Not even the delicate wash of Fred lingering over his hands, against his neck, could lull Spike into relaxation. When he sat up from the bed and eased his shirt back onto his shoulders, he found traces of her scent nestled in the folds of the collar. He inhaled deeply, every muscle tightening with that indelible need for her.

He frowned.

He closed the bedroom door quietly behind his sleeping lover. Hopefully, she'd be out for hours, seeing how the girl hadn't been sleeping well lately. That was only one of the changes he had seen in her of late. Changes not for the better.

"Can't protect you from everything, eh? Watch me, love," he muttered, as he whipped out his cell phone and dialed.

"Dammit!" Vail swore and slammed the receiver of the antique rotary phone back onto its cradle. "He refuses to answer."

Eve paused between pouring bourbon into rocks glasses from a heavy leaded glass decanter. "You know where he lives."

"Do you think I'm an imbecile? He's not there. He's avoiding his residence altogether." Vail fumed. "I know where he is, the weakling."

"You sidestepping the sanctuary spell at Caritas was a one-time deal. Next time…"

"There won't be a next time," Vail snapped. "He's hiding but he won't be able to hide for long."

Eve slammed the bottle back down onto the bar. "This isn't working! Look, you promised me that Angel's little cheerleaders were supposed to be all tied up in their own messes so we could get to Connor and get back to the reality you know and love so well. And in case you haven't noticed… that isn't happening!"

"Quiet," Vail growled. "This timeline is… unpredictable. It's changing every second. And every deviation pushes our success further into the distance, with no help from you, surely. That lawsuit of yours," Vail shook his head. "Poorly executed. You brought that witch into a mix she was never meant to be in."

"What choice did I have? You said you could control anything! You said that with the amulet and with the Orlon Shield, we'd have Connor as our grand ambassador to cross into whatever realities we wanted. Make him kill Sahjahn for you and we live happily ever after and seal these losers into apocalyptic chaos! You said — "

"I said shut up!"

"Just remember," Eve sneered. "I'm your tie to Wolfram and Hart. Without me -"

"Don't make me consider the positive aspects of that scenario, my dear. Make that lawsuit go away - bankrupt the Watcher's Council or whatever you meant to do with it and move on. In the meantime," his lip curled. "About our magical Miss Madison on my payroll. Have you considered how she's going to earn her keep?"

Eve tilted her head to the side. "I've more than considered it, boss. She's already in play."

"Then perhaps she can occupy your distractions elsewhere. You need to find the amulet, find Connor, and let this reality burn."

Eve smiled. "With pleasure."

It was all wrong, Spike frowned, easing the leaded, sliding glass balcony door open enough to puff out a stream of cigarette smoke into the muggy air.

Tonight should've been reserved for him and Fred alone, not trouncing to Caritas of all places, filling the void between off-key songs with awkward conversation. Sure, Gunn had become an ally and Annie was a peach. Even Lorne could put him at a kind of an ease, as long as he didn't try to hit too many falsettos. But Percy? About how many times would he cast meaningful, tight-lipped glances at Fred before Spike lost it completely? Lorne always promised to "work his magic" with his crowd to keep the mood light but with this group, that could have all the effect of pulling a fuzzy bunny out of a topper.

"Spike?" Fred called from the bedroom. "I need you."

He scrambled to stub the cigarette out onto the cement floor of the covered balcony and slammed the door shut. "Coming!"

"I hope not yet," she laughed, warm and teasing.

And when he reached the room, whatever retort he'd prepared choked in his throat at the sight of her. Because it was her, wasn't it? His own gorgeous, incredible girl in their room, of their place - bugger how sick she looked, what they had both done to get here - it all clicked into place when he saw her.

She had ironed her hair straight and pulled it away from her face with one thin, glittery black head band to tame the wisps down her back. Long, crystal mesh earrings shimmered against her skin in the muted light of the room. Her eyes popped large and curious in her sweet oval face, her lips shining with pink gloss and hitched up in a playful smirk. Her now-usual paleness had been masked with foundation and powder and blush, applied with such a careful hand that to anyone else, she would appear sleekly groomed for an evening out.

But fuck, Win. Christ…

The glistening chiffon tank dress she'd chosen, while it shone an ethereal, vibrant blue, accentuated the knobbiness of her shoulders, deepened to reveal the stark jut of her clavicle, and hung rather limply on her diminishing frame. Perhaps that was why she chose to pair it with charcoal jeans and black heeled sandals, rather than wearing it alone.

Quickly, he swallowed hard and affected a bow. "You rang?"

"Zip me?"

He grinned in spite of himself. "Wrong verb, love."

"Just get over here already."

He crossed the room, made quick work of the tiny zipper at her lower back, and then it was on to the far more enjoyable aspects of this task. Reaching out, trembling ever so slightly with the awe of her, he pressed his right hand between the taut wings of her shoulder blades and wound the heel of his palm into a steady, slow, familiar circle. The joints clicked back their relief and his fingers sunk in to drink in her warmth as she eased into his powerful caress. The delicate, imperceptible hairs of her smooth flesh almost electrified him with longing and her skin fairly jumped to his touch in response.

"Ah, that feels good," she sighed. "You always know how to get that spot."

"I know how to get all the spots."

"Ohhhh, yes, you do…"

Spike reached in, eyes closed and pressed his lips across her bare back. She nearly vibrated with tension, muscles straining to relax and then tensing right back again.

"You're wound tighter than an eight day clock, pet," he murmured. "You sure you're up for tonight?"

"Yes," she whispered in response, her head leaning back, her arm reaching around and pressing into his hip, rubbing him even closer to her. "I mean, we have to. We promised."

