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Author's note: This part picks up where part one left off, borrowing dialogue from the original Btvs episode, with various changes to the plot.

Two to save.

The deafening silence which was the aftermath of the horrible sight that Anya, Buffy, Tara, Angel and Xander witnessed, seemed to take an eternity to end, when in reality it lasted all of two minutes. A beeping mobile sounded suddenly and awfully loud in the closed space of the forest surrounding them, and what little evidence was left of the last big evil to hit Sunnydale.

Numbly Buffy took the phone out of her pocket. Flipping the screen up, she pressed a button to reveal the text message. The SMS contained very few words and read remarkably like a kidnapping note, but its meaning was instantly understandable. Relief coursed through her, even as she wrote her reply, informing them of what she and the rest of them had just seen.

"That was Wes," she said, closing the cell. "He and the guys have Andrew and Jonathan."

"You don't think she's gonna kill them too?" Xander asked. "She wouldn't. It doesn't make sense."

"You heard what she said, 'One down,'" Buffy replied. "Willow's got an addictive personality, and she just tasted blood." She paused, turning to Anya. "How fast could she get there?"

"A witch at her level, she can only go airborne," Anya replied. "It's a thing. More flashy, impresses the locals, but it does take longer."

"Longer than what?" Xander asked her.

"Teleporting," Anya replied.

"Go," Buffy commanded. "Stall her for as long as you can. Wes is taking Andrew and Jonathan to L.A. We need Willow to believe we're hiding them here, that we're not one step ahead of her."

Anya nodded, then disappeared in a swirl of magic. Buffy turned to Tara. "How are you doing?"

Tara blinked, moving her gaze from the murder scene to her. "I still can't believe Willow did that," she replied.

"Warren was a cold-blooded killer of women just warming up," Xander uttered bitterly. "You ask me, that bastard had it coming to him."

"Maybe," Buffy conceded. "Andrew and Jonathan don't." She glanced up at the night sky. "Come on, we have to get moving. Anya's gonna need help."

"Anya can handle herself," Xander replied.

"Against Willow?" Buffy countered. "Tonight? Don't be too sure."

"Well ... she should be coming down at some point, shouldn't she?" Xander argued. "I mean, back there she was out of her head ... running on grief and magic's."

Angel shook his head. "Doesn't matter. Willow just killed someone. Killing people changes you. Believe me, I know."

"This is still Willow we're dealing with, right?" Xander asked.

"I hope so," Buffy uttered. "Whatever she's going through, we have to stop her. And maybe we can actually do that if we can get to your...... car."

They came to a sudden halt, staring at the remains of the vehicle they had used to get them to the forest. A large hole was where the windshield had once been, and smoke was drifting out of the engine.

"Willow," Tara softly said.

"I guess she wants to finish the job without us tagging along," Buffy remarked. She looked at her soulmate, then at her once best friend. "Meet us at the jail."

"Sure, how are you gonna..." Xander trailed off as he and Tara watched the two chosen warriors begin to run. Using their heroic strength they were soon nothing more than faint images in the darkness of the night.

"Okay, then, I'll just ... catch up," Xander said, watching the now empty road. "She's only my best friend, you know. No big deal, just..." he trailed off, only to slam down his fist on the wreckage of his car. "...glad I could help."

"Xander," Tara said, laying a hand on his shoulder. "They're only trying to protect you. Both of us. We're too close Willow to help her. When you're like this, it's the ones you love which you hurt the most."


"Dude. Move like, a foot to your left."

"What for?"

"I'm trying to hear something."

"Like what?"

Andrew dropped his voice to a whisper. "Signals."

Jonathan groaned. "Oh, for crying out loud. Signals? Who from, your probe-happy alien friends?"

"Laugh it up, fuzzball. I figured it out. Warren never abandoned us. Well, not me, anyway. This is like his test. If we can figure out how he's communicating with us, then we'll be, you know, worthy."

"You're checking for implants?" Jonathan asked incredulously.

"Lex Luthor had a false epidermis escape kit in 'Superman Versus the Amazing Spider-Man' Treasury edition-"

"Okay, first of all, those were sonic disrupters," his companion corrected. "And second of all ... you are sadness personified. Waiting for Warren? Yeah, maybe he'll come bust us out of here on Santa's magic sleigh."

"I'm telling him you said that."

"Why wait? I'll tell him right now." Jonathan grabbed Andrew's wrist. "Hey, Warren, do you read me, your girlfriend's pathetic, over."

