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(This is original creative material copyright Chris Kenworthy, based on characters that he has no right to owned by someone else blah blah biddy blah...)
Author's note: Our heroes have been trying to get to Liverpool, where the vampire Giles has fled, and getting delayed at every step of the way. Meanwhile, the council of the dead, led my the mysterious Fireking, an eleven-year old boy who's apparently come out of the Hellmouth, are about to take over Sunnydale.

Prolog

"Okay, everybody," Buffy called out with a noticeable excess of nervous energy. "The sun set an hour ago, it's time to get moving. Liverpool awaits us, still." The seven of them had been travelling over the English countryside for a few days now, making their way to Liverpool. Vampire Giles had fled there after killing his sire, the vampire witch Queen Kaliya. More than once, requests from help by others had delayed Buffy's own mission here in England, and her frustration at the slowness of their pace was definitely showing.

"Well, we're all here, aren't we?" Angel asked, climbing into the driver's seat of the rental van. Willow started to move to the front passenger's side seat, so she could sit beside the vampire who had, strangely enough, become *her* sweetie, but Buffy stopped her.

"Could you ride with me, in the back, Will?" Buffy asked tentatively. The back seat of the van had been set up with heavy towels surrounding it, originally meant for protection from the sunlight for Angel, but had never been used as such - they had always travelled at night, mostly because Angel couldn't get *out* of the van during daylight. The back had proved, however, to be a good space for private conversations, (or private smoochies,) once the heavy curtain seperating it from the rest of the van was closed.

"Uh, sure Buffy," Willow said, making her way onto the far side of the back bench. Buffy followed. "Is there something you wanted to talk to me about, Buffy?"

"Am I not allowed to hang with my best friend anymore, Will?" Buffy joked with a wry smile. "Yeah, there kinda is. It has to do, well, with me and Xander."

"Oh," Willow breathed. Buffy and Xander had been dating for months now, in and out of Limbo, to Xander's unrestrained glee. Over the course of the trip to England, common knowledge had it that they were getting more serious. As far as Willow could tell, that mostly meant that they were having more serious fights. "Oh, Buffy," Willow continued after a pause. "Did the two of you fight again last night, uh, this morning I guess I mean?? I was hoping for the best when you asked for the motel room with him, well, that you had decided to forgive him, I mean..." Willow trailed off, upset with herself and what she had just said.

"I did forgive him," Buffy said softly. "I did more than forgive him, actually. I, uh," she blushed hotly. "I *did stuff* to him."

"What kind of stuff?" Willow couldn't help but ask curiously.

"Uh, well, er..." Buffy considered, then put her mouth close to Willow's left ear and whispered two letters. Instantly, Willow blushed even more brightly than Buffy had.

"You did *that* to him?" Willow couldn't help but ask, a little shocked.

"Yeah, yeah I did," Buffy admitted.

"What, er, what was it like??" Willow blurted out. "How did you, um, know how to? Have you ever, uh, done *that* before??"

"No, I haven't," Buffy admitted, doing her best to hide her embarassment. "I, uh, I've heard some stuff about it - mostly from older girls way back when I was at Hemery. I don't even know why I did it." Buffy paused, waiting for a response from Willow, but Buffy's best friend was apparently just waiting for Buffy to continue, running a hand idly through her short, golden-red hair. "I, well, I was telling him how I knew he didn't really betray me with Lora Theron, and how proud I was of his willpower, and all of a sudden I was offering to give him a reward. Before I knew it, there we were, me with my shirt off, him with his pants off and his boxers down, and me, uh, 'doing that' to him."

Willow moaned softly. "So, uh, what was it like?"

"Well, I could tell that he was enjoying it, a lot," Buffy said with half a smile. "For me, well, the thing itself was plenty weird, but he was running his hands through my hair and all over my skin, which was nice, and by the end he was kinda rubbing his leg between my thighs, which *definitely* felt good, if you know what I mean." Buffy blushed again with that, clueing Willow in to what she was talking about.

"So," Willow said, a little uncertainly. "How should I put this? If it was good for him, and it wad good for you, what's the problem?"

Buffy affected confusion. "What do you mean, Will?"

"I know you too well for that, Buffy," Willow reminded her. "You didn't just want to share all this with me. There's someting that's bugging you about this whole thing, in a big way."

Buffy smiled sadly again. "You *do* know me well, don't you, Will? Well, once the whole thing was done, it was just so awkward in that room, you wouldn't believe it. No matter how much I tried, I couldn't think of what to say, and it seemed very much like Xander felt the same way. After about fifteen minutes, I got dressed and went out into the van, tried to sleep back here all day."

"Oh," Willow started, but Buffy wasn't done.

"What if it was too soon?" Buffy asked worriedly. "What if he thinks about me differenly, now that I've gone and done a thing like this?? What if he's lost all respect for me??? What if this is the worst mistake I've ever made, Will?!?" Buffy's complaints had risen to such a level that Willow was sure some of the others had heard her.

* * * *

"Why are we here?" Darla asked as the five of them walked boldly into the Sunnydale Armory.

"Simple," the childlike Fireking answered her. "In the absense of the Slayer, the army is both the most likely source of resistance and a good source of strong mortals to feed upon and change. By striking here at their base, we kill two birds with one stone."

"Good thinking," Jasper said. "I like it."

"Do you have to suck up that much?" Michelle whispered to Jasper. "Fireking's pet."

"Hey, what's goin' on?" a grizzled second lieutenant called. "You - you're not cleared for this area, are you?"

"Not really," Luke boomed, chuckling. The lieutenant pointed his pistol at Luke and fired. It probably wouldn't have made too much difference if it had hit - the vampire strongman was tough and used to overcoming pain for the sake of his orders. But the Fireking had other ideas. With a casual stretch of his powers, he stopped the bullet in midair, letting it fall to the ground.

