"He's alive," Spike responded, sounding, not too surprisingly, unhappy about the fact as he plopped into his seat. "Sorry to burst your bubble, Harris."

Xander unclenched his hands and shrugged indifference. "Well, I guess that's the problem with that pesky immortality thing... no death..." he responded with a thoughtful frown before sticking his head back into his book before Buffy could chide him for his continued hostility towards her first love.

Spike allowed his eyes to sparkle a bit at the boy's enthusiasm. Hell, he could be vice-president of the "Angel is a Poofter" club. Spike supposed everyone knew who the president himself would be. Deciding Angel still needed some time to cool off before he told Buffy to talk to grand-poof, the vampire picked up his book and stared straight down into the yellowed pages, his mind musing more over what Angel had said, than on the actual printed words themselves. 'Living in their own bubble...' Spike snorted at the very thought. Even in their supposed bubble, Buffy didn't love him. When would he learn that she never would?! But... there had been kissing in their bubble. Kissing could lead to more kissing… and maybe love. He growled and subdued the prancing romantic within, telling himself they needed to get to work on finding a demon fitting the description of the one Buffy had seen in her dream. Nibblet was the important thing now.

Buffy ignored Xander's hostility towards Angel, because she was used to it, and knew any protests on her part in favor for her ex would simply fall on deaf ears. Her eyes fell on Spike instead, and she wondered what had been said between the two vampires, grateful that they hadn't seen fit to come to blows. Curious, she contemplated asking him outright what had gone on, but was pretty sure, if she knew him, and she did, that she wouldn't get a solid answer from the younger vampire. He seemed confused and more than slightly irritated, not paying any attention to the book in his hands no matter how hard he tried to. She supposed she would have to talk to them both.

Studying the one that she had come to know as friend over the last year and a half, Buffy raised a brow, wondering what he was thinking about right now. "Spike..." She nudged him, gently bumping her shoulder against his. His eyes darted in her direction before returning futilely, to the text.

"Yeah, Slayer?"

"What…"

"Go, speak to him." Spike stated calmly. Too calmly. He rolled his eyes, aching for a cigarette. He hated to chance sending her in there to Peaches because he knew there was a high possibility, in spite of everything he'd attempted earlier, that the older vampire would hurt her again. But, he supposed, those two needed to talk. And Angel needed a good, swift arse kicking, but that may have been asking for too much. "Go on, Buffy! Untwist his knickers...we've got work to do!" he urged, annoyed.

Buffy sighed, hearing as well as seeing his barely contained frustration quiver just below the surface of what he thought was a cool, indifferent demeanor. Little did he know that she saw right through it, and was nonplussed by his annoyance. "Okay, I'm going. Just get yours untwisted too, will you?" she countered, standing up quickly and stalking towards the back room. As she grew nearer to her final destination and it began to sink in that she was going to talk to Angel about her non-relationship with Spike, her heart began to pound faster and louder in her chest with its nervousness.

Just what the hell was she going to say to Angel? She opened the back door and jumped slightly at the sound of his fist connecting with the punching bag. She stepped further into the room, closing the door quietly behind her. The click caused his eyes to flicker in her direction, but his fists never wavered from course. "Hey..."

He growled, hitting the bag as hard as he could again before turning to her quietly, huge dark eyes regarding her with all their sorrowful familiarity. "Hey Buffy..."

"So..." She averted her eyes, darting them all over the room in an attempt to forget the look in those eyes. She finally rested her gaze on the couch, satisfied with looking at anything but him. "Uh..."

"Buffy, I wanna be straight with you," Angel started, cutting off the uncomfortable silence with his usual precision. "I don't like the idea of Spike being so close to you. He's dangerous."

Her indignance flared at his comment, far outweighing the awkwardness she'd felt seconds before. "I'm a big girl," she stated defiantly, looking straight at him. "I don't need someone to hold my hand all through life and tell me what's good for me and what's not. I've taken care of myself before, you know."

"I know you have, but Buffy... you can't blame me for being worried. And confused. Very confused about this whole situation. I thought the exact reason you left me was because I'm a demon. A vampire," Angel stated, frowning until his brow folded over his eyes.

"Whoa..." Buffy crossed her arms and regarded him skeptically. "YOU left ME." she snapped. "Remember?"

"Well, yeah. But I did it to give you a normal life!" Angel responded. "A husband, children, stability..."

"Yeah, because all those things are right up a slayer's alley..." Buffy shot back, eyebrow arched high and arms still crossed. Angel's subconscious alarmingly reported to him as it studied her, that she was picking up his grand-childe's mannerisms.

"It's what you wanted, wasn't it?"

"What I want, and what I'm allowed Angel, are, and have always been, two very different things," she answered coolly.

"So... you're saying you do you want Spike?" Angel felt sick at the very thought.

Buffy's heart stopped. "Huh?"

"You heard me." Angel said. "Is he what you want now?"

"That's not what I said at all! And even if it was, what would it matter?" He noted that she was almost as gifted at dancing around questions as Spike was.

"What does it matter?! What matters is that he's a ruthless, violent, evil, demon!" Angel countered, snarling. "He's a killer! I've seen him do it, countless times. I've seen him enjoy it."

"He's not like that, not anymore," Buffy defended, shaking her head.

"Why? Because he thinks and you think he loves you?! C'mon Buffy, open your eyes!" Angel couldn't believe how unrealistically she was behaving.

"Why can you be good and he can't, Angel? Just because you have a soul?! Spike lost that chip in his head, and the only thing stopping him from becoming a monster again is his free will. He's gone from killing humans to killing demons because he can, and he wants to!" Buffy argued.

"And what about when he gets bored with killing demons? What about when he suddenly feels like a nip of human blood? What about when changes his mind and suddenly decides to kill you, and Dawn, and the others?" Angel's anger was growing into a hysterical rage any denialist would be proud of as he tried to rationalize everything that was going on here.

"He won't kill us. He loves us. All of us," she said it quietly, refusing to meet his eyes yet again.

"How can you be sure? How can someone without a soul love, Buffy?" Angel frowned, doubting it was possible.

She shrugged. "He loved Dru. For more than a century."

"Drusilla was his sire," Angel stated. "He was supposed to fawn over her."

"It doesn't matter. He really loved her."

"What is wrong with you!?" Angel growled, his frustration growing to an almost immeasurable level. "Can't you see how wrong this is?!"

"Wrong?! Spike loves me, he's changed his whole life around to help me, because he loves me! How is that wrong, Angel? He won't turn on me, he won't. I know it in my gut. My instinct says so."

"How can you know this?!" Angel needed a real, believable answer, demanded one that could put his teetering foundation of belief back on solid ground.

"Just… because!" She held back the urge to just slug him and blinked back sudden tears of frustration from her eyes, refusing to let him see her cry over this. She would never let Angel's hold on her make her ashamed or sad again. She was in control of herself, now.

Angel lowered his voice, reading the war that was going on in her mind over the entire situation. "Please... Buffy..."

"Spike doesn't have a soul, you're right about that. He's still a demon, and he doesn't have that chip in his head anymore, but he's still...he's here, helping me, in love with me, even if he knows I can't love him back." Her eyes grew icy. "Angelus could never have loved me..."

Angel felt like he'd been taken down by a preemptive strike directed straight through the heart. He growled, feeling slightly betrayed, but even more so, feeling envy and jealousy at the truth behind her words.

"Evil...Angel... when you were evil, you were bent on killing me, destroying everything I ever loved. Spike's changed his mind about what he wants to do with his life, even though he still feels like he's evil. I don't understand how it is, but it is." Buffy finished, releasing a shaky breath and wiping the mist from her eyes. "You loved me Angel... and maybe you still do. But when you were evil, you never loved me. That just proves to me, that as sick and twisted as you think Spike may be, his feelings are genuine."

Angel remained silent; trying to push back the raw emotion he felt to absorb everything she said. He mulled it over in his mind several times. When he finally spoke, there was still anger in his voice. As controlled, as he liked to be, he could not help that. "Buffy, just because I made mistakes, doesn't mean you have to compare me to Spike."

"You asked me to," Buffy shot back. And he realized she was right about that. He had asked her to. "You and Spike? You're nothing alike, Angel."

"He's a soulless killer. A monster."

"You don't need to be soulless to be a killer," Buffy replied, shrugging. "Look, I..." She paused to frown. "I loved you Angel, with all my heart, but I've moved on. I tried with Riley and it wasn't right." She paused. "A part of me will always love you, but I know we're never going to be together. But just because that part of me still loves you, I don't think it's right that you use it to influence me, day after day, whether you meant to or not. I shouldn't live my future based on what we had. Please don't use our love against me."

