For those who have not read the previous episodes of this alternate Season 7, the main thing you need to know is that I had Spike return to Sunnydale at the start of the season as a human being with a soul. The new characters and other changes can be understood from the context of how they are mentioned. Connor was in episodes 2 through 10, but he is now back in Los Angeles and not part of the story. The only part he plays in this episode is that Dawn misses him.

Crossovers: Angel and Buffy have a brief phone conversation.

In this episode, Spike sabotages his relationship with Buffy for reasons that will become apparent, though not entirely comprehensible. At the same time, things are heating up between Anya and her new boyfriend Sterling. In addition, Xander starts dating a woman named Elise. Plus, Willow's friendship with Zooey is, as always, on the cusp of becoming something more because of a strong mutual attraction. However, Willow still believes it is too soon after Tara's death for her to even contemplate having a new lover. None of these people have special powers, and none of them as yet know about vampires and demons and such. They do exert a centrifugal force, pulling Willow and Xander away from Buffy at the very time when she's feeling lonely and in need of her friends.

Against this backdrop of personal turmoil and romantic distraction, Buffy finds herself facing a group of demons and vampires who have tapped into some very ancient and powerful energies which technically make them invincible.

Patrick Gugan, an enigmatic and suspicious character who appears briefly in this episode, will reappear in upcoming episodes and become part of the primary plot arc of my season. I promise that he will take things in a highly unexpected and entirely unprecedented direction.

Enjoy. As always, I greatly appreciate your comments, positive or negative. The sooner I get feedback, the sooner I will post chapter two of this story. There are three chapters in all.

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"Are you sure we're in the right town?," the younger vampire asked the older one. "This place is such a dump."

"That's why I know it's the right place," the older vampire answered. "You have to go out of you way to find greatness."

The older vampire was close to six feet tall and looked about thirty. He had dark, curly flowing locks of hair, and piercing blue eyes. They were his trademark. When other vampires went bumpy, their eyes would go green or yellow. But not Ascher's. His would stay blue as the sky on a clear day. His name was a pun on this, because Ascher sounded almost like azure.

The other vampire was about four inches shorter and looked to be in his mid-twenties. He had slicked-back blond hair and gray-green eyes. His name was Oliver.

"That could work in our favor, keep the competition small," Oliver told Ascher.

Ascher heard movement. "Olly shhh. We have company," he whispered. Both vampires went fangy as they scouted their potential victims. But what they saw from a distance of about 50 yards shocked them.

Buffy was out patrolling, and Spike was keeping her company. "You know I love nothing more than being around you Buff," Spike told her. "But on patrol, I feel like Linda McCartney did when she was onstage playing with Paul. I mean, what can I do to help? I don't have any power. I'm just tagging along, pretending I know what I'm doing."

"Spike, you can more than hold your own. That last vampire, you killed him all by yourself."

"That one doesn't bloody count. He was rising from the grave. You're disoriented at that stage. He probably couldn't even see me. Like fish in a barrel. No challenge there."

Buffy put her hands on Spike's chest. "Honestly Spike, which would you rather have: your old powers, or me?"

"I have you?," Spike wondered.

Buffy put her arms around Spike. "You have my heart," she told him. She went to kiss him, but suddenly pulled away. Buffy reached her arm back and grabbed a vampire by the throat. "Do you mind!," she yelled before staking the beast. Then she turned back to Spike and put her arms around him again. "Now where were we?," she asked before kissing him.

"It can't be, it just can't," Oliver said to Ascher.

"You saw his face. You heard his voice. That's our guy. William the Whipped," Ascher replied.

"And to think I once looked up to Spike," Oliver said with disappointment.

"Looked up to?," Ascher said with a laugh. "Olly, you idolized him. He was your hero. You dressed like him, acted like him. Remember that period when you even tried to talk like him? You put bloody' in every sentence."

"Goodbye to all bloody that. The dream has died," Oliver lamented.

