A/N: Just in case anyone is wondering (and I know some of you were!), yes, Larry is gay. However, he has not come out yet in my story.

If you recall in some earlier episodes before he came out, Larry was one of those jocks that harassed girls all the time. He asked Xander in one episode if he thought Buffy would go out with him, and another time stated that he would love some "Buffy and Willow" action, leading me to believe that he was going through a period of confusion about his sexual identity. So the fact that he has a girlfriend is totally plausible. However, I will be addressing the fact that Larry is gay in a later episode.

Now that we've got that confusion sorted out, because I try to stick to cannon as much as I can, on to this week's episode! :) Oh, and enjoy this week's episode title! No, the actual Octo-Mom does not make an appearance, but yay for getting inspiration from pop culture!

EPISODE 10

"Octo-Mommy"

Xoxo

Tara Maclay turned off the lights in the shop and stepped outside into the chilly night. She'd only been working here at the magic shop for a few weeks, but already, her manager trusted her with closing duties. It was a little more responsibility than Tara bargained for, but it was her job and she generally liked working here. She wasn't going to complain.

After locking up the shop, Tara crossed the street and began to head home. But as she walked along the sidewalk, she began to have the distinct feeling that someone was following her. She stopped and looked behind her, but there was no one except a gray cat slinking off to the alley. Deciding it had been her imagination, Tara turned back around and continued on her way.

As she passed the old club once known as the Bronze, she heard a noise. Feeling someone's eyes on her back, Tara turned around again. Three young men were behind her.

"Hey, magic girl, why don't you and I create a little magic together?" said one of them.

"Sorry, you're not really my type. I like girls."

The guys laughed in response, and Tara began to walk away, ignoring them.

"Hey, hey! Don't walk away!"

Before she knew it, the three guys were in front of her.

The tallest guy moved closer until his face was just inches from hers. "Maybe you just haven't been with a real man before."

"Yeah, we could show you a good time."

"All the ladies like us."

Tara slowly began to back up, feeling very uneasy about the situation. "Look, I'm sure you guys could find some girl way more interesting than me. Trust me."

"But we want you," said the tall guy, moving forward every time Tara moved back.

Sensing the guys were serious, and seeing that she was severely outnumbered, Tara turned around and bolted. She screamed as the guys gave her chase, but no one heard her cries, or if they did, they ignored it.

Propelled by adrenaline, Tara turned the corner and ran down the sidewalk. She didn't chance glancing back. She knew they were on her heels. When she spotted a trash can up ahead, she quickly ran to it and threw it into their path, slowing them down just enough so that she could escape to the alley.

She immediately regretted doing that. She had hoped the alley would be a shortcut, but instead, it was just a dead end. A fence cornered off the alley, and behind her, the three guys had found her.

"Uh-oh. Dead end. No escape now."

"Y-you guys really shouldn't do this," Tara warned. "I didn't get that job in the magic shop because of my personality alone. I-I'm a witch."

The guys laughed.

"You're a witch, huh?" said one of them. "Well how about conjuring up a little love potion then?"

The guys laughed at the joke, and Tara stared at them as she tried to move around them.

"No, I don't do love potions, but I could turn you into a toad."

"Okay, so do it then!" The leader of the group grabbed the smallest guy and pushed him in front of Tara. "Here, turn Declan into a toad!"

"Gunner! What the hell, man?!"

When Tara didn't do anything, Gunner threw Declan aside. "Relax. She's bluffing. If she could do any harm to us, she wouldn't haven't run off."

Eying the dumpster across the alley, Tara concentrated on it. If she could just focus long enough to make it move…if she could just move it so that it would knock them down…but it was no use. She was too unfocused. She wasn't even sure if she had the power to do that sort of thing anyway.

"Look, you should just leave me alone, okay? I'm expected home in a few minutes and if I don't show up, you can bet there will be people combing this neighborhood looking for me."

"Well lucky for us, this will only take a minute," Gunner said. "Let's get her, boys."

The three charged toward her, blocking her escape and grabbing her arms.

"NO!"

Tara screamed as she kicked furiously, managing to make contact with someone's leg.

"Stop struggling or we'll knock you out!" shouted Gunner.

She felt a blow to her stomach as they literally picked her up and began to carry her out of the alley.

"Put her down."

The guys stopped in their tracks at the sound of the voice, and then Gunner smiled.

"Oh, lookie what he have here," said Gunner. "A two for one, boys. Hey magic girl, is this your girlfriend?"

Buffy stared at them, not amused. "I said put her down."

"Put her down, boys," Gunner said.

The guys put her down, but continued to hold her arms so she couldn't escape. Tara struggled, but their grip was too strong.

"I said let her go."

Gunner shook his head, moving closer to Buffy. "No, you said put her down. You didn't say anything about letting her go."

Buffy grinned. "You are about to be so sorry."

Not wasting another second, Buffy grabbed Gunner's arm, twisting it at an unnatural angle before kicking him in the shin. He was stunned for a moment, and Buffy seized the opportunity to punch him in the face, knocking him back.

Buffy then grabbed Declan and pushed him to the ground, then kicked the other guy so that Tara could be free.

Tara backed up, her eyes wide as she watched Buffy fight the three guys in the alley. They fought back, but it obvious within a few moments that despite being outnumbered, she had the clear advantage.

"Let's get out here!" Declan called as he and his buddy followed.

Gunner remained behind, wiping the blood from his jaw. "I'm going to come back for you, Blondie. Just you wait."

Buffy's response to that was a swift kick to his groin. Gunner quickly turned away, limping in pain as he struggled to run.

