TITLE: The Clock Struck One…

AUTHOR: Kylia

DISCLAIMER: Nobody belongs to me, unfortunately. They belong to Joss & Mutant Enemy, and a few other people I don't know.

RATING: NC-17 - eventually

SPOILERS: Post BtVS Season 4; AtS Season1

CATEGORY: Willow/Spike, Xander/Angel

SUMMARY: That would be telling…

DISTRIBUTION: Fire & Ice Fic, BBA, WLS, anyone else, ask, and you shall receive.

AUTHOR'S NOTE: Something new… I know I should finish some others, and I will… but this idea wouldn't leave me alone.

DEDICATION: To Inell, for the help… Kaitelynn, for understanding my ramblings… not many can accomplish that.

THE CLOCK STRUCK ONE

BY Kylia

Willow groaned as she slammed the book closed. She hadn't found what she was looking for, which really wasn't a surprise. She had been searching in the same books for three days, and had found nothing, which would help Giles in his research. Not that Giles had even acknowledged her effort. No, the former watcher had just handed her a stack of papers and an even larger stack of books and pointed her in the direction of the library.

Had he apologized for her wasted weekend? Had he even said thank you for her time? Of course not. Instead he just asked if she had found anything. If it was a dire, Hellmouthy kind of emergency, Willow would have excused his behavior, but it wasn't. It wasn't Hellmouthy, or an emergency. It was his own personal research, as if Willow didn't have a life. Well, in all truth, she didn't have a life. But that was no reason for everyone who needed anything to assume she was the one to get it for them.

Standing up, the redhead tossed one of the books across the table. She scowled at the scattered papers, littered with little notes she had doodled looking for information no one was even appreciative she had found. Grabbing her bag, Willow left the books on the table and walked away. She made it halfway to the door before her conscious got the better of her. She turned back and started picking up the books.

Fifteen minutes later, all the books were shelved and the chairs pushed in. Frowning for her incessant neatness, Willow grabbed the stack of papers and made her way out of the empty library. When she stepped outside into the cool air, she realized how late it had gotten. It was way past dusk. In fact it was a lot later than she had thought. She was supposed to meet Xander nearly an hour ago. He would probably be worried.

Willow smiled softly as she thought about her oldest friend. She had grown apart from both Buffy and Xander in the past year, but after the big fight with Adam, the trio had decided to make an effort to stay in better touch with each other. However, a week after Adam's destruction, it became apparent that Willow and Xander were the only ones following through on that effort.

Buffy had emersed herself in Riley, and all the things she could be doing now that school was out. Willow didn't really blame her, and if she were truly honest with herself she would admit that it was Xander's friendship she had missed the most. And she had that back, so she was happy… most of the time.

Willow walked along the deserted Sunnydale streets, lost in her own thoughts as she made her way towards Xander's new apartment. He had finally left his parents' house and gotten a place of his own. Although he seemed to acquire a new roommate along the way. Or maybe it was an old roommate.

When Xander moved into his own apartment, Spike had invited himself over, growing tired of living in the dank crypt, and had never left. Xander didn't really mind. He had formed a strange sort of friendship with the blonde vampire. One that no one outside of Willow herself understood.

The others, Buffy especially, thought Xander was insane for allowing Spike to live with him. Either that or he was a masochist. They couldn't understand how he could tolerate Spike and yet hate Angel. But then the other's had never really taken the time to get to know Xander, not really. They had always assumed that what they saw was all there was. Even Anya hadn't even scratched the surface of Xander's personality.

Which, Willow assumed, was a good thing. Xander was a special person, and one didn't get to truly know him without understanding at least some of what made him… Xander. Anya didn't, and judging from the ease with which she had packed up and left Sunnydale, she wasn't ready to.

Anya had been gone for over two months, and Willow was pleased that Xander didn't seem to be overly affected by her departure. Willow believed he had been prepared for it, and already moved on from her. Not that he had moved on to anyone in particular.

In fact as far as she knew, Xander hadn't seen anyone outside of her or Spike in over a month. He had gotten a graveyard job at a local store, stocking shelves while the store was closed. He seemed to like it. He made good money working nights, and didn't have to deal with customers. He slept the days away in his darkened apartment and spent the early part of the evening with Willow and Spike before he had to go to work.

Willow picked up her pace when she realized that if she didn't hurry, she'd miss Xander's famous pizza night. It was Monday, and he always made his version of Pizza on Monday. He had even gotten Spike to eat some, with the obligatory smattering of toppings sprinkled in his blood, of course.

Willow stopped abruptly when she heard a crunching noise behind her. She knew that she had been careless staying so late at the library, but time had gotten away from her. She grabbed her stake tightly as she searched her bag for a vial of holy water. When she couldn't feel it, Willow chanced a look inside. That was her mistake. Just as she unzipped the bag to take a peek inside she felt something wet and scaly against the skin on the back of her neck. She knew it wasn't human. But nor was it vampire, so her trusty stake probably wouldn't help her.

Clutching her bag to her chest, Willow began to run. She didn't get more than a foot away when she was pushed to the ground with enough force to smack her forehead against the pavement.

"Oh yes, you'll do nicely." The raspy voice was the last thing she heard before she felt the prick of a needle entering the side of her throat. And then, darkness.

*****

"Where is she?" Spike snarled at he continued to pace along the livingroom floor.

Xander poked his head out of the kitchen, an oven mitt in hand. "I'm sure she'll be here…. any minute." He hoped he sounded surer than he felt. Willow was rarely late, and never this late, or without calling. She was supposed to be there almost three hours ago.

"Did you check her house?" He asked again.

Spike glared at the mortal. "Yes." He hissed as he grabbed his duster and headed towards the door. "I'm going to check the library again!"

Xander nodded his head even though he knew the vampire had already left.

Just as he was turning his attention back to the concoction in the oven, the phone rang, startling him.

"Hello?" He asked into the line.

"We have the witch and the loon." A raspy voice spoke through the phone. "17 Groveny Drive. Ten A.M. tomorrow. Come alone, or they die."

Xander froze. He was about to protest, but thought better of it. If this person did have Willow, as he suspected, he couldn't risk angering him.

"Tell the vampires, if they want to see the loon again… they'd better be willing to play."

The line went dead before Xander could ask what he meant.

******

Angel was roused from his light slumber by the telephone ringing.

"Hello?" He asked, only slightly groggily.

"Sunnydale. Go there now." A raspy voice spoke. "The boy will have your instructions. Will you play?"

"What?" Angel sat up, his mind trying to understand what he'd been told.

"Be warned. You and the other must both play to ensure her safety." He paused momentarily. "She told us the stars told her you would"

Angel heard the click of the line being severed before he could fully understand what he had been told. He jumped out of bed and through on some clothes. He didn't know what was going on, but he needed to get to Sunnydale. The sooner the better.

*****

Spike stormed into the apartment, a stack of loose papers in one hand while he angrily puffed on a cigarette with the other.

"Did you find her?" Xander asked, already knowing the answer.

"No. But I found this." Spike thrust the stack of papers into Xander's waiting hands.

Xander looked at the pages, a deep sense of dread washing over him. They were sheets of research. The research Willow had been doing for Giles. He could see Willow's neat little writing scrawled all over the pages, in every which way.

"She's gone." Spike sounded defeated.

"I know." Xander whispered. He turned to look at the blonde vampire. "I got a telephone call after you left."

"From who?" Spike demanded. "If someone has her… if they hurt her…" His demon came to the fore as his mind ran away with all of the things, which could have happened.

Strangely, Xander was neither repulsed nor fearful of Spike. He placed a hand on the vampire's shoulder, which received a fierce growl. Xander didn't budge. "We'll find her."

He stepped away from the vampire and placed the papers on the counter and picked up the note he had written after the phone call. "I'm supposed to go to this address tomorrow."

Spike snatched the paper away when he reached where Xander was standing. "17 Groveny Drive?" He looked up at Xander. "Isn't that off of the warehouse district?"

Xander nodded. "Yep."

"Who's they?" Spike asked noticing a scribbled word Xander had circled several times with question marks around it.

