste.

Glancing down at the body, he observed lightly, "Wasn't that the bloke who did the paranormal show with the delicious redhead?"

"Mmm hmm," Willow nodded, still buzzing with the feel of living blood in her veins.

"Hmm...well, serves him right," Spike shrugged, "He got us all wrong."

And so Chris Carter met his unhappy end.

*****

Willow and Spike returned to the old Hyperion hotel shortly after 3:00 a.m., each somewhat edgy but for different reasons.

As with her first kill the night after she was turned, when the initial rush of feeding had waned Willow found herself mulling uncomfortably over the ease with which she had robbed three humans of their lives. Spike, on the other hand, had reveled in every moment and found himself wishing more than ever that he could get the bloody chip out of his head. The things he could show her...

Spike was stirred out of his reverie by the feel of Willow withdrawing her arm from his and moving away from him. He realized that they were already in the lobby and Angel was advancing to meet the redhead. The blond vampire halted as he watched his sire enfold her in a comforting embrace.

"How was it?" Angel asked her softly as he brushed a loose strand of hair away from her face.

The conflict was visible in her features as she confessed, "About the same as last time."

"Don't be modest, luv," Spike interjected, not quite clear what Willow and the Poof were talking about. "You're a sight to behold when you move in for the kill."

The perplexed, somewhat pained smile that flickered briefly on Willow's face as she glanced back at him and mumbled her thanks left Spike feeling even more confused. What was wrong? Had she not been able to eat her fill? He would have thought that three would have been enough, but maybe he brought her back home too early...

"Willow, it's something you need to do right now," Angel reassured her, "Although I can't be the one to help you with this part of what you've become, even I can accept that this is necessary for the time being."

"I know," Willow admitted, "It just feels...weird. This is one of those things that reminds me that I don't quite fit in..."

"Come on," Angel urged her back toward his suite, "Let's get some rest." Casting a grateful look over his shoulder, Angel offered a sincere, heartfelt thank you to his childe for having helped Willow with that aspect of her development in which Angel himself simply couldn't partake.

Spike could only stand and watch as they retreated together...to another day spent in each other's arms.

When they were gone, he rested his hands on his hips, tilted his head back, squeezed his eyes tightly shut and cursed, "Bloody hell."

*****

For the next few days, Willow declined to go out and hunt. Angel was content to let her set her own pace, and concentrated instead on drilling her on her fighting techniques.

Spike, who had thoroughly enjoyed his night out and had been looking forward to another hunt, grew increasingly irritable and began taking it out on Willow when they sparred. He struck more swiftly and with greater viciousness, often delivering sharp blows that left painful bruises for the better part of a day. Angel was able to hold him at bay with warning growls when Spike came close to hurting her seriously.

Until the fourth night after their hunt.

The three of them had been training for several hours, alternating between more subdued periods in which Angel instructed Willow in a new move while Spike reclined at the edge of the mat, and periods of frenetic activity as the three of them circled each other and fought.

Willow's speed and agility had been improving steadily, and if Spike's attacks had grown more brutal, the young redhead's methods of deflecting them had grown more fluid and precise. And in one fatal moment, when Spike lunged at her, Willow successfully brought him down with a painful jab of her foot to the back of his knee. Without hesitation, she swung her other leg around in a powerful arc and kicked him in the head, connecting with the back of his skull so sharply that it slammed him face-forward into the mat. The impact split his lip, drawing blood.

Demon to the fore he rose -- now out for hers.

With a roar he lashed out at her, slashing a clawed hand against her bicep which left deep, furrowed wounds. Willow snarled in pain and clutched at her arm, but before Spike could inflict further damage Angel crashed into him with rib-splitting rage and hurled him against the far wall. Cracks snaked through the plaster from the force of the impact, and it was several moments before Spike could hoist himself shakily back to his feet.

"Get out of here," Angel bellowed angrily, "You're done training with us until further notice."

"Oh, come off it, Angel!" his childe snapped with equal ire, "This is the first real training she's gotten. You've pulled your punches with her since day one. Do you really think any other demon out there who might challenge her is going to hold back? If you're really set on preparing her for the big, bad world, you can't let her cower behind you every time things get a little rough."

"Spike, how would you like--" Angel began, but he was cut off by Willow's determined voice.

"No, don't...He's right, Angel. I need this."

"Willow, he's not doing this out of concern for your well-being," Angel insisted, "He's been stewing for days now and using you as a target for his frustrations, just like he did when he first got here."

"I know," Willow agreed calmly, "He needs to feed."

Spike's ears perked up at this, and he looked on incredulously as his sire went absolutely still and asked Willow in a voice that actually seemed hopeful, "Are you sure about this?"

"Will he honor the ritual?" Willow pressed Angel with deadly seriousness.

"Hold on, what are you two on about?" Spike demanded, "What ritual?"

Angel gazed at Willow expectantly, and she turned to the blond vampire who scowled petulantly at being left out of the picture. "I can give you your freedom, Spike. I know how to get rid of the chip."

By all rights, Spike's heart had been dead for over a century. So, he couldn't quite understand how it had suddenly leaped up into his throat, for that was certainly what it felt like. He blinked in shock at Willow a few times and then somehow managed to squeeze out a strangled query.

"How long have you known?"

"I've been working on the method for over a year, but I only thought about applying it to your situation a few days ago...after we came back from our hunt," Willow explained.

"And there's a catch," he pressed her for details.

Willow cast her eyes downward momentarily, as if she were ashamed of what she was about to say. She steeled herself, raised her head and began a speech that she had obviously been preparing for some time.

"What you did to me that first night was despicable, Spike, especially since you were using me to work out your anger against somebody else. But I know that it was tame in comparison to what you would do to my friends back in Sunnydale if you were able. I don't want you to hurt them -- I can't be responsible for that. But...I also think that what was done to you was wrong. You're a vampire, and the demon in you needs to feed. I've felt the hunger, and I know what it's like...but I'm also a minion. I can only imagine how unbearable it must be for you."

"You don't know the half of it, luv," Spike growled vehemently.

Willow continued, "I'm having major angst about the categorical imperative over this. What it comes down to is that I want to protect my friends, but I don't consider protecting *all* humans a sufficient justification for that device. It's sadistic even by our standards."

Spike wrinkled his brow in confusion, unprepared for the lapse into Willow-babble. "Categorical impera...what?"

"Kant, a philosopher," she rolled her eyes at him as if he were an absolute dolt, "He argued that moral precepts had to hold true in *all* cases, without any exceptions we might make for situations where it's difficult for us to adhere to them. I know from my memories that this was something I used to believe very strongly -- that the rules had to apply the same way to everyone. But now I'm having trouble feeling the same kind of concern for humans in general that I feel for the safety of Xander, Tara, Giles and Buffy. I know that humans will die if I release you...but I'm still willing to do it."

"That's easy, luv -- it's the demon in you," Spike offered his perspective on her ability to care for some, but not all, humans. "We're bloody selfish and possessive. We don't care a rot about anything unless we have a claim on it."

"That's what bothers me," Willow lamented, "I don't want to let that side of me take over."

"Well, that's what the Poof is here for, isn't it?" Spike gestured toward his sire, before eagerly returning to the original question of removing his chip. "Anyway, what do I have to do to persuade you to do this...whatever it is you can do to get the bloody chip out of my head already? I'll get down and beg on my knees if that would help."

"And then you'd promptly torture me within an inch of my unlife once you've gotten what you want, just because I made you beg," Willow concluded without missing a beat.

A smirk twitched at the corner of Spike's mouth, and he chuckled, "Cor, you *are* learning, aren't you, luv?"

