The first thing she found when diving through the metaphorical rabbit hole was twelve stone of highly surprised bleached vampire.

Just as he was trying to quietly pull himself up to peer out the gap, she barreled into him sending them both sprawling across the floor. She heard him snarl as the shock triggered his game face, but he shook it off immediately. He tried to jump up but their legs were entwined. He lay sideways across her midsection, his left leg caught beneath her left leg.

"Just like old times," he quipped as they untangled themselves.

"What, you mean like you following me around, turning up in places you shouldn't be?" She asked, standing and brushing the dust and grit from her clothes.

"Hey, I was here first. You're following me around," he grumbled but she wasn't listening.

She had spotted the axe sticking out of the rock. Her eyes got big and round and she made her way towards it in awe. "Shiny!"

"Yeah I found it for you, but we're out of luck, it won't come out of the stone," Spike explained.

She didn't appear to be listening. As he spoke she ran her hands lightly over the polished metal and wood.

"Maybe if we use one of them drill thingies we could . . ."

Buffy pulled the axe from the rock with the ease of a hot kitchen utensil through churned dairy product.

". . . Or I guess we could do it that way," Spike finished lamely.

"It's beautiful. I wonder what it is." Buffy admired it.

There was the sound of crunching wood behind them as the trap door was flung back and Caleb dropped down to join them.

"Well now, if I'd a known that was all it took, Id've invited you down here days ago." He smirked but didn't come any closer.

"I believe this belongs to me," Buffy told him defiantly.

"Yeah well maybe it may, but it's not going to do you a lot of good after I've killed you and your little fanged sweetheart with it. So maybe you should just hand it over and I'll make your death's easier than those of your friends," Caleb threatened, but he still came no closer. "If I have to come over there and take it from you, I will teach you new levels of pain."

Buffy and Spike shared a look. The vampire shrugged faintly, his blue eyes darting up to the trap door. The Slayer nodded, her lips twitching up in a grim smile. Raising the axe, she responded:

"Y'know, I think we're gonna gamble. Go for the star prize." She swung the axe at the crazy preacher's mid-section, missing by a hair's breadth as he leapt back.

As Spike rushed in from the side, Caleb turned, grabbed him by the collar and swung him into Buffy. The force of the throw knocked them both over backwards. Jumping instantly to their feet they were just in time to see Caleb's feet disappear up through the trap door.

"Come on!" Buffy yelled as she made to follow him, but Spike grabbed her by the arm, forcing her to halt. "What?"

"Creepy guys with cross-stitch for eyes. Remember them? When I got here there were dozens up there."

"Well I didn't see any when I got here, they must have gone." Buffy shrugged him off impatiently.

Four black-robed figures dropped down from above.

"Yeah, now they're down here," Spike observed, getting in front of Buffy.

"What are you doing?" She asked incredulously. "I'm the Slayer, get behind me." She pushed him roughly.

"Hey, watch it!" Spike snapped, stumbling backwards. "I'm just trying to protect you."

The four Bringers advanced, silently and purposefully.

"Protect me? How about protecting me from sexist vampires."

"I am not sexist. I'm just looking out for you is all. If you didn't have such a big chip on your shoulder then you'd be able to see that," Spike stormed.

"Ha. Look who's talking about chips, Mr. Chiphead," she retaliated.

Spike looked at her in wonder. "Are you completely and utterly bonkers?"

"What?"

Then they were attacked. Knives drawn, they were surrounded by flashing steel.

"Do you mind? We're trying to talk here." Using the axe still in her hands she blocked one's thrust, then drove the wooden point into the throat of another.

Spike grabbed the head of the third Bringer and swung him by it knocking the other two off their feet. Buffy ducked as the body arced over her head, then buried the head of the axe deep into another's chest. Above her she heard a satisfying crunch as Spike broke his aggressors neck. Dropping it onto the body of the one still alive, he leaned in and slit it's throat with its own dagger before it could wriggle away.

Buffy stood back up, wrinkling her nose. "It's getting a bit morgue-y in here," she stated, looking around at all the corpses. The three Spike had killed were still in a heap by the wall. "Your work?" She asked, indicating them.

"They were the construction crew," he said by way of an explanation.

"And I am not bonkers!" she told him forcefully.

"Well you're not all there. I don't know if it's the pressure of overwhelming evil or having that psycho back but you're not operating with a full deck," he taunted her, fed up with her constantly sniping at him.

"What psycho?" She asked.

More Bringers dropped through the hole in the roof.