"No, Spike has died," Ascher told Oliver. "No, he's met a fate worse than death. I would rather the Slayer stake me through the heart than have her rip out my stones, take away my manhood, and let me live."

"Damn straight," Oliver agreed. "What do you mean Slayer? That little thing, a Slayer?"

Ascher rolled his eyes. "She's walking through a graveyard at night with a stake in her hand. Who else could she be?"

"Wanna pay the lovebirds a visit, show old William he's not the man he used to be?," Oliver asked Ascher.

"After we get what we came for," Ascher replied. "Then the Slayer won't be able to stop us."

Buffy dialed the number. Four rings, then the machine picked up. She quickly hung up. Then she dialed again. Three rings, then someone answered. "Hello. Hello?," he said.

"It's me, Angel," Buffy replied. "If this is a bad time -"

"No, no. Of course not. It's as good a time as any. How are you?"

"Great, actually. How are you and your son getting along?"

"Me and Connor? It's great, really, it's wonderful to have him back. I felt dead without him. Well, um, more dead than usual."

"So he's adjusted to the move?"

"Pretty much. He still misses your sister. The first week back, he seemed to be going through some sort of withdrawal. But he's doing okay now. By the way, I don't mean to be rude, but my son and your sister, did you find that, at all -?"

"Freakish? Frightening? Oh yeah."

"I'm still reeling from that news," Angel confessed. "It just feels, I don't know, wrong. I don't mean to say anything bad about your sister, mind you."

"Just like I have nothing against your son," Buffy assured Angel. (This was actually a bit of a lie.) "They're great kids. Great kids who should be apart, not together."

"Exactly," Angel concurred. "You and me, and Connor and her – it's just a little too close to home."

"Especially when both of them are in your home. So how's the little guy adjusting to the non Dawn-related aspects of the move?"

"He still thinks LA's too noisy. Also, he's keeps complaining about stuff I don't have. Xander had a DVD player. Xander had a bigger stereo. Xander had a bigger television.' I never thought I'd be accused of not measuring up to Xander."

Buffy laughed. "Xander spoiled him. He was really fond of him."

"How bout that. Something Xander and me agree on," Angel joked. "After all, how could anyone not like Connor?"

Buffy could think of a few reasons, but she prudently demurred from giving them. "I'm still trying to get used to the idea of you as a daddy. It was just so out of the blue."

"Buffy, I'm sorry I didn't say anything. I should have told you about everything much earlier. I didn't mean to keep things from you. It was just that -"

"Don't apologize," Buffy responded. "I didn't exactly keep you up-to-date about my life. After I found out about you and your son, I could have called you. And I didn't. There were things happening here you needed to know about, things involving your flesh and blood, and I didn't have the guts to tell you what you had a right to know. You must have been worried sick about him, but I kept quiet. I treated you like you were a stranger. I'm the one who needs to apologize."

"It's alright, Buffy. I kept you in the dark about Connor, so it was only fair of you to return the favor. But it started long before Connor. We were afraid that we were growing apart. I worried that if I talked to you about your life, I would realize how far apart our lives had moved. But by cutting you off, I made sure we'd grow apart."

Buffy knew she had done the same thing. "It's like we're not afraid of anything but each other. We risk our lives all the time. But we can't even summon the courage to risk talking to each other."

"Even when we were at the lowest points in our lives," Angel added.

"Who knows. Maybe if we could have been there for each other we could have avoided this whole double train wreck. We care for each other so much. I love you, Angel. Maybe not in the exact same way I once did, but I know I love you, a lot. An awful lot."

"I'll always love you, Buffy. You'll be a part of me as long as I'm on this earth. I guess at some point I lost sight of that."

"I think that's everything," Spike told Buffy as he moved into his new apartment. It was on Main Street, about two blocks from the Magic Shop. The second-floor flat was just above a dentist's office and looked out onto the street.

