A/N: Thanks to my wonderful beta, Eowyn315!! :)


“Willow! Oh, God, Willow, I’m so glad to see you! You’re all right…you’re all right, oh God, we were so worried! We thought you were…thought he’d…oh, Willow!”

The redhead was strangely quiet, just listening to her friend’s relieved babbling, as he clutched her close to him, his hands moving almost frantically over her arms, her sides, as if to convince himself that she was actually there. When he drew back to look her in the eyes, there was a sort of lost, distant smile on her face, her eyes wide and innocent and trusting, looking up at him as if he were her savior from all the terror and danger of the past few days.

“Xander,” she whispered. “I found you…”

“You *are* all right, aren’t you?” Xander asked her, an anxious frown creasing his brow as he put his hands on her arms, studying her a bit more critically. “He didn’t… didn’t hurt you…did he?”

The smile -- presumably of sheer relief -- left Willow’s face, and she dropped her gaze, swallowing hard…and Xander’s heart sank.

When she looked up at him again, her eyes were wet with tears. “He…he…hurt me, Xander. I’m not…I’m not okay…I mean…”

The boy’s eyes widened in stunned confusion…and then narrowed again with furious, murderous intent. “I’ll kill him,” he muttered. “Willow, if he touched you, I’ll…did he…?”

Willow lowered her head, nodding as her shoulders shook with what Xander could only assume were sobs…though the sound had such a harsh, hysterical note that it sounded almost like laughter.

Xander released her abruptly, repeating in a low voice full of rage, “I’ll kill him…soul or no soul, I’ll kill him!”

“Xander!” Willow cried out, her voice sounding choked and tearful as she grasped for him with surprising strength, pulling him back in front of her. Before he had to time to process the questions that arose within him, Willow had pressed her face against his chest, her shoulders shaking harder as she clung to him desperately. “Please,” she whimpered pitifully. “Please, Xander…don’t…Stay with me, please…”

A wave of guilt washed over the young man as he realized that he had almost allowed his fury with Angel to cause him to abandon his friend and her need for comfort, in favor of seeking vengeance for what had been done to her. Angel *did* need to pay for hurting her…but that could wait.

Right now, Willow needed him.

“Of course I’ll stay with you, Willow,” he whispered soothingly, wrapping his arms around her and holding her close to him, his heart aching as he felt her body trembling in his embrace. “I’m sorry…I’ll stay…as long as you need me, Will.”

“Forever,” she whispered, and the aching longing in her voice tore at his emotions, drawing tears to his eyes. “Please…don’t ever leave me…”

There was no way to respond both honestly and compassionately to such an unthinking plea, one he knew was born of her trauma and confusion, so Xander said nothing, simply held her tighter, allowing his tears for what had been done to her to flow down his cheeks as he closed his eyes and focused on his friend and her needs.

“God, Will,” he whispered after a moment. “You feel like ice! How long have you been out here?”

“For -- for hours,” she replied in a small, shaking, frightened voice.

“Hours?” he echoed incredulously, drawing back to look her in the eye, frowning with confusion. “Why? Is he after you? Were you hiding from him?”

“No.” Willow shook her head, a miserable expression on her face as she lowered her head. “I just…had nowhere else to go.”

That response did nothing to assuage Xander’s questions. “Willow…your family… they’re so worried about you…”

“I just couldn’t,” the sobbing redhead wailed, despair in her voice, not meeting his eyes, apparently overwhelmed with shame and humiliation for what had happened to her. “Not after…Xander, I couldn’t have them looking at me, and…and *knowing*…”

“Okay…okay,” he soothed, running one hand slowly up and down the cool fabric that covered her back. “It’s all right, Will, I understand. But -- but what about Buffy? And Giles? They’re all over at his apartment, waiting to hear from you…they’ve been looking for you all night and all day…”

“They wouldn’t let me in.”

Xander froze, staring down at her in stunned disbelief…as the barest beginnings of something resembling dread arose in the pit of his stomach. His throat went dry, and it took him a few moments to be able to whisper out the question that filled his mind.

“What? Why not?”

Willow slowly raised her eyes to meet his…and Xander thought he saw a brief flash of gold beneath their emerald depths.

And she was smiling.

Had there been any doubt left in Xander’s mind at that moment, her response would have shattered it.

“Because they knew better.”

Agonizing understanding came too late, and Xander took a shaky backward step away from her; but Willow’s previously unexplained strength -- now all too clear -- came into play again as she gripped his arms, refusing to let him gain any distance between them.

“Come on, Xander,” she said in a low, silky voice that in no way resembled the shaken, tearful tones she had used moments earlier. “What’s the matter?” Her eyes went falsely wide and innocent as she asked him in a soft, imploring voice, “Don’t tell me you doubt me, too?”

“Willow…” Xander barely recognized the high, breathless voice that left his own mouth. “Willow, wait…please, Willow…”

“‘Please, Willow…wait, Willow,’” she taunted him, rolling her eyes in irritation, but then meeting his eyes over a vicious smile. “I think I could come to love the sound of that.”