"Oh for God's sake." She moaned as they attacked

The house was quiet in the hour before dawn. Everyone had fallen asleep spread around the house. Anya and Andrew had returned from the store with bags of goodies a few hours before and everyone had filled up on chocolate and sugar. Faith smiled as she remembered Giles' reaction to the jaffa cakes. They were the only two left awake. Willow and Kennedy had disappeared upstairs shortly before. Xander was snoring loudly sat upright on the sofa. Anya lay flat out with her head in his lap, snoring with equal vehemence. She had told Dawn to go to bed and get some rest, but the young girl had refused, insisting she wait up for her sister. She was now fast asleep, with her head on the kitchen table. Faith had draped a blanket round her shoulders before walking back into the living room. Andrew had complained the table was too hard and he'd vanished down to the basement to put to use Spike's empty cot.

Now she was standing looking out of the big front window. She was staring at the tree in the middle of the lawn, but not really seeing it. The first rays of light began winking over the roof of the house opposite.

Giles was sat in the arm chair, across from the noisy sleepers on the couch, flipping through one of his ancient books. He'd just mentioned what he thought to be a particularly intriguing fact about the First, but had received no response. Looking up to see why, he noticed the dark Slayer's unblinking dawn vigil.

Clearing his throat, he tried again. "Faith."

"Huh, what?" She asked, jumping at the sound of his voice.

"I'm sure she'll be okay. Despite her daring, she wouldn't rush in there without some consideration." He attempted to reassure her.

She looked over her shoulder at him and gave a half smile, but she didn't leave the window. "No, I know she's fine at the moment, but the longer she's gone, well . . . you know, I just feel useless hanging around here. We should be taking this guy down together." She turned back to the window and muttered. "I let her face enough on her own."

Giles caught her words just on the cusp of hearing and his only thoughts were to offer comfort to this new improved Faith. "You can't blame yourself for that."

"Actually G, I think I can." She chuckled. "I think everyone can."

"Well yes, maybe you're right. I wasn't thinking. You're here now though, when you didn't have to be," he rallied.

"I do have to be. I'm a Slayer. Even if I'm only runner up, this is where I should be. Should have always been."

"You were never runner up Faith, it was just that Buffy already being established here and more experienced, it was natural . . ."

"Yeah I get it," Faith cut him off. "And I am runner up and that's fine. It wasn't for a long time, but that was my deal, or it should have been. The thing is, I'd really like to stay runner up for the remainder of this battle, if you know what I mean." She was silent for a moment, just watching the sky begin to turn a golden yellow. "I should have gone there last night. I should have insisted. If anything . . ."

It was Giles' turn to interrupt. "Buffy's first instinct has always been to protect you, well protect everyone I suppose, but I noticed it even when you were first in Sunnydale and . . . well, Buffy was an only child for some time and having a new Slayer in town put her somewhat on edge. It brought certain . . . She . . ." He stammered to a stop, not knowing how to explain what he meant without making his Slayer sound bad.

"She wasn't very happy with little old me stepping on her turf, right?" Faith put it simply. "She didn't want me here."

"I don't think it was that bad, but no eighteen year old likes to be reminded of their mortality and you were a constant reminder of hers, and Kendra's of course."

"So she blamed me for being here instead of Kendra."

"Blame is much too strong a word for it, she was just acting out because, well, her defenses were already raised after the whole Angelus fiasco and . . . and . . . Well I digress. My point is, that even though she was irrationally angry with you . . ."

"There was a lot of that going about."

". . . As soon as she learned of Kakistos, her one thought was to protect you, and has been ever since. You may not always have been able to see that, but that doesn't make it any less true. Last night was no different, she wouldn't let you face him if she felt she could handle it on her own. Especially after what happened the other night. She doesn't want anyone else to get hurt."

"She said she couldn't risk both of us going. In case Caleb got the upper hand . . . She basically passed the Slayer baton to me . . . in case . . ." She trailed off, not wanting to voice both of their worse fears.

Giles sat quietly for a couple of minutes, flipping idly through his book. The sun climbed higher. The warmth bathed Faith's face, lighting it up, and Giles realized for the first time just how beautiful the dark Slayer was. He also realized she had tears in her eyes.

"Faith, I'm sure she'll be back soon," he told her gently.

She showed no sign she had heard him. Keeping her eyes on the place where Buffy had walked away the night before, she felt the tears roll down her cheeks but paid them no heed. She didn't know why she was crying. She knew Buffy was okay, she just knew it, but she didn't know why she hadn't come back yet. Maybe she was hurt, or maybe she'd met up with her vampire boy toy and he was offering her the comfort that Faith had denied her. 'Huh comfort, that's one word for it.' Or maybe it had nothing what-so-ever to do with the blonde Slayer and everything to do with the excess of emotions she was feeling right now. In the space of a week, she'd jumped out of jail, literally. She'd gone head to head with Angelus and been overdosed on that damn drug to boot, and then she'd been brought to Sunnydale, a place where she knew no welcome was waiting for her and no friendly faces. She'd come here to fight the ultimate evil and all she'd ended up doing so far was getting pounded on by a psychotic preacher and fighting with Buffy. 'See, it was still all about Buffy,' she thought wryly.