"So how do you like highrise living?," Buffy joked. It was only ten feet off the ground, but that was a lot for a guy who was used to living underground.

"It is a bit disorienting. The ground's below me. And there are all these windows letting the sunlight flood in. It's new, living like a person."

"I think it beats your old place. At least here I can take a shower in the morning."

This stunned Spike. "Morning? You mean, after staying the night?"

"If you play your cards right," Buffy responded playfully. "I never knew you could make me happy. But you have. I love you. There, I finally said it. I love you, Spike."

Spike had been waiting had been waiting for a very long time to hear this. (Buffy declared her love once before, but that was under false pretenses, since she didn't know why Spike had gone to Africa.) Finally, everything was perfect. "This is too good to be true," Spike told Buffy. "Is this a dream?"

She looked at her watch. "If this was a dream I wouldn't have to leave right now." She kissed Spike and left. Spike fell on his bed and stared at the ceiling, trying to get used to a new feeling – contentment.

A month had passed since Connor left. Dawn was desolate. She was the one who suffered most from the move. Connor lost Dawn, but he gained his father. Dawn lost Connor, and she gained nothing. Now she was back to being lonely old Dawny, the little kid everyone else was too busy to spend time with. Dawn called Janice. Janice had always been there for her in the past. But this time, Janice was busy. After all, Janice still had a boyfriend.

"Dawn, I'm sorry, but I have plans. With Brandon. That thing I told you about last week."

"Oh, of course," Dawn replied. "What about tomorrow?"

"Tomorrow's not good. Brandon has that family barbeque, and he wants me there to keep him company. Being around that many relatives is always tough for him. You know how his family can be."

"I understand, Janice. Well then, I guess I'll see you in school on Monday."

It was a around noon on Saturday. After spending the morning studying, Willow decided to take a break. She drove over to Zooey's place. Though she wasn't ready for a new relationship. Willow liked spending time with Zooey. She made Willow feel special.

"Hey Willow! This is a surprise. I like surprises," Zooey told Willow as she entered. Zooey's braids were gone. Her hair was short, straight, and blonde.

"I just wanted to drop by, see how you were doing. How is everything? How was Christmas with your parents?"

"It was good. It's nice to see the 'rents every now and then."

Willow heard water running. "Uh, Zooey, do you know your shower's on?"

"Uh-huh," Zooey casually answered. "How did exams go?"

"Pretty good. I still have one left." Willow noticed the shower stopped running. She was a little confused. "I'm on my way to the library now. Well, not really, since the library's south of where I live and you're north of me, which means I kind of went out of my way to see you. Which I'm glad I did, since I haven't seen you since you in a few weeks, and I just wanted to get caught up on what you've been doing."

Willow's nervous rambling was ended by the sight of a tall, striking brunette emerging (fully dressed) from Zooey's bathroom. She walked over to Zooey, kissed her, smiled and said "Zooey, I had a great time last night. You should call me. Maybe we can get together again sometime."

"Maybe I'll see you around, Tracey," Zooey told her somewhat dismissively.

"It's Stacey," the woman replied, a little annoyed.

"Oh. Right," Zooey nonchalantly conceded. The woman walked out. Zooey seemed to barely notice her presence. Willow certainly noticed Stacey's presence.

"Who was that?," a shocked and confused Willow asked Zooey.

"Stacey, I guess," Zooey said with a smirk. "You're not jealous, are you?"

"Would it make you happy if I were?," Willow responded. "Was that the whole point of this?"

"The point of what?," Zooey wondered.

"Oh, come one! I come over, watch some little floozy parade around ogling you. It's the perfect setup."

"True. If I knew you were coming over, which I didn't. She's not my girlfriend. She was fun, but I'm not gonna miss her. It's Easy to find people who can give you a good time. Hard to find a that special someone who can give you more. The only woman I miss, the only one I think about when she's gone, is you Willow. Funny how the one woman I really want is the one woman I can't have."