"God, no. I don't want that. I'll always love you, Buffy." He sighed and ran a hand through his hair. "I love you, and it makes me worry. Look, I know Spike."

"You know William the Bloody. I know Spike. The person he is now." Buffy brushed back her hair. "He's totally different, Angel. He's changed; he's trying to be good. He can love, and he does love. Just like you can. Believe that, please. Trust my judgment."

"Buffy... I want to... I do..." Angel revealed to her, though so much doubt coursed throughout him that it almost made it impossible. "It's just..." He ran his fingers through his hair again, a habit borne of frustration. "It's hard to trust, knowing what I know."

She quirked a brow at his admission. He knew something she didn't? "What, Angel?"

He almost didn't know how to respond. How could he tell her that he didn't exactly trust her judgment because right now, it was clouded with emotion? With an emotion that never made things clear, at that. Inwardly, he knew he had to reveal the reason behind his doubts regarding her judgment about the situation. It was a biased judgment. Deliberating the things he could say in his head, he caught her eyes once more, and reminded himself that this girl, that had made him feel human, should know exactly what he thought. "I know that you love him." He said it so quietly Buffy had almost missed it completely.

Buffy had the decency to look slightly surprised at his ruminations before she sighed and sat down, folding her hands into her lap. "No, I don't."

"Buffy…" Angel's tone pleaded with her to give him the truth. They owed each other that much.

She folded her hands in her lap and took a deep breath. She did owe him that much. "I care about him."

She said it so softly Angel's heightened hearing almost missed it. "How much?" he asked, avoiding eye contact with her as he let himself come to terms with hearing the truth about what a blasted part of himself already knew was real.

"That, I really don't know. In fact, I avoid thinking about it all together." Her eyes searched his, knowing there would be disapproval there, perhaps even anger and loathing. She saw a strict resolve instead, like he was holding himself in check for her benefit. She felt an extreme respect and gratitude for him at that moment, for doing this for her, as much as it obviously pained him. She reached out to him. "Angel, I…"

"No, don't apologize," he stopped her. He could handle this. He had to. And Spike was right. She didn't need to cry any more than her calling had already warranted. Life was already hard enough, ten times more so when topped off with the duties and sacrifice of a slayer. If he loved her, he didn't need to add to that already overflowing plate of suffering and forfeit. He paused, searching for something to say to respond to her slight admission. "He makes you laugh." It was the best he could come up with at the moment.

Her brow furrowed, and she looked at him a little strangely. Of all the things she had expected him to say to her, that had probably been at the bottom of the list, right before, "I give you two crazy kids my blessing."

"He made you laugh," Angel repeated. "When we were researching just now… It's…it's good to see you laugh like that." He seemed almost awkward in approaching this, like he'd stumbled upon some vast, unknown territory of unmarked wilderness and was feeling his way through it not only blindfolded, but deaf as well. He fidgeted a little. "Does he make you happy?"

She didn't know how to answer that double-edged question, and instead, shrugged one shoulder, much in the same manner, ironically, as Spike himself. "He's been a good…"

"Buffy, I thought we were being honest."

"Okay, he's more than a friend. I haven't thought about it much more than that. Usually, when I think along those lines, it stops, right there. Because going further would be too much thinking on things that I shouldn't be thinking on. He's more than a friend. Period."

He heard the `but' tone in her voice, could read it like it was the written word of the divine lying upon the page of her face before him. "But he does make you happy," he finished for her, answering the question she had rather gracefully, if not consciously, slid around and avoided.

She frowned thoughtfully. "I don't know. I've never really been really sad when he's been around. Lately, anyway. Sure, I've been exasperated, and annoyed, and embarrassed, and angry, but I've never been sad."

"Do you think you and he could ever…?"

Her head shot up, and she looked at him, surprised. "No! Of course not. It's wrong," she muttered hastily, shaking her head.

He frowned. "Buffy…"

She sighed at his ability to weed out the lies she told to both him and herself. "Okay, I thought about it, a few times, maybe. But that's all I did. I played the `what if' game, but, who hasn't? Right?"

His lips formed a line, and there was more reluctant resignation in his eyes now, instead of barely contained annoyance. "Yeah." He wondered how he was going to ask his next question. "So one day, you don't think that…" he trailed off listlessly.

"I don't know. Maybe."

"Do you feel like you could love him?"

"I don't think it would be hard to," she revealed, quietly. "He's a good man, past that rough exterior."

Angel bit his tongue. Spike had always been different, he reminded himself. And if any a vampire could be defined as a `good man', he supposed it would be his grand-childe. "So what's keeping you and he from trying, now?"

Her eyebrows quirked in utter amazement. It sounded like he was TRYING to push them together. Though she supposed, his had been a valid question. If she thought that maybe one day she could be with him, what kept her from trying in the here and now? Because perhaps, there would be no `one-day' for her in the near and distant future. This, today, tomorrow, might BE her one-day, if the record on slayer life spans held true. It was a valid question posed from Angel. This might be her moment of happiness, and she could be wasting it away. What exactly was it that kept her from Spike, besides her own fears and the fact that society dictated that slayer and vampire were to remain as enemies and just enemies from now until eternity?

She was stunned by all the questions that her ex-lover's initial inquiry had posed, and turned to face him, her eyes, wide and luminous with surprise, seeking his dark, sad ones for answers. The look that passed between them asked the question, because words were obviously not needed here. Angel shrugged, revealing to her that he was fully reconciled to the strange hand that fate had seen fit to deal him at this point in time. "He makes you happy," he stated simply.

She smiled faintly, and some of the shadows lifted from both their countenances. She hugged him, a tight embrace which he returned readily, closing his eyes at the memory that touch evoked. She sighed against him, and closed her eyes. "What do I do now?" she asked, her voice muffled by his coat.

He patted her gently. "You'll figure it out. You always have."

Spike growled and tossed another book aside, raising a cloud of dust into Cordelia's face. "Watch where you're throwing the must factories, blood breath. I'm trying to concentrate here," she snapped, fanning the air in front of her face.

"And we all know how hard you have to work to get THAT done," Spike sniped back, picking up another book and earning a glare from the former cheerleader. "What the hell are we looking for exactly? The only bloody description is "wrinkly demon" from Buffy's damn diary… how many `effin' demons out there fit that mold?"

"Hey, I happen to know exactly what we're looking for. I saw it in my vision."

Spike rolled his eyes at Cordy. "Great. The very life of my Nibblet is in the hands of a Sunnyhell cheerleader. Witness my jumping for joy."

"Hey, I happen to be a LINK to the Powers That Be, Mister-Impotent Vampire. At least I HAVE a purpose. And stop referring to Dawn like she's a cheese cracker."

"Those are NIPS, you bleedin' idiot."

"Oh whatever."

Xander looked at Spike. "You see what I had to put up with?"

"And I thought Dru was bad."

"HEY!" Cordelia protested.

"Yes, as interesting as your banter is, I think some of us would like to actually return to the task at hand. I'm sure Dawn will appreciate it later," Giles cut in, giving Spike a stern look. Chastened, the vampire looked back down at his book, but not before flipping Xander the single fingered salute when the boy was about to tease him for succumbing to Giles's "school marm" voice. Xander just smirked instead and resumed reading.

"Ooh! Oh! Is that it?" Willow exclaimed suddenly, amidst the chaos of the research table. She dropped a huge tome in front of Cordelia and pointed to a rather unflattering image in the far left corner. "A… Vidartha demon? It says he sucks out life forces for the energy. Like a big…thing that sucks energy. And it says he can control it, in its different forms. It's got to be him, right? I mean, look… wrinkly."

Cordelia studied it. "No, I don't think that's him…"

Everyone looked at her incredulously.

"Yeah, kidding. That's definitely him. Wrinkles and all."

"Say anythin' in there bout minions or the lot?" Spike leaned over, taking a look at the dusty volume.

Willow skimmed the description of the demon. "It doesn't really say..."

"Well he must be weak or something. If that electric demon has any particular part in this..." Giles looked over Willow's shoulder.

"Maybe now that we know what kinda demon he is, we can find some more information in other books," Xander thumbed through another large demon guide.

"Way to go Mr. Unambiguous," Spike snorted, with an exaggerated roll of his eyes.

