THIS STATEMENT MUST ACCOMPANY THE STORY 'FRIENDEMIES' IF DISTRIBUTED. THIS STORY IS FREE OF CHARGE AND MAY NOT BE SOLD OR EXCHANGED FOR FINANCIAL RETURN IN ANY FORM. THIS DEDICATION MUST ACCOMPANY ANY DISTRUBUTION OF THIS STORY.

-COPYRIGHT/DISCLAIMER NOTICE-

"Buffy The Vampire Slayer", it's characters, certain mystical devices and/or references to such, from the television show, are registered trademarks of, Mutant Enemy Productions and created by Joss Whendon. Characters, names, and all related indicia are trademarks of WB Network Entertainment.

"The Addams family' was created by American cartoonist Charles Addams. 'The Addams Family Values' written by Paul Rudnick and directed by Barry Sonnenfeld. And it is here that the characters seen in this story are based on. I own nothing here except the characters mentioned of my own creation.

Certain characters in this story are mine. And these are the creation of the author who is solely responsible for them as such. Neither Studio is responsible for the content of this story.

Note: This is an AU, of course, of the last episode of BTVS. A what if, as it were, if certain people came to their aide. Second, this is an updated version, cleaned up and added to. Hopefully it will be more enjoyable to everyone. Please enjoy.

Friendemies

Version II

May 2003

Sunnydale, California

Sunnydale High

The Turok-Han were swarming. There numbers were in the tens of thousands and growing. Here, here at this very spot where the mystic and natural world met was the chokepoint. Here is where the destiny of Earth's future would be decided…

"Buffy, duck!"

Buffy Anne Summers, Vampire Slayer, didn't hesitate for an instant, because if Xander screamed liked that, it meant only one thing. The young woman ducked as the clawed hand of a huge Turok-Han's swung past the area where her head had been a mere instant earlier. The proto-vampire things were fast, but the Slayer was faster. Slayers were born to be faster and stronger than the prey they hunted. It was a magical trait and if the young woman wasn't, then the Slayer in her adjusted accordingly, becoming stronger, faster, deadlier. In other words, Buffy and Faith, the two senior Slayers were becoming more powerful every second in order to stand against the threats now facing them.

Moving at such speed caused her to slip as her coordination was still adjusting to her heightened senses speed and power. It would take a few minutes to do so but in this situation that was an eternity. While she regained her footing, the mystic Scythe in her hand seemed almost to move on its own accord, slicing the ancient vampire from crouch to head. The result was that the creature began turning to putrid-smelling dust before Buffy had completed the movement. The next instant, she had forgotten all about that demon as two more of its brethren jumped her. Also nearly forgotten was her stomach wound given to her by a vampire's claw that had almost eviscerated her from behind. But forgetting about it didn't mean that she could ignore it. the wound was healing at a phenomenal rate, the young woman wasn't one hundred percent yet.

Nearby, Faith Lehane, known to some in another timeline as the Dark Slayer, Slayer Sister to the Elder Slayer–a name Buffy hated but it still stuck–but that's another story–dueled against two opponents of her own, dancing and jabbing, turning the ancient vampires into dusk even as more of them took the places of their brethren. Many of the baby Slayers were doing well, better than she expected and she was so proud, but the odds were against them and getting worse by the moment. The babies were powerful, but they were still dying, and each death burned in Faith's gut because there was nothing she could do. This was more than war. It was a stand against the forces of extinction. If they survived, then she and the survivors would grieve later.

The look of determination mixed with hopelessness was etched on Faith's face, but it wasn't stopping her from destroying as many of those monstrosities as possible before she was taken. There were far too many of the creatures trying to swarm them for any possible hope of victory. Of course, that didn't mean that she and the others wouldn't take as many of them with her as she could.

Her fighting had taken her close to two potentials, well, full Slayers now, as of two minutes ago, both of which couldn't have been more than fifteen years old, fighting for their lives with swords, hatchets, and stabbing weapons against the kind of vampire that 'modern' vampires feared.

These prehistoric vampiric Neanderthals were the ancient demons, so-called primordial killing machines. They were one of the strains of true vampires, but of a species that hadn't walked the world of man since the time of the Beginning. Unlike the types Faith usually fought, these possessed only rudimentary intelligence coupled with the instincts of alpha-class predators. They were fearless and stronger than the far majority of modern vampires that the Slayer and her family were used to combating. They were relentless and nothing except complete destruction stopped them from attacking their prey. And it wouldn't be just humans. Animals, whales, anything with blood would fall victim to the slaughter once humans were extinct. Earth would become a graveyard filled with nothing but Turok-Han feeding off each other while their master, the First gloried in his victory. Death was the gift of the Slayer and Faith and her sisters dispensed that gift to every vampire close enough to ask for it.