The wry observation cut the tension slightly and elicited brief yet sincere laughter from the three vampires. Choosing to step in, Angel explained to his childe, "I told Willow about the ritual of a blood oath. She's willing to help you if you'll go through the ritual and promise not to seek vengeance on anyone in Sunnydale."

"Deal," Spike replied instantly.

"You're sure?" Willow raised her eyebrows, surprised at the speed with which he had made his decision.

"Are you kidding? Red, for the chance to hunt again, I can easily forego this particular spot of revenge. Sooner or later, someone else will cross me and I'll be able to take it out on *them*," Spike conceded with a fiendish grin.

"Okay...well, I'll need about half an hour to get the ingredients ready. Why don't we meet back in Angel's room and we'll do it there," Willow suggested.

"Ingredients?" Spike prompted curiously.

"For the spell. Angel had Wesley deliver them after I told him what I had been thinking about your situation. I'm going to try the translocation spell I used during our fight with Glory. I figure if I can zap a whole god out of a hospital, I should be able to make a micro-chip vanish," Willow recounted the procedure to him.

"Is it safe?" Spike asked with concern, "And I don't just mean for me. As I remember it, that spell took a lot out of you."

"I guess we won't know until we try," she shrugged, "Are you still game?"

"Definitely."

"Then see you in half an hour," Willow smiled and left her two companions in the dojo as she went off to prepare for the spell.

Angel looked at his childe as he stared after Willow with the closest thing to an expression of pure bliss that he could ever recall having seen on Spike's face. The elder vampire thought that Spike was wholly oblivious to his presence, until he heard the urgent question uttered in a soft whisper:

"You gave her your consent, Angelus...even knowing what I'll do once I can kill again?"

Hearing his childe address him, almost reverently, by his former name shook Angel to the core. It evoked intimate memories of their days together as sire and childe, as partners...as lovers. The gesture moved him deeply enough that it finally summoned from within that which had remained unsaid since Spike's return.

"I couldn't bear to see you like this any longer," Angel confessed bitterly, "I have a mission to fight demons exactly like you, to oppose everything you stand for. I have no doubt that one day, we'll end up on opposite sides in a fight. But you're still my childe...and I've learned recently that it doesn't help my crusade to sacrifice those I care about."

"I won't give you cause to regret this," Spike promised as he approached Angel. "Sire...we've been enemies for too long."

Angel's eyes simmered with emotion and he gripped Spike's shoulders possessively. Bowing his forehead down to rest against his childe's, the elder vampire murmured, "Blood of my blood."

Such words were reserved for claims born of pride, and when they fell from his long-estranged sire's mouth Spike was left momentarily speechless. However, he swiftly recovered and responded by crushing Angel's lips with his own in a bruising, desperate kiss. Angel lost no time in returning his passion. He pulled his childe into a fierce embrace and engaged him in a duel of tongues. Their hands stroked and kneaded each other's taut, muscular backs in a process of long-awaited re-discovery.

Reluctantly, they eased apart after several minutes, both hungry to reclaim each other yet equally aware that they would need far longer than thirty minutes to do it properly. Angel was the first to break the silence, declaring firmly, "We'll have some unfinished business to tend to later."

"That's for bloody sure," Spike growled as his control wavered and flecks of gold sparked in his eyes.

They walked together back to Angel's suite where Willow was busily combining different powders in a bowl. As she measured and blended each, she recited a soft liturgy that would unlock their full potency and yield the desired effect. Angel and Spike watched her with admiration as she practiced her craft. For both, it shed light on one reason that Willow demonstrated far greater strength and resilience than a minion of her status would normally possess. If she had reached this level of accomplishment in life, it was safe to assume that through the craft she had established a link with a force beyond herself and which served to sustain her even after she had been turned.

"Okay, everything is set," Willow announced at last, "If you're ready to perform the blood oath, I can cast the spell and we'll see if this works."

"I'm *more* than ready, luv," Spike assured her fervently. The three came together with little ceremony and Angel began.

"What is sworn now in blood shall hold until we return to dust."

Willow and Angel turned to Spike, who spoke soberly and deliberately. "I swear on my blood that I will not harm those you have asked me to spare." He extended his arm to Willow who grasped it by the wrist.

Staring at him calmly, Willow continued the ritual. "In accepting your blood, I accept your oath." She steeled herself for the overwhelming sensations she knew his blood would evoke, and pierced his wrist with her fangs. The flood of power left her feeling light-headed, and although she managed to release him after a few swallows, she had to steady herself against Angel momentarily before they could proceed. When she had regained her composure, she nodded and extended her own arm to Spike.

Gently, he took her by the hand and raised it to his lips. Rotating her hand to expose the tender flesh of her wrist, he bit down. Willow flinched slightly, but after two quick swallows Spike withdrew his fangs and licked her wounds, soothing the flow of blood until it ceased.

Spike then turned to Angel and offered his other wrist to his sire, saying, "I swear I will not dishonor you as my sire by breaking an oath taken in blood."

Angel accepted his childe's wrist and sank his fangs into the pale flesh, drinking and leaving his own mark behind like a seal on a contract. He then held out his own wrist to Spike and concluded the ritual with words of warning.

"In accepting the blood of your sire, bind yourself to this oath and know that should you ever break it, you shall perish by the hand that made you."

Spike drank willingly and the ritual was complete.

Willow then gestured for him to sit on the floor while she fetched the powdery blend she had prepared. Angel stepped away to give her room.

She stood beside Spike and began her incantation as she sprinkled the dust in a circle around both of them. When she had anchored the end of the thin trail to the beginning in an unbroken symbol of eternity, Willow knelt down in front of him and placed her hands on either side of his head, just above the temple. Closing her eyes against the strain she felt as the spell rose within her, she recited the final stanzas of her invocation. The circle of dust ignited and vaporized almost instantly in a ring of violet flame, and Willow felt the power surge through her fingertips. Spike yelped as if he had been burned, and just as it had when she had used it against Glory, the spell left Willow feeling somewhat weakened and dazed, with a trickle of blood flowing from her nose.

Since Willow and Spike were momentarily incapacitated by the effects of the spell, Angel was the only one who noticed the faint clinking sound as the microchip, which had re-materialized in mid-air in the kitchen, fell to the floor and bounced across the linoleum. He walked over, retrieved it from beneath the refrigerator, and then returned to his companions and offered it to them for their scrutiny.

Spike plucked it out of his hand and stared at it for a moment before placing it back in Angel's palm and saying, "Hold that for me for a minute, mate. And look after Willow, would you?"

Nodding his consent, Angel pulled the fatigued redhead against him and held her while he waited and wondered what his childe was up to. When Spike returned from his room down the hall, he hefted the familiar weight of his trademarked steel railroad spike in his hand.

Fully intrigued, Angel watched as Spike once again took the chip from him and moved to the coffee table, setting the chip down on its surface.

"How attached are you to this table, Angel?" Spike asked with a gleefully wicked gleam in his eyes.

Before Angel had a chance to respond, however, his childe twirled the spike in his hand with a flourish and then swung it down with a crashing blow that shattered not only the tiny object that had been the bane of his existence, but the table as well. Spike surveyed the destruction with immense satisfaction.

Angel likewise observed his decimated coffee table, and the vindication that literally radiated from his childe's entire being, and mused, "It can be replaced."

*****

Willow slept soundly through the early morning hours and well into the following afternoon, her body needing to regenerate after the strenuous feat she had performed. Leaving her to rest in Angel's bed, sire and childe returned to their "unfinished business" with zeal until they, too, collapsed in an exhausted, tangled heap back in Spike's room -- each sporting a distinctive, visible mark on his neck.

As dusk approached, Spike awoke before his sire and discreetly extricated himself from the elder male's arms. Slipping on his pants, he stretched and wandered down the hall to check in on the young fledgling who had restored him. He found her still asleep.