Xander shrugged. "Don't know… hence the question marks." At Spike's glare he elaborated. "The voice said 'they' would die. They, not she. So I assume Will isn't the only one they have."

Spike waved his hand in indifference. "Well, Red's the only one I care about."

Xander nodded his agreement. It wasn't that he wanted someone else to die, but that Willow was the only person he was willing to risk his life for, without knowing more anyway.

"I'm going with you."

Xander looked at his friend incredulously. "You can't."

"Like hell, I can't!" Spike snapped.

Xander groaned. "It says come alone. Besides it'll be daytime." When Spike seemed unperturbed, Xander continued. "You'll do her a lot of good, charging in like a her Uncle Paul who was cremated last year."

Spike scowled, but didn't say anything. He knew he was right. He hated it when Xander was right.

*****

Angel arrived in Sunnydale a mere ninety-seven minutes after receiving the strange phone call. He had broken several speed limit laws and caused nearly three accidents to get there so quickly, but he didn't care. He still had no clue exactly why he was supposed to come to Sunnydale, or how he was supposed to find out what was going on.

The only thing he had figured out was that the raspy voiced person who had phoned him had Drusilla. That was whom he had been referring to. It had to be. There was no other explanation. However, knowing that didn't help him any.

He still didn't know who the 'other' was, or who the boy with the instructions would turn out to be. He didn't know what it was he was being asked to 'play', or what would happen if he didn't.

So, having virtually no information, he drove to the only person who ever seemed to have answers where the Hellmouth was concerned. As he pulled into the parking lot outside of Rupert Giles condo, he hoped he could find the answers he was looking for. The voice had told him to come here immediately, and he didn't want to test the patience of whoever had his insane childe.

Despite all the things, many of which were bad and his fault, that had happened between himself and his two favorite childer since he had regained his soul the first time, he had no desire to see them hurt. Either of them.

Angel knocked on the door, calmly at first, but when he didn't receive an immediate answer, he knocked a little more fiercely. It was close to another five minutes of incessant knocking before the door was opened. To reveal a slightly disheveled, and partially groggy Giles.

It was apparent from the former watchers appearance that there had been no dire emergency, which was what Angel, had begun to think had happened when the door wasn't opened right away. It wasn't that late, at least not by Scooby gang standards.

However, once the vampire realized there wasn't emergency, he began to be irritated by Giles lack of composure and apparent lack of knowledge to what had brought him here.

"Angel?" Giles asked as he adjusted his glasses, which weren't completely on his nose. "What are you doing here?"

"Where's Spike?" He asked tersely. He wasn't exactly sure why he was so irritated. Maybe it was just the realization that Giles didn't have the information he needed. Or maybe after his frantic drive he had just taken Giles question the wrong way. In any case he was now here, and he wanted answers, and if Giles did have them, perhaps Spike would. It was Drusilla who was in danger. Perhaps he had received a similar phone call.

"Spike?" Giles looked at him as though he hadn't the slightest idea who Angel was talking about, furthering Angel's irritation.

"Yes, Spike. Where is he?" Angel asked through clenched teeth.

Giles shook his head slightly. "Forgive me. I was… napping. Yes, Spike. He's not here."

Angel resisted the urge to growl. He knew he wasn't there. He hadn't felt him. What he wanted to know was where he was. "Do you know where he is?" Angel asked as calmly as he could muster.

Giles didn't notice the vampires mounting anger and turned his head slightly, as if he was trying to remember something. "Oh, yes. He's with Xander. They live together."

Angel stared at the former watcher in what he assumed must be disbelief. Had he heard right? Spike and Xander Harris? Lived together? That didn't sound right. But he didn't have time to figure out if he had in fact heard wrong. "Where?" He asked, deciding that if he didn't find Spike, maybe Xander would have some clue as to what was going on, although he doubted it. If Giles didn't know, why would Xander?

Giles turned around and walked to his desk. After writing down what the vampire assumed was an address, Giles returned to the doorway and handed the piece of paper over. "Here you go. Good luck."

Angel nodded and turned and left, trying to remember where the street was that Giles had written down. It was only after driving halfway there that he realized he had been in Sunnydale for close to thirty minutes and he hadn't once even thought of the Slayer.

*****

Spike walked another circle around the living room.

"Will you stop that!" Xander stepped in the way as Spike made another pass.

"Move." Spike growled as he reached the mortal.

"Stop pacing around and I will." Xander told him evenly.

They glared at each other for several long seconds before Spike stepped aside and took another look at the clock. "I hate this!" He hissed. "Bloody waiting. Was never any good at that."

Before Xander could respond, there was a knock at the door. He looked up questioningly. It was after midnight. He called off work after the earlier phone call, not wanting to leave Spike alone in his agitated state.

Spike growled loudly as he sensed the presence of his Sire. "Bloody Poof!" He snarled as he went to open the door.

"Deadboy?" Xander asked, not so much doubting Spike as he was surprised that Angel would be at the door.

Spike opened the door, his demonic visage clearly showing his irritation at Angel's presence. "Peaches." He snarled. "What do you want?"

Angel looked at Spike and then passed him to Xander. It was obvious that Spike was mad he was there, which was understandable considering their history. It was also obvious that Xander was confused. Possibly by his appearance, possibly by something else.

"Can I come in?" He asked, looking directly at Xander.

"No." Spike snapped.

"Spike!" Xander hissed at the blonde vampire before turning back to Angel. "Come on in." He turned around and flopped onto the couch wearily. "Make yourself at home."

"Me Casa Es Su Casa and all that rot." Spike said snidely as Angel walked passed him into the livingroom.

Angel looked around the living room. It was apparent from the décor that Giles had been right. Xander and Spike did live together. He found the idea oddly… disturbing, and he wasn't entirely sure why.

"When Giles told me you were living together, I thought I had misheard him." He told them honestly as he continued to look over the room.

"Well, you didn't, and we are." Spike watched his Sire warily, wondering what had brought him back to the Hellmouth.

"When did this happen?" He asked, really wanting to know.

"What?" Xander asked, feeling like he had walked in on someone else's conversation.

"This…" Angel motioned slightly between the mortal and the younger vampire.

Before Xander could grow any more confused, Spike burst out laughing. He was laughing so hard that he nearly fell over. Xander supposed the tenseness of Willow's disappearance was getting to him.

Spike laughed even harder when he saw Xander's odd expression. "Don't you get it? The poof here things you and I are…" He laughed again. "He thinks were shagging."

Xander's eyes widened as his mind wrapped around Spike's hysterical ramblings. "No. Tell me you don't think… We're not…" He couldn't even complete a sentence before he too was laughing hysterically.

Angel just stared at them in confusion. Clearly he had missed something. "You're not?" He asked carefully.

Xander stopped laughing and grinned up at Angel. "We live together, yes, but not like *that*." He looked back at Spike, who had calmed down and was now sitting on the floor leaning up against the door. "He doesn't swing that way…" When he saw Angel's disbelieving look, Xander grinned again. "… Anymore." He amended.

"And you do?" Angel asked, suddenly seeing the humor in the situation.

Xander looked up sharply, his face loosing its humor, and then he broke out into another smile. "Maybe… but you'll never know." He turned around and walked into the kitchen, leaving the two vampires's alone.

*****

Xander walked back out into the living room, a mug in each hand. Angel and Spike were just staring at each other oddly, neither having spoken since Xander had left. Angel was trying to think his way through everything that had happened since he arrived in Sunnydale, less than an hour previous.

Spike's momentary amusement at Angel's misunderstanding had left him and he no longer cared what Angel had thought. Now, he just wanted to find out who had Willow and why.

Xander handed one of the mugs to Spike, who was still sitting on the floor. After the blonde took it, Xander turned around to face Angel, who had taken a seat on the couch. "Hungry?" He offered the second mug.

Angel looked up at him in confusion, not expecting Xander to offer him blood.

Xander smiled sheepishly. "It's pig." He reassured the older man.

"Nasty stuff, that." Spike muttered as he downed his mug.