"Oh, you can have me," Willow blurted out without really meaning to. "Uh, um, I mean, you could, hypothetically, theoretically, if circumstances were different . . . I happen to like what you've done with your hair, by the way. It's very playful. Not that I didn't like your hair before. I've liked everything you've done with your hair and, boy, aren't I a veritable avalanche of ramblings today. Did you just say I'm the only person you've ever loved?"

"The only woman," Zooey answered.

"So there've been guys?," Willow inquired.

"One guy. Graham. Back in high school. We were pretty serious for a couple years. Till he dumped me."

"Was it after Graham that you realized you were gay?"

"You think I'm gay?," Zooey asked in all seriousness.

This question baffled Willow. "Uh, see, Zooey, the thing is, all evidence would appear to point to that conclusion."

"So you think that one day I stopped liking men and starting liking women? Is that how it was for you, Willow? Leave one team and join the other?"

"Kind of," Willow tentatively answered. "Once I met Tara I never wanted another man."

"Did you want other women?"

"Of course not."

"You just wanted Tara," Zooey concluded.

"I loved her. I mean, I still love her. I'll always love her."

"That's my point," Zooey announced. "You loved the person, not the gender."

Willow kind of guessed where this was going. "Is this some roundabout way of trying to tell me you also like guys?"

"Theoretically, hypothetically, if the right one came along at the right time. As it is, most guys are intimidated by me. I tend to make a better impression on the stronger sex."

"Okay, you're omnivorous," Willow joked. "By the way, what do you mean that's the half of it? What's the other half?"

"Something tells me you're the same way."

Willow was stunned. "I don't mean to be rude, I like you and we're friends and all. But where the hell do you get off telling me who or what I am!"

"Before you loved Tara, did you ever love a guy?"

"Yes, um, there was a guy, two guys," Willow answered, referring to Oz and Xander. Then she got mad again. "You think Tara was just a phase!? An experiment! How dare you."

"No, no, no, Willow. You got me all wrong. I'm saying there were no phases. You didn't fall in love with women. You fell in love with Tara. Just Tara. She was the only one you were attracted to."

Willow pauses for a few seconds before responding. "That was a real clever trick you pulled. Trying to back me into a corner, force me to admit I'm attracted to you."

"Don't need to trick you. I already know you're attracted to me. I've known that since the moment we met. I bet if I grabbed you and kissed you right now, you wouldn't stop me. Bet I could do a lot more than that, and you'd love every second. But then you'd hate me afterwards, and probably never speak to me ever again. But I don't wanna take that bet, cause having you as my friend tomorrow is more important to me than having you as my lover today."

Willow takes a few seconds to recover from this provocative avowal of friendship. "Wow. You sure have a way of making friendship sound, special. Really, really special."

"What can I say? Willow, you're worth the will power."

Dawn was lonely and alienated, and whenever she felt lonely and alienated, she went to Spike's. Buffy had left, and Spike was getting used to his new environs when Dawn burst in. "I liked your old place better. It had character, mystery. This is just a bright, shiny box. Makes you seem a lot less dangerous and rebellious and, you know, cool."

"Believe me, what it lacks in ambience it makes up for in hot-and-cold running water," Spike explained. "And there's a lot less mold, and no dank. I starting to like the absence of dank."

"I miss vampire Spike," Dawn said with a sigh. "Face it, you've become boring."

"And you like things that are exciting?," Spike asked. "Glory –she was exciting. That musical demon who tried to make you his child bride – he was exciting."

"Steven was exciting," Dawn responded. "You took him away from me."

Spike was flabbergasted. "I wasn't taking him away from anybody. I was taking him back to his father."

"Xander told me that you told him that if Steven was in Los Angeles he wouldn't be near me. He said you wanted to separate us. That true?"

"Yes, that's what I told Xander. But no, that's not the truth. Xander doesn't like Angel. He may not hate Angel, but at the very least he'd like to superglue crucifixes to certain parts of Angel's body. Obviously Xander wasn't eager to do Angel any favors. So I sold him on the idea by playing to his fears."