Moving cautiously so as not to awaken her, he ducked into Angel's closet and began to sort through Willow's clothes. Whereas the stretchy cottons and sweatpants were rumpled with frequent use, many of the more feminine articles that Cordelia had picked out seemed to be gathering dust on their hangers. Spike appraised the blouses, skirts and dresses with a withering look of disdain and decided that the ex-cheerleader's fashion sense ran toward the sordidly flashy rather than elegance.

And what he had planned for the evening called for elegance.

Spike owed a certain captivating minion a debt of gratitude, and he intended to repay with interest.

If he had grown to accept her odd, somewhat hybrid status, and developed a fond attachment for her, and even accepted that her strength of will aroused him to no end, this latest stunt made him want to worship her like she'd never been worshipped before.

Forming his game plan, Spike quietly exited his sire's rooms and went out to place a few calls on the phone at the desk in the lobby. By the time he had returned to his room, gotten dressed, and pilfered a credit card from Angel's wallet, the sun had sunk below the horizon. Spike picked up the keys to his DeSoto and was just about to slink out of the room when Angel mumbled:

"The limit on that card is $5,000. Don't go over it."

Spike arched an eyebrow as he glanced over his shoulder and quipped, "I'll do my best."

After the blond vampire stalked off to tend to his errands, Angel got up, padded sleepily down the hall, and crawled into his own bed to wrap himself around Willow, who was indeed dead to the world.

*****

Willow was appalled to discover that it was already after 10:00 p.m. when she awoke, although she quickly reminded herself that she probably shouldn't expect to put in a full night's training after the spell she had performed had left her so drained. She sat up somewhat stiffly and then moved to her usual spot on the floor where she settled into her yoga-like meditation and performed her nightly rejuvenating spell. When she was through, she crossed over to the closet to grab her sweats and a tee shirt. And that was when she saw it.

Dangling from a satin hanger hooked onto the closet door was a simple, sleeveless gown in green velvet.

The green was so dark and poisonous it was almost black. While the front neckline was demurely high, the back plunged to tantalizing depths, crisscrossed by a network of satin cords that resembled nothing so much as a spider's web. Willow lifted it off the hook and held it close to her body, admiring the soft feel of the skirt that fell in a clean, straight line all the way to the floor. Her curiosity piqued, she resolved to find out why it happened to be waiting there for her when a throat cleared behind her. Whirling around, the dress still clutched to her nude form, she saw Spike standing in the doorway.

He cut quite a figure, Willow realized.

Attired completely in black, he was the very picture of Death, with a black dress shirt tucked into leather pants and, completing the outfit, his familiar leather duster. She arched her eyebrow at him and nodded down at the dress, inquiring, "Was this your idea?"

"I felt like celebrating," came his silky, even reply.

"Any particular occasion?" she teased with a grin.

"The imminent deaths of about half a dozen people," Spike grinned back at her without the slightest remorse.

Willow's astonishment was evident in her features. "You mean you haven't been out to hunt yet? I thought you would have done it the minute the sun set."

"I can show a surprising amount of restraint when I need to," Spike protested, feigning wounded pride before he smiled at her and added, "I didn't want to make my debut until you could join me. However....my patience *is* waning...."

"Well, then, the sooner you give me a little privacy, the sooner we can leave," Willow struggled to sound prim, but was unable to contain an infectious grin.

For a moment, Spike looked as though he might argue with her but then thought better of it and simply excused himself. Willow easily slipped on the dress and was wondering if Cordelia had gotten her any nylons when her glance fell on a few extra items that Spike had left on a chair in the corner.

No...he couldn't be serious.

Together with a whisper-soft pair of black silk stockings, which Willow didn't mind so terribly much, were a pair of black pumps that could be considered modest from the point of view of their height, but certainly not if one took into account their wickedly spiked heels. He couldn't honestly expect her to wear something that impractical, could he? Not when they still had to be prepared to fight others of their kind, should the need arise. Picking them up, she stomped indignantly out to the lobby and found Spike seated casually on one of the lounges.

"What am I supposed to do with these?" she demanded, dangling the hazardous footwear before him.

"Well, you might want to check with your girlfriends since I'm not really an expert...but I think you put them on your feet and wear them," he drawled in amusement.

"I'm serious, Spike. How am I supposed to fight in these if we run into a few, unfriendly vamps?"

With graceful ease, the blond vampire rose to his feet and regarded her appreciatively, promising solemnly, "You'll be with me. Trust me, luv, I'll handle anyone who so much as looks at you the wrong way."

"Oh, no you don't," Willow countered sternly, folding her arms in front of her, "You are *not* going to turn me into a fashion accessory for your grand re-entry to the world of slaughter. Weren't you the one telling Angel that I can't cower every time things get a little rough? If we're going out, I'm at least going to do it on stable footing so I can be prepared for anything."

"Willow," he entreated, bringing his hands up to rest lightly on her elbows, "Indulge me a little, just for one night."

Willow winced and pulled away from him as the phrase "one night" conjured up unpleasant memories. Too late, Spike realized his mistake and clenched his jaw in frustration, muttering, "That didn't come out quite right."

The mood was certainly broken, although Willow was reluctant to dismiss the entire evening. She still found it hard to reconcile the Spike she had grown comfortable with during the past few weeks with the cruel demon who had initially treated her with such contempt. He had never really apologized for it, although Willow realized that he probably never would. Being a vampire, especially according to Spike's rulebook, meant never having to say you're sorry.

Although Willow considered that perhaps an elegant, green velvet dress was a reasonable facsimile of contrition.

For a demon.

Forcing an unnecessary breath out of her dead lungs, Willow sighed dramatically, "Oh, all right. Just this once. But for the record Spike? I *hate* heels."

He grinned at her, relieved. "I promise, I'll make it worth your while. Oh, and Willow?"

Willow had already started walking back to the suite, and paused long enough for him to finish his statement.

"You look good enough to eat in that dress," he purred devilishly.

Her eyes widened in momentary shock before narrowing disapprovingly as she fired a warning glare at him.

As he admired the sinewy sway of her retreating form, Spike's grin broadened even further.

*****

True to his promise, Spike did indeed make the evening a night to remember.

They started out at an art gallery opening where an eclectic mix of artists, well-dressed connoisseurs and tight-lipped critics struck disinterested poses before a myriad of canvases and sipped champagne. The blond vampire knew exactly what he was looking for: creative inspiration. He spied it in an earnest young woman who was seated on a bench and gazing intently at one of the paintings.

She was fresh, pure and obviously dazzled by the glamour of the event in a way that set her apart from the jaded ennui of the others. Spike excused himself from Willow's side and moved toward the young woman. Seating himself beside her, after a few moments he struck up a conversation with her.

Willow watched as he slowly charmed his prey.

His voice was low and seductive, so Willow couldn't really hear what he was saying to her, but the young woman smiled bashfully and leaned back on her arms, warming to his attentions. Soon he began leaning closer to her until he ventured a stray brush of his lips just beneath her ear.

Willow recognized the instant that he went for the kill, as he wrapped his arm around her shoulder to disguise his actions and then lowered his mouth to her jugular. With considerable finesse he began merely by suckling at her tender skin, easing his fangs into her so imperceptibly that the smile never wavered from her face. The only outward sign that her life was slowly being drained from her was the glazed look that steadily fell over her eyes.

When he felt her heart stop, Spike withdrew his fangs and, licking his lips discreetly to remove all traces of blood, he made sure that she was still propped up on her arms. Then he rejoined Willow and escorted her out of the gallery.

Casting a final glance at the young woman's body, immobile as a statue, Willow smirked and commented, "You should have been a sculptor, Spike."