"Yeah! Go home, jerk!" Buffy shouted after him. She then turned around to see the girl still standing there. "Are you okay?"

Tara nodded. "I'm fine. Thanks for the save."

"You're welcome. Do you know those guys?"

"No, but I've seen one of them before hanging out in the magic shop. I think they're fraternity boys at the college. I guess not all trouble is supernatural around here."

"Nope, not always. I've had my fair share of those types in Cleveland before. I know how to handle them."

"You must be Buffy then."

"Wow, word does get around. Does everyone know who I am around here?"

"Actually, Jenny told me about you."

"Jenny? Giles' friend Jenny?"

"Yeah. I'm staying with her right now. She's kind of like, you know, one of those fun aunts?"

"Oh, so you're her niece?"

"No, we're not related. She was a friend of my mom's. I'm Tara by the way."

"Nice to meet you, Tara. I could walk with you home."

"Thanks. Hey, sorry to hear I missed all the hellmouth fun the other night. I was working."

Buffy laughed. "That's okay. From the looks of this town, I'm sure they'll be plenty more opportunities for you to see a hellbeast."


"Damn it, Declan! This is all your fault!" Gunner yelled as the three headed back to campus.

"My fault? Why is it my fault?"

Gunner stopped walking and turned around to face him. "Because if you hadn't wanted that magic shop girl so bad, we'd probably would have found some other girl by now!"

"Hey, no way, man! Marcus wanted her too! He said she'd be an easy target since she was walking home alone!"

"How was I supposed to know that other girl would show up?" Marcus said. "Who was that anyway?"

Gunner shook his head. "I don't know, but we don't tell anyone we got beat up by a girl. Understand?"

Declan and Marcus nodded in agreement.

"Alright, listen. We have a week to get the girls we need. I say we go back to campus. Some of the night classes are probably letting out right now. And people are out late since it's Friday. Maybe we'll get lucky."


"So, how long have you lived here in Sunnydale?" Buffy asked as she and Tara walked along the sidewalk.

"Actually, I just moved here not too long ago. A little over a month maybe?"

"Okay, let me think about that. I know why I'm here, but why would you want to move here? It's not exactly…well, how do I put it? There's a lot of vampires here."

Tara laughed. "I know."

"So what made you move here?"

"Other than the small class sizes? I just needed a change is all. A fresh start. I know it might seem a little crazy to switch schools in the middle of my senior year, but I was having a really bad year. My mom and I were really close, but she died. And after that, I just wanted out. And my mom had met Jenny on some online forum and became good friends with her. Jenny and I talked a lot after she passed and that's when she invited me to come stay with her."

"Your father didn't have a problem with you moving out?"

"No. Well, I think he did at first, but my father and I never really got along. Actually, come to think of it, neither did my mom and dad. I think they were just staying together for me and my brother, but really, a divorce would have been better for us all. In any case, my father and I just weren't close. He was always critical of my lifestyle choices. I think maybe he thought if I was out on my own for a while, I would 'come to my senses'. But I don't want to move back. For the first time in my life, I feel free from them, and that suits me just fine."

"I'm really sorry about your mom. Was it sudden?"

"No. Actually…yes. It was sudden. It's always sudden. It doesn't matter if you have months to prepare and say goodbye. You never know when it will happen, and when it does, it's always unexpected. And you're never really prepared for it."

"I'm sorry."

"I miss her every day, but I know she's not in pain anymore. Just knowing she's at peace now sometimes gives me comfort."

"I know how you feel. I lost my mom too last year."

"It's hard for others to understand how you feel unless they've gone through it."

"Yeah. They say they know how you feel, but they don't really. Not always. And they say it'll be okay in time."

"But it's not."

Buffy nodded. "Right. It's not really. It's never okay. You just always walk around feeling like there's a piece of your heart ripped out and missing."

"I just feel hollow, like there was a hole in my heart and with every day, that hole just keeps getting bigger. I'm sorry about your mom. I guess you needed a change of scenery too, huh?"

"Yeah, in a big way. And I don't get along with my dad either. My parents actually did divorce, but after they separated, we were never really close anymore. We just argue most of the time now, if he ever remembers to call at all."

"Well, this is my stop," Tara announced as she stopped in front of a house.

Buffy stared at the two-story house. She had seen this house before. It looked exactly the same with the same familiar trees flanking the sides of the house and the same rows of bushes lining the porch. She half expected her mother to poke her head out the door until she realized what reality she was in.

"Buffy?"

Buffy looked at Tara, realizing she had been talking to her. "What?"

"I was just saying I'm home. Are you okay? You suddenly look as white as a ghost."

"Oh, I'm fine. I just had a déjà vu sort of moment. I…I've seen this house before."

Tara smiled. "Yeah, I get those déjà vu moments too. Eerie, huh? Well, maybe I'll see you around?"

"Yeah. See ya."

Buffy watched Tara head up the sidewalk to the familiar house on Revello Drive, then waved once she reached the door.


On her way home, Buffy caught up with Angel.

"Hey, busy night?" Buffy asked.

Angel nodded. "Yeah. The docks are fairly active tonight."

"So is the rest of the town. I think I'm ready to call it a night. What about you?"

"Yeah, I think we've done enough good for tonight."

As they walked, Buffy caught Angel looking at her with a puzzled expression on his face.

"What?" she asked.

"Have you been fighting…humans?"

"How did you…? Oh right, your keen sense of smell. Yeah, I ran into some frat boys roughing up a girl. I taught them a lesson and sent them on their way."

"Is the girl okay?"

"She's fine. Her name is Tara. You'll probably meet her later. She seems really nice."

"Well that's good."