Andrew wrenched his arm away. "Shut up, Jerk-athan! You see this? This is why we get jet packs and all you get is left behind."

"So you admit it."

"Why not? You were out of the Trio a long time ago in a galaxy far, far away and you know why, little feller? No respect for the chain of command."

"Yeah, see how far it's gotten you. Checking every hole in your sad little body for transmitters that don't exist."

"Oh I'll find it if I have to check every hole in my body and yours," Andrew said before shoving him.

Jonathan slapped him in response, and two started to fight, causing their other companions to intervene.

"Will you two just stop it for one minute?" Cordelia yelled at them from the front seat of Gun's truck. "Listen to me. We have to get you out of here or you'll both be killed. Warren shot Tara. Willow found out, and being the most powerful Wicca in the western hemisphere, decided to get the payback. With interest."

For a moment there was blessed silence in Angel's car as the two took in that piece of news. "Wh-what about Warren?" Andrew eventually asked.

"She killed him," Cordelia replied. "Ripped him apart and bloodied up the forest doing it. And the two of you are next."

Andrew sank back against the leather interior. "Oh my god ... Warren."

"Oh my god ... me," Jonathan uttered.

"But we didn't do anything," Andrew protested.

"Yeah, right. Causing havoc in Sunnydale is something everybody does," Cordelia taunted. "That doesn't matter to Willow right now. All she believes is that you two are as guilty as Warren was. So sit tight and let me and Wes get you as far away from the hellmouth before Willow realises you're gone."

Meanwhile, back at the Sunnydale police station, a solitary officer was pouring over some paperwork inside his car. Above the pile upon his dashboard sat a cup of coffee, fresh from the dispenser. Suddenly it began to shake, causing him to look up from his work.

Abruptly a flash of lightning lit up the entire car, causing him to check out his immediate surroundings.

Outside a tornado appeared as if from nowhere, coalescing into human form. A dark haired woman was the end result, who started walking to the station.

"What the hell was that?" The officer asked her as he got out of his car. "Listen, I don't know what you think you're doing, but just-"

Willow stared at him. "Take a nap."

The officer obeyed, falling to the hard surface of the asphalt below his shoes. Willow side-stepped his form to stand before the police station. Staring at the walls, she used her mind to take the bricks away, one by one.

"Back off." She ordered to the officers who came rushing out of the station to deal with her.

They went flying backwards.

Still the bricks fell away from the wall, until a gaping hole was left, opening the way to the cell.

Willow let herself float upwards until she was level with the hole she had invoked. Excepting to see two cowering men, she was quite surprised to see an empty cell, save for one vengeance demon awaiting her.

"Willow," Anya began, "just stop for a second and listen to-"

She did not get any further. Willow raised her hand, sending a blast of magic towards Anya. Powerless, the vengeance demon flew backward until she hit the wall, whereupon unconsciousness took over.

The last sound she heard was a scream of anger.

By the time Buffy and Angel reached the station, the scream was still echoing it's way through the main streets of the hellmouth. Slowing down to a cautious walk, they hid themselves down an alleyway which gave a good viewpoint of the station opposite.

"Any ideas?" Buffy asked her boyfriend as they took in the hole.

"We need a car," Angel replied eventually, transferring his gaze from the station to the vehicles on the road.

"I agree, but where do we go?" Buffy countered, her eyes still on the hole. "We need something to stop her, and the Magic Shop is empty."

"But it still is somewhere that she might look for us," Angel pointed out. "And we want her to look for us, right?"

"Right," Buffy agreed. "I still don't know what I'm going to do when we get hold of her though."

"You'll figure it out," Angel assured her. "You're a smart girl. One of the many reasons why I fell in love with you."

"Well, right now, my intelligence level is running pretty low," Buffy confessed. "Mostly through guilt and self-blame issues," she added, causing him to look at her. "After all, this is my fault. If I hadn't come to Sunnydale, Willow would still have been a nice, unassuming, normal girl."

"Buffy, you can't think like that," Angel protested. "Who knows what might have happened if you hadn't come here. The Master could have taken control of the hellmouth for all you know. Remember all that trouble we had with her doppelganger?"

"That's just one possibility," Buffy replied. "Still doesn't change the fact that my friendship with her brought her down this path."