"Faith," he tried again.

She gave a slight sniff and started to talk.

"I knew when she died." Giles sat up straighter, his eyes on the back of Faith's head as she hesitantly began to speak. "I mean I didn't know exactly what was wrong, but all of a sudden something . . . no, everything was weird. I was just laying in my cell, minding my own business, when wham, my whole body started tingling. Kind of like my blood was rushing through my veins twice as fast as normal. This probably doesn't make much sense, it certainly didn't to me at the time, but it felt kinda like when I was first Called. Y'know, like a power surge. And it stayed with me all night. I was just pacing round and round in my cell until they let me out in the morning. My roomie thought I was nuts; hell, I felt nuts, but I couldn't stop. Every time I tried to calm down I could feel the fizzing under my skin." She paused while she remembered the strange sensations.

Giles took the opportunity to ask a question. "Did you want to slay? Was it blood lust, or dust lust maybe, do you think?"

"Nah, not just that. Every night I was in there, I wanted to slay. To hunt. That's just part of being a Slayer. This was different, way more intense. It was the only time I had to get out of there. Obviously I didn't do anything about it, but trust me, I really wanted to. Thought about ways of jumping the fences, dodging the guards, hightailing it away into the hills." She shrugged.

"But you didn't?" He was surprised that if she had felt that strongly about it she hadn't just done it. The Faith he remembered was not big on restraint.

"Nah, would have made going there in the first place kind of pointless. And anyway, at the time I didn't know why. Maybe if I had, I would've skipped out, but I didn't. I just figured I was going crazy."

"So then what happened?"

"Well I paced around like a caged cat for a couple of days, growling at anyone who came near. Scared the crap out of the other inmates. Spooked some of the guards enough to receive a beating. Then I managed to get to a phone and I called Angel. I didn't know what else to do and he had said if I could stay in there, do my time, then he'd help me as much as he could. I thought maybe if this was all just another step I had to go through to clean my soul up then he must have gone through it too, right?"

Giles nodded, totally engrossed. "Was it Angel who suggested you go to prison then?"

Faith blinked, obviously Buffy didn't tell her Watcher everything.

"No, that was Buffy. She said it was either prison or running away again. And she had no intention of letting me run away." She finally used her hands to wipe her tears away, but she still didn't turn from the window. "Anyway, I tried to phone the bat cave, but Cordelia answered. Said that Angel was in a bit of a state. Buffy was dead and she didn't want me upsetting him any further. Then the bitch hung up. I got a letter from Wesley a few weeks later, outlining the details. Buffy had scarified herself to save her sister, which also saved the world. Mentioned some stuff about Glorificus and inter-dimensional portals, I'm not sure what, I skipped that part in favor of smashing up my cell; well it was mostly my cell mates stuff, I didn't have a lot." She smiled bleakly. "I think he only wrote to me to make me feel bad."

"What happened once you knew? Did you feel calmer?"

"Sort of, after a few days. I don't know if it went away or maybe I just got used to it. I desperately wanted to call Sunnydale and see what was happening but I figured the last thing anyone needed was me back on the scene. So I just got on with things."

"Did you feel sad? I mean, were you upset when you'd found out she had died?" Giles asked. Remembering the terrible pain they had all been in, even Spike, was enough to bring tears to his own eyes and he glanced at his watch, wishing she'd hurry up and come through the front door, safe and sound.

"I think angry is the word I'd use, or it would be if it was strong enough to say how I felt."

"Angry? Why?" He didn't think the dark Slayer would have batted an eyelash at her sister Slayer's death.

"Because it shouldn't have happened." For the first time she spun away from the window and addressed Giles to his face. "She spent every night killing evil, helping to make the world a safer place and then what, her reward is to have to kill herself for the greater good? Who's greater good? I bet it didn't make any of you guys feel good. It sure as hell didn't make me feel good and from what Cordy said Angel took it just as hard as you'd expect him to. So she died to make a bunch of strangers sleep better at night. Strangers who have no idea what she did for them and probably wouldn't give a damn if they did. How is that right?"

"It wasn't just about making the world a safer place, it was about making sure there was still a world as we know it. If Glory had used the key, the Universe would have collapsed it on itself. The Hells would have been unleashed."

"So you're saying the Powers That Be screwed her over, or the monks or whatever. Basically they took the one person who fights unconditionally on the side of right and forced her to kill herself," Faith fumed.

"Well I don't think you can say they forced her to do it. Buffy made that choice, to protect her sister," Giles argued.

"No Giles, you're not seeing it clearly. The monks, whoever the hell they were, sent the Key to Buffy to protect. So Glory wouldn't get it, right? They knew that Buffy would do anything to save the world, I mean that's what she does, she's the Slayer. What's the one thing that's more important to Buffy than being a Slayer?" Faith waited for the Watcher's answer.