"I think we could even be friends. It's so weird to think that I could actually have friends again."

"I'm your friend, right?" Angel asked, smiling.

"Of course. I just meant regular kids. But I guess they're used to things going bump in the night. I mean, vampires took over their town, so they get it. They look at me like I'm a hero rather than some kind of freak with a vivid imagination. It's nice for a change."


Buffy arrived at the high school in the middle of a class change on Monday morning. She fought her way through the crowds of students, which brought back memories of her old high school days. At least she didn't have a class.

"Buffy! Hey!"

Buffy stopped and looked for the voice who called her.

"Over here!"

She saw an arm waving just ahead and headed in that direction. "Hey, Amy."

"Hey. I was just on my way to my locker. You want to walk with me?"

"Sure." Buffy walked alongside Amy as she took in all the sights and sounds of the school hallways. "Wow, this brings back some memories. I hated high school."

"Who doesn't? Well, I had a friend once who loved school, and she was super smart. But she…well, you know."

"I didn't mind the social parts of school. It was just the classes that got in the way."

"Oh, my locker's over here."

As they turned the corner, Buffy suddenly collided with a group of girls, causing one of them to drop her books on the floor.

"Oh god, I'm so sorry," Buffy apologized as she bent down to pick up the girl's books.

"Look what you made me do!" she snapped. "You made me break a nail! And I just got a French manicure."

"Oh boo hoo," said Amy. "Poor Harmony has a broken nail. It's the end of the world."

Buffy handed the books back to Harmony, who snatched them back and glared at Amy. "You better watch what you say to me, Witch Girl."

"I think it should be the other way around," Amy said. "Maybe you should watch what you say to me. Otherwise I might have to put a hex on you."

"Ooo, I'm shaking in my boots! So, who's the clumsy new girl? Grooming another one to be just like you in your witchy ways?"

"You don't know who she is?"

Harmony stared at Buffy. "Let me guess. Someone who's in desperate need of a plastic surgeon? You know, you should really call one. Maybe they could fix that ugly scar on your lip."

"Oh sure, why didn't I think of that?" Buffy said sarcastically. "I guess I was too busy saving the world."

"Harmony, this is Buffy. The vampire slayer."

"Oh, right. Yeah, thanks for saving our town and all. But if you had been here sooner, maybe poor Cordelia and Michelle would still be alive." Harmony looked at her friends behind her. "Come on, girls. Let's stop wasting our time talking to these losers. That hot new guy Joshua is in our French class. Don't want to be late, do we?"

Harmony pushed her way between Buffy and Amy and walked away, her entourage following behind.

"Wow, what a bitch," Buffy said.

"Yeah, that she is. Pretty much all you need to know about Harmony is that she's rich, and she's a bitch."

Buffy nodded. "Okay. Rich. Bitch. Got it."

"Don't forget ditz," Larry said from behind them. He came around and put his arm around Amy's shoulder.

"Oh yeah, she is kind of ditzy," Amy agreed. "One time in our human reproduction class, she actually asked if sperm had eyes. She gives us blondes a bad rap."

"So, Buffy, are you going to come to school here now?"

Buffy shook her head. "No, I dropped out last year. I gave it up to take up slaying full-time."

Amy opened her locker, checking the mirror on the side door. "I wish I could drop out and take up magic full-time. But my dad would kill me if I did."

"Must be nice not to have your parents dictating every aspect of your life," Larry added.

"Not really. I'd give anything to have my mom be alive to ground me one more time."

Larry frowned. "Oh…I'm sorry."

"Excuse Larry. He tends to stick his foot in his mouth."

"It's okay. It's nice to have some freedom once in a while too though."

"So what about your dad?" Amy asked. "Where's he?"

"He's still in L.A. We don't really talk anymore. We used to be close, but ever since the divorce, we kind of drifted apart. If we do talk, all we do is fight."

Amy took her books out of her locker and closed it shut. "I can relate. When my parents divorced, my mom became a real bitch. But that's a story for another day. Right now, I have English class. Later, babe." Amy turned toward Larry and gave him a quick peck on the lips, then waved and headed down the hall for class.

"Well, I guess I better go too. I've got a history test. School sucks."

"Good luck."

Larry walked to the classroom across the hall, but turned back around and smiled at her. "Thanks. I need it!"


Buffy entered the library and looked around, not immediately seeing Giles. "Giles? You here?"

From behind the counter, Giles suddenly popped up, surprising her.

"Oh, you are here."

"Good morning, Buffy. Just emptying the book drop," he explained, placing a small stack of books on the counter and bending down to grab another handful. "So, how was patrol this weekend?"

Buffy leaned against the counter. "Well, I'd say this place is a whole lot more active than Cleveland."

Giles placed the second stack of books on the counter and straightened his glasses. "Yes, I suppose that is an accurate assessment. The Sunnydale Hellmouth is much larger than its Cleveland counterpart. How bad was it?"

"Just mostly a lot vamps. And pretty much everywhere."

"Yes, I would imagine so. The vampires had rule of the town just a few months ago. It may be a while before we can see significant decreases in their population."

"Oh, and I met Tara Friday night. Some guys cornered her in an alley and tried to rough her up."

Giles suddenly looked concerned. "Is she alright?"

"She's fine. I have really good timing."

"Vampires?"

"No, just some frat boys looking for a good time I'm sure."

The library door opened and a short, balding man walked inside. "Mr. Giles?"

"Yes, Principal Snyder, what can I do for you?"

"I need to borrow the extra overhead projector for the staff meeting this afternoon. The one in the conference room appears to be broken."

"Yes, of course. I'll get that for you right now."