"You're old," the Fireking said candidly to the lieutenant, "and your blood runs like water." Smiling, he lifted the army man invisibly up into the air, summoning elemental fire into the man's legs. Within seconds, his blood boiled from inside, and the man's body was consumed with rolling flames.

Act One

"Okay, here we are," Angel called out roughly, pulling the van into another motel, near the center of Liverpool.

"Right," Buffy agreed, pulling the curtain wide and taking charge as she climbed out of the van. "Let's check in quickly and get to work. It's only, what, nine thirty? Night-time's gonna be the best time to track down the kinda guys we need. There's a lot left of tonight, so we had better use it."

Buffy puzzled to herself for a moment while the others of the gang piled out of the van. "What, uh, what was that place the professor mentioned on the note he gave us... where's the note, for that matter."

Mister Tojo passed the note into Buffy's hands. "The Red Roast publichouse," she read, "yeah. Okay, let's see if we can find the Red Roast. There should be a phone book or something here, right?"

In about ten minutes, they were checked in, and Buffy was going through the phone directory in room of the three girls. "Okay, it's 435 Blaise avenue."

"Got it," Willow said, looking at a street map of Liverpool she had bought in the motel office. "Yeah, Blaise avenue, right here, and up here, and twisting over here." Her finger traced an irregular arc over half of the map.

"Hmm," Buffy said, frowning. "We had better head off pretty soon. Oh, except I need to make sure I'm stocked up on Slaying supplies first, just in case there's trouble."

"Right," Willow agreed, pensive.

"Oh, and Willow?" Buffy asked, and her friend turned to look at her. "It doesn't have to be now, but if you get a chance, could you, em, ask Xander about, well, you know? I know it's awkward for you, but I really need to know what he's thinking about it, and I just can't face him right now."

"Okay," Willow said, leading the way out of the room and over to Akira and Angel's room. "Hey, she called out to the rest, who were already waiting there. "We've got an address, and found the street on the map. Buffy says she needs to pick up a few more weapons. Anything else?"

"Wait a second," Buffy said, sitting down on a stretch of Tojo's bed, with a serious look on her face. "I just thought of something. This place, headquarters of a vampire order - it's probably gonna be serious danger. Maybe, em, some of you, the ones who might be in danger, should be staying behind."

"And who would that be?" Xander said apprehensively.

"Not a chance, Buffy," Cordelia shot. "Maybe we're not all Slayers or deadly in combat, but we all contribute. Xander knows how to take care of himself, I've got the magic thing going on again, sometimes," she frowned a bit. "We're a team, Buffy. You've got to accept that."

Buffy sighed. "You all feel the same way?" she asked, looking over at Xander and Oz, who both nodded. "Okay, I guess that settles that."

Suddenly, a sharp knocking sounded on the door. "Who could that be?" Willow asked. "No-one knows we're here."

"The management?" Cordelia asked uncertainly.

"'As I sat there, gently napping, suddenly there came a tapping, as of someone gently rapping, rapping on my chamber door,'" Oz quoted ominously.

Buffy stood up again, shrugging. "I guess I'd better answer it," she said obviously, crossing over to the door. "Who is it?" she asked, her hand on the doorknob.

"Buffy?" a very British voice replied. "I need to talk to you."

"The mystery deepens," Buffy muttered, turning the knob. The voice had definitely been familiar, but she couldn't quite place it. Not Professor Evans. But who else in England would know that they were there?

"Hello, hon," he said as the door began to open. Buffy's mouth dropped open. Standing very earnestly on her doorstep were Spike, aka William the Bloody, and Drusilla - two of the most dangerous vampires she had ever met!

* * * *

"Well, that was fun," Jasper purred, wiping a few drops of blood off of his lips with Colonel Newsome's monogrammed linen napkin. The blood was the Colonel's, too, which appealed to Jasper's morbid sense of fittingness. Not a human soldier remained alive in the armory building proper - quite a few had been burned or otherwise dispatched by the awesome magical power of the Fireking, two or three drained by each of the four vampires, and the rest, several dozen in number, had been changed. In a few hours, they would awaken as vampire minions.

"Wait a second, what about you, boss?" Michelle asked the Fireking. "You're part vampire, and part human, from all that I can figure out. But you didn't feed, in fact, I haven't seen you eat anything since you arrived."

"Very impressive observation," the Fireking told Michelle with a surprised smile. "My body is still bonded with the magical energies of the Hellmouth. They sustain me. Once our numbers begin to grow, I will increase the level of evil energy coming from the nexus, so that it will sustain vampires without their having to feed, in similar fashion."

"Like it was inside Limbo?" Darla asked, unimpressed, "with no-one to feed on, but we don't feel the hunger?" The Fireking nodded, and she frowned. "But that's so dull. Feeding is so much more fun."

"I know," the Fireking said. "But we will be raising the largest army of vampires ever seen, and there will not be enough humans to feed them all. Only the ranking leaders will be permitted that."

Darla grinned widely at that. "Like us?"

"Precisely," Darla's childlike leader assured her. "The four of you, the orginial council, will be my greatest lieutenants. Next under you will be the vampire leaders of the world who come to my banner, and then the legions of our own creation."

Darla smiled, looking around the army wardroom. Luke was standing a little ways away, looking out a window into the dark night. "You're being so quiet, Luke," she muttered. "Is anything wrong?"

Luke turned towards them and smiled. "No," he said simply, an enigmatic expression on his face.

* * * *

"Spike?" Buffy said, closing the door most of the way and locking the chain. "Drusilla? What the hell are you two doing here?"

"I might as well ask you the same thing," Spike said, "except that I've already got a good idea. My Drusilla saw the bunch of you."