"Well, um, I suppose her family and friends," he fumbled.

"Exactly. So they send the Key as her sister. No way she's going to let anything hurt her, right? She couldn't. Her sister's more important than saving the world, but they must have known this bitch would do anything to get her hands on Dawn, otherwise why send her just a year before the time lock is due to open on her gateway home? So therefore they knew that Buffy would at some point have to make a decision. Her sister, or the fate of the world. Well there was only one way out for her, wasn't there? Take the dive herself."

"There really was no other way Faith. None of us were pleased with the situation. It was a very hard year for everyone, especially Buffy, what with Joyce passing away as well. Buffy did the only thing she could," he explained to her gently.

"Yeah she did. Because the Powers That Be screwed their champion over. These monks had the power to turn this mystical energy into a human being, but they couldn't turn it into an onion? Are you telling me that Buffy would have died for an onion? No! So whoever sorts these things out deliberately plotted to have Buffy kill herself. They knew that Buffy was too good to let anything else happen."

The tears were free-falling now, running off her cheeks and dripping onto her t-shirt. Giles removed his glasses, in the pretense of cleaning them, but really so he wouldn't have to look at the pain in Faith's face. It made his own all too real.

Faith's voice was shaky when she spoke again. "Tell me G, what makes the good guys so damn special? What gives them the right to play with anyone's lives like that? Especially hers."

Giles spoke softly. "She's back now. That's what counts, surely."

"Yeah, they let her be ripped out of Heaven just so she could carry on fighting their stupid battle. That makes it all alright, I guess. I've seen both sides of the coin, Giles. And while evil may be, well, Evil, it's nowhere near as malicious as the good guys." Faith took a big, shuddering breath and forced her self to calm down. "Right, I'm gonna take a shower, sort myself out, remember I'm the big bad Faith and get over it." She laughed at herself. Giles smiled with her. "Can you gather the troops? We're having a meeting." She started to leave the room.

"What about Buffy, shouldn't we . . .?" Giles asked

"Buffy's fine, I'd know it if she wasn't, but she's not here right now." Faith ran lightly up the stairs to Buffy's room to use the shower. Buffy wasn't here right now, but she really hoped she turned up soon. She didn't think the Scoobs would take to kindly to her assuming leadership.

Giles sat still for a while longer. Faith had just opened up to him, which was surprising and unexpected in itself. What made it more so was the information suggesting a Slayer connection may exist that went further than the shared dreams Buffy had told him about. After they had sorted all this mess out with the First he'd have to have a serious look at this. Then his thoughts changed direction and he beamed widely. Buffy had always believed there was good in Faith, albeit very deep down. He was inordinately pleased that she was right. Faith may have taken some wrong turns in life but there was good in her heart and he was beginning to think that it may have some connection to Buffy as well. Yes he'd have a lot of research to do when all this was over.

Buffy slumped down against the wall, panting. Spike stood underneath the trap door.

"Luv, you remember when I said, 'What's that scraping noise?'"

"No, when did you say that?" She kicked a dead body away from her to get more comfortable.

"Just as you ripped the head off of . . ." Spike looked around the cave. ". . . that one there," He pointed to a headless corpse. "And used it to bowl over . . ." he looked around and pointed again, ". . . That one over there."

Buffy giggled. "That was one awesome strike." Her brow crinkled and she looked down at her right hand. "Wicked gross, though." She wiped her hand on her pant leg. "Yeah, I vaguely remember you trying to carry on a conversation while we were fighting for our lives."

"Yeah well, that inappropriately timed scraping noise was someone covering up the trap door." He jumped a few times, slamming his hand against the blockage. "I think it's one of the barrels."

"Well good, no more nasty eyeless guys can attack us if they can't get down here. They really creep me out, the way they can fight so well even though they can't see me."

"You're kind of missing the point here, luv. If they can't get in, then we can't get out." Spike eyed the bloodied bodies. There was about thirteen of them now. "At least I won't go hungry," he shrugged.

"Ewww Spike."

Everyone was once again assembled in the living room. Faith had the floor.

"Right, I'm gonna keep this short and sweet. Buffy's on a bit of a solo mission at the moment, she'll be back soon."

"How can you be sure of that? Caleb might . . ."

"Kennedy, let me finish what I've got to say. You got any concerns, come and see me after, alright." Faith cut in quickly.

Kennedy noticed Dawn's worried face for the first time and took the rebuke with out further question.

"Right, where was I? Oh yeah, now I'm not a leader and I guess most you are kinda pleased about that, but until Buffy gets back we're gonna pretend I am one. Any questions?"

A few potentials raised their hands. So did Xander. Faith ignored them all. Willow and Giles both hid smiles.