Xander turned to face his roommate and laughed before facing Angel once again. "Ignore him. He always bitches about the lack of a human sacrifice at dinnertime."

Angel stared at Xander in shock before taking his own mug. He wasn't prepared to see Xander acting so casually about a vampire feeding.

Xander turned away from Angel, realizing the older vampire was probably self-conscious about his eating habits. He flopped down in the chair next to the couch and kept his eyes trained on Spike, who had finished eating and was now standing.

"So, Peaches… what brings you here?" Spike asked casually as he took his mug into the kitchen, stopping momentarily in front of the couch to relieve Angel of his own empty mug.

"I'm not sure." Angel said seriously as he remember why he had come. "I received a phone call."

Xander's head shot up. "You too? What did they tell you?"

"Nothing except that I had to come here and that a mortal would give me instructions." He looked at Xander. "You're the mortal." It wasn't a question.

Xander nodded. "Looks that way. My message told me that the vampires had to play, or she would die." He looked from Spike to Angel and back. "Looks like we have a matched set."

Spike snorted. "Still doesn't explain the they."

"Or the loon." Xander whispered as he replayed everything the caller had said.

"The only loon I know is…" Spike looked up.

"Drusilla" Xander looked across at Spike, fearing he had come to the correct conclusion.

"Dru" Spike nodded.

Angel looked at the two, something not adding up in his head. "Yes, Dru. That is who they took, isn't it?"

"Apparently not the only person." Xander stood up.

"Red." Spike answered his Sire's unspoken question.

"Willow?" Angel asked, a dread filling him.

"Yeah, Deadboy, Willow." Xander sighed. He grabbed the small slip of paper suddenly. "I'll go to this meeting tomorrow. Then we can decide what to do."

"What meeting?" Angel looked up at Xander questioningly. Clearly they hadn't received the same phone calls.

"The whelp is supposed to meet the bastards that took them tomorrow over on Groveny."

Angel nodded. "We'll come with you." He said determinedly.

Xander groaned. "Again… sunlight is an issue." He handed the paper with the address and time to Angel. "They said to come alone. That's what we'll do."

"And if it's a trap?" Angel asked, not liking the idea of Xander walking into a trap without anyone there to back him up.

Xander shrugged. "Then I guess you'll never find out which way I swing…" He headed down the hall to his bedroom. He was halfway there before he called over his shoulder. "You boys'll have to share…" His voice held a hint of amusement.

Spike groaned. "I am not sharing a bed with you. You can sleep on the floor." Spike told him as he stood up and started pulling the cushions off of the couch, which folded out into a bed.

Angel stared off down the hall Xander had disappeared. "Is he always so…" he was at a loss for words. "He doesn't seem like the same Xander I knew."

Spike laughed. "You never knew Xander, mate. You knew the moron, the idiot, the donut guy." He pointed down the hall, "That is Xander… not the moron, the idiot, or the donut guy." He smiled slightly. "You'd like him. He has your morbid sense of humor."

Spike stripped off his jeans and slid into the hide-a-bed's sheets before looking at Angel again. "But then, you already do."

Angel watched as Spike drifted off to sleep. He wasn't sure what the younger vampire was implying, and he was too tired to analyze it. He took off his jacket and lay it across one of the chairs. Taking one of the couch's cushions, Angel leaned back along the floor and closed his eyes. He would need some sleep for whatever they had to deal with.

He realized more was at stake than just the life of his insane childe. Now Willow was in trouble too. Why they had been taken and what it was they were to 'play' was still unknown, but the souled vampire had a feeling that it wouldn't be good.

*****

Willow woke up to darkness. It wasn't much too different from where she had been in her dream filled sleep. She could barely make out the shadows around her. She saw some movement off to her left.

"Hello?" She whispered in the dark, her voice hoarse. She didn't know how long she had been out, but her head felt like lead, and her vision was distorted somehow. She couldn't really see anything in front of her, but every once in awhile; it seemed as though she saw different colors dancing in front of her. It had to be a side effect from whatever they had injected her with.

She looked through the darkness once more. She thought she saw movement. This time though, she saw an odd purplish color moving towards her. "Hello? Who's there?"

"Don't be afraid, little tree." A slightly lilting voice accompanied the purplish movement.

"Drusilla?" Willow asked carefully, not really sure if she had recognized the voice correctly.

"Yes." She felt a cool hand clasping her wrist gently as she was pulled into a sitting position. "How do you feel, little tree?"

Willow blinked and tried to focus. Still all she saw was blackness except for a blob of purple right where she supposed Drusilla was sitting. She waved her hand in front of her face. The blob didn't go away, so she stuck her hand in the middle of it, and came into contact with something hard, and cool.

"Sorry." She mumbled when she realized she had hit Drusilla.

The vampire giggled. "That's alright. They've changed your sight." She rubbed Willow's back slightly. "But don't worry. Everything will be all right. The stars… they're whispering wonderful things."

The blob seemed to move as Willow felt Drusilla shift next to her.

"Rest now. They'll be coming to take me soon." She lay Willow back down along the bed she was leaning against. "Then they'll give you what you need, and you'll be strong again."

Drusilla petted Willow's hair soothingly as the girl drifted back to sleep. She didn't want to sleep. She wanted to find out what had happened to her, who had kidnapped her, and why. She wanted to know how long she had been there, and how long the vampire had been with her. Was it just hours, or had it been days, or even weeks? She wanted answers, but she was so very tired, and she felt safe with Drusilla there.

Her last thought before she succumbed to slumber was what would happen if they took Drusilla away they way the vampire seemed to think.

*****

Xander walked back out into the living room, a mug in each hand. Angel and Spike were just staring at each other oddly, neither having spoken since Xander had left. Angel was trying to think his way through everything that had happened since he arrived in Sunnydale, less than an hour previous.

Spike’s momentary amusement at Angel’s misunderstanding had left him and he no longer cared what Angel had thought. Now, he just wanted to find out who had Willow and why.

Xander handed one of the mugs to Spike, who was still sitting on the floor. After the blonde took it, Xander turned around to face Angel, who had taken a seat on the couch. "Hungry?" He offered the second mug.

Angel looked up at him in confusion, not expecting Xander to offer him blood.

Xander smiled sheepishly. "It’s pig." He reassured the older man.

"Nasty stuff, that." Spike muttered as he downed his mug.

Xander turned to face his roommate and laughed before facing Angel once again. "Ignore him. He always bitches about the lack of a human sacrifice at dinnertime."

Angel stared at Xander in shock before taking his own mug. He wasn’t prepared to see Xander acting so casually about a vampire feeding.

Xander turned away from Angel, realizing the older vampire was probably self-conscious about his eating habits. He flopped down in the chair next to the couch and kept his eyes trained on Spike, who had finished eating and was now standing.

"So, Peaches… what brings you here?" Spike asked casually as he took his mug into the kitchen, stopping momentarily in front of the couch to relieve Angel of his own empty mug.

"I’m not sure." Angel said seriously as he remember why he had come. "I received a phone call."

Xander’s head shot up. "You too? What did they tell you?"

"Nothing except that I had to come here and that a mortal would give me instructions." He looked at Xander. "You’re the mortal." It wasn’t a question.

Xander nodded. "Looks that way. My message told me that the vampires had to play, or she would die." He looked from Spike to Angel and back. "Looks like we have a matched set."

Spike snorted. "Still doesn’t explain the they."

"Or the loon." Xander whispered as he replayed everything the caller had said.

"The only loon I know is…" Spike looked up.

"Drusilla" Xander looked across at Spike, fearing he had come to the correct conclusion.

"Dru" Spike nodded.

Angel looked at the two, something not adding up in his head. "Yes, Dru. That is who they took, isn’t it?"

"Apparently not the only person." Xander stood up.

"Red." Spike answered his Sire’s unspoken question.

"Willow?" Angel asked, a dread filling him.

"Yeah, Deadboy, Willow." Xander sighed. He grabbed the small slip of paper suddenly. "I’ll go to this meeting tomorrow. Then we can decide what to do."

"What meeting?" Angel looked up at Xander questioningly. Clearly they hadn’t received the same phone calls.