"You've come calling after our new playmate," Drusilla cooed, "We're all the very best of friends now, and you want to take him away."

"Your new playmate?" Angel said, confused. "Who..." Buffy thought she knew already.

"Look, can we come in here?" Spike asked, irritated. "Or do we keep calling through this door, and attracting the attention of everyone in this fleabag place?"

Buffy considered that a moment. "Okay. I assume you aren't foolish enough to think of taking us - you might handle Angel and me, two on two, but there are a lot more of us in here." She drew the door open again.

Spike stayed where he was, holding Drusilla back. "Can I be assured that you won't hurt us?" he asked with a teasing grin.

Buffy sighed with aggravation. "Yeah, you're gonna walk out of here just fine, as long as you don't try anything stupid. Is that good enough for you?"

"Quite enough," Spike said with a smile, sauntering into the room. Dru glided in behind him, grinning at Angel and some of the others.

"So," Buffy opened forthrightly. "Giles met up with the two of you, am I right?" The mouths of most of her friends dropped open, but Spike nodded and Dru smiled.

"He's such a dear old soul," she gushed happily, "with a flair for evil. Just like my father..."

"Yeah," Spike summarized briefly. "Came into town just a few days ago, wanting to join up. I was a bit surprised, but what the hell. Can't go holding what a bloke's done before he was a vampire against him. And lord, but the man knows his stuff. We're just full of plans..." Spike checked himself, with a bit of nervous surprise. "But then, I don't suppose it'll do me any good to run on about that, now will it?"

"That depends," Buffy said, seizing this opportunity to bring Spike to the point. "What do you think *will* do you good? More to the point, why are you here, Spike?"

"I'm trying to convince you to leave Giles alone," Spike said forthrightly. "You've got more than enough to worry about without him."

"What do you mean?" Willow asked him, her concern showing in the agitated bounce of her hair as she rose.

Once again, Spike waved for Drusilla to field the question. "They crawl atop the mouth of hell," she whispered enigmatically. "The King of Fire and the vampire conclave. They'll begin taking over your precious little Sunnydale, tonight. Let them be much longer, and they'll be ready to do so much more." She raised one finger to chide Buffy as if she was a little girl. "You should be heading back home. You ought never even to have left!" Her voice dropped into a conspiratorial whisper. "Beware the Fireking. His strength is of your strength," and her gaze flicked from Buffy to Angel and back, "but his power is of his demon Lord. Whatever he speaks will come to pass."

"Uh, I do think that that's enough spoilers, Dru," Spike said caustically. "The point is, it's more important for you to be dealing with this Fireking thing than worry about killing the newest member of my vampire order."

"Yeah, but I'm here already," Buffy said, chuckling. "I swore an oath that I'd stake Giles, and I mean to follow through."

"Are you daft, girl?" Spike said, exploding in a brief siege of anger. "My deal with you doesn't apply. You're not in Sunnydale anymore. If you try to hurt Giles, I'm bound to use every resource at my disposal to protect him, and that means a fight that I'm sure you don't want to start. You can walk out of here, leave this town with every single one of your gang alive. I doubt you'll be able to say that if you engage in this stupidity."

"I think I might," Buffy said, smiling. "You tend to surround yourself with idiots, Spike."

"Well, try this on for side," Spike said, frowning intently. "I've called the order of Taraka back in to reinforce my security. They owe me, for letting that contract on you lapse." He made a playful shrug. "I don't hold it against them myself - dead men pay no bounties. But, on the other hand, if it became widely known that the one way to get the Order of Taraka off your back was to kill the man who had hired them, employing the Order would become a very dangerous practice. Bad for business, you know. So the Order's doing this job for me gratis, and they know their stuff."

Buffy shrugged a little bit herself. "I know that," she said simply. "But I meant what I said too. I mean to take Giles down, and I don't care what's standing in the way."

"Typical American stubbornness," Spike muttered, walking back to the door, waving Drusilla through. "If you follow through on that foolish oath, you and yours will rue the night," he told her dramatically, and slammed the door.

"That guy really knows how to make an exit," Xander admitted.

Act Two

"Okay," Buffy groaned once Spike had left. "If Spike knows we're coming, we'd better hit him fast, before he has any more chance to prepare for us." She whirled back to Xander, Cordelia, and Oz. "Are you guys still set on coming with? This whole mission just got a lot more dangerous."

"If you're going, I'm going," Xander said simply.

"And me," Cordelia added. Oz just nodded with determination.

"Okay," Buffy said, nodding. For a second, the Slayer seemed lost in confusion at all the new details. "Um... Tojo?" She looked to her watcher for assistance. "How's the weapons stache in the van look? Do we desperately need anything more?"

"I would think we should be able to carry on as we are," Tojo told her. "We stocked up quite well for any eventuality back in London."

"Okay," Buffy said. "Gotta roll now. We'll find somewhere to park a few blocks away from the Roast - Spike's people will be looking for us coming by car. He knows we didn't walk to Liverpool." Buffy paused in mid-stride, an unpleasant thought occuring to her. "Willow? Uh, do you, or you, Tojo, know any spell we could use to make sure whether Giles is in a given building? I wouldn't expect Spike to misdirect us by hiding Giles away someplace else altogether, but we can't rule anything out."

"Proximity sight should do it," Willow said reassuringly. "I'll do it - I know Giles better."

"Okay," Buffy replied. "Let's roll. Angel, I'll ride shotgun with you - scout for likely parking lots." She headed boldly out of the room without waiting for an answer.

"Xander, could I talk to you in back?" Willow asked as they headed towards the van. She had agreed to talk to Xander for Buffy, and this seemed to be a half-decent opportunity.