Who could imagine that there was a cavern full of monsters below the local high school? Tens, maybe hundreds of thousands, maybe millions of vampires lived there waiting for this day that the seal keeping them trapped to finally be broken so that they could feed the way they were meant to. All they had to do was to climb a two-mile-high cliff and break through the meager defense forces defending the forever-to-be-cursed Sunnydale High school.

Like most of the Sunnydale defenders, she was at heart sarcastic. Idly she wondered how finals would have gone if the students knew what was underneath their basement waiting to get out, most likely during gym period or maybe, lunch. She suspected that there would have been a lot of 'F's given out that day.

The first two dozen of the closest creatures had made it up the sheer cliff, all of them almost delirious with the anticipated taste for fresh blood. The unrestrained lust for non-Turok-Han blood had driven them mad and were relatively easily dispatched. Behind them, climbing the mile-high cliff were tens of thousands more, each one starving for the taste of freedom and the orgy of slaughter and fresh blood that would follow. California would be overrun within three days and then the rest of the country and then the world would follow, drowned in an orgy of blood. The authorities would react too slowly, and that hesitation would doom the world. The First Evil would win as it became corporeal and then nothing would stop it.

Would their victims become Turok-Han? She didn't know and she didn't care to find out.

Sixteen potentials, correction, they were all Slayers now because of Willow's actions, were fighting in a united fury that brought a smile to Buffy's inner Slayer as well as herself. For the first time, Buffy could feel the First of All Slayers inside her totally ecstatic for the hunt and the glory of the kill against mankind's true enemies. For the first time ever, she had daughters, daughters that were united against a common enemy. They were young, all of them, just barely learning to function with their newly awakened powers. But they fought with an instinctive predatory ferocity that made the Ancient Mother proud. Knives, axes, swords and crossbows went against claws, fangs, and the insanity of mindless killers.

The few against the many.

Buffy Summers turned and threw the scythe to Faith and dropped to the ground as blood flowed from her stomach where she'd been slashed. Her healing factor had slowed her down now making her more of a liability than asset. Here, a weak Slayer was a dead one as no mercy was given and none received against this relentless enemy.

Time slowed as she took in the brutal fight happening all around her. The vampires were focusing on Faith now as she was considered the primary threat. Bethany or Beth, who couldn't have been any more than thirteen years of age, went down under no fewer than three of the vampires clamped onto both sides of her neck and shoulder, ripping her apart in the process.

Buffy blotted out the screams.

"How sad," whispered a too familiar voice. "You brought a little girl here to save the world and the only thing she did was to die. What were you thinking?"

Buffy looked up to see a reflection of herself. The First Evil had taken her form once again and was mocking her in its hour of triumph.

"Oohh, I bet that hurts," it said. The white dress it wore began to leak blood at the site of Buffy's wound. "Oh, no! Mommy, this mortal wound feels all itchy. If I try hard, I can imagine what it feels like. It's all icky. Makes me so tired. Makes me want to lie down and rest for a bit. How does it make you feel?" it asked as it smiled at her as innocently as pure evil could.

Buffy was having none of that. "It makes me feel like you're going to lose," the woman retorted.

The unliving image laughed. "You pulled a nice trick. You came pretty close to smacking me down. What more do you want?" it asked. "Your defiant amuses me." It paused for a moment as it mused out loud. "You know, I've always wanted to say that." Once again, the thing with her face smiled. "That's what I like about you, defiant to the last and you make me smile! You pulled a nice trick and came close to almost smacking me down. What more do you want? Oh, well. The Seal of Danzalthar is open and it'll never close again. I'll make sure of that. You played a good game, but it's game over. The world loses and it's your fault because you were too incompetent to win. You should have known that all of that blond dye would affect your, oh-so small brain."

Buffy glared at the First and smirked at it despite her pain. "Why should I listen to you? You're nothing but a spirit that can't shut up. And, for such an old, oops, I mean ancient creature," she corrected, "you have lousy taste in clothes. I mean after all this time, with all of your power, you couldn't think of something better than copying me?" Defiant, she stood, her strength returning despite the grievous wound, which was already starting to heal. "What are you the First of, bad taste?" She smirked reveling in the insults she now threw at the foul ancient. "Wow. That would really make you evil." She turned and in a burst of strength and defiance knocked several Turok-Han off the cliff back into the cavern. They fell smashing into the ground and trampled by their fellow vampires. A few of the weaker ones were preyed upon by their fellows but most fought back and survived. Angered, but unhurt and starving, they began the long climb back up the cliff and to freedom and the upcoming orgy. Those that were injured became food for the starving hordes.

"I will see you rot like the dead," the First hissed even as another vampire lunged at one of the longest surviving Slayer in history.

It was a fact that Alexander Harris, known as Xander for short, shouldn't have been in the cavern with the Slayers in the first place. All of the young women were stronger, more powerful, and dare he say better able to defend themselves than he could ever hope to be. But those small setbacks wouldn't stop him from doing everything he could to help stem the tide. Apparently though, his luck was holding true to form. He, despite being a mere man, was the self-designated 'keeper of the bridge', trying to make sure that none of the ancient proto-vampires got past him in their attempts to get into the high school and from there to the joys of southern California and then the rest of the world. If they got out into the open, it was game over.