"Look Chippy, just cuz I said you were my pool partner doesn't mean I still won't stake you," Xander threatened, half-heartedly.

"You didn't have the stones to do it last night did you?" Spike raised a brow, unimpressed.

"If you two are finished with your shallow banter, can we get back to the whole, Dawn's life is in danger thing?" Willow interrupted, looking at both with her `disapproving' expression. Both dropped their heads slightly.

"Sorry."

"Sorry, Red."

Suddenly, Tara let out a small yelp. "I…think I f-found something...maybe?"

"What is it?" Giles stepped around the table to peer over the blonde witch's shoulders.

Anya leaned over to see what Tara had found. "Looks like him again..."

"Says that the Vidartha demon lives on peoples life forces, energies... It's lived for over a century undisturbed, it's very concealed. Not many instances of its attacks were ever reported because once the life force was drained from the victims, they disappear. So most cases just get written up as missing persons..." Tara paraphrased, her heart filling with fear for Dawn. "In a weakened state, having not fed off many life forces, it seeks help from its minions..." Tara continued. "It ends there though. No description of any electrical minions..." she paused. "But, it does say that it is easy to kill, if you can get to it. Vidartha appears as a wrinkly, purple scaled demon with 6 arms, 2 of which are tentacles."

"Ugly bugger..." Spike muttered.

"Aren't all demons?" Gunn replied indignantly.

"Hey!" Spike growled.

"Yeah, hey! Helllooo!! Ex-demon here!" Anya waved.

"Sorry, gotta get used to this..." Gunn shook his head. "Angel's one thing, y'all are another..."

"Well, it amazes me how any of you deal with the poofter on a regular basis," Spike crossed his arms, his eyes sliding towards the training room door.

"Better him than a Billy Idol wanna-be," Cordy snipped back without missing a beat.

"Say now..." Willow pouted. "Leave the poor…guy er...vamp... well, leave our friend alone!"

Cordelia stared at Willow wide-eyed. "God, I like how the good old Sunnydale crew can't even tell the difference between soulless bloodsuckers and friends now."

"Well speaking for Spike, more so than any others, I suppose. He's proved his loyalties more than once, Cordelia, I assure you it's perfectly fine," Giles explained lightly, as if her sarcasm were of no consequence. "Now, please... I know we all have our differences..." the watcher surveyed the room. "Well, quite large differences at that..." he corrected. "But I know we all care for Dawn, so please, let's concentrate!"

"Uhh..." Tara frowned, having flipped a page. "I think we better get Buffy out here..."

Spike didn't like the shy girl's expression. Tara was a very timid soul and the expression on her face was total fear; something people like her usually kept to themselves. "What is it, Wicca?"

Giles, who now hovered over Tara's shoulder, look bothered as he studied the section she was referring to. "Spike... go get Buffy."

"Bugger all..." Spike muttered, pushing himself up from the table. He turned, his duster whisking out behind him. "'Nother Armageddon at hand I'll bet..." he mumbled irately, stalking over to the door.

Not bothering to knock, he barged in, swinging the door open with a whoosh. "Slay..." he was cut off by the overwhelming feeling that slammed into him as he studied what he saw. He was sure if his heart could function, right now it would stop, wither up unto itself, and die. Leaning there against the doorframe for support, the vampire felt an indescribable burning within him, and he remembered it from when he'd been mortal; when Cecily had rejected him. Fighting to remind himself that this was to be expected, he shook off the damned emotions that he wasn't supposed to feel. After what seemed an eternity to him, he got hold of the reins to some degree and shoved under them the mortal he once was, along with the emotions he wasn't supposed to have. As a vamp, he headed straight towards the woman in the room, reminding himself that he was beneath her.

Within a few more moments, the feeling had passed enough for him to speak. He felt the burning inside him turn to flames of anger, something he was better acquainted with. "Hate to break up the lovers' reunion and what all, but we got trouble the two of you might wanna hear 'bout." Spike raised his voice to a cool level of irreverent detachment.

Buffy jumped at the sudden, familiar voice. She turned to see Spike leaning against the doorframe, looking rattled and furious. For a moment she wondered what had brought that expression on his face, but suddenly realized that the scene between her and Angel on the couch didn't look promising. *Oh...so not of the good, Buff. Talk to him...* she told herself. "Spike..."

"The Wicca's found something; think you might wanna get out here before Nibblet's life is in anymore danger," Spike interrupted, cutting her off completely before turning to Angel. "So save the kissing and making up for later, Romeo."

"Spike," Angel said his grand-childe's name calmly, flatly, to show that there was no emotion behind it. He didn't want to rattle things between him and Buffy, more so than already, in any case.

"Spike..." Buffy started also, getting up off the couch and walking towards him.

"Yes, you're both very articulate, my name IS Spike... I'm surprised you remembered," Spike quipped, pushing himself from the door. "Now, if you'd hear what I'm sayin'..."

Angel looked at Buffy with a guilty expression. He gave a half smile of support before leaving the training room, having to push past Spike who was still blocking the doorway.

Buffy looked towards Spike. "Can we talk a second?"

The vampire almost heard the plea in her voice, but decided he wasn't of the right mind to deal with her, his sire, and the thought her and his sire together at the moment. He could handle Dru leaving him, and could handle the Initiative neutering him, but he could not handle loving someone who would never love him in return, or who couldn't seem to get over her first love. "No time, Slayer. Platelet's in danger." Spike turned his back on her.

"Spike! Please!" Buffy's heart hammered. *God, what was going on with her?!* She felt panicked. "I need to talk to you."

Spike turned his head back slightly, looking at her from the corner of his eye. "Save it, Slayer." he turned back around, walking out of the doorway. "I don't really fancy hearing anything you have to say about you'n Peaches right now."

Buffy felt her heart clamp around itself rather painfully and she fought back tears. She clenched her fists at her side and took a deep breath before stomping out of the room. If he wanted to be that way, that was fine. Dawn was in danger; Spike problems could stand to wait until later.

The gang looked up at her as she entered the room.

"So what's going on?" she crossed her arms, feeling cold. Her eyes drifted towards Spike who sat at the table, fingers drumming on the surface impatiently. His eyes deliberately avoided her.

"We've discovered what kind of demon is after Dawn," Wesley reported, happy to finally speak up.

"What is it?" Buffy asked, getting in business mode.

"It's called a Vidartha demon," Giles started. He then went on to explain what they had discovered up until Spike left the room. "The bad news is, once the demon is has consumed enough life force and energy, it is restored to its full power..."

"Lemme guess. Another Armageddon, end of the world bit?" Buffy quipped wearily. She was tired of everything trying to end the world.

"Well, yes... in time, but I'm afraid that's not even the worst of it..." Giles took off his glasses.

"What's the worst of it?" Buffy asked, dreading the answer.

"Buffy... the power that lives within Dawn alone is enough to not only restore this demon to full status, but quite possibly it will make him immortal as well..." Giles's hand shook, reaching into his pocket for a tissue, anything to clean his glasses with.

"Destroying the world from there would be quite simple."

"Bloody hell..." Spike growled, standing. His nerves were shot and he began to pace.

"So all we need to do is keep Dawn safe and go slay this demon," Cordy stated. "Not too difficult!"

Everyone groaned.

"Bollocks..." Spike patted his pockets. "I need to step outside." he sighed, feeling his pack of smokes.

"Spike... dear... its daylight still," Anya frowned, pointing to the thin veil of light that could be seen behind the store's curtains.

Spike growled, the sound rumbling low in his chest. "Then to bloody hell with you lot…" He pulled the cigarette to his lips and lit without giving a second look to Buffy.

He knew if he did, he'd put the damn thing out right then and there.

Buffy ignored Spike and concentrated on a plan of action. "So what about the demon that attacked Spike?"

"We find it and put its lights out permanently," Xander offered.

"I can't pull Dawnie from school, the social workers are still hounding us..." Buffy began to panic. She could never be calm when it came to Dawn.

"So we wait till after school, and take her somewhere she'll be safe," Angel spoke up. "In the meantime, Wesley, and Gunn will start looking for this minion." He offered, looking at the two of them, who nodded.

"Guess Ahn and I can start looking too," Xander offered.

Buffy smiled at her friends. "Thanks guys." she turned to Willow and Tara.

"Guess you want us to look for some type of spell?" Willow smiled.

"Anything, even a protection spell..." Buffy pleaded.

"I'll continue to research," Giles nodded, putting his cleaned glasses back on.