"Uh, what?" Xander said somewhat uncertainly, then headed into the back seat. "Sure, Will. What's up?"

"Um?" Willow couldn't think how to say it, so she took her time climbing into the seat next to Xander and pulling the curtain closed. Once that was done, she felt even stranger. The back seat of the van was a comfortable, private, dark place that had gained a deserved rep as a couply space over the past few days, and here Willow was with Xander. She had once been madly in love with Xander, but now both of them were with someone else... and so Willow shook the weird feelings off and turned her attention back to the subject at hand. "You. Buffy," she started with unclear definitiveness.

"Uh, yeah?" Xander replied uncertainly. "Oh... oh. Did she tell you about, um, uh, last night - last morning, I mean..." Xander was blushing in the darkness.

"Yeah, uh, yeah she did," Willow said apologetically. "Just a little bit. And, well, she was..."

"Oh, god, she's mad at me again, isn't she?" Xander moaned sadly. "She - she, I knew she was upset about something. Did..." he paused awkwardly. "Did she want me to, uh, do something back to her? Or is it second thoughts?? I shouldn't have let her go through with it. I know I shouldn't have, but..."

"Hey!" Willow interrupted. "Buffy's not mad at you, Xander."

"She's not?" Xander seemed confused and surprised, so much so that he was actually blinking. "Uh, then... I mean, why isn't she talking to me, about anything other than death?"

"She doesn't know what to say, about this morning," Willow said, "and she's worried. That you, um, that you don't think of her the same way anymore."

"Well, I don't think I do," Xander said. "I mean, you don't go through something, uh, something like that..." he trailed off uncertainly, then trailed back in for Willow's benefit. "and, uh, and feel the same about anything, really."

"Do you still love her?" Willow asked. "Do you still respect her?"

"Oh, yeah!" Xander said. Willow's face dropped. Xander never had, and never would any more, say something like that about her. Neither had Angel, come to think of it. Only Oz... and she and Oz had turned their backs on each other. Maybe Willow should have tried harder to win Oz's trust back.

But she had never really chosen Angel over Oz - she had gone into Angel's room to help him get through a demonically painful childbirth, and the next thing she knew, she and Angel were somehow a couple. Willow sighed to herself, and noticed Xander staring at her peculiarly. "Oh, sorry," she told him apologetically. "Well, if the answers are 'yes,' then *tell Buffy that*."

"When?" Xander said, still more than a little reticent.

"As soon as you can," Willow said. "Or, uh, well..." Trying to get Buffy to talk about relationshippy stuff when she was getting ready to lead the storming of a vampire stronghold did not seem like a great idea, come to think of it. "Uh, as soon as you've got a good opportunity?"

"Thanks," Xander said dryly, then smiled his trademark smile at his oldest friend.

* * * *

Elsewhere in Liverpool, two unfamiliar figures walked hurriedly through the nighttime streets. To an outside observer, they would seem like two ordinary human beings making their way through the city. They both had the look of Mediterranean lineage - dark hair and eyes, tan skin. One was a teenaged girl, the other an older man, perhaps her father. But in point of fact, both these individuals were considerably more than they seemed.

"Where is he?" the man said, turning towards the girl with just a trace of a smile.

"That way," the girl replied, pointing to a tiny street that took off at an angle to the boulevard they were walking down. That street led directly to the Red Roast publichouse.

"Right," her older companion replied. Together, slowly, they began making their way down that street.

* * * *

"Okay now lads," Spike grumped as he strode into the Red Roast. "Condition Red - we weren't able to talk them out of it. Batten down the hatches, we're about to be under attack." He turned to the vampire Rupert Giles. "What's our status?"

"The last of the envoys from your friendly neighborhood Order of Taraka are struggling in, or on the way," Giles replied. "All entries except the front door have been sealed, and your people are ready for battle."

"How many, from the house of the most steadfast demon?" Drusilla whispered at him.

"Huh?" Giles blinked, caught off guard. "Taraka? I've never heard it called that, but there's going to be four, all told," he said.

"I've read something you haven't read, then, scholar," Drusilla said liltingly, teasing him.

"All right, enough," Spike declared, gesturing impatiently with his hands. "Let's get ready now, people. If I know Summers, we shan't have long to wait." The vampire with the bright yellow hair looked around, satisfied that he had captured the attention of anyone who mattered, then began giving orders. He had something like a five to one advantage of numbers over Buffy and her friends, including the help of four of the fiercest demon warriors the earth had ever known. Still, if he hoped to win this fight, he'd better make sure that his plan was working perfectly.

Drusilla moaned softly, and reached out instinctively for something to keep her balance. Spike broke off his instructions and hurried to her side, holding her around the shoulders and by one of her arms. "Is it another vision, Dru?" he whispered softly, and she nodded. "Sunnydale again?" Dru managed one more nod, before another installment of the future adventures of the Council of the Dead claimed her total attention...

* * * *

Darla, Luke, Jasper, Michelle, and the Fireking walked confidently down the dark Sunnydale street. The new 'recruits' from the army base had been safely locked away in a large room of the council's headquarters, the old Sunnydale town courthouse. No-one would find them there before dawn, and they wouldn't be able to get into any trouble if they woke up from the dead any on the early side. Next stop was the local police precinct.

"Whatcha thinking about in there, big boy?" Darla sang out, meeting up with Luke. The sound of her own voice, so light and pretty that even vamp-form couldn't make it appropriately horrifying, caught Darla's attention. When she had been mortal, the princess of Westphalia, the beauty of her voice, as well as the beauty of her face and figure had been a welcome asset. All of them were weapons to be used in getting what she wanted, the primary concern of Ducal Princess Darla Khym. Once the Mater had turned her into a vampire, the blessing of her beauties became mixed. They were still useful when she wanted to manipulate men, or handsome vampires, but they kept from her the respect that a vicious lieutenant of the Master should have been able to claim.