"Don't have to do anything," he rumbled. "And I didn't promise fuck all. Blame me."

"But then I wouldn't get to wear this dress. You wanna know why I wore this dress? It's so incredibly corny."

"You?" Spike feigned surprise. "The hell you say." He pressed another kiss, this time into her neck, as he sensed her turning around to face him.

"It's a lovely frock," he continued, catching a swath of the filmy material between his fingers. "Don't remember pulling that off of you before."

When he met her eyes, he saw that her perkiness had waned and in its wake, her nervousness and the tension of sleepless nights had begun to bleed through her makeup.

"It's sort of new. It was something Cordy gave me, like forever ago. Never really had a chance to wear it and well, you know she only gave it to me 'cause it was too small for her and she couldn't return it, it's not like we were super great friends or anything…" Fred stopped. "I called over there, you know."

"To Cordelia's? Her mum's?"

She nodded. "I didn't make the cut," she smiled sadly. "Meaning - she doesn't remember me. So I couldn't talk to her because it would've been all weird." She paused. "Maybe we weren't super great friends. But I still miss her. She reminds me…of home, I guess. The Hyperion. Before we all went…"

"Corporate?" Spike finished.

"Exactly. So I put on this dress because this is the kind of thing Cordelia would want to wear and want me to wear, if she was still Angel Investigations-Cordy and not Amnesia-Cordy, and I might be on trial tomorrow in another country for something I'm not sorry for doing and you know, you need to see your friends when you can before they get mystical memory loss or whatever. Besides, it's blue," she added. "And I love blue because it always reminds me of your eyes."

"Was that supposed to be the corny part?"

The beginnings of a smile twitched at her lips.

"'Cause that last bit's really all I'm on board with. Win, sweetheart, there will be other days - nights- maybe not exactly what you had with your gang, but you'll get something else that might even be better. Promise. Even the endings, they still lead somewhere, believe me. Burning up in a fiery pit didn't even end me."

"And now here you are," Fred smiled and squeezed his hands in hers.

"Now and forever," he whispered and leaned his forehead in to rub against hers.

"Now who's corny?"

"Love, we best leave now unless you want that dress in an even prettier pile next to the bed."

"She's here! And he's here! And you're both here! 'Hail, hail, the gang's all here!' Lovers, let me introduce you to the Electrovox 2K, my new karaoke machine d'jour. Fred, honey, be a lamb and help me work out the kinks on the opening number, hmm? New technology like this gives me all green thumbs. Boys, you'll juggle the drink orders? You'll know where to find us!"

Spike caught Gunn's eye while the girls laughed with Lorne and the two men stepped over to a quiet corner of the bar.

"You still wanna do this?"

"What, and leave off the chance to bollix up Angel's works? Charlie, it's like you don't even know me," Spike pouted dramatically.

Gunn rolled his eyes. "You could try asking him, instead of sneakin' around."

"Yeah, 'cause he's stellar at keeping us in his loop. Look, like I said earlier - I'm not sure that whatever's happening doesn't somehow revolve around Angel, whether he knows it or not. I'm lookin' in to him, too, as much as pokin' into all the other nooks and crannies. And if he's not behind Fred's sickness, then he ain't lyin' when he says he knows nothin' about what I'm doing there."

"If you get caught," Gunn frowned.

"Which I won't," Spike averred.

Gunn chewed on his lip. "I gotta say, until I saw Fred, I thought maybe you were… I dunno."

"Exaggerating her condition for wont of being a besotted bastard?"

"Yeah, that," Gunn grinned faintly. "But now," he shook his head. "You really think something in the lab's making Fred sick?"

"Something, someone. Won't know until I get there, now will I?" Spike paused. "What did Angel say he wanted to see you about anyhow?"

"Didn't," Gunn shrugged. "Just that he needed to talk."

Spike sniffed. "That's… new. How long 'til we head out?"

He received a sudden shove from behind.

"Hey, Romeo. What gives with Fred, huh? You put her on vampire Atkins?"

Spike spun around to face a livid Lorne. "Oh, right, it's me," he sneered. "Right away you think this is my fault."

Gunn held out a warning hand. "Lorne, look, listen.."

"To what? You mean there's a story attached to why Night of the Living Dead extras look like they have more of a pulse than Fred? She's pale, she's gaunt, hell, she's nearly blue."

"She's wearing blue," Gunn muttered.

"Don't bring fashion into this, Charles," Lorne whispered hotly. "You know exactly what I'm talking about."

"You think I don't see it everyday? Every second?" Spike dug a finger into Lorne's chest, then, eying the two girls chatting by the karaoke machine at the stage, eased his hand back.

He patted Lorne's chest with a heavy hand and blinked into the angry red eyes searching his. "You think it isn't tearing me apart seeing her waste the fuck away?"

"So what are you doing about it?"

"Tonight," Gunn cut in. "Spike's going to do some…recon."

"Uh-huh," Lorne replied, glancing at both of them suspiciously. "What you call 'recon,' most people report as a felony in progress." He paused. "It's the lab, isn't it? You think it's the lab?"

Spike raised his eyebrows. "Score one on the side of the former empath demon. This mean you getting your mojo back?"

Lorne turned around to stare sadly at Fred. "Call it my special Fred-quency, set to 'love' on my AM dial." He looked back at them. "What can I do?"

"Keep our ladies occupied? Annie knows that Gunn's going out on the hunt, but Fred's expecting me by her side all night. No place I'd rather be." His mouth twisted ruefully. "Think you can spirit me a way out?"

"Leave it to me," Lorne nodded. "I didn't spend a year in the entertainment department for nothin'. Bobby Redford, eat your heart out. Get ready for a star performance from old Lorne here."