"The whelp is supposed to meet the bastards that took them tomorrow over on Groveny."

Angel nodded. "We’ll come with you." He said determinedly.

Xander groaned. "Again… sunlight is an issue." He handed the paper with the address and time to Angel. "They said to come alone. That’s what we’ll do."

"And if it’s a trap?" Angel asked, not liking the idea of Xander walking into a trap without anyone there to back him up.

Xander shrugged. "Then I guess you’ll never find out which way I swing…" He headed down the hall to his bedroom. He was halfway there before he called over his shoulder. "You boys’ll have to share…" His voice held a hint of amusement.

Spike groaned. "I am not sharing a bed with you. You can sleep on the floor." Spike told him as he stood up and started pulling the cushions off of the couch, which folded out into a bed.

Angel stared off down the hall Xander had disappeared. "Is he always so…" he was at a loss for words. "He doesn’t seem like the same Xander I knew."

Spike laughed. "You never knew Xander, mate. You knew the moron, the idiot, the donut guy." He pointed down the hall, "That is Xander… not the moron, the idiot, or the donut guy." He smiled slightly. "You’d like him. He has your morbid sense of humor."

Spike stripped off his jeans and slid into the hide-a-bed’s sheets before looking at Angel again. "But then, you already do."

Angel watched as Spike drifted off to sleep. He wasn’t sure what the younger vampire was implying, and he was too tired to analyze it. He took off his jacket and lay it across one of the chairs. Taking one of the couch's cushions, Angel leaned back along the floor and closed his eyes. He would need some sleep for whatever they had to deal with.

He realized more was at stake than just the life of his insane child. Now Willow was in trouble too. Why they had been taken and what it was they were to ‘play’ was still unknown, but the souled vampire had a feeling that it wouldn’t be good.

*****

Willow woke up to darkness. It wasn’t much too different from where she had been in her dream filled sleep. She could barely make out the shadows around her. She saw some movement off to her left.

"Hello?" She whispered in the dark, her voice hoarse. She didn’t know how long she had been out, but her head felt like lead, and her vision was distorted somehow. She couldn’t really see anything in front of her, but every once in awhile; it seemed as though she saw different colors dancing in front of her. It had to be a side effect from whatever they had injected her with.

She looked through the darkness once more. She thought she saw movement. This time though, she saw an odd purplish color moving towards her. "Hello? Who’s there?"

"Don’t be afraid, little tree." A slightly lilting voice accompanied the purplish movement.

"Drusilla?" Willow asked carefully, not really sure if she had recognized the voice correctly.

"Yes." She felt a cool hand clasping her wrist gently as she was pulled into a sitting position. "How do you feel, little tree?"

Willow blinked and tried to focus. Still all she saw was blackness except for a blob of purple right where she supposed Drusilla was sitting. She waved her hand in front of her face. The blob didn’t go away, so she stuck her hand in the middle of it, and came into contact with something hard, and cool.

"Sorry." She mumbled when she realized she had hit Drusilla.

The vampire giggled. "That’s alright. They’ve changed your sight." She rubbed Willow’s back slightly. "But don’t worry. Everything will be all right. The stars… they’re whispering wonderful things."

The blob seemed to move as Willow felt Drusilla shift next to her.

"Rest now. They’ll be coming to take me soon." She lay Willow back down along the bed she was leaning against. "Then they’ll give you what you need, and you’ll be strong again."

Drusilla petted Willow’s hair soothingly as the girl drifted back to sleep. She didn’t want to sleep. She wanted to find out what had happened to her, who had kidnapped her, and why. She wanted to know how long she had been there, and how long the vampire had been with her. Was it just hours, or had it been days, or even weeks? She wanted answers, but she was so very tired, and she felt safe with Drusilla there.

Her last thought before she succumbed to slumber was what would happen if they took Drusilla away they way the vampire seemed to think.

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

Xander approached the building cautiously. Strangely enough, he was glad the meeting had been set for the daytime. He wanted to find out what was going on without Spike losing his temper or Angel trying to take control of the situation.

Finding out Drusilla was also missing had been a twist he hadn't anticipated. It explained Angel's involvement, and the kidnappers desire for the 'vampires' involvement. However it didn't explain what they wanted with Willow and the insane vampiress. Nor did it answer any of Xander's questions about how Drusilla's involvement effect Spike. He didn't seem effected one way or another, but Xander knew Spike well enough to know that that wasn't accurate. The vampire had gotten rather good at shielding his feelings, especially where Dru was concerned.

Xander shook his head from his thoughts as he entered the building. It seemed silent. Too silent. He walked around for a moment, hoping to find some sort of clue as to why he was there, but the building was completely empty.

"You came." The same raspy voice, which had called him, spoke.

Xander spun around to face the speaker. He gulped as he eyed the demon nervously. He was large... About three times his size, with scales covering his entire body. His eyes were an odd shade of green, and the scales on his body seemed to glow eerily in the darkened warehouse. He nodded, acknowledging the demon's words.

The demon smiled. "Good. You follow directions. Your friend may live yet." He laughed. A harsh sound that didn't sound all together cruel, but not friendly either. He turned around and picked up a box that he must have set on the floor.

Handing it to Xander, the demon spoke again. "My name is Marvius. I will be your contact throughout the game. All three of you must comply with all the rules. Is the sire here?"

Xander looked up from the sealed box at the question. "Yes." He answered, realizing he was referring to Angel. He looked back down to the box, wondering what was inside.

"Excellent. You have until midnight tomorrow to start the game. Once it begins, no contact with the outside will be permitted. You three alone will play. You must all reach the finish line to save them." He paused, "However I cannot vouch for their safety. Their lives are transitory. It matters not to us whether they live or not."

Xander looked up sharply at the demon's words, but the demon had vanished. He looked around the room frantically, but found himself alone.

"Thirty-eight Hours, and counting." The raspy voice was heard, but the demon himself was gone.

Xander gripped the box tightly and ran out of the building, back to his apartment. He hoped there was some clue as to what they were supposed to do inside. Otherwise, Xander didn't know how they would save Willow, or Drusilla.

Xander had to admit he had no desire to see Drusilla die either. Living with Spike, he had heard many stories of their time together since Angelus had left them. He could understand how Spike had cared for her. She had seemed to need looking after, and as crazy as she was, Xander believed she did care for the vampire, in her own way. Although he wasn't entirely sure why she had left him that last time. The way Spike spoke about it made the mortal believe there was more to it than her just being fickle.

Xander slowed his pace slightly as he approached his apartment. He didn't want to seem too frantic. He hoped that whatever this game was they could finish it, and soon. He didn't want to take a chance that anyone would die.

****

Willow awoke to darkness, again. Everything was black. This time there wasn't even the reassuring purple blob. She assumed that meant that Drusilla had been taken away as she had believed. Willow wondered where they had taken her, and why.

She felt a strange sort of kinship with the vampire. Maybe it was because they had both been kidnapped, or maybe it was the knowledge that they both cared for Spike. Whatever it was, Willow hoped nothing bad had happened to her.

She tried to sit up and found herself lost on the blackness. She seemed to be on a bed. It was actually quite comfortable. The mattress was soft, and the comforter thick. Willow set her feet on the ground and tried to stand. She was happy that she didn't seem as dizzy as before. But due tot he darkness, she could really walk around without bumping into anything.

Hearing a noise to her left, Willow froze. She thought she heard a door open, but couldn't see anything. Then, a strange orangish shape started to some towards her. It was vaguely the size of a person, but it was hard to tell.

"Hello? Is someone there?" She asked.

"Come." A raspy voice demanded as it grabbed her arm and dragged her away. She saw the strange orange color in the arm that had wrapped around her.

She followed the shape down what she assumed was a hallway. Eventually they came to a door. At least she thought it was a door, when she heard the sound of a key in a lock, then a door opening. She was pushed through, the door slamming shut behind her. She looked around the darkness. Her eyes found a spot of color in one corner. It was vaguely purple, but had shots of red through out it.

"Drusilla?" She asked softly, not sure if it was the vampiress, or something else entirely.