"Liked that, did you?" he noted casually.

"I'm impressed. I don't think I'd have the nerve to drain someone right under the noses of so many people," Willow admitted.

"It takes practice," Spike acknowledged, and then snorted wryly, "Although that lot had their noses turned up so far they couldn't see much past them anyway."

From the art gallery, the deadly pair made their way through a well-manicured botanical garden where they easily picked off a man and woman who were clandestinely groping each other in the bushes. After a leisurely stroll through a grove of blossoming cherry trees, they returned to the DeSoto and Spike drove them to an exclusive night club where he hoped to find his much-anticipated main course: brash, self-important, All-American men like those who had put the damned chip in his head. He doubted he'd encounter commandos, but hoped for the next-best thing.

Arrogant, preening, beady-eyed little pricks out to impress their dates...and even more so out to impress each other, although the rampantly homophobic mask most of those types presented to the world would deny it vehemently. Marines, state troopers, jocks, stock brokers, corporate lawyers...premature ejaculators, the lot of 'em.

Spike wasn't disappointed. When they entered the club, the dance floor was crowded with women who looked like mannequins and athletic, confident men who wore the superior expression that so often accompanied the belief that they were *in control* of things.

It was perfect.

He grasped Willow's hand, raised it to his mouth and kissed it with a sinful, come-hither look.

Intrigued, she pursed her lips slightly in amusement and let him draw her out to the dance floor.

Pulling her close, he guided her in a slow, sensual dance that had nothing to do with the frenetic beat of the music or the pulsing strobe lights. Clasping one of her hands loosely down at their side, he ran the fingers of his free hand over the smooth skin of her lower back as they swayed together. Tenderly, Spike nuzzled at her neck and kissed his way up to her ear, savoring the delicious scent of her hesitant, uncertain arousal before he whispered his plans to her. Quite simply, he intended to pick a fight.

They danced on, and Spike devoted the same energy to his vertical seduction of Willow as he did to his keen-eyed observation of the club's patrons. And in an effort to hold her own against her companion's subtle yet erotic provocations, Willow kept her eyes focused on the crowd and tried to guess whom Spike would target. She was pleased when she found that she had guessed right. Spike signaled her that he wanted to follow the four young men she had been watching as they made their way out to the parking lot.

It took little effort on Spike's part to start the fight. Already drunk, the men were easily baited when Spike smashed a taillight on their car. A flash of fists and powerful kicks erupted into a full-scale ballet of violence as he vented more than a year's worth of pent-up rage and bloodlust. Considering it therapy, Willow was content to leave the melee to Spike, although she did dispatch the lot attendant who rushed forth in a fatal attempt to break it up. Within minutes Spike stood amid four battered and drained corpses, a look of pure exultation on his face as their blood dripped from his mouth and chin.

As he stepped over the bodies and walked back to her, Willow teased lightly, gesturing to his face, "Such a mess, Spike. You're practically wearing your dinner."

She reached up to wipe off a smear with her index finger but Spike caught her wrist in a firm grip. Willow shivered when she realized what he intended as he lowered his face until his mouth hovered close to her own. His eyes smoldered with raw desire, yet rather than pressing his lips to hers, he waited until Willow snaked her tongue out and began licking him clean. She bathed his chin, savoring the salty, coppery remnant of the men's lives. When she ran her tongue along the corner of his mouth, his lips parted and his tongue reached out to tangle with hers. As he devoured her mouth with maddening gentleness, Spike made it very clear to Willow how he wanted the night to end.

However, as Willow struggled with the ghosts from the past, sorely tempted by his actions yet still smarting from their first encounter, she felt a sudden sense of alarm. Tensing instantly at the vivid sensations that she had encountered only once before, Willow hissed urgently, "Spike!"

He, too, had sensed the approach of other vampires and went on the alert.

As five minions encircled them, Willow and Spike turned slightly away from each other so that they were back-to-back. It was one of the first defensive strategies that Angel had taught the young fledgling, and Spike was glad to see that it came so naturally to her that he hadn't even had to prompt her.

Willow tilted her head slightly and murmured to him, "The one on the left is Manuel. He's the Master, and the one who made my sire. I'm not sure, but I think the vamp at his right is called Leo or Theo or something."

Spike nodded curtly, his eyes fixed on Manuel, knowing full well that to anticipate the tactics of minions one had to watch the Master.

"Well, if it isn't our little refugee," Manuel observed coolly, "And she seems to have found a friend."

"You blokes need to learn some manners," Spike countered just as coolly, "The lady and I prefer to dine alone."

"Ah, but from the looks of things, dinner is over," Manuel glanced at the corpses littering the ground, before raking his eyes suggestively over Willow, "Surely you wouldn't mind if we joined you for...dessert..."

Willow rolled her eyes in disgust at the sordid insinuation, and Spike, who had a similar reaction to the remark (which sounded to him like something straight out of B-movie pornography), whispered to her, "I can see why you wanted to get away from this lot. This bloke is the sultan of smarm."

The redhead giggled and said somewhat louder, for the benefit of the other vampires, "Oh, I'm definitely glad I left that party early. But the Master *did* do me a favor by staking my sire."

Manuel fixed her with a deceptively gracious stare and bowed slightly. "It is an honor to be of service. I take great pride in keeping my own house in order. And it appears that now I will have the chance to clean up the remaining untidy business."

One of the younger, more impetuous minions in Manuel's entourage took that as his cue to advance on Willow. However, as he reached for her she brought her knee up sharply against his groin and as he was doubled over she wrapped her arms around his neck and twisted his head off, effectively dusting him.

Although the other vampires were visibly startled, Willow took it all in stride and merely growled sullenly at Spike, "I *told* you these heels were a bad idea."

"Nah, this is child's play, luv," Spike chuckled at her over his shoulder as they both braced themselves for the onslaught. And it came almost instantly, for the other minions sprang forward as soon as they had recovered from the shock of seeing a creature they expected to be weak dust one of their own so easily.

As two of the minions fought to keep Spike occupied, the other two threw themselves at Willow. She ducked their blows and, kicking one of her shoes up into her hand she slammed the spiked heel into the face of one of the minions, who staggered away, incapacitated. It was then a relatively simple matter for her to snap the second minion's wrist, wrench the stake he had been wielding away from him, and dust him with his own weapon. For despite Spike's concern that Angel had been pulling his punches during Willow's training, there was still a tremendous difference between fighting minions and fighting seasoned Masters, even if only in practice bouts.

When no further attack came, Willow looked around her and discovered that only she, Spike, Manuel and Theo remained.

"Now, this is more evenly matched, don't you think?" Spike taunted the other two vampires, still wearing his demon visage.

Showing no alarm, Manuel merely leaned in toward Theo and asked, "What was her count?"

"Two...or three, depending on whether or not you'd count the pitiful wretch who ran away," Theo answered, his voice turning sour with disgust at the coward who had fled. That one would surely be staked before sunrise.

Willow's ability to hold her own had made an impression on Manuel, who commented, "He's taught you to fight."

"He and his sire," Willow replied smoothly, her stance that of graceful self-confidence.

"And his sire would be...?" Manuel prompted.

"Angelus," Spike pronounced with a deadly smirk. He took great pleasure in the brief glimpse of fear he detected in the other two vampires, and upped the ante. "He's taken the little one under his protection."

"Would they have been around long enough to know about Alexei?" Willow asked him.

Spike observed no reaction in Manuel's childe, but Manuel himself clenched his jaw at the mention of Alexei's name. Gesturing toward him, Spike acknowledged, "This one knows about him."

Manuel ignored Spike's goading and said to the blond vampire, "If your sire is Angelus, I gather that you must be William the Bloody."