As Giles went to get the overhead projector, Snyder ambled up to the front desk where Buffy was standing. Snyder looked at his watch, then gave Buffy a disapproving stare. "Young lady, shouldn't you be in class right about now?"

"Oh, I'm not a student here."

Just then, Giles wheeled out the cart holding the overhead projector.

"You're not a student here? Then who are you? You don't have a visitor's pass."

"Oh, Principal Snyder, this is Buffy Summers. She's a student at the university. She's sort of my…student intern. She'll be doing some volunteer hours here in the library for one of her classes."

"Oh, is that right?"

Buffy nodded and played along. "Yes, that's right."

"So, Miss Summers, you have an interest in becoming a school librarian one day?"

Buffy put on a fake smile. "Well, I do love books!"

"That's surprising. Looking at you, I would never imagine you would be the book-type. Well, that's very admirable. Good for you." He then looked to Giles. "Mr. Giles, fortunate for you and Miss Summers, I don't have a problem with you having a student intern, but in the future, you need to clear things like this with me first."

"Yes, sir, I understand."

"Good." He nodded at them both. "Have a good day." Principal Snyder grabbed hold of the projector and wheeled it out of the library.

"Well, he seems like a very…pleasant man," Buffy said sarcastically. "I bet he just puts the word 'pal' in 'principal', doesn't he?"

"None of the students like him. For that matter, none of the staff do either."

"I can't imagine why. He has such a great personality! So, does this mean I have to be your volunteer now?"

"Well, I actually could use some help around the library. Shelving books, dealing with students, that sort of thing. And it would give us some time to train together without arousing too much suspicion. Hopefully my watcher skills haven't atrophied too much. It has been a while. So, what do you say?"

"I guess it would give me something to do during the day. I do kind of miss the non-school parts of school. And even though I'm not one for books, I do know my way around them. My watch—Wes, he owned a bookstore. Okay, I'll do it."

Giles smiled. "Very well then, it's settled. I look forward to this."

"Just one question. This volunteer gig…it doesn't exactly pay anything, does it?"

Giles gave her a pointed look.

"That's what I figured. Just checking."


Buffy watched as Giles wheeled out a cart of books from behind the counter.

"Now, these are books ready to be put back on the shelves," he explained. "But first, before we do that, we must put them in order."

"Why waste time putting them in order on the cart when you're just going to put them on the shelf anyway?"

"Because otherwise you'll be running all over the library. Trust me, this way is a lot easier. Now, fiction books of course are put in alphabetical order by the author's last name, then by title, and the non-fiction are put in order according to the Dewey Decimal System."

"The Dewey what?"

"The Dewey Decimal System."

"I don't know what that is."

"Why don't you just leave those to me for now."

"Rupert?"

Giles turned around, his expression brightening at Jenny walking into the library. "Jenny."

"I have a software update for you," she said, waving around a disc. "I'll just do that for you if you'd like."

"Yes, very much so. Thank you."

"You're welcome. Hi, Buffy."

"Hi, Jenny."

"Oh, Jenny, Buffy's going to be my volunteer here around the library."

"Oh, wonderful." Jenny turned to Buffy and cupped her hand around her mouth. "He needs all the help he can get."

"I heard that," Giles said.

"Are you sure you don't want to pay me for this?" Buffy asked, looking up at Giles.

"No payment, hence the word 'volunteer'," Giles said with a smile.

"If you're looking for an actual job, there may be something at that magic shop on Maple Street. The girl staying with me right now, Tara, she works there part-time. She's your age."

"I met her. And I'll think about it. Thanks."

"Did Tara tell you what happened Friday night?" Giles asked.

Jenny suddenly looked concerned. "Tara didn't tell me anything. She came home after work and went straight to bed. Why? What happened?"

"Some guys just tried to rough her up when she was on her way home," Buffy said. "But don't worry, she's fine."

Behind them, the door opened, and Giles looked over Jenny's shoulder to see the very girl in question walk in. "Ah, Tara, your ears must be burning. We were just talking about you."

"You…were?"

Jenny marched toward her. "Tara, why didn't you tell me what happened to you after work Friday night?"

"I'm sorry, Jenny. I just didn't want to worry you. Besides, I'm fine."

"I've told you before, Tara, if you want me to give you a ride home at night, I don't mind."

"I know. But trust me, I'm fine. Really. Look, it wasn't a gang of vampires or anything. It was just some boys who probably had too much to drink. I'm sorry."

"Just be careful. Please."

Tara nodded. "Don't worry. I'll be more careful."

"I'll walk home with her," Buffy said to Jenny. "I'm usually out on patrol anyway."

Jenny looked to Tara, then to Buffy. "Okay. Well, I'm going to get Rupert's computer updated."

Once Jenny left, Buffy turned to Tara. "I'm not trying to say you can't take care of yourself."

"Oh, that's fine. I actually wouldn't mind the company. The walk home is kind of lonely and well, to be honest, I do get kind of nervous when I have to close shop."

"Well, I'm going to go," Buffy announced, grabbing her jacket from the back of the chair.

Giles looked up from the book cart. "But I thought you were going to help me shelve these."

"Oh, right. Well, sorry, Giles. I don't really want to right now. I'm kind of tired. I had a busy night, you know? I'll help you tomorrow. See ya."

Buffy headed out the library door, and Giles sighed.


"Oh, guess what?" Buffy said to Angel as they walked among the headstones in Restfield Cemetery. "I got a job."

"Oh yeah?"

"I'm going to help Giles in the library."

"Well that sounds good." Angel stopped for a moment and sniffed the air. "Let's head this way. I have a feeling trouble's lurking around here."