Buffy checked her watch. "Dawn gets out in an hour, so 'll go pick her up then. Come sunset, Spike, Angel and I will start looking too."

"I suppose Fred and I will have to help Giles..." Cordy grumbled, looking dejectedly at the stack of still unread volumes on the table. She hated books. Fred smiled and patted the actress on the arm.

"Actually Cordelia, I need you to get a list of all the power sources and supplies in Sunnydale," Buffy told her. "It's time we put this demon's lights out for good."

Dawn groaned as the lunch bell rang for a second time, sounding the end of the period. She gathered her trash into her brown bag, before tossing the whole thing into the trashcan. The few the friends she ate with everyday had run off to their lockers together before class. She'd grabbed her school bag earlier, opting to take it with her so she wouldn't be late for her next class. Her teacher was a real brute.

Stepping out into the hallway of the school, she strolled down towards her class, ignoring the bustle of kids grabbing books from lockers. She opened a doorway to the staircase and found it quite empty, since most kids were still at their lockers. She took the stairs up, her footsteps echoing in the empty hall.

Her heart pounded, realizing just how alone she was. She sighed, shaking her head. She really needed to stop worrying bout being alone. It always seemed like an instinct to her to look over her shoulder. She supposed it came from being stalked as first; the Slayer's little sister and then the Key, for her entire existence. Dawn had to remind herself that it was daylight, she was in school, and no one would be looking to hurt her...

As if on cue, the lights went out and the area grew completely dark, except for a thin sliver of sunlight coming from the small window a stairwell below.

Dawn gasped, gripping the banister of the staircase with fear. She didn't feel good about this at all…

A siren rang, and she knew it was the signal for the teachers to evacuate the building. She started back down the stairs, two at a time, towards the first floor exit. Reaching the small window near the lower stair well and she squinted in the dark, out trying to find the door.

The area suddenly filled with a bright light and she heard the sound of live electricity buzzing, like wires had been cut. It sounded close by, perhaps at the staircase she'd just come down from. She grabbed the door handle in the dark, pulling on it sharply. It was locked.

Dawn's heart pounded in fear, realizing that the only other exit was back where she'd come from. The room grew deliriously brighter and she turned to face light, instinct telling her to run, but ration trying to tell her it was probably just some faulty wiring. Her eyes widened upon seeing a hulking form of pure electrical energy standing right in front of her. She screamed, trying to back away, but only succeeding in thumping into the wall beside the door.

The minion tilted it's head to the side a bit, as if reading her, or studying her. She regarded it wearily, hands pressed up against the cool wall behind her, waiting for it to kill her. The demon, after a moment, seemed satisfied with what he had found, and zapped a small bolt of electricity at her, stunning her.

The force slammed her head back against the wall with a painful thud, and she sunk to the floor, with a little moan, unconscious.

The minion's electrical power dimmed slightly, allowing for gray, alligator skin-like arms to reach down and pick her up. It turned and headed for the basement, where it would escape through the sewers to its lair. It buzzed happily; sure that its master would be beyond pleased with the energy that emanated from this one.

The sun was taking its sweet time coming down, and the others had called in with no reports of the minion.

Buffy paced the back room, fear tugging on her heart. She looked at the papers Cordy had gathered and wondered what place to check out first. It only seemed logical an electric demon would be based at some type of supply base, or near to.

Someone shuffled into the back room, quietly.

She turned to the footsteps to see a brooding vampire, ironically, not the usual one, who was completely avoiding eye contact with her. *Brooding must run in the family*... she thought. All she could think of was Dawn right now, but hearing and feeling Spike's frustration, she ached to make things okay between the two of them.

Spike pushed his anger aside for a moment, trying to think how much the Slayer must be worried bout the Bit. Hell, he himself was on the verge of another demon massacre, reminiscent of the one he'd gone on shortly after Buffy's funeral. He shoved his hands into his jean pockets, looking at the floor instead of at Buffy, unsure what to say or if he should say anything at all. He wanted to hear what the Slayer had to say about before, with the Poof, but his main concern was Dawn right now. He wondered what profound revelation had occurred hours before in this very room that could bring back the Slayer and her angelic vampire...

Buffy sighed, knowing he'd stay silent forever if she didn't speak first. "Any news?"

"No," he replied shortly.

She made as if to say something to him, but thought better of it and lowered her gaze, beginning to pace again. Her heart hammered with every footstep and turn. She stole a quick glance at Spike and her heart leapt a bit, seeing the look of concern in his eyes as he watched her pace. She finally stopped and faced him, arms going around herself, as if shielding herself from his scrutiny. "Spike, I know what you must be thinking right now..."

"I'm thinkin' we should be doing something for the Bit right now and instead we're all pacing like caged lions," Spike responded nonchalantly, shrugging. Hoping, that maybe if he concentrated on what was really important, it would make him stop hurting so they could avoid talking about it all together. He was brooding and miserable enough as it was.

"I mean about me and Angel," Buffy responded, as always, tenaciously holding firm to her resolve.

"I don't care what the two of you do," Spike shrugged his shoulders again, with obvious envy in his voice.

"Let's not play these games, please," Buffy stepped closer to him. "Spike, stop acting like a jealous boyfriend."

"What?!" his eyes widened, and they looked somewhere between "caught red handed" indignant, and enraged. "I am NOT bloody jealous. Especially of the Grand Poo-ba."

"So then why are you giving me the cold shoulder now?" Buffy challenged.

"You 'ave no idea what you're talking bout luv," Spike denied, gaze fixated on the covered curtain behind him. "This is the way I always am."

Buffy gripped his arm, pleading him to look at her. "Spike, please...listen to me."

"Even if I were jealous, which I'm not, we shouldn't be talking `bout this," Spike responded, using his reasonable voice even as he avoided her eyes. If he made contact, he'd break down. "Dawn's in danger."

"I know she is, and we're doing all we can, but Spike... I can't stand this silence between us!" Buffy gripped his arm harder. Her other hand reached out under his chin and she gently turned him to face her. "Look at me, please."

"I don't wanna hear your sympathies Slayer, 'm not hurt bout you and the poof. Should've known it would come to it, 'sides, he's got what 'll never have luv. A soul," Spike tried to shake from her grasp. This time, she let him loose.

"You don't need a soul Spike. I like you just the way you are," she said softly, her stomach filling with butterflies.

He looked purely skeptical at her admonition. She knew that look. It was the look that said he didn't want, nor would ever need, her pity.

Nervous wasn't strong enough a word to describe what she was feeling right now. That, added with his blatant his skepticism of her word, made her almost faint. But seeing that he was still listening to her, in spite of his doubtfulness, though not looking at her, she drove herself forward. She had come this far, right? Why not go all the way? Angel had been right.

"It's not Angel I want to be with Spike..."

Spike's eyes finally shot up to her face locking with hers. He felt stunned. "What?"

"I don't love Angel anymore, not like I used to," Buffy revealed. Her lips felt dry and she ran her tongue over them, searching for words. "It was a lifetime ago."

Spike felt his body go warm at her motion. "What are you saying, Slayer?"

Buffy shook nervously. Why was this so scary? So hard? She leaned in closer to him, the hand gripping his chin, now stroking his cheek. She closed her eyes, leaning her forehead against his, and the entire world seemed to fade away. Somewhere in the back of his mind, Spike recalled something about a bubble…

"Spike, I want..."

"BUFFFYYY!!!!!" Willow's voice screeched, shattering the moment. Both heads jerked towards the door.

Buffy shot out of Spike's arms in an instant, charging into the other room at the distress evident in her best friend's voice.

Spike stayed rooted to his spot for a moment, physically shaking in his knees. He took a moment to compose himself, then charged into the room after her. There was business at hand, after all.

"What?!" Buffy searched the room, looking for the immediate danger. "What is it Will?!"

"It's Dawn..." Willow's eyes were filled with worry, her hand holding the receiver of the phone. "Xander just called..."

"What happened?!" Buffy's heart stopped.

"There was...a...an...incident at the school. Dawn's missing!!" Willow cried.

