Title: Fluffy Beneath You (Ep 34 of The Fluffy Files)

Author: Hilary

Rating: PG-13

Disclaimer: Everything I have borrowed from Joss.

Author's Notes: From now on I won't be taking the episodes in chronological order. If you want to vote for which episode is done next then go here <http://groups.yahoo.com/group/FluffyPolls/join> As always assume the episode has run as normal up until the point I start writing.

Special note: I realise that this episode means a lot to many Buffy/Spike fans and I've had a few objections to me 'fixing it'. If I had my way I probably wouldn't have done this one but it's what the people on my poll list voted for. I've deliberately omitted the church scene as I just couldn't bring myself to touch it

Dedications: I wish I could do justice to the amount of help Becca was with this fic. She's always been an amazing beta and critic but with this one she really surpassed herself. She gave me so much help and advice, especially with crazy Spike. Becca, I just want you to know that you're the best. I can't imagine what I'd do without you and I don't care what you say, you're very talented and a much better writer than me.

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The door to the school basement stood before her, a barrier between the light and the dark. Spike was dragging her into the dark again without even realising it. He was right to an extent though, she supposed. Being a vampire slayer meant that part of her would always be in the dark. The difference was that now she knew she had the chance to be in the light too, she could be in both worlds. Slayer and School Counsellor.

"Not a counsellor." She corrected, and then sighed when she realised she was talking to herself. Trying not to think about it too much she pushed open the door and descended into the darkness.

As she made her way through the corridors and tunnels she wondered how she'd managed to find anything last time she'd been down there. Everything looked so different and the whole place gave her chills. She couldn't help but think about her dream from the night before.

From beneath you it devours.

Something big was coming. She didn't know what or when but she knew it was coming, and it was bad.

"Bad, bad, bad."

The low muttering voice brought her out of her thoughts and she strained to decipher where it was coming from.

"Spike?" She called softly, not wanting to startle him. She didn't know what was going on but from their last meeting she knew something was seriously wrong with the vampire. That's why she was here, to find out what was happening.

As she rounded a corner she made out his form, curled up on the floor with clutching his head.

"Stop." He moaned, tightening the grip he had on his hair. "It hurts."

With a frown Buffy crouched down beside him, not entirely sure what she was supposed to do.

"Spike?" She finally asked tentatively. "Is it the chip?"

"The spark. It hurts." He hissed between clenched teeth. "It tells me I'm a bad man."

It had to be the chip Buffy decided, the spark must mean electricity and it was put there to tell him when he was being 'bad'. Why it was going off now she didn't know though. It wasn't like he was trying to hurt anyone.

She reached out to touch him, trying to determine exactly what was wrong with him. Spike instantly let out a yelp and rolled away from her until his back was flush against the wall.

"You're not supposed to touch!" He yelled, anger blazing in his eyes. "My uniform is ready and I'm awaiting inspection."

Buffy sighed. It seemed like she wasn't going to get any answers from Spike, or at least none that made sense anyway.

"I should go." She said, rising to her feet. Spike was now muttering to himself and didn't even seem to notice when she turned to leave.

"It's coming." Spike mumbled, rocking and tugging at his hair. "I tried to hide but I can't. No one can. Can't run, can't hide, can't scream. Can't make a sound. From beneath you it devours."

Buffy froze at those words and slowly turned back to him.

"What did you say?" She whispered but Spike was now just whimpering softly and didn't even seem to realise she was still there.

"Right, that's it." Buffy declared, more to herself than anything. It was clear that Spike knew something about what was coming and she intended to find out what it was. Marching back over to his prone form she grabbed him by the arms and yanked him to his feet.

"You're coming with me." She said firmly.

"No!" Spike wailed. "Mustn't let it out. Here. It has to stay here I have to keep it here."

The Slayer scanned the dingy basement, searching for whatever Spike was talking about. She couldn't see anything though.

"Keep what here, Spike?" She finally asked

He cocked his head to one side and for a split second Buffy saw the Spike she knew. "Spike's a bad boy. Have to keep him in the dark, below. Where he belongs."

Buffy sighed, relieved that there was no other 'thing' with them at the moment. Other than the one she was trying to help of course.

"Tough luck." She replied.

Spike growled and began to struggle in her grip but it did him no good. It was clear that he hadn't been feeding well and he just didn't have the strength to free himself.

"Right." Buffy nodded when his struggled ceased. "You can either come with me quietly or I'm going to knock you out and carry you out. Which is it going to be, Spike?"

He hung his head in submission, giving Buffy her answer. Keeping one hand on his arm the two of them began to walk back to the entrance.

"I'm going to be in such trouble." Spike said softly as they walked. "They told me I'm not supposed to leave, that I belong here."

"Who told you?" Buffy asked.

"They whisper. They lash. They laugh" His steps faltered as he swallowed hard, glancing nervously around him. "But they don't yell."