Buffy followed Angel and continued their conversation. "There's only one problem with the job."

"What's that?"

"Well, it doesn't exactly pay anything. Not that we're exactly hurting for cash right now after our Vegas vacation. But still…it would be nice to get paid."

Angel glanced at her, confused. "He's not paying you for a job?"

"Well, technically, it's really more of a volunteer thing. I'm helping him shelve books in the library."

Angel smiled. "So let me get this straight. You're doing his job for him? And you're not getting paid for it? I never knew you liked books so much."

Buffy smacked him on the shoulder playfully. "I don't! It's just an excuse to hang out at the library. It kind of looks weird for a high school-aged girl not in school to be hanging out at a school library all day. You know? Besides, it gives Giles and I time to train together since he's my new watcher and all. In the unofficial capacity, of course."

A rustling sound near some bushes caught their attention.

"Something's over there," Angel said.

"And probably not an animal," Buffy added as the two ran to the bushes to investigate.

A giant tentacled demon jumped from the bushes and charged toward them.

"What is this? Attack of the octopus?" Buffy muttered.

While Angel tackled the demon to the ground, Buffy reached for the knife in her ankle holster and held it up, prepared to use it.

Angel and the demon rolled around on the ground a few times when suddenly, the demon swatted at Angel with its one of its tentacles, hitting him in the face. Momentarily stunned, the demon got the upper hand and was back on its feet.

"Hey! Shouldn't you be in an ocean somewhere?" Buffy yelled as she charged toward the creature with knife in hand. Buffy was unprepared though for the strength of the demon, which immediately knocked the knife out of her hand with a tentacle. Buffy rubbed her hand, still feeling the sting from it.

From behind, Angel grabbed hold of the demon, attempting to stab the demon with his own knife, when the demon's tentacle swatted at Angel again, pushing him down on the ground.

Buffy found her knife on the ground, prepared to attack again, but the demon, seeing both of its opponents distracted, suddenly ran off into the woods.

Deciding to regroup, Buffy turned her attention to Angel. "Are you okay?"

"Yeah, I'm fine." Though he held his hand to his face to stop the bleeding near his eye.

"What the hell was that? Octo-demon? I've never seen anything like that."

"Me neither. But it's definitely up to no good."


The next day, Buffy found Giles, Oz, and Larry all in the library.

"Perfect, you guys are here. You know a lot about demons. I need your help."

"Is everything alright?" Giles asked, concerned.

"Angel and I ran into a strange looking demon on patrol last night. It got away though."

"What did it look like?" Larry asked.

"Well, ugly, slimy. Tentacles everywhere. Looked like a mammoth octopus. Do any of you know what it is?"

Giles frowned and thought for a moment. "Hmm, I don't recall ever coming upon a demon that fits that description."

"You don't know what it is? You're kidding, right? You're a watcher, you live on the hellmouth, and you don't know what it is?"

Giles straightened his glasses. "Well, there are thousands of species of demons, Buffy. It would be nearly impossible to know every single one of them. Not to mention the fact that some species interbreed, thus creating entirely new species of demons."

"Where did you see this demon?" Oz asked.

"At Restfield Cemetery near the woods."

"That's not really a big wooded area," Larry said. "It just sort of separates the cemetery from the UC Sunnydale campus."

"Well, I suppose you all know what this means," Giles said as he headed into the cage and pulled out a few volumes of dusty old books. "We need to research."

"Oh goody, my favorite thing," Buffy said sarcastically as she took a seat at the table. "I was hoping you could just tell me what it was."

At that moment, Amy and Tara arrived at the library. Amy took one look at Giles piling books on the table and started to back up, not keen on researching right now. She was too late though, for Giles had already spotted them.

"Ah, Amy, Tara, good timing. We're researching. Come help."

Amy looked to Tara and rolled her eyes, then reluctantly joined the group at the table.

"What are we researching?" Tara asked.

"Octopus demon," Larry answered.

"A…what?"

"We don't know what it is," Buffy explained. "But it looked like a cross between an octopus and a giant spider. Actually, come to think of it, it looked more like a cross between an octopus and that plant in Little Shop of Horrors. Whatever it was, it was mean. And big. Oh, and ugly. They're always ugly."


Tara was just closing the register when she heard the door open.

"I'm sorry, we're just about to close—oh, hey, Buffy."

Buffy, with Angel behind her, walked into the shop. She gazed around at the shelves lined with jars containing unknown contents inside. Over on the other shelves, she found a display of crystal balls along with charms and tarot cards.

"Wow, this place has just about everything."

"I love it here," Tara said with a smile. "Not only is it quiet enough to get my homework done, but it also gives me a chance to practice some spells in my downtime."

"Oh, so then you're a witch like Amy," Buffy said.

"Yeah, but she's way more advanced than me."

Buffy glanced behind her, seeing Angel standing quietly near the doorway, and realized she hadn't introduced them. "Oh, Angel, this is Tara. Tara, this is Angel."

Tara extended her hand. "Hi, it's nice to meet you. I've heard so much about you."

Angel grinned. "Only the good things I hope."

Tara laughed. "Of course. If you two will just give me a moment to get my things, I'll be ready to go."

"So do you close up shop every night?" Buffy asked as Tara retrieved her purse from behind the counter.

"Oh, no, not usually. But Bob, he's the owner, his mother is in the hospital and so he's allowed me to pick up a few extra hours."

Buffy and Angel waited by the door while Tara gathered the rest of her things. A few moments later, she turned off the light and locked the door.