"I hope these simple raids on government buildings do not last long," Luke rumbled, overriding Darla's own thoughts. "I hunger for greater battles."

"Well, you shall have them before long," Darla said, pouting. "Fireking says that you're the one who will get to cut Buffy Summers down. That won't be a piece of cake, I'm sure."

"True," Luke said, smiling. That reminded Darla of her own mystic gift from the Fireking - the evil eye. She had hardly had a chance to even test it out yet. Darla decided that she'd try to remedy that at the police station.

"Now, what are you two talking about?" Jasper said, turning around to face them. Darla gave him a critical look. The young vampire mercenary, Luke's long-lost vampire 'child,' had been pursuing a liason with Darla ever since they were raised from the utterly dead back to undeath. Darla had kept him at arm's length for a few reasons - because she liked her men jumping through hoops before they could win her affection, also because Luke found him annoying, and Luke's feelings were important to Darla.

But perhaps the time was ripe to give Jasper Sinclair more of a chance, in celebration of the great adventure the Fire-king was leading them on. He was handsome enough, with jet-black hair, strong yet lean figure. He would have to be - the only reason that Jasper had been made a vampire, after all, was because he had caught the eye of a Welsh lass Luke had wanted for himself.

"It is none of your concern," Luke told him sharply.

"Just looking forward to bigger and better things," Darla told him with a smile. "Unless I miss my guess, this Fireking is going to bring us a lot more fun than raiding doughnut-lover central."

"You'd better believe he will." Jasper moved close to Darla, putting his arm around her shoulders and lowering his voice to a conspiratorial whisper. "I've heard prophecies about this guy. Didn't know he was only eleven, but oh well. He's got power enough to put the whole world under the shadow of evil - and more."

"Sounds like a party," Darla cooed, grining at Jasper. Luke rolled his eyes.

* * * *

"Okay, quickly and quietly now," Buffy urged her friends, as they skulked through alleyways towards the Red Roast, so that they wouldn't attract too much attention on the main road. The seven of them were armed with one or two weapons each, stakes, blades, crossbows, and more, that would certainly alarm innocent bystanders.

"We're going as quickly as we can, Buffy," Cordelia moaned. Angel hushed her, and they carried on in silence a minute more.

"I'm getting something on the proximity spell," Willow told Buffy suddenly. "Giles is in that building, there." She pointed ahead of them.

"That's a pub?" Buffy asked in disbelief. The building was two stories tall, and looked very well barricades. "Looks more like a fortress."

"Buffy Summers?" a voice asked from behind them. Buffy turned, to see the dark-haired teenaged girl, carrying a sword, and the older Mediterranean man, holding up a longbow with arrow nocked. "What are you doing here??"

Act Three

"Huh?" Willow breathed in disbelief.

"Who the hell are you?" Buffy asked the newcomer suspiciously, readying the stake in her hand and letting her other hand drift down to the knife holstered at her hip.

"Oh, yes, you would not recognize me," the dark-haired girl said. "I am Marea. The vampire slayer."

"What??" Cordelia muttered. Buffy breathed a sigh of relief rearranged her stake so she could extend her right hand welcomingly to her opposite number. She hadn't remembered Marea in ages. She was Italian, as Buffy remembered, (she certainly looked the part,) and had been called as a Slayer when Kendra died.

"Good to meet you," Buffy said, shaking the younger girl's hand. "And you must be... Franco Belone?" she said to Marea's companion, dredging up the name of Marea's watcher from a long-ago letter, written by the enigmatic watcher Samuel Zebuto. The same letter assigning Tojo to Sunnydale, to Buffy - and Willow.

"Another Watcher?" Xander said, a little slow on the uptake as ever. "What are you guys doing here in Liverpool?"

"We were tracking a Tarakan hunter through the north of France when he suddenly doubled back and got on a plane to here," Franco Belone explained. "We followed it. The demon's trail leads..."

"To that building over there," Willow guessed, indicating the place her magic had told her Giles occupied. Franco nodded.

"Cool," Buffy quipped. "We're about to storm that building. Wanna come?"

"Uh..." Marea seemed at a loss, whether startled by the coincidence of Buffy's behavior Buffy couldn't tell. "Yes, of course. Do you mind if I inquire why?" She led the way carefully towards the edifice Buffy had to assume was the Red Roast.

"There's a particular vampire in there - used to be my Watcher."

"Giles??" Marea realized. "I had heard of him, and am sorry for you."

"Thanks," Buffy said. "Well, I swore to stake him, because that vampire spirit was what killed *my* Giles, in a manner of speaking."

"Very well," Marea replied. "We examined the exterior of the building. Most of the exits have been blocked, except for the front door."

"Which means that all of Spike's demons and all of Spike's men will be there, waiting for me," Buffy realized. "Not the best way to kick this little party off."

Once again Marea seemed totally stunned by the way Buffy was talking. Was it the jokes, Buffy wondered to herself. Surely you couldn't be a Slayer and keep a sober demeanor all the time, or could you? Kendra seemed to have done it, after all.

"So, we were thinking of unblocking a back way in," Marea continued. "A little magic would be able to do it silently enough." They had come to the rear of the building, where Faith indicated her pick. A staircase led down below the ground, ending in a solid wooden door.

"Fire spell?" Willow asked, coming up behind Buffy and Marea.

"Fire spell sounds good to me," Buffy agreed after a moment's consideration.

"Allow me." The three of them turned in surprise, to see Cordelia, pointing down towards the door and gesturing dramatically. A sudden wind sprung up, kicking Cordelia's skirt back, and suddenly roaring hot flames were consuming the door, seeming almost to consume it from within. In seconds, the door puffed apart into ashes and smoke, and the rest of the fire winked out as if it had never existed.