"Yes, Little Tree." The blob moved. "Come sit." She patted a spot next to her.

"You're red. sort of." Willow said as she walked closer.

Drusilla laughed softly. "I've just been fed."

Willow nodded, not completely understanding why that would change the way she sees her, but afraid to give it too much thought. "Are alright? Did they hurt you?"

Drusilla laughed again. "Lorelei said you'd worry more for me than yourself."

"Lorelei?" Willow asked, not recognizing the name.

"She's one of my dolls. Spike bought her after we left that dreadful place you call home. I lost Miss Edith."

Willow nodded again. "What else did she tell you?" Willow didn't find it odd in the least that the vampire talked to her dolls. She had heard all kinds of stories about her since she had become friends with Spike.

Drusilla smiled at the girl as she petted her hair softly. "She said you would take care of my Spikey. He loves you, you know."

Willow shook her head as a blush crept up her cheeks. "No, we're. friends."

"Lorelei doesn't lie." Drusilla told her honestly.

"Did she tell you why we're here?" Willow asked, not wanting to talk about Spike.

"She doesn't know. exactly." Drusilla seemed sad that she didn't know more.

Before Willow could tell her it was all right, the door was thrust opened, and three orange blobs came in. Two of them grabbed Willow forcefully, eliciting a snarl from the vampire.

Willow was strapped down on some sort of bed. She heard Drusilla growling at one of the orange blobs and tried to reassure her. "I'm alright."

She felt a needle entire her arm, and her mind started to go hazy. Just as she drifted off to sleep, she saw the orange blobs moving Drusilla closer to her. She wasn't resisting though, a fact Willow found odd, but was too tired to question.

******

After both Drusilla and Willow were asleep one of the demons watched them carefully as a fluid was extracted from the vampire and injected into the mortal girl. He turned his head when he heard the door open.

"Well?" Marvius demanded as the door shut behind him.

"The experiment seems to be working. The girl's vision has changed. We won't know the extent until after the next test." He paused than looked at his companion. "And the meeting? How did that go?"

Marvius nodded as he took a deep breath. "Well. The mortal will play, as will the vampires. The crazy vampire was an excellent choice for the experiment. She will add to the change in the girl." He looked over the two sleeping test subjects. "How much time until they must make the choice?"

The other demon shrugged. "If the transfers continue at the current rate. three weeks."

Marvius looked at the demon. "Speed them up. The choice must be made sooner." He turned towards the door. "The game will start tonight."

The demon turned towards Marvius. "Tonight? I thought you were giving them until tomorrow."

"Yes, but they will not wait. These. creatures." He waved to the unconscious women, "They mean too much."

"Very well. I will begin phase two tomorrow."

"The Elders will be pleased." Marvius told him as he left the room.

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

When Xander returned to his apartment, both vampires were pacing around like caged animals.

"Well?" Spike demanded once the door was shut behind the mortal.

Xander handed over the box to Angel, knowing Spike was too agitated to do more than scream and yell.

"We have until tomorrow at midnight to start the *game*," Xander said the last word with distaste.

"What's in the box?" Angel asked examining it carefully. Xander shrugged. "Well, lets see." Angel looked it over carefully, unsure if there would be some sort of catch to opening it.

When it appeared there wasn't, he slowly opened the lid. Inside there was a sketch of Willow being cradled in Drusilla's arms. It seemed like a comforting gesturing more than a threatening one. The image was kind of odd, but Angel didn't doubt it was accurate.

"Well?" Spike snapped.

Angel handed the piece of paper over. And looked inside the box once more. There was another sheet of paper. This one was folded up into a triangular shape. He looked questioningly to Xander.

"Open it." Xander urged quietly as he stepped over to stand next to Angel. "What's it say.

Angel unfolded the paper and skimmed over the words once silently.

"Well?" Spike demanded.

Angel looked down at his Childe who was glaring at him from the couch. Turning back to the small piece of paper he began to read.

"Listen players, and take heed, these are the rules you'll need to survive the game.

1.) Once the game has begun, you will have no contact with anyone who isn't part of the game

2.) All three of you must make it to the finish line in order to save the lives of your friends.

3.) Read the first clue. It will lead you to the next, and then the next until you reach the finish. You are on a time limit. If you do not make it to the next clue in time, your lives are forfeit.

4.) You have until Midnight to begin the game.

Angel looked up from the paper and handed the paper to Spike to read. "The rules seem pretty straight-forward."

"Except the other part." Xander nodded.

"What other part?"

Xander grinned slightly, despite the seriousness of the situation. "The part that says we'll all die." he paused, "or undie, or whatever." He shook his head, remembering what the demon had told him. "The demon I met with, Marvius, he told me that he can't guarantee that they'll be alive when we find them." He turned his eyes away from Spike and took at Angel, "His exact words were somewhere along the lines of 'there lives are of no consequence'. We don't have time to waste."

Angel nodded and turned to Spike. "So, what's the first clue?"

Spike read over the paper carefully before reading their first clue.

What lives, and yet does not?
What becomes what you've fought?
What dies, only to be reborn
In thistle, and thorn?

Spike handed the paper to Xander. "Makes no sense to me. I say we forget about bleeding rhymes and actually search for them." He glared angrily from one man to another.

"We can't to that." Angel began, "They could be watching us."

"Angel's right." Xander blinked. "Did I just say that?"

Angel smiled slightly.

"Besides," Xander continued after the momentary shock, "We don't know where they are. They may not even be in Sunnyhell. They could be anywhere."

"Fine!" Spike hissed.

Xander re-read the clue a couple of times. "Well, the beginning obviously refers to Willow. the tree that weeps.and that is why we're here."

Angel took the note out of Xander's hand, and began rereading the rest of the clue. "Vampires." He spoke the world quietly, as if he was afraid to give voice to what he thought.

Xander got this excited look on his face as he began pointing towards Spike. "That new Cemetery. the one past the Grove."

Spike looked up. "The one with the big stone archway covered in."

"Thistle and thorn." Xander spoke more to himself than the others. "That's got to be it."

"We'll leave when the sun sets." Angel told them as he sat down on the couch. He hoped the next clue was as easy to figure out as this last one.

Spike stood up. "Who do you think you are, comin' in 'ere giving orders?" He glared angrily at his Sire. He knew it wasn't Angel's fault, but at the moment he didn't care.

"Spike." Xander started, recognizing Spike's mood.

"No, Xan, What the fuck is the Poof doing here? Why does he care? He hasn't been 'ere in. months. Slutty 'asn't been in enough trouble I guess." He started pacing around the room. "And Dru? Shit you walked out on us over a hundred years ago, and never gave a second thought to her."

"Spike!" Angel snarled, knowing everything he said was true, but for some reason not wanting Xander to hear all of his faults.

"You shouldn't be here. Go home!" Spike snapped.

Angel stood up, his anger getting the better of him. "Maybe I will." He started walking towards the front door.

"Stop!" Xander's shout stopped both vampires in their tracks. He looked from one vampire to the next, finally settling on Spike. "Chill out. We need him. If he doesn't help us, they'll die."

Spike refused to meet Xander's eyes, but nodded his head and made his way into the kitchen, not wanting to deal with Angel any more than necessary at this point. They still had a lot of issues that hadn't been resolved.

Xander turned his attention to Angel once Spike had disappeared. "And you. If you walk out that door because Spike reminded you of things you've done. things you can't change. then you might as well add four more people to the list of those you've wronged." He took a step closer to the stunned vampire. "Because I have no doubt that they'll die if we break any of the rules. And if Willow dies." He turned towards the kitchen, "What you saw just now. only the beginning." He paused, dropping his voice a notch. "I know you and Spike have. issues, and you probably know him better than I do, but trust me when I say that he will become unhinged if she dies."

Angel took a deep unneeded breath as he walked back into the center of the room. "He loves her?" When Xander nodded, Angel continued. "What about Dru?"

Xander shrugged. "I don't know. You'll have to ask him." He walked over to the table and picked up the sketch from where Angel had set it. "There still alive. for now. I'd like to keep them that way."

