Summary: A demon has trapped Willow within her dreams and their nightmare have become her reality but that reality is slowing torturing Willow, draining her of her sanity and her life. Angel, however, is the only one able to reach her with a little help from the most unlikely person. Can Angel convince Willow that she's living in a dream and force her to wake up? Or will she be lost forever within her own nightmare?

Disclaimer: Joss is still the man.

Rating: PG-ish.

Author's Note: This is an AU fic but for timeline's sake think post season 6.

She was running. Her lungs burned and her limbs ached but still she ran. Fear crept up along her spine and her heart raced within her chest. She was going to die. Death was all that consumed her as she ran – a death quickly approaching; a death she was terrified of living. It felt like she'd been running for hours but she knew, in reality, it had only been a matter of minutes. It was cold. Snow settled comfortably along the sidewalk making her steps unsteady and slowing her down. The sharp winds pricked her skin and tossed her hair across her eyes. She couldn't see but she never stopped running.

          Through the park then one cemetery, two, three. Back onto the streets she ran looking for someone, anyone, who might help her. There was no one. The world was asleep and she was alone. Tears clawing like ice down her cheeks fell at her feet and quiet sobs coked in her throat. Her body was tiring and her pace was slowing down. She couldn't push herself any longer – she didn't have the strength.

          Death.

          A vise closed in around her body: arms stronger than her own clutching her fragile body against his chest. A soft growl and cold breath against her neck. Eyes closed she felt her hot tears turn to ice against her flesh. This was it; the end. Unable to do anything else she wept and begged for only death but behind her pleas and useless tears she knew death was much too easy. Wrenching her eyes shut as his sharp teeth pierced her skin and feeling her head grow light as her heart stilled. One beat, two. Death was there, within her grasp but just as her fingers reached out to it, death fled her and a new life coerced through her veins. Death, but still life. Immortality, but existence damned.

          A vampire.

*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*~*

          Willow awoke with a cry on her lips and sweat dripping down her forehead. Her breath came quickly and her heart felt as though it were about to pound out of her chest. An icy chill still lingered at the nape of her neck and her body still shivered in fear. Running her fingers through her damp hair Willow tried to swallow the tears that threatened to overflow and shake away her nightmare.

          It had only been a dream.

          Allowing her eyes to flutter closed Willow took a deep breath and sipped the glass of water beside her bed. Only a dream, she told herself. Once calmed, the redhead laid back down and fell again into sleep.

          "This is Kevin down here at Radio 6 and I'd like to say good morning Sunnydale, California."

          Groaning, Willow turned her head away from the obtrusive sun and hit the off button on her alarm clock then snuggled back into her warm blankets to get another few minutes of shut-eye. But, just as she was about to slip back into dreamland a knock came at her door and the voice of a certain British vampire echoed through her room, "Out of bed, pet."

          Covering her head with her pillow Willow ignored Spike and rolled away, placing her back to him. Chuckling, the bleached vampire came to end of her bed and whipped off the blankets from Willow's bed. Immediately shocked by the sudden cold Willow shot up and glared at Spike. "Sometimes I hate you."

          "No you don't," Spike shook his head. "Now out of bed before I pull you out."

          Yawning, Willow pushed herself out of bed and stretched her stiff limbs. "Is there still hot water left?"

          "Should be," Spike answered. "I haven't gotten in yet this morning."

          Knowing that Spike always spent at least an hour in the shower and used up all the hot water Willow thanked whatever god was responsible for his waiting and hurried into the bathroom. Spike and Tara had been living with Willow at her parent's house for a little over six months and the three were still adjusting the change.

          Willow had offered Spike a room at her house after his crypt was destroyed – burned down when lightning struck a nearby tree and crashed one of its limbs onto the roof, nearly missing Spike where he slept on his couch. Spike had been reluctant at first then happily accepted the invitation and moved what little he owned into one of the spare bedrooms. Tara had moved in just a week later because her father had cut her off from the family inheritance and she could no longer afford to pay her rent. It was a bit overwhelming at first, Willow admitted, but once the threesome became accustomed to each others routines and schedules they fell into their own little routine.

          It was amusing, Willow observed only a month after Spike and Tara moved in with her, that her two friends actually thought her naïve of their relationship. Tara had only been a member of the Scooby gang for a few weeks when she and Spike started seeing each other – in private. Neither of them, however, was very good at hiding their feelings for the rest of the gang had picked up on it immediately though no one said anything. Even after the two took up residence with Willow and started sneaking to each others room at all hours of the night they still thought their relationship undiscovered. It was actually Willow that confronted them and asked them to please keep it down when they walked from one side of the hall to the other at one or two in morning because their footsteps were keeping her awake. Spike and Tara's expressions had been priceless and since then the two had been open in their affections and were shocked to learn that their dating had been known all along.

          Buffy, one the other hand, had sold her mother's house, after she died, and moved in with Xander and Anya who were thrilled to have an apartment buddy. Strangely enough, the three of them actually got along rather well while living together which admittedly shocked Willow since Anya had always been so outspoken about how the other Scooby's annoyed her by always wanting to hang around. Giles, not surprisingly, still lived alone in his apartment with all his books and hidden stash of whiskey he thought none of the gang knew about.

          "I had the worst nightmare last night," Willow spoke walking into the kitchen.

          "What about, love?" Spike asked, setting a plate of pancakes before her. Spike, surprisingly, was an amazing cook which was strange since he didn't eat.

          Digging into her food with ravaging hunger Willow responded, "I can't remember."

          Spike laughed. "The how do you know it was so bad?"

          "I don't know," Willow shrugged. "Just a feeling I have. Like it was real, you know? And man, it felt so real. I woke up still believing I was living the dream."

          "Pet, you're not making much sense," Spike chuckled. "You say you had a dream but you can't remember it yet you swear it felt like you were actually living it?"

          "Now that I hear you say it, it does sound kind of loony," Willow smiled. "but, oh I don't know! I can't explain it other than this is: it was like I was actually living the nightmare not just that it felt real but it was real."

          Spike's brow crinkled and he placed his hand over Willow's. "I was just a dream Wills. Just because it felt real doesn't mean it was." Willow shrugged and Spike added, "Well, what else did you dream last night? Can you remember?"

          "I dreamt that, that you and I started an ostrich farm."

          "That's a bit disturbing," Spike smiled, "but do you see my point?"

          Nodding, Willow took another bite of her pancakes and turned the conversation to other things.