"What the hell was that?" Oz asked.

"Well, if I'm ever gonna master these magic powers, I need practice," Cordelia said, as if that explained anything.

"May the Lord our god protect us," Marea suddenly intoned, raising her sword in front of her face, pointing straight up with the hilt stretching sideways as a cross, and bowing her head before it. "Our everlasting Father, he who created the Earth out of nothingness and brought forth all natural creatures, including men and women, to live upon it, has called us by name. He has summoned us, Buffy, and those who came before us as Vampire Slayers, to a most holy quest - to protect his children from the creatures of evil and horror who would prey upon them. May God grant us the wisdom to comprehend our enemies, the courage to oppose them, and the strength to destroy them forever. As is has ever been, so shall it be, forever and ever, amen."

Now it was Buffy's turn to stare at Marea in open shock. She had never heard anything like that before - it sounded like a blend of Christian theology, (which Buffy herself didn't have much use for,) and Slayer propaganda. "Yeah, okay, whatever," she said, unable to muster up any more enthusiastic agreement. "Who created the demons, though? That's what I'd like to know."

"I'll tell you another time, if we both live through this," Marea told her with a smile. Carefully, quietly, the party descended one by one into the cellar.

* * * *

Rastarion waited glumly by his post down the hall from the basement stairs. His mind was filled with a single thought: "Did I do something to upset Master Spike?" Why else would he have been given guard duty in the most remote part of headquarters, under the strictest of orders noteven to come help if he heard the alarm raised elsewhere in the building - 'in case a second strike force enters through the basement.' It had to be punishment of some sort.

But, on the other hand, as Rastarion mulled it over, it didn't sound quite like Spike's brand of punishment. Not for someone who had offended him personally, that is. Spike was a forthright man and a straightforward leader. If he had a problem with you, he told you straight out, and did whatever he was going to do to you to your face. He didn't make his feelings clear with the battle duty roster.

Well, then, who? Nutty old Miss Drusilla? Maybe, though Rastarion couldn't figure for the undeath of him what Drusilla might be angry at him for. Come to think of it, she didn't exactly need a real reason, batty as she was. She could swear undying enmity with a chap over something that she dreamed he had done, or imagined. Then, there was the new guy, Giles. Rasta didn't trust him, and had made no bones about it when Giles had first shown up at the Roast. A vampire hunter, and slayer's watcher, whatever that was, wanting to join up? But Spike had seen possibilities in the idea, and Drusilla had fallen all over the 'librarian,' and there you had it.

Last of all, there were these Tarakan demons. For all Rasta knew, he could have insulted any one of them horribly in the few brief minutes they had been there before Spike announced the plan. You could never tell with demons, especially not from this crazy order. But Spike hadn't had a chance to talk with them himself before confining Rasta to the dungeons, so that just plain didn't add up.

Rastarion was so wrapped up in these deep and weighty considerations that he never even noticed the stake going into his back until it was much too late.

* * * *

"Okay, one down - who knows how many to go," Buffy whispered. "Where next?"

"I think those look like stairs up that way," Willow suggested.

"Carefully and quietly," Tojo told them. "There may be more down here in the basement."

There were no vampires down the corridor that they crawled slowly and painstakingly down, pausing at ever possible occasion to search for hidden enemies. There was one waiting on the lowest steps of the stairs, though, who luckily didn't seem to have heard them and wasn't even alert enough to raise much of a cry. Buffy smiled grimly to herself - her remark about Spike surrounding himself with idiots certainly seemed to be holding true so far.

They made their way up the stairs, one at a time, checking for any secret catches or trip along the way, (since such traps would be devices Spike could appreciate,) and huddled again on the top landing. No resistance was in sight.

"Okay, I'm getting that uncomfortable 'where is everybody' feeling," Buffy whispered.

"Well, nothing we can do about that," Angel whispered. "Keep together, look out on all sides, and we'll search this level."

Arranged roughly in a circle, facing outwards, they edged their way through a few rooms. Still nothing. Buffy was really getting wigged now, and more than a few of the rest shared her feeling.

"I'm getting to hate this," Buffy groaned.

"Let's find the front door," Marea suggested. "They have to be guarding there - we established that."

It took some trial and error, and several wrong turnings before they found their way into the front room. It was apparently empty too. "This makes no sense," Willow complained. "We could just walk right out through that door - or right in through it."

"Could we?" Buffy asked, a nasty suspicion forming in the back of her mind. "I'm not so sure. There might be a foyer or an anteroom between this room and the street. Well, there's only one way to find out." Quickly she maneuvered them over to the big double doors at the front of the pub's main room. Nerving herself, she threw the door open. Sure enough, finally she saw vampires - Drusilla leading five musclebound bruisers. "Wrong turning, slayers," she whispered with a cruel smile. "You don't really want to leave already, now do you?"

"Nope," Buffy said, stepping back. Testing out the rest of her intuition, Buffy turned around, and laughed as she saw Spike walking through the door they had come in through, demons and vampires following him. Other groups had gathered at each of the other exits. "So, Spike. How long were you following us, out of sight?"

"Ever since you came up the stairs," Spike told her with a grin. "A bit of hide and seek sounded like a laugh." And surely enough, the punk vampire laughed out loud. "Xenasarr crept up the stairs to tell us you were coming that way, and back down without you even noticing. Feel a bit sorry for the lad - he'd have done anything I told him to. But then, that's what killed him, isn't it?"

"Okay," Buffy said. "Where's Giles??"

"Oh, he's safely out of danger," Spike told her. "That's the point, isn't it? So now, should we get to it?" At a wave from him, the net of vampires began to close on Buffy and her group.