“Oh, God,” Xander whispered, struggling to pull free from her grasp, to no avail. “Please…Willow, don’t do this…don’t…don’t hurt me…”

Her expression became pensive for a moment as she frowned thoughtfully, before her face broke into a wide, wicked grin and she nodded slowly. “Yeah,” she decided. “Yeah, I’m thinking I already *do* love it!”

Panic seized the boy, and he opened his mouth to cry out for help -- though he knew all too well that the only people capable of helping him against this threat were locked in the safety of Giles’ apartment, far out of hearing range.

Before the cry could leave his lips, Willow had shoved him roughly up against a tree along the side of the pavement, one soft yet powerful hand clamped tightly over his mouth as she rose up on her toes to lean in close to his throat…scenting him, and letting out a little hum of pleasure as she did.

Xander froze, terrified by the implications of that simple gesture.

“I meant it, Xander,” Willow whispered in his ear, her tongue flicking out to touch his earlobe, before she mouthed his neck in an unsettling, gentle imitation of the much more violent actions she was leading up to. “About you…staying with me…*forever*…”

His eyes went wide with panic and he struggled anew to escape her, but she held him back against the tree, pulling back to look him in the eye with an irritated frown.

“Don’t make this harder than it has to be,” she advised him with a smirk, though her eyes were flashing an angry warning. “It’s not so bad. I feel *free*, Xander…so much better than I ever felt as a pathetic, sniveling little human! This is great, Xander, really! This is…this is *power*!”

As she spoke, she sidled in closer to him, deliberately pressing her body against his in a seductive enticement, which drew an unwilling groan from his lips as his body began to respond despite his mind’s terror.

“Feel it, Xander,” she whispered, rubbing her thigh slowly across his swelling crotch before leaning in close to whisper with a slow, knowing smile, her cool breath falling on his throat.

“Don’t you want it?”

*No, no, I *don’t* want it, no, I just want to *live*, please, please, Willow, no, oh, God, *Willow*!*

Xander felt his heart break again, as the creature who wore his best friend’s body drew back away from him, clearly enjoying his reaction as she shifted into her vampire’s guise, obliterating any false hope he might have still held. Her hand still tightly over his mouth to prevent his panicked screams, Willow effortlessly tilted his head to the side, exposing the wildly pounding pulse in his throat to her glistening fangs.

“Don’t worry,” she said with a shrug when the answer to her question was obvious. “You will.”

Xander closed his eyes, allowing the despair to swallow him, knowing that there was nothing he could do to stop her, but not wanting to watch his best friend as she struck the killing blow. He felt the cool, sharp moisture as her fangs grazed his throat…but they did not pierce his flesh.

An instant later, her restraining hands had been removed, and he stumbled forward, almost falling to his knees, but regaining his balance at the last moment. He looked up, and nearly wept with relief at the sight that met his eyes.

Willow was standing several yards away from him now, snarling a challenge at Buffy and Spike, who had apparently pulled her off him, and were now standing between him and the vampire that had once been like a sister to him.

“Get out of here, Willow.” Buffy’s voice was brittle, with an edge of pain behind its warning, and Xander knew that it hurt her to see Willow like this as much as it hurt him. She had to disguise it, or else the creature now inhabiting his former friend would surely use it against her as she had used it against him…but Buffy felt it no less for the necessary disguise.

*She *should* feel it,* Xander reminded himself, trying to steel himself against the Slayer’s pain. *It’s her fault…if she’d listened when Willow told her there was something still not right…if she’d trusted her friend over that…that monster…Willow would still be alive!*

He turned his eyes on the vampire facing Buffy and Spike, who had returned to her human face, and was now smiling disarmingly at the Slayer. She gave a casual shrug as she replied, “Fine. There’s always tomorrow night. I’ll be seeing you guys. *Soon*.”

And without waiting for the Slayer to rethink her decision, the fledgling vampiress melted into the shadows.

********************************

Buffy turned to face her friend, fighting back tears of relief that they had gotten to him in time.

“Xander…” She let out a shaky sigh as she stepped forward and reached out to touch his arm. “Are you all…?”

“Don’t touch me!” he snapped, jerking his arm away before she could make contact.

The Slayer flinched as if she had been struck, blinking in hurt surprise at her friend.

“I’m fine. I’m alive. I’m going to Giles‘. So just -- just keep your distance, okay, Buffy?”

Without waiting for a response, Xander turned on his heel and stalked off in the direction of the Watcher’s apartment. Buffy stared after him for a long, painful moment, before focusing her gaze on the ground a few yards ahead of her and starting after him, deliberately walking at a pace that would allow him to keep ahead of them.

Spike was silent beside her, sensitive to the turmoil she must be experiencing…but he could only keep his silence for so long.

There were things that simply had to be said.

“You should have done it, Slayer.”

“Spike…I don’t need this from you.”

Her voice was hard as flint, and with a sharp note to it that should have warned him off, but Spike persisted, his voice low and cautious, but unyielding.