Wrenching his arm from her he cowered, covering his ears. "And they don't SHUT UP!"

Buffy cringed at the sight of him. This had to stop. She really had nothing to say in response. They would have to find a way to deal with these internal voices. Somewhere else.

When they finally reached the door which led out into the school Spike stopped and eyed it fearfully.

"Remember what I said." Buffy warned. "Walk or be carried."

With a sigh Spike pushed the door open, squinting when the harsh light assaulted his eyes.

"Too bright." He whimpered, covering his face with his hands. "I don't belong here."

Buffy ignored him and took hold of his arm, pulling him out into the corridor. Thankfully it was late and the school was pretty much deserted.

"Come on." She said, pulling him towards the door. Spike seemed to realise the futility of fighting her and instead allowed Buffy to lead him.

* * *

The entire walk to Buffy's house was made in silence which unnerved Buffy a little. She wasn't sure whether she preferred his crazy babbling or not. She just hoped that she could get some sense out of him once they were back at her house.

"Dawn?" She called, opening the door and stepping inside, pulling Spike with her. She wasn't sure how her sister was going to deal with the presence of the vampire but it was something they were going to have to face sooner or later.

"Dawn?" She called again.

"The lights are on but nobody's home." Spike said calmly, standing in the middle of the living room as though he wasn't sure what he was supposed to do.

As Buffy made her way into the kitchen she saw a note stuck to the fridge.

"Looks like it's just you and me." Buffy said, walking back into the living room. "Why don't you take a seat."

Spike looked uncertainly at the couch.

"Do I need a ticket?"

Buffy blinked "Um...a ticket to sit on the couch? No, not usually."

Moving over she sat down on the coffee table opposite him as he hesitantly took a seat on the couch.

"Now, I want you to tell me what's going on Spike. You said something was coming."

He nodded. "Big. It rumbles."

His eyes bored into hers as he continued to speak. "It growls. It's hungry."

"What is it?" Buffy pressed, noticing the lucid intensity in his eyes that hadn't been there in the basement.

The vampire shook his head. "Can feel it."

His eyes grew wistful and he stretched his fingers out towards Buffy's face. "I used to feel-"

He snatched his hand back and shifted in his seat, lowering his eyes and digging his nails into the palms of his hand. Buffy could almost see the bones in his knuckles

She finally nodded, realising she wasn't going to get anything else out of him. "Spike, what happened to you?"

He remained silent, refusing to even look at her.

Before Buffy could press him again though the door burst open.

"Buffy, we got trouble." Xander called, making his way into the living room. Behind him followed Dawn and a woman Buffy had never seen before. All three of them stopped when they took in the dishevelled vampire sat on their couch.

"Oh my god." Dawn gasped.

"And so say all of us." Xander muttered.

Buffy stood up, frowning at the glares Spike was now getting from both Xander and Dawn.

"Guys, this isn't what it seems."

"Oh really?" Xander asked. "It seems to me that Spike is sat on your couch."

Buffy shifted uncomfortably. "Well, yeah he is. But he's different. Something's happened to him."

Xander and Dawn glanced at each other before looking at Spike again. It was true he did look different. His hair was a mess, longer than usual and lacking its normal bleached colour. His clothes and skin were dirty and he seemed to be trying to sink into the cushions, away from sight. There was no trace of his usual cocky arrogance.

"What happened to him?" Dawn asked, sounding as though she was doing her best to cover up a trace of concern.

"I don't know." Buffy replied. "But he's not himself."

"Not myself, not anyone." Spike suddenly said, causing them all to jump. He looked up at everyone who were now all staring at him. "I'm not supposed to be here. I don't have a permit. Teacher will be cross when he finds out what I did. I shall have to write a hundred lines, but I can't find my pen."

Xander shook his head in confusion. "Man, he sounds like Drusilla on a bad day."

Buffy sighed. "Yeah, he's been doing that since I found him. He won't tell me what happened."

For the first time the woman that had come in with Xander and Dawn spoke. "Um....you seem to have stuff going on here. Maybe I should go."

"No." Xander said, moving aside and guiding her into the living room. "I said we'd help you and we will. The other stuff can wait."

He shot Buffy a look and after glancing at Spike for a moment she nodded. "What's up?"

"This is Nancy." Xander said. "She just had a run in with some sort of nasty."

"I don't know what it was." Nancy added. "But it was really strong and I'm guessing kind of big too. I....I think it ate my dog."

Buffy gave a sympathetic nod. "Don't worry, Nancy. We'll find whatever did this and stop it. Xander, maybe you could take her home. I'll go out and see what I can find."

"What about..." He shot Spike another look.

Buffy sighed; she wasn't really sure what she was supposed to do with him. She really wasn't comfortable leaving him alone with Dawn, especially when he appeared to be somewhat unstable.