"Oh, yes. Let's," Buffy told him with an eager grin.

Act Four

Looking to the others to follow, Buffy moved off to the right. When the fighting started, Buffy didn't want to be surrounded, and if Spike's men came in from all sides, with Drusilla and her dogs guarding the door, that was exactly what would happen. Buffy would much rather have a wall to brace their position against, at the very least, if they couldn't come by an escape route.

The other gang members were starting to get a feel for Buffy's plan. Quickly, without anyone even having to suggest it, they formed a loose spearhead formation behind her, Marea and Franco on the left side of the wedge, Angel and Tojo on the right, Willow, Cordelia, Xander and Oz safely within. That would be perfect, Buffy thought. She was at the point of the defensive spear, to withstand Spike's assault. Once they had broken Spike's charges, Buffy and Angel could move off, to look for Giles, while the rest stayed here. Or something.

Meanwhile, they had a fight to get ready for. Buffy hoped that the four of her friends kept inside the spearhead formation wouldn't get too restless. Willow and Cordelia should be fine - this position would give them a better chance to strike out with magic. Xander and Oz could be ready whenever somone got between the members of the front line. "Let's do it," Buffy repeated.

"Happy to," Spike called out, directing the charge. Suddenly a dozen and a half vampires were upon them, concentrating on Buffy. The slayer laughed, thinking that Spike's vampires didn't have much of a chance against her. But she had underestimated them. These toughs weren't much by themselves, but they had been trained to attack like this, as a group. Buffy tried to strike out, but the vampires dodged her stake, grabbing at her.

Buffy had never realized before how much she depended on footwork when Slaying vampires, and she couldn't indulge in that now, or could she? When the first of them broke formation, that would put her friends in worse danger, especially if it was Buffy, because she was at the point. Buffy set to work, shaking her assailants off, doing some quality dodging herself, throwing one vampire down onto the ground and staking him through the heart. Still, the enemy hands dragged her down, and breaking formation was starting to look increasingly attractive.

Suddenly, the choice was made for her. So quickly that Buffy couldn't even tell what was happening, four figures jumped over the left side of the spearhead, past Marea and Franco. Willow and Cordelia screamed, Marea gasped in horror, and Xander and Oz cried out. Pulling on deeper resources, Buffy spun around, throwing away some of the vampires grabbing at her, and scanned the situation. Spike was holding Cordelia in a cruel arm-lock. Willow's limbs were being restrained by a person-sized squid-creature. Drusilla was advancing on Xander with a predatory smile, and a shaggy beastman was sparring with Marea.

"Get moving!!" Buffy called to Oz and Xander, indicating her left, which had up to now been the right side of the spearhead, which was relatively clear of opponents. "Safer anywhere but here."

Oz took off immediately, but Xander, being Xander, wouldn't go so easily. "I'm not leaving you here," he told Buffy, charging over towards her and staking one of the vampires that had still been trying to dislocate her shoulder. "You take care of business - I'll watch your back."

"Thanks," Buffy told him with a sincere smile. "I appreciate it." Their spearhead phalanx was really falling apart by now, but the gangers actually seemed to have the better of it now - in the confusion, few of Buffy's really good fighters were being set upon by more than they could handle. Angel was helping Willow fight off the squid, and Franco seemed to be keeping Drusilla occupied, which meant that Buffy's obvious target was Spike.

"Hi there, Billy," she quipped, running forward carefully and giving the vampire a powerful punch to the side of the head. As Spike stood, distracted for a second by the blow, Buffy wrenched his left arm around, pulling it as painfully as she could off of Cordelia's face. In a few seconds the brunette was free. "Magic. We need magic," Buffy whispered to her, and then turned to face Spike again. Unfortunately, or fortunately as the case might be, her old enemy had decided that the action was too hot right here, and had snuck away. That was just like him.

Buffy checked momentarily to see that Xander was all right, then dived forward to accost a tough-looking undead. "I've been meaning to talk to you," Xander mentioned as he followed her, grabbing toughy's friend by the wrist and trying to drag him into staking position. "About last night," he specified.

"Oh. Yeah?" Buffy replied, staking the tough vampire, and then suddenly finding herself trying to fend off his three bigger friends.

"I didn't mean to make you feel uncomfortable," Xander specified, grunting from the exertion of the fight, "and I definitely don't, uh, think you're a tramp or anything, because of..."

"Nice to know!" Buffy spat out with a mix of outrage and bemusement, throwing a heavy vampire over her shoulder and watching to make sure that he didn't crash into Xander.

"Well, you know what I mean," Xander replied apologetically. "But you understand how it was, don't you? That - what you did, was so intense, so hot, that it was hard to know what to say about it."

Buffy smiled to herself. "How about saying 'when can we do something like that again?'"

"Huh?" Totally stunned by this, Xander left himself wide open for a roundhouse punch and fell to the floor. Mortified, Buffy rushed over to stake the vampire who had hit her honey and shook Xander lightly, making sure that he was okay.

"Uh... did you just say what I thought you just said?" he slurred.

"Yeah, I did," Buffy replied. "I love you, you love me, and I think I'm getting close to 'ready.'" She grinned down at him, then looked up to stake another vampire. "When the time is right. Soon."

"Soon," Xander replied, smiling.

* * * *

"Pyreo," Cordelia called out, gesturing dramatically. A blaze of fire puffed up, setting four vampires ablaze. Before they had even been consumed by the flame, though, a vampire marksman got the dark-haired witch into his sight and shot. The arrow sailed deeply into Cordelia's shoulder, and she cried out and keeled over.