"Thanks for walking me home," she said as she put her keys into her pocket. "I mean, don't think I can't take care of myself. I carry this everywhere I go." Tara reached into her bag and held up a crucifix. When Angel suddenly shied away, she realized she held it too close to him. "Oh, sorry. Forgot."

"That's alright."

"Wow, guess that thing really works. What I was saying is that Jenny is a little overprotective of me."

"Well, you said she was a friend of your mother's right?" Buffy asked.

"Yeah, I guess that's why. So, busy night around here?"

"Isn't it always?" Buffy joked. "Actually, Angel and I were just about to patrol. We thought we'd check out the cemetery to see if we run into that demon again. And this time, we're prepared."

Angel and Buffy both held up the battle axes in their hands.

Tara's eyes widened. "Must be a big demon."


After seeing that Tara got home safely, Angel and Buffy patrolled the cemetery. They had several encounters with vampires and one with a Fyarl demon, but there was no sign of the octo-demon from the previous night.

"That's weird, right?" Buffy remarked as she and Angel headed for home. "It attacks, then runs away. And now it's nowhere in sight."

"It's my fault it got away," Angel said. "We could have taken it on. We've fought far worse."

"Don't blame yourself. That demon packed quite a wallop. Besides, you could barely see out of your eye. How is that by the way?"

"It's better."

They arrived back at the apartment a few minutes later, and Buffy called dibs on the shower. Angel heated up a cup of blood in the microwave as he got ready for bed himself.

Since he and Buffy had arrived here to his old place, Angel took to sleeping on the couch again. It wasn't that he didn't enjoy sharing a bed with Buffy, but with each passing day, it was getting harder to resist her. That was dangerous in Angel's mind.

Buffy tried to convince him otherwise, saying it was silly to sleep on the couch when they had a perfectly comfortable bed right there. What was the big deal anyway? Hadn't they shared a bed numerous times already?

Yes, they had. The problem was that Angel had started to enjoy it a little too much. So Angel behaved like a gentleman, and Buffy pouted about it. But what else could Angel do? He had to be strong and not give in.

Easier said than done.

The bathroom door opened and steam billowed out, bringing with it the floral scented shampoo Buffy always used. Angel watched as she went to the kitchen to get a glass of water. Her hair was combed, though still damp from her shower.

She was beautiful.

Buffy downed the water and placed the glass back on the counter. When she turned around, she saw Angel looking at her and smiled. "What?" she asked, suddenly feeling self-conscious.

"Nothing. I was just wondering if you were going to bed soon."

"I am. I'm exhausted."

Buffy crossed the room and turned off the lamp. In the darkness, Angel watched as Buffy climbed into bed and under the covers. He continued to stare at her for several more minutes, smiling because she was probably unaware that he was watching her.

"Angel?"

Angel nearly jumped as he saw the white of Buffy's eyes staring at him.

"Yeah?"

"I just wanted to say goodnight."

"Oh. Goodnight. Sleep well."

"You too."

Buffy turned on her side toward the wall and adjusted her pillow. Angel sighed, then closed his own eyes.


Giles sat at the counter reading the morning's paper while Buffy organized books on the cart.

"Okay, I have a question," she said. "What about titles that start with 'the'? Do you alphabetize that under 'T' or the next word?"

Giles continued to read his paper, having not heard her question.

"Giles?"

Giles turned at the sound of his name. "Yes?"

"Okay, what is it? You've got that pensive watcher look on your face."

"'Pensive watcher look'?"

"Anytime Wes read the paper and it was bad news, he'd get that look on his face too. So what's wrong?"

Giles held up the paper, showing Buffy the picture of the girl on the front page. "This girl is missing. She was last seen leaving the coffee shop on campus at UC Sunnydale. She had been going back to her dorm room but her roommate said she never came home."

"Are you thinking she ran into trouble? Like those same guys Tara ran into?"

Giles shrugged. "I don't know. I suppose it's possible. The university isn't far from the magic shop. It may not be related at all, but when you patrol, why don't you keep an eye out for trouble."

"I always do."


"I used to want to go to a college like this," Buffy told Angel as they patrolled around campus. "I used to think it would be fun to be on my own, make friends with all the girls in my dorm, schedule my classes in the afternoon and sleep as late as I wanted to."

"You could still go to college someday."

Buffy laughed. "Sure, and rack up thousands of dollars in tuition bills? No thanks."

"You could get a scholarship."

"Oh yeah, I'm sure they'd all be clamoring to give a high school dropout a free ride."

"Then why don't you go back to high school?"

Buffy stopped walking and looked at Angel. "Because, Angel, this is my life now. If my mom was still alive, yeah, I'd probably still be in school. I'd go to college like everyone else. But I'm not everyone else. I'm the Slayer. I have a job to do. Besides, even if I went to college, what would I study? Last time I checked, there was no course called Slayer 101, you know?"

"Well what did you want to do before you became a slayer?"

"It doesn't matter."

Buffy began walking again and Angel caught up to her. "I'm just curious."

Buffy shrugged. "I don't know. I never really gave it much thought to be honest. As long as I had a mall and Daddy's credit card, I was happy. But it doesn't matter. Even if I went back to school, even if I went to college, I probably wouldn't finish it anyway."

"Sure you could finish it. If you were committed to it."

"No. I meant I'd probably be dead before graduation."

"Don't say that."

"Look, I know it's a grim thought, but let's just face the facts here. I'm a slayer. I face danger every night. It's not exactly like I have a long life span. Slayers die young."

"Not if I can help it."

Buffy smiled. "Thanks, that's sweet of you. But we all know no one lives forever. Except for maybe you of course."

A piercing scream interrupted their conversation.