"Good. Right, the way I see it, we can't touch Caleb. Plus hopefully Buffy is finishing him off right now. So we're not gonna go after the big evil, we're just gonna do a little recon. See what else is about out there. Maybe go after a few little evils."

"So we're sort of keeping the peace? Civilian clothes, keep weapons out of sight. That sort of thing?" Xander asked.

"The way this town is emptying we'll be the only civilians around to be peaceful," Anya said.

"Yeah, last night the store was completely deserted. We could just go in and take what we wanted. It was like everyone had just up and left at the same time. Like that Stephen King story 'The Mist'," Andrew added, shivering.

"Except this is real life, dorkus and way scarier." Dawn rolled her eyes.

"Yeah okay, and I don't care who can see your weapons as long as you keep them handy," Faith told them. "We're going in four teams. I'm leading one. I want you, Giles, to take another, and someone call Robin, I've heard he's pretty handy with the steel."

"I'm right here Faith, what do you need me for?" Robin appeared in the doorway.

"You're heading one of the teams," she answered, without looking round. "The potentials get split between the three of us."

"Er Faith, I hate to point out your inept planning skills, but that's only three teams. You said you wanted four," Xander chuckled.

"Geez thanks Xan, what would I do with out you?" She asked him sarcastically. "I was going to ask you to be in charge of the fourth team," Xander beamed, "but now I think I'll get Andrew to do it."

"Oh so cool!" Andrew exclaimed, clapping his hands excitedly.

"I was joking, Andy. You're in charge of sitting here and not getting into trouble, alright?"

Andrew's face fell. "If that's what I have to do to seek redemption for my evil ways . . ."

Faith shot him a look and he shut up abruptly. She turned back to Xander.

"You're leading team four then, okay? All I want you to do is make your way down to the vineyard. Don't get too close. Just see if there's any sign of trouble. Hopefully you'll meet Buffy on her way back here. If there is trouble get back here fast. Don't go rushing in. I mean it Xander. You won't help Buffy by being attacked. You go in, you look around, you back off."

Xander nodded. "Okay I get it. Any trouble we let you know. But how, if you're off patrolling."

"Willow, I want you to stay here with the injured. And if anything tries to attack I need you to put your protection mojo on the place. Can you do that?" Willow nodded. "Cool. So any trouble you get back here and Red can telepath me, or whatever you call it. Can you do that?" She asked once again.

"No problem. I can speak inside your mind and tell you where the mess is," Willow told her.

"Yeah, you'll probably pee your pants the first time she does it," Anya warned.

"Again, cool! Not the pants-wetting," Faith added quickly as she received some funny looks. "Okay Giles, Robin you wanna start handing out weapons? Xander, you can take Anya and a couple of the girls."

"I want to go with Xander," Dawn said.

"No Dawnie, you're staying here, with Willow. Don't bother making a fuss cause I made up my mind. I'm not facing the wrath of Buffy if she gets home and finds you out there facing God knows what. Anyway, don't you wanna be here for when she gets home safe and sound?" Faith told her.

"And what if she doesn't?" Dawn questioned.

"She will!" Faith said with such conviction that Dawn automatically smiled. Faith smiled back at her. "And while Willow's keeping an eye on you, you can keep an eye on Andy," she smirked.

"Hey, I resent that."

"Tough noogies Andrew," Dawn laughed.

Twenty minutes later the three teams were assembled on the front lawn. The Spring sunshine was warm and that had brightened everyone's moods a little. Faith felt better than she had for a long while. Maybe crying was good for the soul, or maybe it just helped to rant at someone for a while. Either way she felt fresh and strong, even with no sleep. She knew Buffy was okay. It was just a matter of waiting for her to come back. And if she was off having a celebratory screw with the undead, then that had nothing to do with Faith. In fact she found Robin kinda easy on the eyes. Maybe if there was time later he'd be up for a different kinda tension release. She smiled to herself at the thought of seducing a high school principal. 'Never know, some of that smarts might rub off on me.'

She addressed the gathered masses. "Right everyone knows where they're going, right? Stay in your groups. Remember we're not going out there to make any statements. You see anything you can't handle with ease, you back away quietly. You're no good to anyone injured. All we're setting out to do is see what the score is. If Buffy has taken Caleb out of the equation then this might help us plan our next step. If she hasn't, well then we need a plan B. Don't patrol for more than two, three hours tops. Even if all seems quiet still check in with Willow. Okay, off you go."

Robin led his group one way and Giles prepared to lead his the other way. First he came over and said a few words to Faith.

"You're doing well Faith. Even if this does nothing more than boost morale, I know Buffy would be proud of the way you've handled things in her absence."

"Well there's a first time for everything, G." She smirked at him. He smiled and led his team away.

Xander, Anya and the three potentials they had with them were just about to leave. Faith stopped them.