Dawn didn't quite understand. "He was afraid of what I would do to Steven?"

Spike laughed. "He was afraid of what Steven would do to you. Him and Buffy both. They didn't understand your relationship. Thought that he was trying to take away your innocence. Saw him as the aggressor. Thought you needed to be protected. Course they had it completely backwards. You're the one in control. He's the wide-eyed innocent. Poor boy's putty in your hands."

Dawn appreciated the compliment. "Thanks. I'm glad someone's noticed I'm not a little girl anymore."

In addition to studying for exams, Willow had spent the last month trying to complete the "homework assignment" Patrick Gugan had given her: "My frame was not hidden from you, when I was being made in secret, intricately woven in the depths of the earth. Your eyes beheld my unformed substance." It took her a while to identify the quote: it was Verse 16 from Psalm 139. It was sometimes interpreted as the first extant reference to the golem, a protection monster found in Jewish folklore. Created by a spiritually and magically powerful men to protect the community, the golem was "without pity for the wicked, fierce toward our enemies." Men made the golem out of clay, just as God had made Adam. The legend represents attempts by humans to play God. In the Sefer Yetsirah, the third-century book about creation, a Jewish mystic tried to figure out the formulas God used to create Adam, using the alphanumeric codes to which the Hebrew language lends itself. To Willow, this sounded very similar to Gugan's talk about using genetic engineering to manipulate the "code" of life. It appeared Willow had stumbled across a 21st century Dr. Frankenstein, or a 21st century Maggie Walsh, which was actually more frightening.

Willow burst into Gugan's office. "You took longer than I thought," he calmy commented.

"That thing, that thing in the closet, that was a golem?"

Gugan laughed. "That was a Kaldioran demon. I was studying that dangerous creature before you liberated it. By the way, does your friend want her knife back?"

His imperturbable cool was really perturbing Willow. "Patrick, I liked you. You were a nice, sweet guy. So when did you go all cryptic and develop a God complex?"

"You think I'm trying to play God? What have I done that would make you think that? Have I given people souls? Have I raised the dead?"

Gugan seemed to know a lot about Willow, and he appeared to enjoy tormenting her with his knowledge. She didn't know what to say. So Gugan kept talking.

"Willow, what do you think? Does someone who gives people souls and raises the dead have a God complex? Just talking hypothetically of course." Willow didn't answer. She thought he was implying that she had a God complex, that she used magic to try to play God. "The answer's no," Gugan continued. "God can do the one thing humans cannot do – make something out of nothing. God creates. Humans merely manipulate. Restoring life, restoring souls, that's just manipulation. Moving around matter which already exists."

"And what does this have to do with anything?," Willow wondered.

"The golem is something made out of nothing, something living created from non-living matter. I'm not making a golem. I'm not playing God. I'm merely manipulating what already exists."

"Then what was the point of your riddle? You just like wasting my time?"

"The point was to teach you not to take things out of context." Gugan paused for a few seconds. Then he handed Willow something. "Almost forgot. Here's your final exam. Best score in the class. No surprise there."

Spike was with his band, talking about their upcoming tour, their first tour. "Santa Cruz, Olympia, Portland, Pasadena, Fresno, those are definites?," Elise asked.

"They're confirmed," said Aidan, who was handling the bookings. "San Jose, Sacramento and Tacoma are almost definites. Eugene and Santa Barbara are probables."

A real tour. Everything was falling into place for Spike. But when they started practicing, something didn't feel right. Spike was missing chords. He wasn't keeping time. His singing was far more off-key than usual. He quickly broke two strings. Within five minutes the practice was a complete train wreck.

"Oh balls. I'm just not myself today. Tell you what, we've been playing a lot lately. Wouldn't want to get stale. Practicing will just make us sound rehearsed. Let's call it a day and I'll see you morning after tomorrow when we leave for Santa Cruz. We'll be doing enough playing on the road. Wouldn't want to get bloody awful monotonous now would we?"