"We've got trouble," Buffy said as she ran toward the scream, Angel right behind her.

Just outside one of the classroom buildings, a girl was struggling against three guys.

"Hey!" Buffy yelled to get their attention.

When her attackers saw her and Angel coming, they immediately let the girl go and took off.

"That's them," Buffy said. "That's those same guys that attacked Tara."

"Are you sure?"

"Positive. I'd recognize those wimps anywhere."

They approached the girl, who seemed to be trying to catch her breath as she gathered up the books she had dropped.

Angel reached for one of them and handed it to her. "Are you alright?"

"Yeah, I think so. Thanks to you. You two have great timing."

"Do you know those guys?" Buffy asked.

The girl shook her head. "Not really. The tall guy is in one of my classes, but I don't know what his name is. I think they're members of one of the fraternities."

"Do you know which one?"

The girl shook her head. "Sorry, I don't. Thanks for the save again. I really need to get back to the dorm."

"You're welcome."

Buffy watched the girl as she rushed off, then turned toward the direction the frat boys went. "I think we just found our reason for that missing girl."

"Let's go find them," Angel said.


"That way," Angel pointed, leading them down a pathway through a wooded area. At the end of the path, a house came into view.

"Zeta Kappa," Buffy said, reading the sign on the building. "This is it."

Buffy started toward the house, but Angel held up a hand, stopping her. "Hold on."

"What is it?"

Angel sniffed the air and frowned. "That demon from the other night. It's been here."

"Do you think it's still here?"

"I don't know, but it's definitely been through here. Come on, let's go inside. We can look for the demon later. Right now, let's see if we can find that missing girl."

Inside the fraternity house, it was quiet, save for the corner of the house where a group of guys were huddled around a video game.

"Where did the guys go?" Buffy asked.

"They live here, so it's hard to tell," Angel said. "There scent is everywhere."

"Let's try down here," Buffy suggested, pointing to darkened hallway.

At the end of the hallway was a door. Angel opened it and glanced at Buffy. "It's a basement."

When they reached the bottom of the stairs, they didn't see the guys. But someone else was there.

A girl was chained and gagged to the wall, and Buffy recognized her as the girl from the paper.

"Oh my god," Buffy said, running to the girl and taking the gag out of her mouth. "Are you okay?"

"Please just get me out of here!" the girl begged. "There's a key over there!"

Angel looked to where the girl pointed and grabbed the key. He handed it to Buffy who went to work at freeing the girl.

There was a loud thump from somewhere behind them, catching both Buffy and Angel's attention. From behind a door, there was a muffled sound.

"Is there another girl here?" Buffy asked.

The girl nodded. "Yes."

Angel ran to the door and attempted to open it. It was locked of course, so Angel kicked it open. Inside, he found two more girls bound and gagged to a chair. Angel quickly untied the girls and took the gag from out of their mouths. "Are you two alright?"

"We are now," said one of the girls as she hopped up from the chair. She then left the basement in a hurry on the heels of the other two.

"They sure were in a hurry to get out of here," Angel said.

"I would be too. This place creeps me out."


Gunner picked up a chair and threw it, causing Declan and Marcus to flinch. Ever since he had discovered the girls weren't in the basement anymore, he had been in a foul mood.

"Relax, man. We'll figure something out," Declan said.

"Relax?" Gunner laughed. "Relax? We need those girls in two days!"

"Then we're just going to have to go out and find more girls!" Marcus said.

"Yeah, that's what we'll do," Declan said. "We could go to that coffee shop. A lot of chicks hang out there at night."

Gunner stopped, then suddenly smiled. "Wait a second. I have an idea. We won't go out and get anymore girls."

"But, Gunner—" Marcus started.

"No, listen. We won't go out and get the girls, because we're going to let the girls come to us."

"And how are we going to do that?" Declan asked.

Gunner smiled. "We have a frat house. We're going to have a party Friday night."


The next day, the gang was back at researching again. Giles, having the idea that he had something in one of his books at home, left to go retrieve them from his apartment.

He perused a few volumes, hoping for some sort of picture or description of the mysterious demon that Buffy described as looking like an octopus. Then, he happened to look in one more book and couldn't believe his luck. He found exactly what he was looking for. Or at least, he was almost certain he had…


Giles rushed back to the library with the book in hand.

"Oh good, you're back," Buffy said. "Can we please stop researching now?"

"I found something," Giles announced as he placed the open book in front of Buffy. "Is this what you saw?"

Buffy examined the sketch in the book. "Yeah, that's exactly what I saw. What kind of demon is it?"

Giles straightened his glasses. "Well, it's actually not a demon at all."

Buffy glanced at him, confused. "It's not a demon?"

"No, it's not a demon, because it's an alien."

Buffy looked at Giles with her jaw dropped. "An alien? I've got enough to deal with here on Earth. You mean now I have to worry about extraterrestrials too?"

"Yes, well, it would appear that all things sinister are attracted to the hellmouth, no matter where in the universe they are." Giles moved the book to the center of the table for everyone to see. "They've visited our planet before. Fortunately someone was wise enough to document the encounter."

"What do they want?" Oz asked.

"What do most aliens want?" Larry said. "They want us to take them to our leader!"

"Or according the movies, world domination," Buffy added.

"I'm afraid Buffy's right," Giles said. "Although encounters with aliens are rare, it's more likely that they are here to do more harm than good. Especially this species of alien."

"Why do you say that?" Amy asked.

"Well, from the notes in this book, it appears their main objective is the procreation of their species. A method which involves implanting their embryos into the body of a human host. A female host."

Amy's jaw dropped. "They what?"