"You don't dictate her actions," Angel argued. "No one does but themselves. In the end, we choose what to do through our own sense of morals." He took hold of her hands, drawing her before him. "This wasn't your fault, beloved." He kissed her softly and deeply.

The romantic avowal was interrupted by a flash of light, and the chosen warriors broke apart to find Anya before them.

"Anya, you okay?" Buffy asked her. "How's Willow?"

"I'm all right. And Willow's drained for the moment. We need to get the Magic Shop right now."

"Isn't it out of power?" Angel sought to confirm.

"Not entirely."

"What is it?"

"Book of protection spells. Anti-magic, our last resort," Anya replied, setting the volumes before them at the big table in the Magic Shop.

"Think you can work this stuff?" Buffy asked her and Tara.

Anya opened it and examined the pages. "Well, the good news is, the text is intact. Bad news is, ah, I can't read a word of it. It's like in, ancient Sumerian or something."

"Buffy," Xander began, "let's say this works. And we stop Willow from working the hoodoo for a minute. What then?"

"I talk to her," Buffy replied.

"Great. And say what?" He countered.

"Look ... whatever she's gonna do, she starts with Jonathan and Andrew. They're the line she cannot cross. And if she's running low on magic's? Then she's probably somewhere right now trying to get it all back."


The shop floor silenced itself after this soft pronouncement. Buffy looked to Tara, who had uttered the word. "Who?" She asked.

"Rack's," Tara repeated. "Back when Willow got addicted to magic, she went to him. He's the equivalent of a drug dealer."

"Do you know where his place is?" Buffy asked. Tara nodded, causing the slayer to rise from her chair. "Come on. You lead me to the door, then come back here."

"But I might be able to help you," Tara protested.

"I don't think seeing you will cure Willow right now," Anya remarked. "I can't sense her anymore. Which means whatever she's feeling, it's gone way beyond simple vengeance. She won't believe that you're still alive, even if you're standing right before her eyes. Not until this madness is taken from her."


"Hey, babe. I've been waiting for you. Guess the rehab didn't take, huh? That's the way it goes sometimes. But I gotta say ... I could feel you coming a mile away, the power you got. And you know something, sweetness? I liked it. When you first came to me, you were just a little ... slip of a girl. Look at you now, all ... grown up. So full of dark juice. And you still taste like strawberries. Only now, you're ripe. You came because you want something. Don't you?"

Willow nodded slowly.

Rack stroked her cheek. "Thought so. So tell me, Strawberry... what on this earth do you want?"

Willow lifted up her hand and caressed Rack the same way. "Just to take a little tour," she uttered, before her other hand came up and struck his chest. Her hand tore into the magic contained within, draining him.

Eventually he fell to the floor. The sound his body made was followed by another loud bang as the slayer burst through the door.

"Willow," she began. "Come with me. You need help."

"I'm doing fine on my own, thanks," Willow replied.

"Willow, I know what you want to do, but you have to listen to me. The forces inside you are incredibly powerful. They're strong ... but you're stronger. You have to remember you're still Willow."

"Let me tell you something about Willow. She's a loser. And she always has been. People picked on Willow in junior high school, high school, up until college. With her stupid mousy ways. And now? Willow's a junkie. The only thing Willow was ever good for... ...the only thing I had going for me ... were the moments - just moments - when Tara would look at me and I was wonderful. And that will never happen again."

"It might," Buffy uttered softly. Raising her voice, she added, "I know this hurts. Bad. But Willow, if you let loose with the magic's, it will never end."

"Promise?" Willow grinned.

"You don't want that."

"Why not?"

"Because you lose everything. Your friends, your self.... Willow, if you let this control you then the world goes away. And all of us with it. There's so much to live for. Will, there's too much-"

"Oh, please! This is your pitch? Buffy, you hate it here as much as I do. I'm just more honest about it."

"That's not true. Last year, yes, it was, but everything's different now."

"You're trying to sell me on the world. The one where you lie to your friends when you run out on them? This world? Buffy, it's me. I know you were happier when you were in the ground. The only time you were ever at peace in your whole life is when you were dead. Until Willow brought you back. You know, with magic?"

During this speech the world had begun to rotate around them, causing Buffy to feel slightly disoriented when it suddenly stopped. She blinked to find herself in the magic shop.

"Oh. Sorry, the trip can be kind of rough..... if you're, you know, not me. Want to see some magic? Abracadabra."

She raised her hands and black magic flowed from them, towards Buffy, Xander and Angel. Abruptly it stopped, petering out before it could do any damage.