Spike headed home. He wasn't sure what was wrong. But it didn't bother him. So what if he couldn't play the guitar today. He had Buffy. She loved him. So nothing else mattered. He went to Buffy's house to pay her a visit.

"So soon? I thought you had practice?"

"What can I say? I missed you, pet. I'm mad about you, and I'd go mad without you."

Buffy smiled and kissed him. "No need to worry about that. I'm your girl." She kissed him again. They were both blissfully focused on one another, full of eager anticipation.

For some reason, Spike heard Buffy's past remarks in the back of his head. "I could never love you!" "I could never be your girl!" He tried to ignore this dissonant background noise.

"House is quiet. Where is everybody?," Spike asked.

"Willow's at the library. Dawn's out with friends. We've got the house to ourselves," Buffy told Spike. They sat down on the couch.

"That reminds me, Dawn stopped by my new place after you left. She seemed pretty blue about her boy being gone."

"Dawn's been returning to mope mode recently," Buffy replied. "Angel told me Connor's kind of been the same way."

"You talked to Angel?," Spike asked, a little surprised.

"I called to see how he was doing. Plus, we had a little catching up to do. He was really pretty mellow about everything. Said he's glad you make me happy. He knows that I love you, that I belong with you." They started kissing. She put her left hand under his shirt. She liked to feel his heart beat. It reminded her of how much he'd changed.

In his head, Spike now heard some of his own past remarks. "You two (Buffy and Angel) will never be friends. You'll always love each other. You'll never be free of each other." He didn't know what was happening. It was like his conscience or his superego or his id was playing devil's advocate. Spike tried to ignore it. He didn't want his thoughts to intrude on this wonderful moment he was having with Buffy. He kissed her some more. She sat in his lap, faced him and straddled his body with her legs. "I need you Buffy. I can't live without you. You mean everything to me" Spike blurted out between kisses to try to counter his own subversive thoughts.

"I love you Spike. I love what you've become."

That last comment stopped Spike in his tracks. "What have I become?"

Buffy explained. "You're generous, and good, and brave, and passionate"

"And human," Spike interjected..

"Of course. Hot-blooded, breathing and no longer nocturnal."

"And weak," Spike added as he got off the couch and stood up.

"Spike, you're not weak."

"I'm weaker than I used to be. But you like me better this way."

"That's not why," Buffy pleaded, unsure as to why Spike had suddenly turned hyper-neurotic.

"Bloody well yes it is. You told me you could never love me as a vampire. You could never love me when I was strong. Now that I'm tamed, and you've turned me into your obedient little puppy dog, now you love me."

"I don't love you for what you've lost. I love you for what you've gained. I love your soul."

"Just like you love Angel's soul?"

"Don't bring him into this."

"You still love him."

"Why the hell are you doing this? Spike, it's you I love."

"But you also love Angel. You've always loved him."

"Not the way I love you. Yes, I still love Angel, but as a friend."

Spike chuckled. "As a friend? The same way you love Xander as a friend?"

Buffy was confused. "Why are you saying all these things?"

"Buffy, if Angel became human, would you stay with me, or would you run to him?"

"Spike that's a ridiculous – that's not going to happen."

"What if it did? What if you two could have what you always wanted. Would you turn your back on that to stay with me?"

"Spike, why are you doing this?"

"You know I'll always love you. Buffy, you're like herpes. Once a guy's got you under his skin, he can never get rid of you. But I can't be your number two. I'm not gonna be Angel's substitute. Not again." Spike walked into the foyer. Buffy went after him.

"Spike, please. This is crazy. Angel's in my past, from another part of my life. You know I'd never leave you."

"You're a lousy liar."

And exasperated and confused Buffy grabbed Spike and tried to make him come to his senses. "What has gotten into you?" Spike grabbed Buffy's wrists and threw her to the ground. He had his old fire back in his eyes, his old snarl across his face.