Vidartha leaned against its self made throne of smoothly carved stone, listening to the hum of generators above it, buzzing with power that humans had learned to harness over time. His kind had been the first to do so, mold lightning and earth and rock to their needs when they arose. It realized that with the containment of such power so nearby, it made life easier for him, as he did not have to wait for the next electrical storm to conjure or re-power of its servants. Closing its thickly lidded eyes, the creature listened to the flitting of life essence within, consumed from a human the day before. It was a delightful feeling, but not quite enough. At the rate it was going, the demon would have to consume one hundred creatures before it would be restored and it could resume its rest. It hated the world, the loud, squabbling creatures that ruled it and the rumbling, disgusting ones that growled below it. It wished to return to its resting place once again, after gaining enough power to survive more centuries of undisturbed rest. However, the creatures of today seemed remarkably weaker, less powerful, than those the centuries before. Perhaps it was with the comforts of harnessing the power of such forces like electricity that made their lives more comfortable. The less hardship endured, the weaker they seemed to grow, until each life force seemed a shadow of its potential potency. Vidartha would need so many more today than he would have in the time of the Romans or the Greeks. There had been strong souls. The creature recalled somewhere in the recesses of its memory needing only 20 Greek soldiers those centuries ago, to survive until now. Perhaps it had gone too long without sufficient food, that put it in its current, weakened state. If it had woken perhaps, last century, it would have no need of its minion to gather food, as it would have been possible to do so itself. It hated being reliant on something that was not truly alive, nor truly dead. But, it was necessary.

Sighing, the demon settled into its self-made seat and waited for its minion to return. By nightfall, it would have gained and stored sufficient energy from its last meal, and could use the precious little extra it had stored to perform the ritual to vacuum the life from its next victim. Thus the cycle would continue, until it had stored enough excess, and could sleep again.

Buffy almost staggered backwards at her best friend's news. "What?"

"They took her," Willow repeated, looking wide eyed and a little frightened. "In broad daylight! They're not supposed to do that!"

"What, because it says so in the demon villain's guide to dos and don'ts?" Gunn drawled. It earned him a fierce look of reproach from both Angel and Giles, and the young street fighter backed off slightly. "Sorry."

"Do we have any idea where they might have taken her?" Buffy asked, trying to keep her voice calm. Dawn wasn't dead yet. She had to believe that, in any case.

"Not yet…" Tara started.

"But we can do a spell," Willow finished for her girlfriend. "We can um… we can…"

"S-Set it to find D-Dawn's energy l-level…"

"And it'll show us where she is…"

"W-Well, not EXACTLY, w-where she is, but um…"

"Nearby."

Buffy looked back between the two witches. "All right. Get started on it. Um…Gunn, Cordy, Fred… see if you guys can't find anything on the Internet. Look for power surges, electricity failures, anything."

"Right."

"Okay."

"Giles, Wesley… I need you to find more about this guy… see if you can't find out how he eats…takes…does whatever he does to his victims, and if there's any way to reverse it, or stop it once it's started. And Giles, call Anya and Xander, tell them to keep looking for Dawn, there's a chance that maybe she just ditched… and if she did, she is sooo dead…"

"What about us?" Angel asked, having for the first time, seen Buffy in control. The confident woman in charge here was definitely different from the naïve, sometimes-uncertain teenager he had once known. Inwardly, his smile was bitter. Things had changed. The girl he had known once upon a time had been the love of his life. Perhaps the one before him now, was a completely different entity. He had to accept it.

"Angel, Spike, come with me to the back. We're getting weapons ready." Turning around, she marched back into the training room, desperately in need to busy her hands.

Spike and Angel regarded each other for a moment, both wary at the prospect of having to be in the same room together. The younger vampire clenched his jaw for a moment and almost abruptly, stopped glaring at his grandsire. The two formed a silent agreement then and there that now was not the time for any sniping; no matter how much they disliked each other. They owed it to Buffy, and to Dawn to concentrate on the task at hand. Spike whirled first, following after Buffy, and Angel followed him.

Gunn looked around to all the others remaining in the room. "Is it really a good idea to let those three be alone together?"

Cordy snorted as she revved up the computer near the office. "YOU want to tell Buffy she can't?"

The Slayer grabbed a large; double sided axe and threw it in Spike's direction. The vampire plucked the proffered weapon from the air without missing a beat and grabbed a stake and a sword, which he tossed back to Angel. The elder vampire caught the blade and whirled it in the air around him twice, to gauge the balance of the weapon. The metal sliced through the air with a whistle inaudible to the human ear, its speed balanced with power in a light, but deadly frame. It was a good sword. Buffy pulled her own sword from the rack and handed it to Spike, their hands brushing slightly, with fingers curling slightly towards one another in a lingering touch just long enough to make a point to Angel though not long enough to be noticed by either of the participants. He spun the sword again and wondered if he hadn't really lost this girl a lifetime ago.

Spike studied Buffy carefully, but let her take charge of the dilemma, giving her space. She had always been her own strength, and he knew she appreciated the others' faith in it. He believed in her ability. She still however, looked troubled. "Bit'll be all right, pet." He said it quietly, while loading a crossbow with an iron tipped bolt. He used a light, confident tone, in part to quell her anxiety without making her feel awkward about it.

She paused in what she was doing for a second, as if processing his words, before resuming. "Yeah. She will be."

"We'll get to her in time."

"Yeah, we will."

Angel didn't say anything, and for once, Spike was glad his grand-da decided to refrain from being stupid. He supposed even the densest things could be subdued by a common fear.

Buffy stopped and looked at Spike after a moment's passing, allowing a small smile when she realized what he was doing. "Thank you."

"For what, pet?" He looked completely innocent, not a small feat for a vampire who had not only seen, but committed horrendous wrongs in his day.

"For seeing right through me and not saying anything about it," she admitted, settling a stake into the waistband of her pants.

He returned her smile a little awkwardly. "We will get her back."

"I know. But I'm still scared."

"I'd be worried if you weren't, luv."

"Do you think she'll forgive me?"

"For what?"

"For not being able to protect her, again."

"Now what the bloody hell does that mean?"

"I let another psycho path get a hold of her, Spike."

The vampire snorted. "Oh, I'm so sure it was by choice."

"I'm supposed to protect her."

"And you have been. And you will again. Now buck up, Buffy. We'll have none of that slowing us down. I need your head in the game, baby." He paused, his voice catching a little as he realized what he'd called her. Hopefully, she hadn't noticed. "We um… we concentrate on Dawn now, and we forget playin' what if, all right? It's already a bloody dangerous game as it is, an' we need to be in it all the way, pet."

She looked down at the floor, properly chastised, with a small, frustrated smile on her face. "We'll get her back, and she'll be okay."

"That she will, luv."

Angel faded back a ways into the shadows on the fringes of the room when he realized that to the other two within in, he no longer existed. Instead he loaded fresh stakes into the spring loads strapped to either of his arms and listened painfully, if not voluntarily, to the simple conversation playing out before him that at the same time, held so many layers it was almost impossible to discern the true meaning of any of the words spoken unless you were one of the two involved. He put a knife in the inside of his duster while he watched from the outside of the bubble.

Part XXIV: A Little Action

Dawn's eyes shot open and her first reaction was to move. She made as if to move her rather uncomfortably positioned body, her mind fuzzy, and not quite able to register whether or not she was standing or sitting. Her hands moved slightly and she was alerted to a jingling sound. She moved them a bit more and felt rings encircling her wrists, and the back of her hand hit a wall. Great. She was chained to a wall. Her toes scrapped lightly along the cement floor, barely touching the ground. Heart pounding heavily, she gasped slightly, coming fully awake.

The sweetness of oblivion gone, she went instantly from groggy to scared out of her mind and she tugged futilely, trying to break the chains that bound her. When her efforts were rewarded with absolutely nothing she began to panic, her feet scrambling under her in an attempt to gain some solid footing.

"Ahh, don't move child... you make so much noise…" a voice hissed from the darkness.

Dawn's fear doubled and she froze. She wasn't alone. Her eyes widened and she scanned the dark, cement room. Squinting in the darkness, she tried to see who her abductor was. "Who are you?!"

"That is of no concern to you. Soon you will not be alive," the voice hissed, closer than before.

"T-t-that's what you think. My sister's the Slayer, and, and she won't be very happy about this, and… lemme tell you... she's killed a hell god, so you'll be a piece of cake!" Dawn responded, not sounding as sure as she would have hoped.

"Silence!!!" it warned in annoyance, the room echoing with the sudden rise in volume.

Dawn felt choked by the heavy feeling of fear in the air. She gasped, willing her eyes to search harder. "What are you? What do you want with me?!"

"I am the lifestealer. And I want your power, sweet one," it revealed. "I can feel your strength, from here. It radiates through the whole room, courses through your blood, singing. There is more power in you than in the entire, pathetic place of those who dwell above..."