Angel nodded. He sunk back into the couch and ran a hand through his hair. His life just got a lot more complicated. He turned to look at the mortal for a minute before speaking.

"And what about you? I never expected to find you and Spike. living together."

Xander laughed as he flopped into the chair opposite Angel. He shrugged. "He's not so bad. once you get used to him. He loves Willow. I love Willow. Common ground I guess."

"And what about Buffy? How does she feel about this living arrangement?" Angel asked.

Xander stiffened at the mention of the Slayer. "She doesn't like it." He stood up and looked away from Angel. "But she has no say in what I do." He walked away from the living room and down the hall before Angel had a chance to ask what he meant by that.

Angel watched him leave and wondered what it was he had said, and why it was that the idea of Xander being mad at him left him feeling slightly ill.

*****

Willow opened her eyes to darkness. The shapes were gone. In fact everything was gone. She brought her hand to her forehead and noticed there was a bandage wrapped around her head.

"Shh, Little Tree, it's alright." Drusilla's calming voice spoke from somewhere on her right.

"What happened?" Willow asked, trying to feel her way around the room to where she believed Drusilla to be.

"They moved us." Drusilla told her. "The lights in here are too bright, so they had too cover your eyes."

Willow followed the voice over to what she thought was a bed. Drusilla was lying across it, her head resting on what she thought was a pillow.

"You're weak." Willow told her as she felt how frail the vampire seemed.

Drusilla giggled softly, "The stars are whispering wonderful things" She leaned forward slightly. "Soon, the tests will begin and you'll be strong again."

Willow lay down next to her new friend, afraid to ask about what else the stars may have told her. She wasn't sure she wanted to know. She felt strange. Not sick exactly, but not normal either. The darkness surrounding her eyes was only part of it. She didn't know what was happening to her, but could feel something coursing through her, energizing her. She could almost sense the vampire before she felt her.

It was creepy in one way, but reassuring in another. She was feeling stronger than she ever had before. Like she was in control, even though, quite obviously, she wasn't.

*****

Angel was sitting on the couch in bewilderment when Spike returned to the living room, dinner in hand.

"Where's Xan?" He asked handing a mug to his Sire. After realizing Xander was right, he had calmed down somewhat.

Angel nodded behind him towards the hall as he took the mug and began to drink.

Spike looked at the odd expression on Angel's face and then back down the hall. "What did you say to him?"

Angel looked up sharply. "Nothing."

Spike raised his scarred eyebrow. He listened carefully and could hear the stereo in the mortal's room blasting some loud band. "He's listening to *that*. You had to have said something. He only listens to that crap when he's mad."

Angel looked down at his hands and the empty mug in his hand. "I just asked him what Buffy thought about your living arrangement."

Spike groaned. "Piece of advice Peaches?" Spike offered. "Never bring up Slutty. Never."

Angel looked up. "Trouble?"

Spike took the empty mug away and walked back into the kitchen. It wasn't so much that he was in the habit of cleaning up after himself, as it was his desire to avoid the current topic of conversation.

"Spike?" Angel asked when he noticed the younger vampire was standing in the doorway of the kitchen, looking at him with an expression he couldn't read.

"What?" Spike asked as though he had no idea what they had been discussing.

Angel frowned. He knew that Spike knew exactly what he was talking about, but for some reason he was avoiding the subject. "Spike." He said, his voice low, "Did something happen between Xander and Buffy?"

"Why don't you ask me?"

Angel startled at the sound of Xander's voice. He was paying so much attention to Spike and what the blonde vampire wasn't telling him that he had failed to notice when the loud music had stopped or when Xander had reentered the living room.

Spike looked up at his friend questioningly. Xander nodded. "Go take a shower." He grinned slightly. "You stink. And who knows when you'll get another chance."

Spike disappeared into the bathroom knowing that the mortal wanted some privacy to talk to Angel. Even though he knew everything Xander was about to say, he also knew the mortal would prefer not to have an audience. After closing the door behind him, he listened carefully for a second, wondering if Xander would actually tell him anything. After several seconds of silence, Spike shrugged and started to strip. He did need a shower.

*****

Xander turned his eyes away from the bathroom door when he heard the water go on. He knew Spike had been listening at the door, and he didn't really feel like talking to Angel about what had happened with his best friend eavesdropping, although the blonde vampire knew all about the circumstances surrounding Xander's parting with the Slayer. He was the cause of it, although only partially.

"What do you want to know?" Xander asked tiredly as he sat down.

Angel had watched the exchange between Xander and Spike and felt an odd emotion come over him at the concern Spike obviously had for the mortal, as well as the knowledge that Spike knew something that was obviously very personal.

"What happened between you and Buffy?" He asked quietly. "Is it because of Spike?"

Xander sighed and ran a hand through his hair. "Yes, and no." He smiled at the confused look on Angel's face. "If you asked Buffy, she'd tell you that I was crazy for living with Spike. She'd tell you that we were fucking and that I was sick and twisted. I'm not sure what disturbs her more. The idea that I might be sleeping with Spike, because he's Spike, because he's a vampire, or just because he's a guy."

"But you're not." Angel was a lot more positive of this than when he had first arrived the night before.

Xander grinned. "No. We're friends. He's my best friend, aside from Will, but that's it. I don't really find him all that attractive beyond, the obvious traits."

Angel raised his eyebrows at this. Partly because he knew Spike was attractive, and partly because Xander had admitted to finding guys attractive.

Xander grinned again. "Okay, he's attractive, I'll admit that, but he's not my type."

Angel grinned. "And who is?"

Xander chuckled. "Wouldn't you like to know."

Angel couldn't help the words that left his lips. "Yes, I would."

"I'm more of a tall dark and handsome kind of guy, oh brooding one."

Angel felt something inside him stir at his words, but forced himself to concentrate on what Xander had said earlier. "So, Buffy doesn't like the idea of you living with Spike. I guess I can understand that."

Xander looked up, his mind brought back to the original point of this conversation. "Can you?" He stood up, suddenly irritated, not with Angel, but with the memories surround his break with Buffy and the rest of the Scoobies.

"Can you understand the fact that your precious Slayer can't deal with the fact that one of her best friends is gay. Can you understand the fact that she'd rather think that I'm possessed or just plain crazy over to accepting that I like guys more than girls." Xander began pacing around the room, not wanting to see whatever expression was on Angel's features now.

"I thought." He crinkled his brow in confusion. "I thought Willow was involved with some other witch for awhile."

Xander snorted. "Yeah, she was. Buffy didn't deal with that well either. But when Tara had to go back home, Buffy decided it was just better to pretend it had never happened."

"But she's okay with Willow and Spike being together?" Angel incredulously.

Xander laughed. It was a sound Angel hadn't remembered hearing a lot of before he had shown up here the previous day.

"Buffy doesn't know about Willow and Spike.although Willow and Spike aren't really together." He looked up at Angel, a slight smile playing on his lips. "But that isn't what you really want to know is it?" He leaned slightly closer. "You want to know. What do you want to know?"

Before Angel could answer, the door to the bathroom opened and Spike walked out, wearing his black jeans and nothing else. "Showers free." He tossed a towel to Angel. "Better get started. When the sun sets I want to get out of here, and not have to wait for you to finish fixing your hair."

Angel grabbed the towel and walked into the bathroom, his mind going everything he had been told.

Once Angel had left Spike turned to Xander and pulled his black T-shirt over his chest. "Did you tell him?"

Xander looked up, an amused expression on his face. "Which part? The part where I'm gay, or the part where I want to shag him into a second death?"

Spike chuckled. "The first part, but either would be good." When Xander arched an eyebrow Spike continued. "His soul is his, I don't see why you can't. He's very shaggable."

Xander rolled his eyes. "Gee, thanks. But no thanks. There's too much history there. He's only here because of Dru.and willow. Once their safe, He'll go back to LA. You'll go back to. whatever it is you do.and I'll."

Spike quirked his eyebrow, "Any you, Mate, what will you do? You know you can't stay here forever. hiding away from everything. from the slayer. from *Them*," He said the word with malice, "From yourself."