"Ever since the day we've met, you've been the death of me," he growled at Buffy before leaving. She sat on the floor, sobbing. It was so sudden. So inexplicable. Everything was wonderful. And then everything fell apart.

Spike felt angry, but liberated. Like a beast who had broken out of his cage. No more living for Buffy. Now Spike would live for Spike. He knew he could never have been happy playing it safe.

He drove over to the college and walked into the library, where he saw Willow sitting at a table studying. He stood fifteen feet in front of her, doing his best pout. Mouth puckered, eyebrows slightly raised, head slightly downward and to the right, hands in pockets, back slightly slouched. The whole James Dean vulnerable look.

Willow saw him. She could tell something was wrong. Spike asked if they could go somewhere to talk. Willow did have a place to go. A friend of hers had a single she rarely used because she spent most of her time in her boyfriend's dorm room. This friend let Willow use her room. Even gave her the key. If Willow was at school studying late, she could crash there instead of driving all the way home. Spike couldn't believe his good fortune.

As they walked, Spike made small talk, avoiding what was bothering him. He found out Willow was worried about a biology teacher of hers named Patrick Gugan. Spike told Willow it sounded a little like a mini-Initiative. Willow said she had thought the same thing – it was the obvious and unavoidable analogy to make. The difference was Gugan had no visible funding and wasn't at all secretive. He almost seemed to want Willow to discover what he was up to. However, it had been much easier to hack into the Initiative's computers than it was to hack into Gugan's. They got to the room. Spike entered and furtively checked his hair in the mirror. (he still liked the novelty of seeing his own reflection) As usual, his hair was perfect. Willow sat on the bed. Spike remained standing.

"I was wrong," Spike told Willow.

"Wrong about what?"

"Wrong about Buffy. I fooled myself into thinking I could be her one and only."

"But Spike, she loves you."

"That's the bitter irony. Once I knew that she loved me, I realized it was over. Because, no matter how much she loves me, she'll never love me more than she loves Angel." Spike sat down on the bed and looked dejected, trying to make Willow feel sorry for him and deceive her into believing the break-up was Buffy's fault.

"Did she say that?"

"She didn't have to. I could tell. You know how those two felt about each other. You know what he meant to her. No other man can ever mean that much to her. She'd never say in so many words, but she didn't exactly protest when I made the assertion."

Willow understood what he was talking about. She knew this was why Riley left. "Spike, I'm so sorry. But you made Buffy so happy. And she made you happy, didn't she? I know how much she meant to you."

"I was happy. She seemed happy. But I needed more than that. To me, love is when I'm the only one for her and she's the only one for me. But I can't have that with Buffy, no matter how much I try. Part of her will always belong to him. Our love would be a lie."

"Spike, you have to give her a chance. A few months ago, you two weren't even on speaking terms. A lot's changed. A lot more can change. With you two, the rule is never say never."

"She'll never stop loving Angel."

"Spike, that's really unfair to Buffy. You're saying because of a past relationship she should be condemned to a life of loneliness and misery."

"If I stayed with her, I'd just make her miserable. I'm not healthy for her. For the last month, I've tried my best to be the good, upright, wholesome Boy Scout of a boyfriend she wants and needs. But it's an act. It's a lie. It's not me. And I can't keep it up forever. I'm not right for her. We're just not meant to be. It hurts me to say this, and I know it hurts Buffy to hear it, but in the end it's what's best for the both of us."

"Spike, you're not evil. Not anymore. You know that, right?"

"I know I'm good. I'm just not good for her. Maybe I'm good for someone else. Someone I've never had to prove anything to. You know what I'm talking about?," Spike asked, leaning his head towards hers and lightly and "accidentally" stroking the tip of her nose with his right index finger.

"That's what everyone wants." Willow responded.