Dawn could almost feel the smug smile on the face of her captor. She pulled at her chains, trying to break free. She had to get outta here.

"You'll never break those, little girl. The power within you is pure energy but on the outside, you are still a child..." it trailed off for a second, making an odd sighing sound. "I've never felt such power before. With your power, I will be invincible..."

"Who are YOU!?!" Dawn cried, trying desperately.

Buzz's and claps of electricity suddenly filled the room, and the question was almost lost.

Dawn felt her hairs stand on end. That was the same sound she heard before she was attacked at school.

The room was suddenly brighter, and the electric demon appeared, igniting the chamber with its illuminating light. It zapped and buzzed colors of blue, yellow and white. The gray skin underneath was scaly and wrinkled.

Dawn's eyes grew even wider and they adjusted to the light and she looked on in disgust. It was so ugly and disfigured.

"Now, now dear. Don't look so disgusted. "You'll hurt Fortis' feelings..." that familiar voice hissed in her ear. "After all, I'm sure you'll see much worse soon..."

Dawn turned her head away from the demon called Fortis and she screamed in pure horror at the demon near her side. Her feet backpedaled on the wall as she scurried away from it, as far as the chains would allow her.

Vidartha laughed wickedly, its snake-like tongue darting out his fangs. "I am Vidartha, child and soon your power will be mine."

Dawn fought the urge to either hurl or pass out. The repugnant looking demon was over 7 feet tall, with 4 arms, and 2 tentacle-like extensions. Its long, scaled body was shades of dark purple and yellow-green, its tentacles pink and yellow. It had 4 horns protruding rudely from his head, all sharp and black. His head had the shape of a crocodile's, with long, overgrown fangs and a snake-like tongue hanging limply from its mouth. He was by far the most loathsome looking creature she'd ever seen.

To her shock, a long spiked tail popped out from behind too. It whipped back and forth much like a puppies tale in its excitement. He laughed wickedly, only too pleased by Dawn's reaction. His tongue slithered out, coming to a stop near Dawn's cheek.

She pulled her head to the side sharply, avoiding contact as she yelped. She squirmed against the wall, praying the chains would break. Not that she could get very far with Vidartha and Fortis here. What did this thing want her power for? And what power was it exactly, that she had? How did they know she was The Key? She thought only Glory would want The Key. Confusion only made her fears deepen and she felt tears begin to roll down her cheek. She squeezed her eyes shut tightly, her heart screaming out for Spike and Buffy.

The sun was shortly gone, replaced by the rising moon and the chirrups of crickets in the air when the gang was on the move. Willow and Tara led the pack, a glowing orb floating above the palm of Willow's hand, illuminating the their path. The orb was connected to Dawn's aura, and would lead them toward her indefinite location.

Cordelia, Fred and Gunn had come up with 4 closed down energy supplies in Sunnydale and 25 power outages over the past week. They were chasing down the 2 furthest power plants from town to be safe.

Xander and Anya continued their search for Dawn in town. They'd checked her friends, the Bronze, home, Spike's crypt; everywhere Dawn had been renowned for running away to. Nothing came up, so they were headed for another power supplier on the other side of the city limits.

Giles and Wesley hadn't been able to find much more on Vidartha, than they had already known. He sucked his victim's dry of all life energy, and they vanished. Giles mentioned something about the transfer requiring a connection to Dawn, most likely by a simple touch.

The watcher had offered to join Buffy, Spike, Angel, Willow and Tara, but Buffy declined his and Wesley's help, afraid they'd be hurt. Instead, she pleaded for him to continue searching for Dawn. Fred had stayed behind with them, searching as well. Though there wasn't much any of them could do.

"Anything yet?" Buffy bit her lip with worry, gazing at Willow.

"I can feel her getting closer, but there's so much energy in the area... It's sorta hard to concentrate..." Will's eyed never left the orb in her hand as she spoke. Her other hand was enclosed in Tara's, drawing strength from her to keep the spell up.

Buffy lengthened her stride, passing Willow. They were close, that was all that mattered. Once they neared a power supply, she'd know exactly where Dawn would be.

"Slow down Slayer," Spike's thick accent commanded, as he jogged to draw up alongside her. "You're makin' it harder on Red by rushing 'er..."

"I can't waste anymore time, Spike, she's close, I feel her..." Buffy continued her pace. Her heart pounded with terror. "God help anyone who hurts Dawn... I'll rip them apart with my bare hands!"

Spike walked beside her, keeping a silent, concerned vigil. His eyes kept slipping over at her, though he tried very hard not to stare. He knew he shouldn't think such thoughts at this time, but he couldn't help but notice how beautiful she was when she was determined and angry and in total Slayer mode. She was like a goddess: golden hair floating with her long, confident steps, her hands clutching her crossbow, knuckles white with her grip, her lips pursed in anger, her normally timid, tawny eyes alight with fire, and dear god her body was making Spike think wicked, completely inappropriate thoughts.

Yet still, he noticed the fear behind the fire in her eyes, and the slight, uncertain hesitation in her pace every so often. He gritted his teeth and gripped the handle of the battleaxe under his duster. Someone was going to pay for making her like this, and even more, for thinking they could hurt Dawn, his Lil Bit. They were gonna pay in body pieces and blood, whatever shade or texture it may be.

He stole another quick glance over at Buffy wondering if he should reach out to her, comfort her in some way if possible. He ran his blunt teeth over his bottom lip thoughtfully, waging a battle inside his mind of what to do. He didn't want her to think he was taking advantage of the situation, but he also didn't want her to think he wasn't concerned. He groaned softly, feeling like a complete wanker.

So before he could give it a second thought and curse himself for being an idiot, he reached over and put a hand on her shoulder lightly, to find it trembling in the minutest way. His eyes fell on her and he gave her shoulder a soft squeeze.

Her eyes locked with his and she felt a wave of calm come over her. Taking a deep breath, reached nodded slightly; answering the silent question he'd posed. His head moved slightly in return.

She smiled a fleeting smile of reassurance, feeling a bout of renewed strength from their silent communication. She reached up, covering his hand on her shoulder. She gave it a squeeze and her warm fingers lingered on his grasp for a moment. It was amazing how just a look and a touch could renew her spirit and push away her doubt and fears. It was truly a gift; his silent vigil at her side gave her more strength than she'd ever possessed. She pulled his arm off her shoulder gently. The spot he touched burned white hot.

Spike expected her to let go of his hand, finally repulsed at his cold touch. Instead, she laced her fingers around his, gripping tightly. He was surprised, but made no noise of it. One didn't look a gift horse in the mouth, or some other clichéd saying like that.

Buffy avoided eye contact, blushing from her show of affection. She wanted to return his affection and support for once. Dawn was important to him too, and he must be as afraid as her.

She finally braved a look at him, and she nearly collapsed at the intense gaze he had on her; not to mention the beautiful smile on his lips. She ached to just pull him close, and let him hold her. Let him tell her that everything would be okay, Dawn was safe, the world was safe, and she was loved. But now was not the time.

She turned her head from him. There'd be time later to kiss him and tell him she wanted to give him to give her the chance to love him back. Once Dawn was safe, she'd deal with her feelings for Spike once and for all. Her mind shifted back to the Slayer: rescue sister mode. With Spike at her side, she felt confident that Dawn would be okay.

"Slayer, look!" Spike pointed, his keen eyesight spotting a tall building up ahead.

"Looks like the SunnyD Main Power Supply Terminal. Perfect hideout for General Electric and the Vidartha..."

Buffy's less-keen eyesight squinted in the dark of the night, searching ahead. Finally, she could read a sign stating what Spike already saw. "This is it!!"

"I hope so, Buffy," Willow frowned. "The orb's sensing too much power all at once, its hard to decipher Dawn's in all this..." the orb in Will's hand glowed a strange mix of different colors, like a disco ball.

Angel stood beside Tara and Willow examining the building. "Should we split up?"

Buffy examined the area. "I don't think we'll need to." Bright lights shimmered in the dark night, coming from the power supplies wires. "If the bastard's starting his ritual, he'll have to be doing it from the generator room." Buffy turned back to her friends. "Will, Tara, you sure you guys wanna go in there?"

"We can help, spells and s-stuff," Tara nodded. "Once we get to Dawn, we may need t-to use our magic."

"Okay," Buffy nodded, relieved to have magic aid. Not to mention, two vamps who would stop at nothing to help her. "Let's go then!" She stormed off, kicking in a door.