"Okay," Willow remarked. "Didn't see that coming. You guys want to take it slow? I can do that, too. Ask Warren."

She sent out another stream of magic towards them. Unseen behind the curtain at the back, Anya continued to chant the now translated Sumerian, protecting them from the onslaught of the dark powers.

"Damn," Willow uttered, "that is one effective counter-spell. Won't keep you alive, though."

"Will, stop. You need to give this up now." Buffy protested.

Her once best friend ignored her. "I get it. You put a spell on yourselves, didn't you. Protecting you from harm ... from magic's. That's cute."

"Will, back off before somebody gets hurt."

"How 'bout I back off right after? So, which one of you worked the mojo? Doesn't matter, really. I'm just curious. Just because I can't do magic's to you, doesn't mean I can't do them on myself." Her voice dropped to murmur as she uttered an incantation upon herself. "Now I'm pretty sure I'm strong enough to beat you to death."

Buffy rose to stand before her. "I don't want to hurt you."

Willow punched her. The slayer flew backwards, hitting wall, which shook under the strength of the impact.

"Not a problem," Willow remarked.

Buffy got up from the floor and resumed her previous stance. "I said I didn't want to." She uttered, before backhanding her. Her once best friend was sent flying into one of the glass display cases, landing in a heap in the middle of it's smashed wreckage. "Didn't say I wouldn't."

She turned to her companions. "Angel, grab the others and get out here now. I can handle her."

Angel dragged Xander from his hiding place, and headed towards the curtains. Behind them Tara was waiting with Spike and Anya was still chanting.

"Come on!" Xander urged at the latter.

Anya shook her head. "I can't, I have to stay here to keep the spell going on Willow."

Xander moved to grab hold of her, but Angel stopped him. "She's right, Xander, we have go. Wes hasn't called yet, and until he does, Andrew and Jonathan aren't safe. And we need Willow to keep believing they're here."

Reluctantly, Xander nodded and followed them out of the shop.

In front of the curtain, Willow smiled as she recovered from the vampire slayer's punch. She came to stand before her once best friend.

"So. Here we are. "

"Are we really gonna do this?" Buffy asked her sadly.

"Come on, this is a huge deal for me! Six years as a side man, and now I get to be the Slayer."

"A killer isn't a Slayer. Being a Slayer means something you can't conceive of."

"Oh, Buffy. You really need to have every square inch of your ass kicked."

"Then show me what you got. And I'll show you what a Slayer really is."

Buffy grappled her. Willow went for a head-butt, then kicked Buffy in the stomach and punched her. The slayer ducked another swing, then returned the same to the witch. Willow performed a spin-kick, then flipped over her head. Buffy turned and tried to punch her, but Willow grabbed her arm and threw her against a bookcase. Books began flying off the shelves, hitting the slayer as she jumped back on to the floor.

She rushed Willow from behind.

"Get off, super-bitch," Willow cried, before throwing her towards the counter. Buffy shattered the glass, but rose unharmed and grappled her once best friend again.

"I can help you stop."

Willow just continued to punch her. "I thought you were gonna show me what a Slayer was."

Buffy aimed a leg at the witch's midsection, sending her flying towards the curtain at the back. Willow grabbed on to it, wrenching from the rails as she fell to the floor, to reveal Anya, still chanting.

"Well, hey. Isn't that interesting. Anya's still here. Looks like I've been beating on the wrong gal."

Buffy rushed forward to stop her from hurting the vengeance demon, only for Willow to raise a hand and send her flying to the other side of the shop floor. She turned back to Anya and grabbed her by the throat.

"Help me!" Anya cried. "Help me! You're hurting me."

"You can't block my spells if you can't chant. And you can't chant if you're sleeping." Willow chucked her aside.

Anya collided with another bookcase and fell to the ground.

Buffy rose to her feet.

Willow stared at her former best friend once more. "Buffy ... I gotta tell ya ... I get it now. The Slayer thing really isn't about the violence. It's about the power. And there's no one in the world with the power to stop me now."

At that moment a huge blast of green magic energy hit Willow from the side, sending her flying across the room, to land on the floor. She came to a stop and lift her head a hand going to her nose where blood was leaking. Surprised she looked up towards the source of the blast.

Giles stood in the door way, attired in a long black coat and no glasses. "I'd like to test that theory," he remarked.

To Be Continued In
Slaying the Red Slayer.