Xander stood up. "I'm gonna get ready." He started to walk away when he heard Spike voice.

"Xander."

Xander stopped and turned around. "We'll talk. later."

Spike nodded and watched his friend disappear into his room. Maybe having Peaches here hadn't been such a bad idea after all. That was the first time they had discussed Xander's person 'issues' without the mortal getting angry and storming away, or throwing something. Spike didn't know if the change was due to his Sire or not, but it was the first sign the younger vampire had that Xander may be starting to deal with his problems.

*****

Willow felt it when she was forcibly removed from Drusilla's embrace. She hated the fact that she couldn't see anything.

"Where are you taking me?" She asked as she heard a door close somewhere behind her. She realized that she had been taken out of the room she had been in before.

"It's time for the first test, Witch." A raspy voice spoke into her ear. It sent a chill down her spine.

"Test? What kind of test." She asked, a feeling of dread washing over her.

No one answered her question, instead dragging her into a vehicle of some sort. She could feel the vibrations as it was started up. She could sense the presence of others. She wasn't sure how many but she was positive they weren't human. How she knew that wasn't clear. It was just an impression she got. Almost like another sense was working for her. Not sight, or sound, or even touch. It was something she just. knew.

After a long drive, the vehicle stopped and she was pulled out.

"This is the first taste. The end of phase one."

Willow heard the whispered words and knew they weren't meant for her ears, but yet she could hear them. They were in a language she recognized, but couldn't place.

"Witch." The raspy-voiced demon spoke, this time to Willow.

"What?" Willow asked, standing a little straighter, refusing to allow her fear and confusion show.

The demon stepped in front of her. She could feel it, and it wasn't alone.

"Do you sense this creature?" It asked, partially in curiosity, partially in hope.

"Yes." Willow's voice was shaky. She didn't know what the creature was but she could sense it. She wasn't sure what she was sensing. It wasn't its heartbeat, or the sound of its breath she heard. It was almost as if she could sense its life force, or its aura. She wasn't sure, but she was almost certain that should have been impossible.

"Good." The demon walked away from her and she heard him speaking in hushed tones with some of his companions.

Although, this time, she didn't know what was being said. She heard a screech, which she knew, wasn't altogether human, and then the demon was next to her again. He removed the bandage covering her eyes.

"You have three hours to find the Lovan. If you fail." He let the words trail off, knowing that her fear of the consequences would drive her.

"I can see again. sort of." Willow looked around. It was dark. Really dark. And she was in some wooded area that looked vaguely familiar. She turned to face the demon that had spoken. She could see this strange light emanating from his body. "Who are you?"

The demon smiled. "Marvius." He took her hand and led her to a clearing amongst the trees.

"You must find the Lovan within three hours. if you do not. you're friends will not survive."

"My friends?" Willow asked, suddenly growing wary.

"The mortal and the two vampires. The search for you and your sister."

Willow looked up at the demon. There was something in his eyes that she couldn't read. It was almost as if he wanted her to succeed.

"Spike and Xander?" She asked knowing they would be looking for her. "And. Angel?" She questioned, knowing he was the only other vampire she knew who would care what had happened to her.

"Correct. Now, you must go. Time is running short."

Willow heard the screech again and looked out amongst the trees, searching for its source. When she turned around, the demon was gone. Spinning around completely, she noticed that everyone was gone... Even the vehicle they had brought her in had disappeared.

Willow looked around carefully and stepped towards the trees. "A Lovan." She spoke aloud. "What exactly is a Lovan, and how does one find it?"

*****

Willow crouched down on the ground as the screeching became louder. She knew the creature was close. She could hear her heart beating frantically in her chest as she anticipated catching it.

She wasn't sure what had come over her, but once she had realized that she was alone and that she had to catch this creature, she had quit fighting the ridiculousness of the situation, and attempted to do just what she was supposed to. Catch the Lovan.

The Lovan turned out to be an animal of some sort. It was about the size of an owl, and had an odd reddish coloring. She had been close enough to catch it once, shortly after she had realized she was alone. However it had flown away before she had realized it was the creature she was after.

She now realized she would have to lure it to the ground, if she hoped to catch it. But, the creature was hungry, that much she had picked up from her encounter with it. So, she was hoping she could tempt it with fresh food. The problem was that she wasn't entirely certain what a Lovan ate.

She had found a rabbit and killed it, hoping the scent of its blood would draw the creature. The smell was strong. Even her human nose could smell its death. It was an odd sensation, killing an animal. She wasn't so much disgusted with it as she was curious. The animal had been remarkable easy to catch. It hadn't seemed to see her or even sense her, which was kind of odd, but then she didn't know that much about a rabbit's protective mechanisms.

The Lovan screeched again and Willow moved further behind the tree. She could see it descending from the sky. There was a faint grey glow surrounding its body, and she concentrated all of her senses on that glow.

The creature seemed to sense her. It looked at her strangely for a second, its eyes staring into her own. She thought she saw hear there, but the animal couldn't bring itself to pull away. It was like it was stuck, and being drawn further in.

When the Lovan reached the ground, it flew right into her arms. "Shh." She tried to calm its fluttering around. It didn't have wings exactly. Something closer to scales, but they moved swiftly in the night air.

"It's alright, I won't hurt you." She tried to soothe the creature. It seemed to be working. The animal stopped its fluttering about and relaxed into Willow's arms. She sighed.

*****

Xander walked out of his bedroom, his hair still dripping from the shower he had taken. He pulled on his jacket over the black T-shirt and jeans he had taken to wearing since Spike came to live with him.

He looked over at Angel, who was dressed in his usual dark attire, and then looked down at his own clothes, which were common to his normal dress when leaving the house. "Good God, Spike, how come you never told me you were modeling me to look like Peaches here?" He grinned at the look on Angel's face. "Just kidding." He grabbed his keys and walked out the front door.

Angel stared after him for a second before turning to Spike. "I'm beginning to think I never knew him."

"No, but you'd like to." Spike smirked as he followed his friend out the door.

Angel shook his head, not denying Spike's claim. It was true; he would like to get to know Xander better. He wasn't sure if Xander had changed, or if perhaps no one had really known him to begin with, but when Willow and Drusilla were safe, he was going to make it his business to find out.

*****

"Okay, Blondie, we're here, now what?" Xander asked as the trio looked up at the stone archway covered in thistles.

"What the Bloody hell you asking me for?" Spike snapped. "You read the clue."

"Why don't we split up and take a look around." Angel offered.

"Fine. I'll take the west. Junior can take the east. I guess that leaves Deadboy with the center." He grinned goofily before heading off towards the west end of the cemetery."

Angel stared after him for a second, watching as his jean-covered ass disappeared from view.

"Got your hands full with that one, Pops." Spike snickered before turning to their right and began searching the cemetery.

Angel took a deep breath and started walking through the center. He wasn't entirely sure what it was he was looking for. Their clue had told them where to go, but not what to do once they got there. He heard the faint sounds of Spike cursing and the steady beat of Xander's heart as he walked further and further away.

He looked around the different gravestones. There really weren't really very many. Maybe fifty or sixty in his section, but Xander had said the cemetery was new so that probably explained why there weren't more. Although even fifty would have been a lot for a new cemetery if they hadn't been in Sunnydale. But here, the death rate was high.

"Bloody hell!" Spike snarled as he came up behind his Sire.

"What?"

"Rose bushes. They're everywhere in this bleeding place."

"Did you say rose bushes?" Angel asked, an idea forming in his head.

"Yes, are you losing hearing in your old age?"

Angel ignored him and turned in the direction Xander had gone. "Check the rose bushes." He called loud enough for the mortal to hear him.

"Rose bushes?" Spike asked. "Hoping he'll get pricked and you'll get to lick him clean?"

Angel glared at Spike until a mental image of his words planted themselves firmly in his mind, then he groaned. He heard Spike snicker as different variations on the theme entered his head.

"I found something!" Xander called out to them, breaking Angel out of his thoughts.