Angel stood behind a moment, amazed at the strength this once fragile girl now possessed. Even though he'd seen it again and again tonight, he was in awe of the changes she'd made in her life as she grew up. *Well, all changes except for her love for Spike* he snorted mentally, storming in after the two witches, bringing up the rear.

Dawn squirmed; pulling and digging her feet into the ground while Fortis pulled her by the chains around her wrists. He was dragging her to a room lined with huge barrels of humming, pulsing sound. A generator room. She doubled her efforts against the minion, seeing Vidartha in the room, hissing, waiting.

"Glad to see you could join us, dear..." Vidartha hissed.

"Like I had a choice?" she shot back, furious.

He ignored her impetuousness. "Your time has almost come, old one. Your power will bring me invincibility!"

"She will give you great powers, master and we will rule the world!" Fortis tossed her down at his creator's feet.

"What are you going to do to me?" Dawn's asked, not sure whether to be completely afraid or inconsolably furious.

"Dear, I will draw from your body all that gives you the inner strength of the ancients, until you shrivel up and vanish into oblivion," Vidartha responded, drawing it's lips into what could be considered a smile. One of his tentacles stretched out and plucked another human Dawn hadn't noticed in the shadows before. He pulled the unconscious human to its body, tentacle wrapped around it. "Watch and observe if you're curious, child. It will be more painful for you however. Someone of your caliber will need to be awake so I can absorb your powers."

Dawn's heart pounded heavily in pure terror, watching the helpless male in the vile creature's tentacles struggle feebly, though to no avail.

"Fortis, some power please," Vidartha laughed. Why use his own strength gathered from the days when the humans' generated power could do the same job?

Fortis shot a blaze of power to the electrical wires in the room into one of the generators. The bolt hit the wires, buzzing them to life. They sparked and sizzled with power.

Vidartha closed his beady eyes, as the power radiated to him, making him glow white with energy.

Two of his four hands came from his sides and Dawn noted with no small measure of disgust that they were shaped like suction cups on the underside of an octopus. He placed them over the human's ears and began drawing the power from the man.

The man's body glowed white, crinkling and wrinkling as his life essence was drained. He soon caught fire from the intensity of the transfusion and vanished in a wall of smoke and flame, leaving behind a smell that made Dawn nauseous. She screamed in terror as the last of the human dissipated, too frozen in fear to do much else. She screamed loudly, over and over.

Vidartha turned, laughing magically. "It's your turn, my dear..." He felt the surge of energy from the simple human he had just taken. He'd needed the mortal's power to absorb this special girl's essence. Once all of her essence was obtained, he would be unstoppable. His tentacles whipped out at Dawn, grabbing hold of her.

Dawn's screams grew so loud, her throat burned. She wriggled furiously in its tight grasp, but there was no freeing herself. She squeezed her eyes shut tightly, knowing this would be the end for her. She thought of Buffy and Spike and the gang. She hoped they knew she loved them.

Her tears poured down her face as she tried to think of something else besides the pain she was about to experience.

Vidartha's suction-cup hands closed in on her head, and he began sucking her life essence, already feeling a super charge.

Dawn screamed in pain as the hands pulled at her head. She could feel her very being drifting from her body. This was it; her life was over.

"Which way?"

Willow studied the orb, still glowing in her hand, and turned left. "This way…we're getting closer…I think."

"What's the plan?" Angel asked, senses on full alert for any potential danger.

"Get in, save Nibblet, kill everything else, get out," Spike muttered back to his sire in annoyance.

Angel snorted. "Oh, very well thought out, as always, William. How about a plan that won't get anyone killed?" He looked at Buffy. "What's the real plan?"

She looked slightly guilty, her eyes sliding back in Spike's direction. Angel's mouth flailed open and shut several times. "You've got to be kidding me."

She shook her head. "We don't have time for anything elaborate."

"Sheah. And it's not like you've been opposed to the rush in wieldin' the burnin' torches an' the pitchfork before, Angelus," Spike added, just to annoy his grand-sire. He turned serious at Buffy's slight expression of warning. "Sorry, baby," he muttered, instantly chastened.

"Once we get Dawn back you two can do the macho stomping thing as much as you want," she promised. "C'mon…"

"We're almost there…the orb is starting to change color…" Willow announced. "It's either down this hallway or that one…" She moved the glowing ball of light from side to side, pursing her lips. "Um…this one…"

Suddenly, Dawn's horrified scream split the air. The redhead's eyes grew wide. "Y-yeah…definitely this one…" she muttered, waving her other hand over the orb, causing it to disappear in a small flash of light, leaving only a trail of curling smoke behind. Spike didn't comment about the neatness of the trick, as per usual, but instead, with a growl that startled even Angel, pushed ahead of everyone and sprinted down the hall before anyone could say a word. Buffy followed not a foot behind.

Angel looked back to the two witches. "They're going to get themselves killed," he rumbled in irritation.

"They kinda get loopy about Dawn," Willow responded, taking off after her best friend. "Which is why we've got to be the reason people. C'mon!"

Hearing her scream had been horrible. The fear and the hopelessness projected from the voice of his girl sent him into a mind-numbing, paralytic fear and at the same time, an all encompassing, fearsome rage. He projected himself forward unwittingly, honing on the source of his treasure's fear, which radiated from the area in waves. His demon hunted it, drew him towards it without an unsure step. His heart raged at it, vowed that on his love for the girl, he'd destroy whatever it was that had dared touch a hair on his keep's precious head.

Spike flew towards the door marked "Generator Room" like the demon possessed that he was, and stopped only minimally at the door to gauge its reinforcement before plowing through the wood and snapping the inconsequential thing they called a latch from where it was lodged into the jamb. The door splintered inward with an echoing crack, and the furious vampire kicked the offending shards of wood and plastic from his path as he stormed in, drawing his battle ax from within the inside of his coat.

The site that greeted him forced a strangled roar from his throat and he lunged forward without so much as a thought. It was touching HIS girl. It held her in its limbs, drawing from her the light that he knew was inside, that beautiful shine that was hers to have and hers alone. The ax made it's decent towards a protruding tentacle of the fiend holding Dawn without missing a beat, and was scant inches away from lopping the offending limb off when Spike felt an enormous shock plow through his chest, knocking him backwards into the wall with enough force to dislodge some of the plaster from it. He grunted and shook himself, staggering to his feet, even as Buffy came barreling through the hole he'd made in the door. He looked up to see what had hit him, and saw the demon he'd fought a few days ago lumbering towards he and the slayer, crackling and buzzing sounds which the vampire guessed were annoyances. The shock he'd received would have been enough to kill him if he'd been alive in the first place, and he struggled with the humming his head was doing, wondering which was from his own head and which was coming from the nearby generators.

The electric minion extended an arm in the direction of Buffy's blind side as she raced towards Dawn, sword drawn. Spike growled and sprung, tackling her even as an enormous boom filled the air and the blow intended for the slayer slammed into the wall behind her. "Force like that, it'll kill humans!" he growled, letting Buffy up. "Angel and I will take care of Zap to it, you'n the Wicca's get Bit out from Big Ugly…" he breathed. She nodded, gave him a look that conveyed her need for him to be careful and her wish of good luck. He smiled that devil may care smile of his back at her, his way of telling her not to worry, and with a growl, launched himself at the electric minion, Angel not far behind.

Buffy hefted her sword and swung boldly at the demon with it's tentacles wrapped around her baby sister, only to have one of the slimy extensions disengage from the mist of green energy that had started to form in the room and swat at her. The slayer ducked reflexively but the back and forth movement of her attacker was faster than she had anticipated. She grumbled in annoyance as her weapon was knocked from her grasp, falling with a clatter to the concrete floor. She flipped into a somersault to avoid the still flailing tentacle and dove towards the dropped blade, picking it up even as she rolled to her feet.

Spike ducked a ferociously aimed bolt of electricity and Angel followed suit, but not before both vampires smelt the distinct aroma of singed hair. Biting back a snarky comment regarding his grand-poof's precious follicles, the younger vampire took the small opening he had from the recoil of the demon's arm and ducked under its defenses, muttering a quick oath as he kicked the creature in the chest, only to feel the bottom of his shoe grow incredibly hot, the shock sending him reeling backwards into Angel.

"Sorry," he grunted, springing to his feet again, as the older vampire also gained his feet.

"This isn't working," Angel muttered, hair still smoking. "We can't use metal weapons. It'll just fry us."

"So glad you figured that out, finally," Spike drawled insolently, motioning to his discarded ax. "But most of us already got there, Peachy."