"Like what I have with you?," Spike asked with raised eyebrows and a smile. He reached out his right hand and touches her hair. Willow read nothing into this since that of course would be ridiculous.

"I suppose," Willow answered, a little confused by the question. "Except with, you know, mutual attraction."

"Always gotta have that," Spike added nonchalantly. After two seconds of staring at her in awkward silence Spike moved in to kiss Willow. She sat still, trying to make sense of what was happening. This didn't seem real. After five seconds, Willow was sure that it was real and she pushed Spike away. She laughed nervously for a few seconds, assuming this was sort of bizarre joke.

"What was that?," she asked Spike.

"What do you think it was?," Spike asked back. He caressed the left side of her face with his right hand and moved in to kiss her again. A few seconds after their lips meant, Willow came to the horrible realization that Spike was serious. She pushed him away and stood up.

"Spike, what the hell is wrong with you!?"

"Come on Red. We've always had a certain chemistry." He gave her a seductive, predatory smile and ran his right hand through her hair. She knocked it away and took a step back. "We always seem to be there for each other's breakups."

"You were trying to kill me!"

"I was a vampire. That's our way. But I'm different now."

"So am I – have you forgotten that I'm gay?

"I've always liked a challenge." Spike moved towards her and smiles. "I know what you're thinking: this could never happen, I'm crazy for thinking it could, it'll be a cold day in Sunnyhell before you ever let me touch you. Where have I heard that before?" Spike stared intensely into Willow's eyes as he grabbed her hips and pulled her towards him. She pushed him away and slapped Spike's face with her right hand. He seemed to be glad that she struck him.

"Get out hell out," Willow told him, her voice full of both incomprehension and disgust.

"Women," Spike chortled as he left the room. Willow stood there for about a minute, allowing herself to calm down. She couldn't quite believe what had just happened. Spike was always erratic, but this was irrational even by his standards.

Buffy was still at home, trying to figure what she did to make Spike so mad. Then the phone rang. "Hello? Willow, what's wrong? You sound upset. He, he, he did what? He did what!" Buffy realized she was a fool to blame herself. Sadness turned to livid anger. Buffy's only regret was that she had given Spike a chance.

Having successfully burned all his bridges with Buffy and guaranteed that she would want nothing to do with him ever again, Spike sped for home. He parked his car outside his apartment, his hole-in-the-wall above a dentist's office. It reminded Spike of everything he had been forced to give up. Everything he had let this rotten hellhole of a town do to him. Deep down, Spike believed he was doing Buffy a favor by nipping their doomed relationship in the bud. Spike knew he could never have been the nice, stable, dependable boyfriend she craved and needed. He was finished with traveling down that cul-de-sac. His only hope was to start over.

"Buffy, I'm so sorry Buffy," Willow said when she got home.

"Don't apologize. You had nothing to do with it. Spike's just rotten. It's his nature."

"He was so sweet. And sensitive. And then, suddenly, out of the blue - "

"He showed his true face," Buffy added, finishing Willow's sentence. "He used me. He uses everybody. Spike only cares about himself. That's all he's ever cared about."

"I still can't understand. You were all he lived for – literally. And you two were actually, finally happy together. It's like winning the lottery just so you can burn the cash. Why would he do this?"

"It's his way. He builds you up just so he can enjoy dragging you down. Ever since that chip stopped him from feeding, that's how he's gotten his kicks. By dragging me, by dragging all of us, down to his level. He feeds of everything decent, and sucks it dry."

"Just because it has a soul doesn't mean it's not a monster. We should have learned that by now," Willow bitterly commented.

"He only hurt me cause I let him," Buffy responded. "I'm done giving Spike another chance. We're free of him now."

"Good riddance," Willow answered.

NEXT: Buffy takes out her anger on the demon population of Sunnydale, causing her enemies to question her sanity. Spike tries to be bad, but finds it's tougher when you're human. And on the lighter side, Anya and her new boyfriend set Xander up on a blind date.