"Has anyone seen or heard anything from Spike, you guys?"

"Nah, nothing. Gotta admit it's one of my better days," Xander joked.

Faith smiled back. "I hear ya, but keep an eye out for him, yeah? I shouldn't think he's in any trouble but you never know. And if you find him and he's not in trouble, send him back here so I can kick his ass for disappearing on us."

Xander nodded cheerfully and set off.

Dawn and Willow were stood on the front porch waving everyone off. "It feels like we're sending our men off into battle," Willow pouted.

Kennedy ran up and hugged her round the waist. "You're not. You're sending your woman off to battle. It's totally different, women are so much better at it."

"No one is going to be battling anything with any luck. I just wanna keep everyone busy, stop them from sitting around thinking negative thoughts. My Bronze idea kind of panned but I'm not expecting too much conflict in broad daylight," Faith confided.

Then her group were walking away too.

"How long do you think we've been in here?" Buffy asked.

The cave was smelling extremely ripe and Buffy was beginning to worry about lack of oxygen. She looked over and shook her head at Spike for the hundredth time.

"I dunno Luv, probably about ten minutes later than the last time you asked me. And stop shaking your head at me. It's not my fault I don't breathe. You should be thanking me that I don't or else only half the air in here would be yours," he reasoned.

"It must be late morning by now. Everyone will be worried. Come on Spike, we have to think of a way out of here."

"I'm trying, but you keep interrupting the thought process with your whining."

"I am not whining, I've just got better things to do than sit in an airless hole in the ground with the undead." She looked around them. "And the really dead."

He rolled his eyes. "And you think I haven't? You think my idea of a good time is to be trapped in here with Little Miss Looney Tunes 2003?" He ducked his head down so she couldn't see his smirk. Like he could think of anything better than being stuck in a tight space with his favorite Slayer. He sighed, obviously it would be better if said Slayer would stop pacing the four foot of clear floor space and took some notice of him, but you had to take what you could get.

She didn't need to see his smirk to know what he was thinking.

"No, I don't think you've got anything better to do. You're warm, you're dry, you're comfortable and you've got all the guilt free blood you can drink, and you've got m- What did you just call me?" She fumed.

"You think I'd drink this muck? I'd rather put up with rat. This stuff is more likely poisonous. What were you about to say? I've got what?"

"Nothing, it doesn't matter. Did you just call me a looney?" She had to admit she was feeling pretty close to looney right now but that was mainly because she was stuck here with him.

"You were going to say 'I've got you', weren't you?" He teased, 'Ooh' he thought 'this is just about to get interesting.'

"Will you stop answering a question with a question?"

"Will you?"

"Orrgh!" She huffed and went back to pacing.

"So have I got you?" He asked, annoyingly. Unknowingly echoing the same question Buffy had been asking herself a lot recently.

"Only in the sense that I can't get out of here at the moment, so you've got me annoying you until you help me figure out how I can," she countered.

"I can live with that, I'm a simple vampire." He leaned back on his elbows, watching her check the walls for holes or cracks, for the dozenth time. Having checked when he was first down here, he knew she wouldn't find any more this time than she had the first eleven times, but if it kept her happy . . .

"No Spike, you're just simple," she retorted, but she was too distracted to put much effort in the insult.

He gave her a toothy grin.

"What's with the demon visage?" She asked when she noticed.

"It's all the blood. It may be the bottom of the trashcan gourmet but it's still making me hungry. I haven't had a sip for hours."

"Poor Spike. Well unless you help me get out of here you're gonna get hungrier," Buffy stated matter-of-factly.

"Tell you what Slayer, give us a nibble and then I might have the strength to push that barrel aside." He leered at her.

She turned to look at him. An 'Oh really?' expression gracing her pretty features. "Are you really gonna make me breathe in your dust Spikey, cause I say that's just selfish."

"I was just joking, pet," he told her, forcing his fangs to retract and his brow to smooth over in case she didn't believe him.

"So are you going to tell me what's been bothering you?" He asked, figuring this for a slightly less baiting conversation.

She looked at him like he was crazy.

"I'm stuck in a pit with dead bodies and my newest mortal enemy pacing around upstairs laughing at me. As we can't find even the slightest gap in these walls and the hole in the roof is sealed tight. That can only mean that each time I open my mouth to talk to you I'm wasting oxygen – and you ask me what's bothering me."

"Well at least I'm here, right? None of your other friends bothered to come with, did they? And I found that axe thingy for you." He pouted.

"I told them I wanted to go alone. If you hadn't stormed out of the house in your fit of jealously you would have been there for the meeting." She finally gave up pacing and sat as far away as she could, while still leaving a wide berth between her and the deceased Bringers. "And you didn't find the axe for me, I found it myself, you just happened to be here as well."

"I wasn't jealous." He changed his pout for a frown.