"So what are we supposed to do?" Angel spat back, annoyed with his grand-childe's sarcasm.

"Still got a stake?" Spike murmured, extending his palm towards Angel.

Releasing the spring mechanism on one wrist, a stake snapped into his fingers. Spike snatched it without hesitation. "You really think this is going to work?" Angel asked, raising an eyebrow at his descendant skeptically.

Spike shrugged. "Haven't tried it yet. Might as well give it a go before you end up needin' Extra Strength Rogaine," he responded smugly. Angel sent him a look of death, but released his other stake and stepped to the right of his childe.

"On three," Angel instructed, eyes locked on the monster.

"Right."

"One…two…"

Spike leapt forward before Angel could finish counting.

"Dammit, Spike!" Angel growled, vamping out before following the younger vamp.

Stake drawn, Spike ducked under a blast of lightning that issued from the minion's hand, and using his momentum to send the stake in his arm flying forward, he embedded his weapon into the creature's forehead, piercing skin and bone. Spike drew back as fast as he could, even as the wood blackened from the charge it received when in contact with the demon's body. Angel followed after Spike with his own stake, plunging it into their opponent's chest when it still lumbered forward after Spike's what should have been fatal blow. "Well, that didn't work," the older vampire quipped, dodging a bolt of electricity the immensely brassed off minion shot in his direction, the blackened wood still stuck in its forehead and chest.

"Was worth a shot," Spike shrugged casually, dodging himself.

The green haze was growing in the room now, swirling in concentration around Dawn and the demon in particular. Buffy was vaguely aware of the sound of Willow and Tara murmuring in unison somewhere in the background, and heard Angel and Spike's grunts and growls. She forced herself to concentrate on getting Dawn out of danger, and dove towards the demon, only to be knocked back by the force of the energy surrounding it. She stared at it in surprise. "No…" she muttered, throwing her sword point first into the field. The weapon hit the invisible wall and crashed to the floor. "Dawn!!!" she shouted, rushing towards the wall, intent on punching her way through it.

"Buffy, wait!!" Willow called. "Give us a second…"

"What are you…" Buffy was cut off when the loose tentacle took another swipe at her. She dodged it by scant inches, swinging her head down and dropping her shoulders to avoid it.

Willow turned back to Tara and took her hand. The witches stared at each other a moment, and linking thoughts; they concentrated on Dawn and the glowing energy that poured forth from her. Suddenly, both girls' eyes filled green, matching shade with that of Dawn's mist, and turned towards the girl called Key. "Return!!" they shouted in unison, extending their free hands at Dawn.

"Now what?" Angel grunted, patting down a small flame that had erupted on the lapel of his duster.

"Got one more stake?" Spike asked, noticing the demon was a little tipsy from injuries it had already sustained.

Angel pulled one out of the inside pocket of his duster and tossed it at Spike. "So glad you came up with such a new and improved plan," he drawled.

Spike flipped his grand-sire off, before moving to the right a bit. "Distract it."

"What?"

"Distract it. Wave your hands around and dance like a bloody monkey like Harris does, I don't care. Just get it off my back long enough for me to get in. Bloke like that's got to have a power switch somewhere, an' if it's not the head, and not the heart, should be round back…"

Angel growled. "Fine… just…don't get killed."

"Why Cream Puff, didn't know you cared," Spiked drawled, moving off as Angel called for the demon's attention.

"Care? I don't, but Buffy does," Angel responded, low enough so that he wasn't heard by his annoying descendant. After a second of internal debate on how to draw the thing's attention, he sighed, and threw his arms up, waving them wildly. "Hey ugly! Over here!!"

"Oh, very original," Spike muttered to himself, circling around to the demon's blindside. He silently crept around his opponent in a broad half-arc, coming up to it's left as it threw shocks and made unintelligible noises of anger at Angel, who had taken to picking up pieces of smoldering debris to toss at it to keep its attention off of Spike. Spike waited until he was completely behind the minion, and studied it intensely, ignoring the eye stinging brightness radiating from its body.

He used his hunter's instinct to look for any anomaly, something out of place in the otherwise uniform makeup of his opponent. Squinting into the light, he studied the gray skin underneath, while at the same time making a list of things this demon would need. A master… he looked over to the demon that Buffy and the Wicca's were handling…check, master. He tried to ignore the fleeting sense of dread that filled him upon seeing his Pigeon in that monster's grasp, and reminded himself that these sorts of things had to go one step at a time. Back to the minion, then. Power like that, needed a source of electricity, something to draw its energy from once its personal supply was used, recharge its batteries, so to speak. Right, there were generators all around. Power source, check. Minion would need some way of getting the power from the generator into himself too, right? A plug, or something. Spike squinted harder, looking for something along the demon's body. Outlet…outlet… he stopped.

Well ha bloody, ha, someone had a sense of humor up there. It figured the anomaly he was looking for would be right on the demon's ass. Rolling his eyes, Spike aimed his last stake and threw it, hard as he could.

There was a roaring noise as Willow and Tara finished whatever spell it was they had been doing, and before long, Buffy realized that the noise was coming from an enraged demon, as the green mist swirled away from the creature in a magnificent show of light and energy, coming together in one brilliant sweep before diving back towards Dawn, where it belonged. It slammed into the teenager forcefully; so much so that Buffy half expected her sister to be knocked across the room. But Dawn remained stationary, as the last of the light returned to its rightful owner. "Can I hit it now?" Buffy asked Willow, lifting her sword, realizing the roaring demon still had its slimy tentacles on her sister.

"Go for it," Willow prompted her friend, smiling tiredly though triumphantly before turning back to her lover. She squeezed Tara's hand. "Good work."

Tara smiled. "You too."

Angel could smell the distinct scent of burning leather as he narrowly missed the last blast from the electricity demon, growling in his mind for Spike to hurry up, even as he picked up a large sized chunk of smoking plaster and tossed it at his enemy. It bounced off the creature's head and fizzled, though not before the demon's attention was grabbed and it roared in annoyance. Angel dodged another blast and hastily tried to pat out the small flame that had erupted on the tail of his duster.

Suddenly, his opponent bellowed like an animal and clutched at its backside, growling and howling in a mixture of rage and pain. Angel stopped running but still regarded it warily, picking up another chunk that had been dislodged from the wall in the melee, ready to throw it should he find the need.

The vampire let himself relax when the demon suddenly disintegrated into itself, giving one last anguished cry as it did so. From behind it's ashes stepped Spike, grinning that cocky ass son of a bitch grin he was so famous for, and looking none the worse for wear after their little fiasco. Angel clapped out the last of the flame nipping at the end of his duster. The elder vampire was about to tell the younger where he could shove that grin of his, but before he could speak, Spike looked over towards the remaining action, where Buffy had plunged a sword into Vidartha's belly, causing it to let go of Dawn, though it's tentacles still flailed dangerously close to the weak, disoriented little girl. Angel watched as Spike jumped the railing between them and the main floor of the generator room, duster flying as he ran at inhuman speed towards Dawn.

"Dawn!!! Watch out! Get out of the way!!" Buffy yelled, trying to pull her sword out of the demon though the depth she had lodged it in made the task rather difficult. She looked towards her sister, who appeared on the verge of collapse and finally pulled her sword out, aiming for one of the tentacles before it could hit Dawn. It looked as if she would be too late, until something all in black save for a brilliant shock of hair dove past her.

"Got her!" Spike called without turning around, heading in straight line for Dawn. "Kill it."

Spike dove before the tentacle could recoil into Dawn, grabbing her around the waist and pulling them to safety as the extension snapped sharply, cracking the air he and his Nibblet had occupied seconds before. He reversed their positions so he hit the floor first, and cradled her tightly in his embrace. Weak as she was, she still let out a whimper of pain upon impact, and the sound nearly broke his heart. "Sorry, beauty."

"Spike…" she murmured tiredly. "Is it…is it really you?"

He nodded and held her there on the floor, even as the sound of demon parts getting hacked by both the brooding one and a furious slayer sounded in the background. "Yeah, it's me. In the flesh, Sweet Pea."

She relaxed a little against him, and her eyelids fluttered in exhaustion. "Smelled like you," she revealed weakly. "So, it's okay now?"

"I've got you, Bit, don't worry," he assured her gently. "It's okay, I've got you."

"Good. I knew you'd come." She sighed softly and went limp in his arms, allowing herself to pass out for the first time since the blinding pain had started, knowing she was safe now, and that everything was going to be all right.