"Spike, these days," Willow's companion corrected, pressing his full advantage by making reference to his longevity. "I haven't gone by William the Bloody in a century or so."

"Be so kind as to tell your sire that we shall be calling on him soon," Manuel declared with courtly formality. With a final, appraising glance at Willow, he and Theo withdrew.

Willow and Spike remained in defensive posture for several minutes more, until they were reasonably certain that the threat had passed. At last, Spike broke formation and turned toward Willow, holding out his hand to her.

"Come on, luv, let's get you home."

She smiled at him, bent down to pick up the one shoe that remained of the treacherous-spiked-heels-of-death, and then clasped her hand in his.

"Thanks for a lovely evening, Spike," Willow offered sincerely, then frowned slightly as she gestured with the shoe, "Although I regret that during our last dance I seem to have ruined the shoes you bought me."

"Not to worry, luv. These things happen," he assured her with a sly grin, glad that she had a sense of humor about the turn of events. "Although I'm afraid the evening didn't end up as I'd planned."

Willow's playful smile faded and her brow furrowed thoughtfully as she considered the road ahead. "I think we have bigger things to worry about in the near future."

<Damn,> Spike cursed silently to himself. It was official. He now bore a considerable grudge against Manuel and his lackeys for their untimely interruption. The mood had been spoiled for seduction. Spike knew that Willow's mind was focused on survival.

He couldn't resist one final effort at humor, though.

"You know, luv, it's rather bad form to suggest to the gentleman entertaining your company for the evening that you have your mind on *bigger* things..."

She whacked him in the chest with her shoe.

*****

They lost no time in making preparations for the "visit" that Manuel had promised.

Angel contacted Wesley and asked the ex-Watcher to assist Willow with a spell that would deny vampires entry to the hotel, despite the fact that the residents were themselves vampires rather than human. Of course, the three vampires felt somewhat sheepish when Wesley suggested a far simpler solution: he merely had Angel transfer the title to himself and moved in for a few days to reinforce the building's new status as a human abode. Not yet comfortable with the idea of sleeping in the same building with Spike, Wesley soon returned to his own apartment, promising to camp out in the hotel every few days. Before he left, though, it was a simple matter for him to grant his three "guests" a permanent invitation to their own lair.

In the meantime, Angel and Spike intensified Willow's training, and put her through an exhausting series of drills in everything from hand-to-hand through the way to handle knives, stakes, quarterstaffs and axes with lethal effectiveness. Angel had been encouraged to hear Spike's account of her ability to fight the minions they had encountered in the club parking lot, but he knew that the Master of the other lair had also assessed her skills. The next challenge she would face would not be so easy.

Indeed, Angel's concern for her safety was great enough that he asked her to refrain from hunting for a while. Much to Spike's dismay, she agreed and fell very comfortably back into her feeding arrangement with his sire.

He wished he could resent them for it, but after Willow had gotten rid of the bloody chip his loyalty to her had skyrocketed. Her survival now mattered more than the immediate gratification of his own desires, and he reluctantly admitted to himself that this was the wisest course of action for the time being.

Although it did bother him somewhat that it didn't seem to occur to her that he, too, had blood to offer which was almost as potent as his sire's.

Despite Spike's effort to keep his frustration to himself, both Willow and Angel perceived clearly that something was bothering him. It wasn't really that he took out his aggressions during their sparring as he had done once before. However, he retreated from their company and often went out to hunt alone, saying little to them when he returned just before dawn.

One evening, after Spike had left the hotel and Angel had drawn Willow with him to his bed, she finally broached the subject with her mentor as she lay in his arms, his blood coating her lips.

"Something's bothering Spike."

"He wants you," Angel observed matter-of-factly as he tenderly caressed the subtle hollow at the small of her back, "And you're here with me."

Willow sat up and wrinkled her forehead as she thought about Angel's statement. As he waited patiently for her to process his words, Angel took one of her hands and, raising it to his lips, proceeded to nuzzle her palm and suck her fingers, drawing them one by one deep into his mouth. One consequence of her feeding from him was that he couldn't resist the urge to touch her, to delight in a tactile exploration of her body and revel in the eagerness of her response.

After a few minutes, Angel asked, "Do you want him?"

Hesitantly, Willow confessed, "I'm not sure...part of me does. My demon recognizes the vicious killer in him, the strength of his bloodlust, and finds it irresistible. But I'm worried that if I give in..."

"...you'll let that side of yourself get too strong," Angel concluded, understanding her concern.

"Especially if I let him feed me. I can tell that he wants to," Willow added.

"It's the most intimate act that vampires can share with their lovers," Angel agreed. He punctuated his observation by biting into her wrist and sending a shiver of pleasure through her.

Willow looked at Angel intently. "Why do you do this? Is it just out of pity, or some sense of responsibility toward me?"

"Make no mistake, Willow," he whispered against her lips, kissing her soundly before he continued, "I enjoy this, and I'm grateful for everything you allow me...most of all, your trust. You are as precious to me as my own childe. But if it became something more, if I loved you, then you and I would no longer be able to share this. It would be too dangerous."

Willow nodded sadly in agreement. She *did* trust Angel completely, and cared for him as deeply as he cared for her. However, even as she acknowledged that her demon was inexorably drawn to Spike, the young redhead had also discovered exactly how much of her former human personality had resurfaced. Though she firmly kept it buried, out of fear of ruining the arrangement she and Angel enjoyed, Willow knew that she had recovered the ability to feel an emotion she thought had been lost forever with her soul.

She was slowly, steadily falling in love with Angel.

*****

Months passed, and still Manuel did not appear with his clan. The prolonged anticipation began to take its toll on Willow's nerves, and she expressed confusion about the delay. Angel explained that, as a Master, his first priority had probably been to replenish the minions lost during his failed ambush on Willow and Spike. Gradually, Willow had resumed hunting with Spike, although they limited their forays to quick, efficient kills.

Finally, nearly four months after the encounter in the parking lot, the perimeter-warning spell that Willow had established around the hotel signaled the presence of vampires outside the main entry. Although Willow grumbled at being sheltered like a helpless baby, she nonetheless waited in the lobby as the elder vampires strode out to parley with the intruders. They returned shortly, accompanied by Manuel, Theo and one minion, while fifteen others were left to wait outside.

"We're all here," Angel declared authoritatively, "Say what you came to say and then go."

"Very well," Manuel announced, "I am here to claim a member of my clan."

Willow's jaw dropped at the sheer audacity of his presumption to claim her when his initial response had been to stake her sire and attempt to do the same to her. However, a gesture from Angel prompted her to hold her peace.

"Such claims are traditionally made by the minion's sire," Angel observed, "Has the sire come forward to re-claim his own?"

"Her sire is dead," came Manuel's low, even reply.

"Then the clan has no claim," Angel countered.

"The one who made her was a fool," Manuel asserted, "but he was under my authority...as are any who were under his."

"I don't recognize your authority," Angel stated bluntly, before turning to Willow and saying, "At any rate, I refuse to decide this matter on behalf of one under my protection when she is fully capable of making her own decisions. Willow, what do you say? Do you want to return with this Master to his lair?"

"I'd rather take a bath in holy water," Willow drawled with contempt, "This is a joke. They didn't want me in the first place, and this is just a ruse to get me back where they can dust me."

"On the contrary, *Willow*," Manuel interjected, using the name he had just learned, "You've proven yourself. You have demonstrated that in a fight, you are worth three minions. That has value. And you need not worry about the others, your position in the clan will be protected...as my childe's consort."

"What?!?" Willow squeaked incredulously. Her eyes snapped to the sandy-haired vampire, Theo, who stood behind Manuel and to the right. He returned her gaze, unsmiling.