The two vampires followed Xander's voice until the reached him. He was standing in front of a circular gravesite. The tombstone itself was surrounded by rosebushes. The roses were of varying colors. What caught Xander's attention however, had been a small metal box dangling from a chain one of the rose stems.

"What is it?" Angel asked quietly.

"Another clue?"

Spike groaned at their questions and grabbed the box off of the bush and opened it. "I swear you guys talk too much!"

Xander rolled his eyes. Well? What's it say?"

Spike pulled out a slip of paper and handed the box to Angel. He growled softly. "Another damn riddle." He hissed handing the paper over to Xander.

You have six hours. the first phase is completed.

"First phase of what?" Angel asked from over Xander's shoulder.

Xander looked up, leaning back imperceptibly. "I'm not sure. But whatever it is, it can't be good."

"What does it mean?" Spike asked growing impatient. He really wasn't got out for mind games.

"When I live, I can be heard." Xander repeated.

"That could mean anything." Angel furrowed his brows in thought. "What if it doesn't mean sound?" He asked looking down into Xander's brown eyes. The boy had turned slightly as was looking at him with this expression on his face he couldn't quite place.

Xander's eyes lit up as realization dawned on him. Like a heard of animals."

"That makes sense." Angel acknowledged, moving away from Xander. He was having trouble thinking clearly.

"Here you'll find me. My blood runs cold." Angel thought over what that could mean. "A meat packing plant."

"Yeah, but which one mate?" Spike reached into his duster pocket and pulled out a cigarette.

The only one that refrigerates the blood for. other purposes." Xander grinned raising an eyebrow towards Angel.

"The Bentley plant, outside of town." Angel nodded.

"Yep." Xander smiled. "Come on, let's go.

"What are you two Nancy boys blubbering about now?" Spike hissed.

"The Bentley meat packing plant just outside of town. It's the only plant that saves the blood and keeps it fresh, specifically to sell." Xander turned around and lifted the small metal box up and heard it make a noise. He lifted it closer to his ear and shook it slightly, hearing the noise again. Frowning, he opened the box. Inside there was a small silver key. He lifted it out and examined it more closely.

"Looks like we have an idea where we'll find the next clue." He handed the key to Angel before looking at his watch. "We'd better get going. The Bentley plant is outside of town. it'll take us a couple of hours to get there, walking."

The two vampires walked past him and headed in the direction the plant would be.

Xander ran up to catch up with them. "You do realize. their leading us away from Sunnydale, right. That can't be good."

*****

Xander looked up at the building standing before them. It seemed cold and forbearing somehow. Like this thing standing between them and saving Willow and Drusilla. It wasn't as if the building itself was at all to blame but the mortal couldn't help but think of the building in a negative light. It was just some new thing in this crazy game they were being forced to play.

"This is it?" Spike's accented voice brought Xander out of his thoughts.

"In all its refrigerated glory." Xander nodded, not bothering to look back at his friend.

He felt another presence behind him and instinctively knew it was Angel. He was so close he could almost feel him. Shaking his head from the thoughts the feeling would inevitably lead to, Xander stepped forward. He tried to open the door and found it stuck. "Won't open." He muttered stepping aside as Spike came forward. He knew the blonde vampire well enough to know that no steel door was going to keep them from going inside.

Spike put all of his body weight into slamming into the door, hoping it would budge. It did, and Spike tumbled inside followed by Xander and Angel.

"Shit, it's cold in here." Xander mumbled as he started rubbing his arms to keep from getting a chill.

Angel stopped and listened. "They have the refrigeration system on high."

Xander frowned. "That's odd." He turned to face Angel. "Old man Bentley died a couple of months ago. His son made a big noise about closing this place down. Last I heard all their business went elsewhere."

"Willie too?" Angel asked curiously.

"Yeah. He was moaning and groaning about it awhile back. Said something about having to find new sources."

Angel raised an eyebrow. "You go to Willie's often? That's not safe."

Spike snorted and moved away from the two knowing how his friend would react to that comment. He walked over towards the large refrigeration units, hoping he could find their next clue. He didn't relish spending the night there.

Xander turned to look at the dark-haired vampire. "Lots of things in Sunnydale aren't safe." He hissed, his eyes blazing angrily. "Sometimes your own house is more dangerous than a trip to a demon bar." He shook his head and walked away. He didn't know why he had said that, nor did he want to explain it.

Angel stared after him, suddenly feeling confused. He wasn't sure what h had said to upset Xander, but he was discovering there was more to the mortal youth than he ever known before.

"It's locked." Spike snarled at another locked door. This one was solid steel. "Give me that key Peaches!"

Angel handed over the key and watched as Spike attempted to open the large door. The key wouldn't even fit in the slot.

"It isn't in there. There's got to be somewhere else." Xander raised his head and looked at the ceiling. "Up there." He pointed. There was a chain hanging from the ceiling. One of the links close to the top there was a small chain connected to another box.

"I don't suppose either of you can fly?" He grinned slightly at his own joke.

"No, but I got something better." Angel smiled slightly.

"Better?" Xander asked, curiously.

Angel smirked and pulled out a hook of some sort. It was obvious that it was used to scale walls and other hard reach things.

Xander grinned. "Be still my beating heart." He placed a hand over his heart and sighed dramatically like the damsel in distress of some old movie.

Spike rolled his eyes.

Angel turned away from Xander, an odd smile on his face as he through the hook and it landed with the thud, wrapping itself around a beam near the ceiling. He tugged on the cord attached to the hook once to make sure it was stable before trying to climb up it. Pushing his feet against a nearby wall, Angel began to climb.

Xander watched the older vampire make his ascent, his eyes roaming the vampire's body, a small smile playing on his lips.

"He really is shaggable." Spike whispered in his ear.

Xander tore his gaze away from Angel to look at Spike. "Shut up." He hissed. "He's." he turned back to Angel, who had almost reached the box. "He's not interested."

Spike snorted. "Don't be too sure."

Before Xander could ask what that meant, there was a loud noise as the box was dropped to the ground.

"Sorry." Angel apologized, however he looked anything but. The truth was he had seen Spike and Xander talking closely, about what he didn't know, and had the sudden desire to separate them, Cause them to draw there attention elsewhere. So, he had purposely dropped the box.

Xander bent down to pick it up giving Angel a nice view from his elevated height.

Spike shook his head. If the circumstances weren't so dire he would have taken the time to taunt both his friend and his Sire about their blatant flirting, but he just didn't have the time for it now.

"Well?" He asked impatiently after Angel had climbed down and Xander was reading the newest clue.

Where you have all been before
Where evil is released forever more
Where the mortal was first seen
You must now all come clean

What happens next is in your hands. Don't disappoint us. The second phase is now complete.

Xander looked up at the two vampires. "Well that was more vague than usual."

Angel turned away, his mind trying to think of any possible meaning. He sniffed the air slightly. "The sun is rising. We'll have to camp here for the day."

Spike began to walk away. "Alright then. You poufs figure out what the bleedin' hell that means." He disappeared into an office towards the back of the warehouse.

Xander watched Spike disappear and then turned to face Angel. "It'll be warmer towards the back." He stopped and grinned. "Unless you want me to keep you warm?"

Xander walked away before Angel could respond. Angel followed shaking his head. He wasn't sure whether he should be upset because that sounded like an offer, or disappointed because it wasn't.

******

Willow woke up with a start. She had fallen asleep in the woods and was now keenly aware of being watched although she couldn't actually see anyone. She felt eyes on her though. She moved slightly, and noticed she still had the Lovan nestled in her arms. It was asleep and cooing softly.

Marvius approached the young witch. "You have done well. There is only one more test before the final phase."

Willow turned around to face the voice. "The final phase?"

The demon nodded. "Yes. It is the most important. You will have to make a choice. They will have to face the past. If you all succeed, all will be made right again."

Willow stared up at the demon, no longer afraid. She tried to unravel his words so they made more sense. "I can go home, after this final phase?"

Marvius nodded. "Until the time of reckoning, yes."

Willow closed her eyes. "Okay. What's this other test?"

Marvius smiled. "This way."

*****

END CHAPTER 8