He wasn't fighting the vampires; he was going against two Bringers, semi-human minions of the First. Two of these Bringers managed to get past the defenders upstairs and were trying to flank the Slayers. They wouldn't do more than provide a distraction, but that would be enough in this situation. The girls couldn't fight against two fronts and would be slaughtered. Then the Bringers would willingly die to feed the incoming vampiric hordes.

Trying to stop the Bringers from getting access to the school had lasted all of a minute as two of the humanoids attacked him and he found himself immediately on the defensive. His fight had pushed him towards the center of the fighting among the Slayers. The good thing was that one of his adversaries was distracted by a vicious jab by one of the Slayerettes, allowing him to slice through the thick neck of the creature with his trusty axe. The second Bringer, bigger and stronger than the one he had just killed, was far more of a challenge, taking every ounce of technique and strength Xander had to counter the swords and teeth of the crazy man trying to kill him. The removal of one of its legs by his axe gave Xander the advantage he needed to kill him, the Bringer was a male, with extreme prejudice. One of the stakes he carried was jammed deeply into the Bringer, but apparently not deep enough. Unfortunately, the axe was knocked from his grasp as his wounded attacker went after him one last time before its grievous neck injury killed him.

Forced into the cavern now where Buffy, Faith and the minis were fighting, one of the vampires lunged at him, wrapping its arms around a screaming and cursing Xander who had jammed a stake deep into its chest. The sternum offered resistance but somehow the wood slipped in between its ribs. It was a miracle that Xander had no intentions of looking at too closely. It dusted just as its putrid fangs touched Xander's neck. Xander Harris couldn't believe it. He'd actually survived combat against his second Turok-Han. It was still smaller than the big ones fighting the mini-Slayers, but it was tough fighting, tougher than most of the vampires that he had tangled with in the last five years.

The price of his survival had been high, though. The thing had certainly bruised his ribs trying to bear-hug him to get at his neck. The only good thing about that was that it had helped to push the stake through the tough sternum bone while bear hugging Xander. Putrid dust literally blasted over him as he fumbled to retrieve his axe. The axe was just out of reach. The young man wasn't defenseless, not with the weapons he was carrying but he needed that axe now, like Linus needed his blanket.

He hadn't even noticed that his fight with the second vampire had forced him towards the edge of the impossibly huge cliff. His sense of perception was off as the pain of his missing eye throbbed, reminding him of the agony of it being ripped from its socket a few days earlier. It was there that his one good eye saw the truth, something that his mind had nearly rebelled against. This place wasn't a huge cave as were his first impressions, but a cavern about the size of the Grand Canyon, underneath Sunnydale, California.

It was impossible.

Yeah, right.

This was Sunnyhell. Of course, there would be something like this underneath Boca Del Inferno.

From what he glimpsed, it looked like the entire bottom of the cavern floor was throbbing; the floor flowing in one direction, towards him and that was just the first wave. The imagery shocked him, however what stunned him even more was the fact that he could see everything in the cavern below. It took a second for him to realize that there was light down there, enough to see clearly. There was a glow in the far reaches of the cavern which was the source of the light. Only one reason came to his mind for that. It had to be a portal of some sort, allowing the vampire hoards and whatever else that the First had planned on bringing through access to Earth.

The others had to know what was coming.

"Buffy, Faith!" Xander yelled, just as a pair of hands grabbed him roughly by the shoulders forcing him to concentrate on his survival. How could he have not noticed something approaching him?

The power behind them was strong and he panicked. Instinct took over. The axe came up as Xander tried to gut the vampire from stomach to neck. However, despite the power he'd put into the swing the weapon had been easily deflected by a sword of all things. It was a big one as well, reminding Xander of a scimitar more than anything else.

Great, vampire savages with swords.

"Good instincts," a man's voice told him.

Anticipating an attack, he turned swiftly, prepared to battle the new threat. Instead of a vampire, he saw a man. A smiling man with a strange looking mustache.

"But your form needs a bit of improvement," the man said. "Not much mind you, fine-tuning is a must and that comes from experience." Even though the man had deflected Xander's full attack he had at the same time pulled him from the edge of the abyss with minimal effort. He then jumped back and with that huge sword, decapitated a Turok-Han that had just climbed over the edge. Another vampire reached the edge and met the same fate. Three more of the creatures scrambled over the top and attacked the stranger who seemed to be having the time of his life and at the same time completely focused on his task of killing the undead assailants. "Just don't stand there, there are Turok-Han to kill," he yelled at Xander in an all too cheerful voice. "Don't let them tire you out. Save yourself for the others. These are just the youngsters. Wait until the mature ones get here!"

Mature ones? Oh, crap!