"No. Way. NO WAY!!" Willow launched into a tirade, "I am not some piece of chattel to be passed from Master to Master! Angel, you wouldn't seriously--"

"Of course not, Willow," Angel broke in, reassuring her. He turned to the three visitors and said, "Gentlemen, the lady has given you her answer. I think this concludes our business."

Manuel's face remained a smooth mask of diplomacy, but his voice was icy.

"Not quite...Theo?" the Master removed a thin dagger from the breast pocket of his jacket and handed it to his childe. The two of them advanced on Angel.

"Angel, no!" Willow cried out, stepping in front of her mentor to shield him from what she perceived as an impending attack.

Touched by her impulsive desire to protect *him*, Angel reassured her gently, "It's all right, Willow. Step back."

Confused, she retreated and watched as Manuel held out his right palm and pronounced, "The claim passes to the clans. I will bring this challenge before the lairs of the city, to be decided in the Pit."

Theo drew the blade across his sire's palm, leaving a thin trail of blood, and then passed it to Spike who made a similar wound on Angel's palm. As the two Master's clasped hands, Angel said, "Name the date and the place."

With his other hand, Manuel proffered a business card. "One week from tonight. The address is on the card. The usual conventions of the call to order will apply."

Angel nodded, and the three other vampires turned to leave. Theo paused to take one, final look at Willow before following his sire out the front entrance.

Thoroughly perplexed, Willow folded her arms across her chest and demanded, "What the hell just happened here, Angel?"

*****

"Are you bloody insane?!" Spike shouted at Willow, "You'll get yourself staked!"

The three of them had argued for hours after the departure of Manuel and his subordinates. When Angel had explained that Manuel had challenged him and all those in his "clan" to a ritualized free-for-all with rights to Willow as the prize, she had gone ballistic. Her previous life had been spent as a woman in the late twentieth century, and she found the whole idea revolting.

So she resolved to fight on her own behalf in the Pit.

"This won't be the parking lot!" the blond vampire continued berating her, "The challenge is open to all comers, and believe me, they'll come. You're only part of the attraction, sweetheart. This is a chance to work off old grudges, take out competition and increase a lair's standing in the city. This is a fight for Masters, not just minions, and it won't matter to them if you get dusted in the fray!"

"Fine, so I don't matter to anyone," Willow growled, "Except to myself, which is why I have to do this! I *hate* that my fate was decided for me from the moment I was turned, and that as a minion in vampire society I have no say over what happens to me! I won't accept that!"

"You matter to Angel. You bloody well matter to *me*!" Spike hissed, shaking with emotion. "Why the fuck do you think I care so much about keeping you out of that Pit?"

Distraught, the blond vampire spun away from her and stalked toward the front entrance, shaking off his sire's attempt to hold him back.

He needed to kill.

The lobby was silent for several minutes after Spike stormed out.

Willow and Angel regarded each other uncomfortably. At last, Angel spoke.

"The challenge goes out to clans, Willow. As my childe, Spike belongs to my clan."

Willow's eyes widened as she realized what he was implying.

"You wouldn't!" she demanded, aghast at what he was threatening.

Angel nodded soberly. "If it meant protecting you. Spike is right -- you matter to both of us, and I won't let you put yourself at risk. If it comes down to it, I'll refuse to recognize you as a member of my clan. Without clan affiliation, you'll be barred from fighting."

Willow turned her back to him, clenched her fists and released a howl of pure anguish that pained Angel like a stake to the heart. When she faced him again, blood-red tears streaked her face.

"You..." Willow sobbed bitterly, with a look of utter betrayal in her eyes, "...are...the closest thing to a sire...I have ever known! And you would refuse to claim me..."

Tears likewise flowed freely down Angel's cheeks, as her admission rocked him to the core. But he remained adamant.

"Only if you force my hand," he whispered desperately, his eyes squeezed shut, "Please, Willow, don't make me do it."

They stared at each other, frozen in place and both feeling as though they could break in two. Raw despair was etched in their features until, gradually, Angel's expression softened and he begged her once more:

"Please..."

Willow gulped quietly in sorrow, but took a hesitant step forward. Her eyes glistening, she looked at Angel and assented with a slight nod.

It was all either of them needed. With a rush they fell together in a few short strides and clung to each other tightly. They lost track of the passage of time while they stood and wept openly in each other's arms.

*****

The night of the challenge approached. The trio continued their practice bouts, although Angel and Spike now concentrated on each other rather than on training Willow.

At first, she was content to observe them closely, studying their tactics and committing them to memory. But more and more frequently, she withdrew from the dojo when sire and childe began battling in earnest, and went to roam through the city. Although normally Angel would have objected to her venturing out unaccompanied, he knew she would be safe. The call to order that accompanied any challenge established a temporary truce, and ensured that no vampire would attack another prior to the combat in the Pit.

At last, the clans gathered at midnight in a quarry outside the city limits, where a large pit, twenty-feet deep, fifty-feet wide and a hundred-feet long had been carved in the ground. An altar was set up at the head of the spacious pit, with a rope ladder rolled up beside it. Willow stood beside Angel and Spike at the very edge of the pit and surveyed the crowd. She recognized Manuel, Theo, and several minions of their clan near the altar, as well as numerous other vampires whom she had observed in the nights preceding the challenge.

For Willow had not gone out to hunt at all on those nights that she left Angel and Spike sparring in the dojo.

She had a plan of her own.

A Master from a neutral lair who had agreed to officiate the challenge boomed forth with a loud voice as he announced the rules of combat.

"All those who have come to fight must be in the Pit before the flame on the altar is lit. Once lit, none shall enter or leave the Pit until the fight has ended. The fight ends when only one clan remains, although the Master of a clan may choose to recognize any survivors from other clans as his own. Any he does not recognize will be left behind, either to save themselves before dawn, or to face the sun. Let all who will fight now come forward."

One by one, members of different clans dropped down into the arena of combat. Masters, minions, seasoned veterans, fledglings, males and females alike all assembled until there were over fifty vampires in the Pit. Willow saw that Manuel and Theo were already waiting below, and she watched as Angel and Spike leaped from the precipice to join them.

The Master of the Pit was handed a torch, which he raised high above the altar. As the combatants in the Pit looked on, all poised to fight, two things happened in rapid succession.

The torch fell from the Master's grip...

...and Willow stepped off the edge and dropped down into the Pit.

Just as her feet hit the ground and she sagged to her knees, a rush of flame billowed up from the altar.

"Willow, no!" Angel cried out in horror.

As the roar of the fight went up, Willow shouted back at her two companions, "Fight! Fight, and don't worry about me!"

With that, she ducked around two battling vampires and disappeared into the melee, having upped the stakes and leaving Angel and Spike even more desperate to conclude this match in their favor. Twisting the head off of a rival combatant, as the unfortunate vamp exploded into dust Spike growled furiously at his sire, "She'd bloody well better survive this! Because when it's all over, I *personally* am going to stake her for that stunt!"

The slaughter continued for over forty minutes, and it was brutal. Because weapons were forbidden, opponents resorted to decapitation, draining one another, and ripping each other's unbeating hearts directly from each other's chest cavities. During that time, Angel occasionally caught a glimpse of Willow as she wove through the action, deflecting blows but not really engaging anyone directly. It slowly dawned on him that she looked not so much like a fighter...as a sheep dog. When she passed near him, throwing a fledgling off balance and into perfect position for Spike to remove his head from his shoulders, Angel's suspicions about her strategy grew.

If he was right, then she was absolutely brilliant.