Angel rushed towards her, protecting his left arm, which a vampire swordsman had just about cut off. She seemed alright, if knocked out by the shock, so he grinned fiercely and set himself up to defend Cordelia's body.

A Tarakan screeched towards Buffy, trumpeting with a horrible noise. Before Buffy's eyes, it mutated its form, from a lizardlike quadruped with a pointed anteater's snout, to a catlike biped with a wedgelike sucking head. Buffy charged towards it with a glad roar. The beast's hands were weak, but that mouth was deadly. It plunged into Buffy's side one time, and she felt as if her stomach was getting torn out by the roots, until she could extract the damn thing. Suddenly it mutated again, gaining more legs, now spider-like in appearance.

Buffy fought to get her knife out. Given this thing's mutating nature, she didn't know if it had a heart, or where to find it. But there was one chance she could think of. With an enthusiastic cry, Buffy cut at the narrow neck seperating the beast's sucker from the rest of its body. Hopefully, that would do it.

It did. As the sucker fell away, the rest of the body collapsed, limp, and mutated one last time, into a formless, gelatinous mass. Stifling a 'ew,' Buffy brushed away as much of it as she could, and climbed to her feet.

"Stop!" The voice rung commandingly around the room. Turning her gaze in its direction, Buffy saw vamp-Giles, standing calmly in a section of the room not currently occupied by fighting. However, most of the fighting seemed to have paused when Giles spoke.

"What's going on, man?" Spike asked, keeping one eye on Franco Belone, with whom he had been dueling.

"Do not protect me any more, Spike," Giles said resignedly. "Too many of your people have died for the sake of my life. It ends now. I would fight Buffy Summers, alone."

All eyes turned to Buffy. "Fine with me," Buffy replied, breathing deeply to get her wind back, and picking up her stake. "Would you mind answering some questions first?"

"Not at all," Giles said with a smile.

"Where's Obayana - Angel's baby?" Buffy asked. She wondered to herself why she still couldn't call him her own baby.

"Oh, is that why you followed me here?" Giles asked. "The child vanished from my arms as I was conducted from Limbo to Earth. I know no more of his fate."

"I'm here to kill you, too," Buffy reminded him, as she took her position opposite Giles. The vampire was armed with a deadly longsword, she noticed. "Why did you let Kaliya die?"

"I couldn't tell you, for sure," Giles said honestly. "I just felt that it was going to be her dead or me, by the time you were through. And I didn't want to die."

"You're already dead," Buffy scoffed.

"Anything else?" Giles asked her teasingly.

"Do you think you can take me?" Buffy shot back, charging him. Despite Buffy's fatigue, and Giles' longer and stronger weapon, the advantage was clear within a minute, and it swung in Buffy's favor. Realizing this, Giles dropped his sword and spread his hands.

"What are you doing?" Spike and Buffy asked him at the same time.

"I can't outfight you," Giles said simply. "I never could. But if you want to kill me, Buffy, you'll have to do it in cold blood."

Buffy closed her eyes for just a second, remembering the Watcher she loved, remembering how she felt the moment she first found out that this - this monster, had replaced him. "No, I won't," she whispered, feeling the anger rise up in her blood. With that, she charged toward him and plunged the stake into his heart.

All watched in silence as Giles disintegrated. "Is that it, Slayer?" Spike asked calmly.

Buffy looked at him, feeling empty. "Yeah, that's what we came here for," she answered simply.

"Hey, wait a second," Willow called out, a note of panic in her voice. "Where's Oz?"

It didn't take long to find him - lying sprawled on the floor of a room next to the one in which the main fight had been fought, his heart sucked out. "He must have come in here when I told him to run," Buffy whispered softly. "The Tarakan mutant was waiting for him."

Spike walked up behind Buffy as she looked on the dead body of her friend. "Is this a problem, Slayer?

Buffy considered rapidly. Her side didn't have much fight left in them anymore. Angel's arm looked very bad, Cordelia could hardly stand, and a lot of the rest seemed to have taken bad wounds. Then again, theyy might wipe out Spike's clan without any losing any more - it was a feasible gamble.

But Buffy was in no mood to gamble any more. "No," she said, frowning. "We're taking him and leaving."

"Buffy!!" Willow was on her in a second, all outrage. "They killed him! We can't just walk away..."

"Yes we can, Willow," Buffy shot back. "If you want to blame someone for Oz's death, blame me. He came here because of *my* vengance. But if we fight more, for Oz's vengeance, more of us could die. That's the last thing that Oz would want." The righteous indignation drained out of Willow's face, replaced by pain and grief. It almost broke Buffy's heart.

As they headed out, Tojo carrying Oz's body, the Tarakan wolf-man barred their way. He grunted a lot of gibberish at Buffy, touched her cheek with his paw, which burned momentarily, and then strode away. "What was that?" Buffy asked out loud.

"He was marking you," Spike replied, supressing a giggle. "For the hunters you killed today, and in the past, the Tarakans have sworn their own vengeance upon you. They will not rest until they see you dead." Spike did chuckle now. "Don't blame me for this, Slayer - I had nothing to do with it."

"I don't care," Buffy whispered. "It was the Tarakan who took Oz. If they want a piece of me, they're welcome to try for it."

* * * *

They gathered around the grave, as morning twilight crept along the English countryside, but Angel didn't wince once. "That was a nice eulogy you gave, Willow," Buffy told her best friend.

"Thanks," Willow said without expression. "I wish we didn't have to leave him here, so far from his home."

"Aww, I think Oz will like it here," Xander told her with a smile. "Or we could arrange to have him moved later. But for now, I think Buffy's right that we can't afford it. Something nasty is going on in Sunnydale, and we need to get back there as soon as we can."

"Yeah, you're right," Willow said, and knelt to touch the grass one more time. "Goodbye, my love," she whispered.