"I'll take Spike with me."

It was clear that Xander didn't like it but he nodded and headed out with Nancy.

"Come on Spike." Buffy said, pulling the vampire to his feet. "We're going for a walk."

"Everything's moving." Spike mused as Buffy guided him out of the door. "Changing."

* * *

"I guess this is the place." Buffy announced as they stopped next to a large hole in the middle of the street. She knelt down and began to examine the hole for clues as to what had attacked Nancy.

"Any idea what could have done this?" She asked, hoping she could get some sense out of one of the demon experts she knew.

No reply.

"Spike?" She asked, bringing her head out of the hole. She was stunned to find him sat in the middle of the road, his face buried in his hands. His shaking shoulders told her he was crying.

With a sigh she climbed to her feet and moved over to him, sitting down beside him.

"What's wrong?" She asked, marvelling that she hadn't managed to lose her temper with him yet. He seemed so vulnerable and lost that she couldn't bring herself to be angry with him. Maybe once they figured out how to make him better the anger would come.

"I'm not supposed to be here." He said, removing his hands from his face. "Not supposed to help, I'm bad."

Buffy couldn't help but smile. "That never stopped you before. You used to help me all the time."

Spike shook his head. "Everything is different now. The rules have changed and I'm not allowed to play anymore."

Buffy frowned. "Why not, Spike? Why don't you tell me what's happened to you."

She almost screamed in frustration when her cellphone started ringing. Quickly pulling it out of her pocket she answered it.

"Hello? Oh, hey Xander. A giant what? Right, we'll meet you there."

As she hung up she climbed to her feet and extended her hand to Spike. "Looks like we're going to the Bronze."

* * *

Xander and Nancy were already outside the Bronze when Buffy and Spike arrived. Xander didn't look too pleased at the fact that Spike was still tagging along but he didn't say anything.

"Ok, how do you want to do this?" Buffy asked.

"I still don't get it." Nancy interrupted before Xander could answer. "Are you saying that when I was talking to this girl, Anya, that she granted my wish and turned Ronnie into that thing."

Xander sighed and nodded. "It's what she does. It's just one of the many weird things that goes on in Sunnydale."

He turned to Buffy. "I'll talk to her first, see if I can reason with her. If not then I guess it's your turn."

Buffy nodded. It was possible she was going to have to use violence against someone who until recently had been considered almost a friend. Things changed so quickly.

"Let's go." She said, allowing Xander to lead at they headed inside.

* * *

"Is this her?" Xander asked as he and Nancy approached Anya's table. The vengeance demon blanched, more so when she saw Buffy and Spike standing a little further back.

"Yeah, that's her." Nancy replied.

"What do you want?" Anya asked trying to maintain her cool. "I'm working."

"We need you to undo the wish Nancy made." Xander replied, also trying to stay calm. It still hurt seeing Anya, more so knowing that he was the one that had driven her back to her old job. But he couldn't go on pitying himself forever. Life had to go on and he'd have to live with the mistake he'd made.

"I can't do that." Anya replied briskly. "I'm in enough trouble with D'Hoffryn as it is."

"You have to." Xander pushed. "This guy Ronnie is still going after Nancy, only now he seems more interested in eating her than dating her."

Buffy moved forward, Spike close behind her. "Look Anya, I don't want to have to hurt you. Just undo the spell and we'll leave you alone."

Anya's eyes were locked on Spike though, who appeared to be trying very hard not to make eye contact with her.

"Oh my god." She breathed.

"Shh." Spike muttered. "Not supposed to tell. It's a secret. Can't ever tell."

"What are you guys talking about?" Buffy asked, watching in confusion at the interaction between the two.

"I was just admiring...um...Spike's new....shirt." Anya replied, taking the hint that Spike didn't want the others to know what had happened to him.

Buffy looked at the bright blue shirt Spike was wearing and wrinkled her nose. "Really?"

"Yeah." Anya replied. "Where did you get it, Spike?"

"Won it." He mumbled, clearly not comfortable with the situation.

"Look." Buffy snapped, getting irritated. "I didn't come here to discuss the finer points of Spike's wardrobe. Are you gonna undo the spell or not?"

"I already told you, I can't." Anya snapped back. "Now why don't you just go away and leave me alone."

"Um...guys." Xander chipped in. "Nancy just took off."

Buffy groaned. Why did everything have to be so complicated?

"Xander, try and talk some sense into your ex. I'll go and find Nancy. Spike you can come with me or stay here, I don't care either way."

Spike flinched at her words but followed her as she headed out of the door.

* * *

It didn't take them long to find her. Ronnie the giant worm had quickly sniffed her out and was currently in the process of trying to eat her. Buffy reacted quickly, running forward and pulling Nancy out of the way. Spike in the meantime grabbed a metal bar from the dumpster and approached the worm.