<But,> Angel reminded himself, <she is still in deep, deep trouble when we get out of here.>

At last, Angel and Spike were the only two vampires still able to stand on their feet. The majority of the others had been dusted, although about a dozen lay broken and groaning on the floor of the Pit. Spike surveyed the destruction in a panic until his eyes fell upon a redheaded figure slumped over on the far side of the Pit.

"Willow!" he called out urgently as he ran over to her. When he reached her she was in a daze. A vicious, ugly gash ran all the way from her right ear down to her collar bone, and it looked like her left arm was broken.

But she had survived. Too relieved to be angry with her, Spike hugged her to himself tightly for just a moment before he gathered her up in his arms and carried her back to his sire. The enthusiastic shouts of the spectators had died down with the conclusion of the fight, and the Master of the Pit called down to Angel.

"The fight is yours. Do you choose to recognize any of the fallen?"

Angel scanned the survivors. Neither Manuel nor Theo were visible for him to restore to their lair, which Angel regretted because he knew that a minor territorial war would ensue among the other clans for the right to Manuel's zone of influence. He looked up at the Master of the Pit and shouted, "I recognize none of them...save this minion, whom I claim as part of my clan."

He gestured to Willow who was still cradled against Spike's chest. Wearily, she closed her eyes, although Angel saw a tear slip from beneath her lashes and caught the tired smile that twitched at the corner of her mouth.

The rope ladder was let down, and they climbed up.

*****

Both Spike and Angel fussed like nervous mothers over Willow when they got her back to the hotel. Spike gritted his teeth and set Willow's fractured arm. Angel carried her into the shower with him and cleaned away the blood and grime with great tenderness. Then, while his childe showered, Angel dressed the wound on her neck and tucked her into his bed. She was barely conscious, but he bit his own wrist and pressed it to her lips, managing to coax her to drink down at least a pint before she drifted off completely. The loss of blood took its toll on him, especially combined with the exhaustion that had set in after the fight, and he nearly toppled over when he stood to go retrieve a pouch of blood from the refrigerator.

"Sit down before you fall down, mate," Spike ordered as he emerged from Angel's bathroom, "I'll pour us both a drink."

Angel nodded gratefully and waited while his childe heated the blood in the microwave. Spike returned a few minutes later and extended a mug to him, then sat down to join his sire in a caring vigil over Willow's sleeping form.

"I still can't believe how bloody lucky she was," Spike murmured.

"It wasn't all luck," Angel noted, "Willow knew what she was doing."

"You're joking..." came Spike's astonished reply.

"No...she was herding them."

The younger vampire stared at Angel incredulously. Yet Willow confirmed Angel's statement the following evening when she awoke.

"I decided to use vampire arrogance to my own advantage," she explained to her dumbfounded yet admiring companions, "I haven't been one for very long, but I've figured something out. Vampires are a bunch of competitive, domineering, posturing pricks with big, fat egos."

"Oh, well thank *you*!" Spike grumbled. Willow laughed at him, finding his protest wholly endearing.

"Present company excepted...most of the time..." she teased before continuing, "I knew that all of the vampires in that Pit would be out to prove that they were the biggest and the baddest. It wouldn't occur to them to run away from the fight, or that anyone else would. So that's what I did. I ran away, only I did it in such a way that I could maneuver a vamp here and there directly into harm's way. While you two were training, I went out and studied any members of other clans that I could find. I watched them fight whenever I had the opportunity, and learned their styles. A few of them were there in the Pit, so I knew exactly how to throw them off balance. They were the first to go."

Willow paused momentarily as Angel handed her a mug of blood, took several swallows, and then finished her explanation.

"Ever since I was turned, I've been caught in the middle between vampires who wanted to decide my fate by fighting with each other while I waited on the sidelines. So I finally decided it was time to put that Neanderthal mentality to work according to *my* design. I got in there and made sure that everyone slugged it out, and tipped the balance wherever I could. And sure enough, it was easy for me to slip away, ignored, while two vamps who were intent on demonstrating their prowess pounded each other into oblivion. You said it yourself, Spike: I didn't matter to them."

"That's the most insulting assessment of vampires I've ever heard," Spike remarked. However, he was unable to suppress a grin at the sheer audacity of what Willow had accomplished.

"Yeah, but it worked. What does that tell you?" she countered, batting her eyelashes at him coyly.

"It tells me that you have been sorely underestimated by the vampire community," Angel answered softly, "Including us."

Willow turned toward him and graced him with one of the most genuine, compassionate smiles he had seen on her face since she had left her human existence behind. Grasping his hand in hers, she gave it a gentle squeeze and murmured, "No, not you. I was counting on you. I knew you'd figure it out, and take full advantage of what I was doing. It was the first lesson you taught me: watch your position *relative* to your opponent's. I was the free radical. I did what you did when you trained me, only instead of stopping two fighters and correcting their stance, I sabotaged it."

Without letting go of Angel's hand, she reached out to take Spike's as well and said, "We make a good team. I'm just the one who decided to act like it tonight."

The two elder vampires grinned warmly at her, both persuaded that what she had said was an understatement, to say the least. However, Spike -- who couldn't let his reputation be compromised by sentimentality -- feigned alarm and grumbled, "Oh no....oh, no you don't, little minion...this is *not* going to turn into a bloody 'group-hug' moment! Vampires do *not* do group hugs."

"Speak for yourself," Angel chuckled as he pulled Willow into his arms.

*****

Willow stood in the center of the dojo, her face a mask of total concentration. Although Angel and Spike felt that she no longer needed to train as rigorously as she had before, and urged her to take it easy until she recovered completely, she wanted to run through a few, simple stretches and routines to keep limber. She moved through her positions gracefully, and then lowered herself to the mat and rested on her knees in silent meditation for five minutes to center herself.

When she stood and turned to leave, she found Spike watching her from the doorway.

"Hey," she greeted him.

"You're feeling better," he observed as he walked toward her.

"Yup. I think I could be ready to go out and hunt in another night or two. Just in time, since Angel probably feels like he has a permanent leak in his neck," Willow joked.

Spike smiled but it wasn't amusement Willow saw in his eyes. She had seen the same storm raging deep within the icy blue once before. Vivid images of a parking lot, and a vampire's face painted with equal measures of blood and passion, swept through Willow's mind.

"True, you do need to feed heavy while you're healing," Spike acknowledged quietly, "But Angel isn't the only one who has a vein to offer."

And there it was.

Willow had known that this matter, this simmering attraction, so long unmentioned between them, would eventually present itself again. The decision loomed before her -- temptation itself.

"Are you sure you want to do this?" Willow murmured incredulously, even as she trembled with hunger for the potent red elixir that flowed through his veins.

"Oh, I think you know very well that I want this, luv," Spike whispered in her ear, his voice dark and inviting, "But the choice is yours."

His body hovered against hers like a shadow but he didn't touch her. Almost imperceptibly he raised his chin and tilted it slightly, exposing his neck in silent temptation. Willow felt her hunger quicken at the small gesture which was so thick with meaning. It was the nearest thing to a sign of submission she would ever get from a Master of Spike's rank and power -- and she, still a minion. It was more than an offer of his blood. It was a request for her consent to their mutual satisfaction. He wanted her. Willow had known this for some time, and despite the brutality of that first night, her reservations had all but faded.

As if he understood where her thoughts had turned, Spike murmured solemnly, "How we started out...was a mistake. Let me show you something better."

Willow gave herself over to instinct and lunged at him. She gripped his biceps forcefully and assaulted the full length of his throat with lips, tongue and teeth. Alternately suckling, licking and gnawing sensually on his skin, she took pleasure in Spike's response as he hardened against her and stroked his hands appreciatively up and down her thighs. Unable to restrain herself any longer against the heady lure of his blood, she positioned her fangs over his artery and slowly sank into his flesh.