"So what was all that in the basement about? Throwing Faith around, going all demony and growl-y. 'Me strong Vampire – Me protect you from Big Bad Faith'. Please, I know a jealous vampire when I see one, and last night, I saw one. You're just lucky she was feeling more lust happy than dust happy." She laughed.

"Yeah right, like I'd have to worry about her," he scoffed, disparagingly.

"Oh no, you're not jealous, not by a long shot," she teased.

"I'm not. Have you forgotten that I've taken out two Slayers in my unlife? If I hadn't gotten that bloody chip stuck in me, it would have been three by now." He smirked, knowing that would wind her up.

It worked like a treat. "Oh really, you think you could have taken me? I seem to remember kicking your ass around Sunnydale every time you even set foot here. It was only the God damned chip that stopped you from spending eternity in the bottom of Giles' vacuum cleaner," she raged.

"Calm down, Slayer. I'm just pushing your buttons." He held his hands up in mock surrender. "Anyway I'm pleased I got the chip."

"Oh yeah, why's that?"

"Well if I hadn't been harmless, I would never have found out how much more fun it was to f- Ow!" He laughed, rubbing the place on his chest where she had just punched him.

"If you had finished that sentence you wouldn't be saying ow, you'd be saying 'poof'. So in a way I just saved your life," she told him.

"Well remind me to thank you when the bruising fades."

"Okay," she agreed sweetly.

Xander, Anya and the three potentials hung far back in the trees surrounding the vineyard.

"Can we go back now? I'm bored," Anya whined again.

"Look Ahn, we've got to keep an eye out for Buffy. She might come out of there at any moment and need our help," Xander reasoned with her.

"Yes, or she might have come out hours ago, or she may never have gone in," Anya reasoned right back.

"I guess. I really thought Spike would be skulking around here somewhere. It's not like him to leave Buffy's side for this long," Xander pondered, running his hand through his already messy hair.

"Maybe they had a fight. He was certainly in a very bad mood when I saw him. Maybe they're having sex again and they argued about it."

"No, I do not need to think about Buffy and Spike, y'know, together. I've worked through those issues, I don't need them brought up again," Xander said firmly. "Now Buffy and Faith, I can live with those issues," he added, with a grin.

"But didn't Faith try to kill you too?" Anya asked confused.

"Well yeah, but she looked so much sexier doing it."

The three potentials laughed as Anya smacked Xander round the back of the head, hard enough to make him stumble forward.

"Anya, covert operation," he whimpered, darting back under the trees.

They had been patrolling the outskirts of UC Sunnydale, but apart from unearthing a nest of skinny, smelly vamps that had obviously been hiding out there for a while, Faith's plan for Zero action was working.

Faith had Kennedy and Vi in her group. As well as seven or eight newbies. She figured her team was the most likely to run into trouble and she knew both of them were gutsy fighters. She'd put Rhona with Giles, the girl sure did moan a lot but she knew one end of a stake to the other and where to poke it. Amanda had gone with Robin, again the girl had guts and apparently she'd already wiped one vampire out single-handed. The rest of the lesser experienced girls she'd spread between them. She wondered if she should have sent some more with Xander, just in case they ran into trouble. B would kill her if she got him killed. But no, if he did as he was told then there would be no problems. 'Why would he do what I tell him?' her inner voice asked her, 'When have I ever given him a reason to trust me?' She shook the thoughts away and tuned into what Kennedy was saying.

"I'm just saying that this is a bust. We haven't even met up with any Bringers. We should be down at the seal, at least checking it out."

"No Kenn, Robin's team is checking out the high school, we don't all need to be there," Faith told her.

"But I don't get it. You told him not to go down to the seal, just stay up topside and scout about. Surely anything we're gonna find out is gonna be down in the basement," Kennedy continued.

"But Buffy's been down there a bunch of times and hasn't found anything. What makes you think we'll have any more luck?" Vi asked, from her other side.

"Maybe Buffy wasn't looking hard enough; she has had a lot on her plate, what with Spike being kidnapped and then the ubervamp kicking her ass, and then Caleb kicking her ass. Maybe she missed something," Kennedy wheedled.

Faith thought about it as they walked on towards town. "Nah, if there was something to find, B would have found it, but we'll head that way on our way home, just to make sure Robin didn't run into any trouble. But Kennedy," she waited until the younger girl looked around at her, wanting to make sure she understood. "We're not going down to the seal. Okay? We skirt the buildings, kick some undead butt if there is any, and then we're going home. I can't make the rules and break them."

Kennedy shrugged and they changed direction for the school.

"So you and this other Slayer, you together now then?" Spike asked, trying for nonchalant and not succeeding.

"If you're not jealous, why are you so interested?" Buffy asked, tilting her head towards him, so she could see him with out having to move.

"Just curious, seeing you two get all hot and sweaty, makes a man . . ."