“I mean it, Slayer. I know you don’t want to hear it, know it’s bloody hard to even think about…but it’s done now. There’s no fixing what’s happened to her…and you need to do it now, because the longer you wait, the harder it’s gonna be, and the more soddin’ damage she’s gonna get up to in the mean time.”

“There’s the curse,” Buffy stated flatly, in a tone that told him that she had been rehearsing the response in her mind. “We can restore her soul, before she’s actually killed anyone, and she can still have a relatively normal existence.”

“Yeah,” Spike scoffed at the idea. “Normal! Who says the bloody soul’s gonna make so much difference? Look at the bloke what turned her, love!” he reminded her sharply.
Buffy shot him a death glare, and he looked away, but could not hold back one last point he had to make.

“And what makes you think she hasn’t killed already?”

Those words stopped the Slayer in her tracks. She froze, looking up at the vampire beside her with stricken, fearful eyes. “Do you think…?”

Spike’s expression was grim as he met her gaze, not willing to back down simply to spare her feelings, not when so much was at stake. “‘S likely,” he admitted. “When a new fledge rises…they’re usually starving, love. Ravenous. They have to feed as soon as they can, on the first source of blood they can find.”

“Stop it,” Buffy muttered, beginning to walk again, her pace designed to leave him behind her. “Stop it, I’m going to be sick. I can’t hear this.”

“You *need* to hear this!”

“I don’t need to have you, of all people, telling me how I have to stake my best friend!” Buffy snarled, whirling around suddenly to face him, bringing the vampire up short, her eyes blazing, inches from his. She glanced over her shoulder, watching for a moment as Xander knocked on the door of Giles’ apartment a few hundred feet ahead of them, waiting until she knew he was safe inside to return to her confrontation with the blond vampire.

“Spike, if you have any brains at all, you will *back off* and just let me handle this at my own pace…okay?”

The words were ground out through clenched teeth, and her eyes glittered with unshed tears. Spike felt his heart aching for her, aware that she was actually trying to keep herself calm, keep herself from striking out at him when he was only trying to help her…and he had to give her credit for that much.

It was more than the future Slayer he had envisioned would have done.

But even if she did end up taking it out on him, Spike could not simply keep silent…not this time. And if it came to it, this time around, he had no chip to prevent his defending himself against her.

“If you handle this ‘at your own pace’,” he informed her in a low, intent voice, meeting her gaze and not backing down, “then you and all your friends will be dead in a matter of weeks.”

“I thought you said it took years in your visions.”

“It did…but things are changing…everything’s moving faster…” Spike shook his head, frowning, at a loss. “I don’t know how to stop it completely…don’t know if we even can…but I know that if you have a chance of saving the rest of the people you care about…”

“I can’t,” Buffy cut him off, her voice hard and icy. “Don’t even say it. I can’t do it.”

“You couldn’t in the visions I saw, either…and that’s what killed you.”

Buffy frowned, her eyes narrowing in suspicion. “I thought you said I gave up after having to stake Angel.”

“I lied.”

“Oh, *there’s* a shocker!”

“Give it up, Slayer. I lied to spare *your* bloody feelings!” Spike snapped, losing patience with her attitude, although a part of him understood where it was coming from and could not fully blame her.

“Spare my feelings from what?” Buffy demanded, her hands on her hips as she took a step closer to the vampire.

“From the fact that it was your best friend you had to stake!” Spike snarled back at her, immediately regretting his bluntness, but unable to stop the words that poured from his mouth. “It was Willow that killed your friends, your family…Willow who bloody destroyed what was left of your life…and it was only after she had that you were able to bring yourself to stake her! *That* was what made you give up so soddin’ completely, Slayer! And that was what cost you your life!”

Buffy stared up at him, her eyes wide and defiantly disbelieving, though Spike could see the traces of painful understanding in her gaze.

“I thought maybe…maybe if we could get to Angel before he turned her…we could save you and yours a world of suffering, yeah? But we didn’t…and now that we didn’t, it’s Willow who’s the threat, not Angel. Willow’s the one who has to die.”

The Slayer’s fist shot out, slamming down across his jaw and sending him staggering a few steps backward. He caught his balance, one hand rising to rub the swiftly bruising spot as his eyes gazed at her impassively, recognizing the pain, the misplaced fury, that had prompted the blow.

Then, his eyes narrowed in anger as he stepped quickly toward her, closing the distance between them, and returned her blow to her in kind, backhanding her across the face with his fist and sending her stumbling a step or two back. To his surprise, she did not move to retaliate, just regained her footing and glared up at him stubbornly, though a bit more subdued now…as if she knew that she had earned the blow with her own.

“Yeah,” Spike muttered, rubbing his jaw again with one hand as he gave her a look of grim determination. “No chip to stop me, love. That’s one bloody habit we’re breaking before it starts! You won’t be using me as your personal soddin’ punching bag, Slayer. Get a bit frustrated, take it out on Spike. Not bloody likely. Not in *this* lifetime.”

Buffy dropped her gaze, swallowing hard.

And then, she uttered two words that stunned the blond vampire…and also gave him hope that perhaps the terrible future he had glimpsed did not have to be.

“I -- I’m sorry.”