As soon as the first, rich, scarlet draught hit her tongue, she was lost. He tasted of daring and power and lust. Willow growled passionately as she drank, and yielded willingly as he slowly lowered them both to the floor and gently bent her body back. He nudged her thighs apart and settled between them, yet he held himself above her, his head arched back and his muscles tense and coiled like a jaguar poised to spring. Spike hovered with an absolutely rigid discipline as they shared an erotic near-embrace, with Willow's ravenous deadlock on his throat the only point of contact between them. At last, her moans became more urgent until she ripped her mouth away from his neck, leaving it weeping with blood, and surrendered to a shuddering climax.

All restraint vanished from the blond vampire as he captured her lips and kissed her with an intensity that threatened to send another orgasm ripping through her. He pressed her against the mat, not as he had done so often during their practice bouts and sparring, but with his hips grinding against hers in sexual rhythm. Raising up slightly, he slid his hand beneath her tee shirt and fingered the elastic of her sports bra. With a deft tug he pulled both up, exposing her breasts to his mouth. Spike closed his lips around one taut peak and nursed it to a hardened, sensitive nub with his tongue, leaving Willow gasping with desire. He rolled her erect bud between his lips, teased it with gentle flicks of his tongue and tugged with his teeth until her areola puckered and strained upward in brazen abandonment to his ministrations. But what he did next nearly left her shattered from the force of her own lust. Letting his fangs drop, he teased her nipple lightly with one sharp point. Slowly, infuriatingly, he traced razor-fine trails across her pebbled flesh, never quite breaking the skin yet setting her nerve endings on fire.

"Spike!" she shrieked as she arched up into him.

Spike grinned wickedly at the plea laced within her ecstatic cry, enjoying a brief flush of pride at having made her beg at last. He lifted himself off of her just long enough for both of them to divest themselves of their clothes. When they returned to their wanton embrace, Willow grasped his cock in her hand and drew him into her, and both of them hissed at the lush, sensual friction of slow penetration. Languidly kissing each other, their tongues mimicked the urgent, forceful thrusts of their lower bodies. Willow could feel the tension building within her, climbing toward a delicious rapture, when Spike suddenly went still. She nearly howled in frustration.

Gritting her teeth, Willow threatened, "So help me, Spike, if you leave me like this...the next time I turn you into a rat, I'll--"

He cut her off with a chuckle. "There won't ever be a next time, luv. But don't worry, I'm not done with you yet. I won't be, until I feel you shudder around me so hard I could break off and lose myself in you forever."

Still sheathed in her up to the hilt, Spike rose up on his knees, dragging Willow with him. Her thighs stretched open wide, he plunged into her silky core even more deeply than before as the new angle of penetration allowed his rigid member to caress her clit with a maddening insistence. Reveling in the sensation of her flesh wrapping around his and clutching at him as he thrust, Spike let his hands roam down along her torso. Possessively, he kneaded her breasts and squeezed her nipples as she arched and writhed on his cock. Steadily, the tempo of their serpentine dance increased until with a final, violent drive Spike emptied himself into her, roaring as he felt her own powerful climax rippling against his flesh.

Pulling Willow up into his arms, Spike continued to kneel, still joined with her, and cradled her in a fevered embrace. They clung to each other for several moments, stroking each other with gentle, loving hands, until Willow leaned back slightly to fix Spike with an irresistible, enticing stare.

"I propose another trade. I keep you for one night, to do with as I please..." she murmured seductively.

All too willing to succumb to temptation, Spike countered, "And what do I get in return?"

"Exactly the same thing. Me, for one night, to do with as you please."

He grinned at her devilishly.

"Agreed."

*****

Angel grinned to himself but kept his eyes on the book he had been reading as he sensed his two companions, reeking of their coupling, move past his suite and toward the room that Spike had claimed as his own.

So...the children had finally resolved their issues.

*****

Like a predator, Willow moved toward Spike, who reclined against the headboard with his arms stretched out and his wrists firmly secured to either bed post.

"I like this look on you, Spike," she said with a feral grin as she gestured toward his naked, shackled form.

"Well, luv," her lover purred back at her, "Here's another lesson in vampire culture for you. When you see something you like, you take it."

"If you say so," Willow conceded demurely, settling herself above his hips. "And speaking of vampire culture," she continued, punctuating her words with light nips at his collar bone, "There's something I've been wondering about for a long time..."

"And what's that?" Spike asked, his eyes closed as he leaned into the pleasure of her touch.

"Who was Alexei?"

Spike slumped against her and groaned in frustration. "Cor, luv, what a way to kill the mood!"

"I can't help it. I'm curious...besides, I've got you at my mercy. You have to answer the question."

Soberly, he explained. "Alexei goes back to the days of Angelus. He was a mature minion, on his way to becoming a master, when he crossed my sire. Attacked Dru only about a week after she'd been turned, and when she was still vulnerable, despite Angelus' warning to everyone that she was off-limits."

Willow listened intently, her eyes widened in dreadful anticipation. "What happened to him?"

Spike snorted. "Something to make any of the entries about Angelus in the Watchers' Diaries look like bloody letters from your grandmum. Angelus flayed every inch of skin off of his body and doused him in holy water. Then, while the pathetic sod was screaming in agony, Angelus nailed him to a cross and pounded spikes through his joints -- knees, elbows, shoulders, ankles, the works. He left Alexei like that in the main hall of the lair for a week, and gave everyone strict orders *not* to kill the stupid bastard. Angelus wanted to wait until Alexei begged *him* for death. And when he finally did...Angelus poured another dose of holy water on him and laughed. It took another month before my sire was ready to let him die, but by that time Alexei was an incoherent wretch, and barely recognizable anymore."

"He was an example..." Willow murmured, completely stunned.

"And one that never needed repeating. That, my love, is vampire society in all its glory," Spike replied with absolute seriousness. "Angelus was one of the greatest of us that this world has ever seen, and Alexei is just one testament to what made him a legend. You won't truly be prepared to be part of this society until you can understand that *that* kind of ruthlessness earns respect."

Willow absorbed the full impact of Spike's words, and then a wicked gleam sparked in her eyes.

"So, let me see if I understand you..." she purred slyly, "Inflicting pain earns respect?"

The tone in her voice caught Spike's attention and shot straight to his groin. Seeing that the vixen was back, he grinned in anticipation of her next move and rumbled, "Oh, yes...the greater the pain, the better."

Crawling over him like a cat until she had settled between his legs, Willow paused to flash him an absolutely feral look before she lowered her head slowly toward his erect staff. Letting her demon come to the fore, she bared her fangs and pounced.

*****

Angel set his book aside and reached to answer the ringing telephone. It was Wesley, informing him that Cordelia had just had a vision and that his assistance was needed. The vampire crusader was listening to the details of the vision when an ear-splitting scream pierced the air. When Wesley expressed alarm and asked if there was any trouble, Angel couldn't suppress a grin and replied, "No, nothing's wrong. Everyone here is...just fine..."

Within minutes, Wesley finished relaying the necessary information and Angel was on his way out to fight yet another demon.

As he left his suite Angel paused and glanced toward Spike's closed door. He smiled again and shook his head.

<Apparently, Willow has some hidden talents,> he mused to himself, and went out into the night.

*****

Spike forced his eyes open as the searing pain subsided, and locked a gaze of pure lust on the redheaded vixen who had just made him scream louder than he could remember doing in the past century.

"That...hurt...like...bloody...hell..." he grunted with difficulty.

Willow waited expectantly, not sure whether she should untie him and tone things down a bit. His next words, however, elicited a pleased grin from her as she realized the potential she had just unlocked.

"Do it again."

*****

END

to be continued in Masters and Minions 3: Feeding Habits