"You're a vampire," she interrupted.

"No pet, believe me, that was the man part you triggered." He smirked at her.

Buffy felt herself blush and hated herself for it. She'd had sex with this vampire in every position and place superhumanly possible, yet the thought of him getting off on her and Faith kissing still turned her bright red. Or maybe it was the thought of kissing Faith that was making her skin flush. 'Either way,' she thought, shifting so she could cross her legs tight in front of her, 'not a good thing to think about when stuck in a room with a horny vampire.'

"So are you?" He persisted.

"Of course we're not together, jeez. It's Faith. It was just a thing, a kiss." She blustered.

He looked at her, grinning, ice blue eyes twinkling. "Sure it was, Luv."

'Oh God, now I finally get the clothes fluke,' she thought. Aloud she said, "It was. It just happened. One minute we were fighting and then she kissed me. I didn't know what to do."

"So you thought you'd open your mouth and play tonsil hockey? Cause that was a sure fire way to get her to stop." Okay he was jealous now. He didn't know why he was pushing for details. A part of him was a little turned on by the events now they were talking about it. A bigger part of him, the masochist in his demon, needed to hear her drive the final nail into the coffin that held her feelings for him.

She was mad now. She turned to face him fully, eyes slanted. "It wasn't like that. It was just a heat of the moment thing, she kissed me, I kissed her back and then you were there and it was over. Do you have to make a big deal about it?"

She told herself she was lying to him to save his feelings, but she knew that wasn't true. She did care about his feelings but that wasn't the reason. She didn't know the reason. She turned away so he wouldn't catch her out in her lie, but he also knew her pretty well.

"I think the lady doth protest too much," he quipped, his accent switching to William's.

"Yeah well, you think too much," she snapped.

"Look if you don't want to talk about it that's fine, none of my business like you said, but you don't have to lie about it either," he told her lightly. "But if you got stuff to get off your chest, well I'm a captive listener so to speak." She looked at him dubiously. "No jealousy, no overt testosterone, just listening," he added.

She stared back at him. She hated it when he went from Spike the annoying Undead, to Spike the caring confidant in the same conversation. It threw her. It was what he'd done when she'd first come back from . . . the other side. She took a deep breath and thought what the hell.

"It was just one kiss . . . well two really cause I stopped it at first but she wouldn't take no for an answer and I don't know why I didn't just walk away, but it was like I was stuck there or something. My brain was yelling get the hell out, but my lips were refusing to back away."

"Like a spell?" He asked, his tone hopeful.

"No, not a spell. It felt natural. Powerful like one though. My brain kinda shut down." She giggled, then realizing who she was talking to, she stopped and glanced over at him again. He wasn't looking at her. He was staring at the shadows dancing on the far wall, his face contorted with the effort of not making misconstrued comments.

Out of the corner of his eye he saw her facing him. "It's okay Buffy, talk to me," he told her with a small, but genuine smile.

"Okay, well then you did come in and it was over and oh my God was it so over, but then after you left we started talking, really talking, for probably the first time ever."

"About you and her?" He asked.

"No, about you and me actually." She smiled when he looked surprised, but he made no comment so she carried on. "Then came the big meeting and then another fight and then . . ."

Faith and her team crept through the halls of the new Sunnydale High. It looked pretty much the same as the old one to Faith, not that she'd ever spent much time there. So far they had seen nothing disturbing. Robin and his team had probably left ages ago. According to Vi's watch they should have been back at the house by now.

"Right," she whispered. "We'll go along here, out the back door and then home, okay?"

"Why are you whispering?" Kennedy asked in a normal voice.

"Uh, I don't know, schools give me the creeps I guess," she said feeling foolish.

They were walking along the last corridor towards the exit. Suddenly a black robed figure shot out of one of the classrooms and disappeared through a door on the opposite side. Everyone abruptly stopped.

"Did you see that?" Vi hissed.

"Yeah, I saw it." Faith muttered, desperately trying to decide what to do.

"Well come on then." Kennedy started making for the door it had disappeared through.

"No Kenn wait, that probably leads to the seal, hang on," Faith told her.

"What? There's only one of them, let's get it and find out what its up to." Kennedy was still striding for the door.

"Kennedy, no. It might not be safe!" Vi squealed.

"We can take out one little baby Bringer." Kennedy paused with her hand on the doorknob. "Unless you're scared of . . ."

Another hooded priest came shooting out of the classroom and barreled into the fiery potential, knocking them both through the door she'd opened.

"Oh damn it!" Faith yelled running for the door, "Come on!" She yelled behind her.

As the whole group thundered down the steps into the dark room below, Faith could see Kennedy fighting one of her attackers with the sword she'd been carrying. She quickly scanned the darkness to assess how many more of the evil guys might be down here. What she saw made her blood freeze.