"You don't hurt the girl." He growled, lunging at the creature with everything he had.

Buffy couldn't be sure what happened next, but she was aware of two screams and looked up. To her horror Ronnie was now back in his human form, naked and with the metal bar right through his shoulder. Spike was also screaming in pain and clutching his head as the chip shocked him.

"Oh my god." She murmured, pulling her cellphone out of her pocket and shoving it at Nancy. "Call 911."

Once she was sure Nancy was doing as she was told she ran over to Spike and Ronnie. Spike was staring in wide-eyed horror at the man he'd impaled.

"Oh god, I'm sorry." He whispered, pulling the bar out and dropping it as though it had burned him. He quickly pulled off his shirt and used it to cover Ronnie as best he could.

"Wrong, wrong, this is all wrong." He murmured as he frantically tried to make Ronnie more comfortable. "They told me it wouldn't make a difference. I'm bad, bad, bad to the bloody bone."

He looked down at Ronnie's unconscious body and began to weep. "Don't want to be bad. Tried to help. Oh god I'm so sorry. So very sorry."

Buffy watched Spike with a confused frown on her face. He seemed genuinely sorry for what he'd done and for a brief moment she wondered if this was a show for her benefit, to make her see what a 'good' person he was.

"Spike, don't touch him." She said as he continued to try and make Ronnie more comfortable.

"Have to make it right." He muttered, apparently not hearing her. "You don't need my help. I'm a bad man. You need someone good, someone shiny who can make you knew again."

"Spike, stop it!" Buffy exclaimed as he prepared to pick Ronnie up. "If you move him it'll make it worse."

"Go to fix you." He carried on. "Got to put the fire back."

When it became clear that Spike wasn't even aware of her Buffy knew she had to stop him before he ended up killing Ronnie. Reaching down she grabbed Spike by the arms and pulled him back, holding on to him tightly as he struggled to get back to the fallen man.

"Let me go!" Spike cried, struggling in her grip. "I have to make it right. Buffy, please. I have to show them I can be good."

The ambulance came and went, Nancy going with Ronnie to the hospital. Buffy kept her grip on Spike the whole time and it was only once the ambulance was out of sight that she let go of him. Spike merely sank to the floor, apparently exhausted. Buffy crouched down beside him, studying the clearly broken vampire in front of her.

"Ok, Spike. It's just you and me now. I want you to tell me what happened to you."

"It hurts so much." He whimpered. "Angel never said anything about it hurting."

"Angel?" Buffy asked. "What has he....oh my god."

Spike raised his head and met her eyes. Through her shock Buffy dimly noticed there was a clarity in his eyes that hadn't been there before. As though a tremendous burden had just been lifted from his shoulders.

"It was supposed to be a secret."

Buffy swallowed hard. "How...how did this happen. Was it a curse?"

Spike shook his head. "It's what you wanted isn't it? Can't love a monster."

Buffy's hand slowly went to her mouth as she frantically tried to process what she was hearing. Spike had got his soul back and he'd done it for her. This changed everything. She couldn't blame him any more for the things he'd done in the past. She'd always had a firm grasp on the division between the demon and the human soul. Angelus had taught her that. Just as she had never been able to find blame in Angel for the things Angelus had done, she couldn't blame the soul within Spike. Whoever Spike was now, he wasn't the same person that had attacked her in her bathroom.

"Spike." She paused and considered him for a moment. "I don't even know what to call you anymore."

"I'm no one." He replied sadly. "I'm nothing."

"Don't say that. You're someone. You're someone who has done an amazing thing."

"For you."

"For me." Buffy agreed.

"But it hurts so much." He whispered, the tears starting to fall again.

Without another thought Buffy pulled him into her arms and held him as he cried, softly rubbing circles on his back and doing her best to soothe him.

"This is going to be hard on you Spike." She whispered, pulling back to look at him. "But you don't have to go through it alone. I promise I'll do whatever I can to help you."

For the first time there was the faintest hint of a smile on Spike's face. "Thank you."

Buffy stood up and helped him to his feet. "This can be a new beginning for both of us. A clean slate."

"I lost my chalk." Spike replied seriously.

"Well, you can share mine." Buffy answered. "Now let's go home."

Home Spike mused with wonder as they began to walk back to Buffy's house. Not the school basement where everything was cold and dark. He didn't want to go there and he didn't want to belong there, he realised that now. He wanted somewhere warm and safe with the woman that he loved so fiercely. He wanted to belong there, in her home. And she was offering to share it with him. For the first time since gaining his soul, the pain receded and could feel a sprinkle of happiness. He could deal with this; he could deal with this for her. And she was going to help him. That more than anything made it bearable.

He felt her hand slip into his and glanced down at their entwined fingers, a soft smile playing on his face as she led him. This was where he belonged.

The End