"Oh, kind of like those xenomorphs in Aliens," Larry said.

Buffy reached for the book and took another look at the picture. "So they impregnate women and what, their offspring is some sort of half-human, half-alien breed?"

"No. The offspring is entirely alien. It merely needs an incubator. The gestation period is rather short. Just forty-eight hours."

"And what happens to the innocent woman after that?" Tara asked.

"She dies."

"Okay, I'm going to ask the question that everyone is thinking," Larry said. "Exactly how does this alien go about doing…you know? The 'implantation'?"

Amy smacked him on the arm. "Gross, Larry! Can't you think of anything else other than stuff like that?"

Larry shrugged. "What? It's a valid question."

"I'm actually curious about that myself," Oz said.

Giles glanced at the boys. "It doesn't say."

"So, how do we stop this alien?" Buffy asked.

"Well first of course, we must find her. She has a voracious appetite and will be constantly on the move before she's ready to…er…transfer her embryos."

"What does she eat?" Oz asked.

"Probably humans," Larry said. "Please tell me not humans."

"Humans, animals, anything she can sink her teeth into," was Giles' answer.

"So when we find Octo-Mommy, how do we kill her?" Buffy asked.

Giles shrugged. "Well, the normal way I suppose. But she's very strong, and she has eight tentacles that deliver a stinging blow to anyone they come in contact with."

"Yeah, I have a welt to prove it," Buffy said, holding up her hand which was still bruised from the other night.

"My suggestion is to stick close to the university and graveyard. If she was spotted in those areas, chances are she will return."


"An alien, huh?" Angel said as he and Buffy made their way through the cemetery toward campus. "I could say I'm surprised, but to be honest, nothing much surprises me these days."

"So, where should we start?"

"Why don't we start where we first saw her, then go from there."

"Lead the way," Buffy said and followed Angel.

They found the bushes where they first spotted the alien, and Angel walked along the wooded area until he picked up the alien's scent. The trail led them into the wooded area which was full of twigs and leaves that crunched when stepped on.

Eventually, the trail led to campus, and Angel and Buffy continued to follow it until they came upon the Zeta Kappa fraternity house.

"The frat house again," Buffy said.

"Which brings us right back to where we started," Angel said. "Look what's over there."

Angel pointed behind the house, and Buffy then realized they had gone in a circle. "That's the same wooded area we just left. I didn't realize the frat house was here."

"It was hidden behind the trees."

"So now what?"

Angel shrugged. "It's moving too much. It's hard for me to pinpoint exactly where it went."

"It's definitely somewhere near here," Buffy said, holding her weapon a little tighter.


Giles looked up from his computer at the sound of someone rapping on his door. He turned around, seeing Buffy standing in his office doorway.

"Bad time?"

"No, not at all," Giles said, wheeling away from the computer and rubbing his eyes. "I could use a break from that blasted thing anyway." Buffy smiled as Giles straightened his glasses. "Any sign of the alien last night?"

"Yes and no." Buffy followed Giles as he stepped out of his office. "She's been all over campus. Angel was constantly picking up her scent. But every time we would follow it, the trail would end cold. It's like she's going around in circles."

"It's foraging for food," Giles said, consulting his text again. "But my instinct tells me she'll settle down soon enough. She has to be ready to transplant her embryos soon."

"So I should patrol campus again?"

"Was there any particular place Angel picked up her presence the most?"

"The Zeta Kappa house comes to mind."

"Oh, there's a party there tonight," Amy announced as she walked into the library, having overheard the last bit of their conversation.

Giles frowned. "A party?"

"Yeah." Amy dug a flyer out of her bag. "These were posted all over school this morning."

"Can I see?" Buffy asked, and Amy handed her the flyer.

"I was thinking of going if everyone else wants to. Are you game, Buff?"

"Can't. I have an alien to look for."

"Actually, Buffy, it might be a good idea."

Buffy turned to Giles with a surprised look on her face. "So wait, you're saying you actually want me to go to a frat party?"

"Yes, I think it would a good idea. You could keep an eye on things."

A slow smile spread across Buffy's face. "Okay, you are officially the coolest watcher ever."

"I'm not sending you there to party, Buffy. But if the alien is in the vicinity of this fraternity house, I'm afraid a large crowd would be simply asking for trouble."

"But I can still have a good time."

Giles sighed. "Just look out for anything suspicious."


Buffy set her keys down on the table and closed the apartment door. "Angel?"

He stepped out from the bathroom having obviously just taken a shower. "Yeah?"

Buffy stared at his bare chest for a moment before catching herself and remembering her train of thought. "I was just…wondering if you were here. You want to go to a party tonight?"

"What kind of a party?"

"A college party. At the fraternity house."

Angel frowned. "I don't think so."

Buffy watched as he walked over to the dresser and took out a shirt. "Why not?"

"I'm not really a…party person."

"Well truth be told, I'm not really going there to party. Though if I have a good time, that'll be a fringe benefit. Giles wants me to go. He thinks there's going to be trouble tonight."

"What makes him think that?"

Buffy shrugged. "Beats me. He gets these 'hellmouth vibes' or whatever. Must be a watcher thing."

Angel put the shirt on, disappointing and relieving Buffy at the same time. "Is this about the alien?"

"Yeah, though there's been no more sign of it. You don't think it phoned home, do you?"

Angel shook his head. "No. If it's here, it's not going anywhere until it accomplishes what it came here to do."


The party was already in full swing when Buffy, Amy, Larry, and Oz arrived. Music blared from a stereo somewhere as a group of students chanted around a fraternity boy guzzling beer from a keg.

"Oh yeah, this is definitely a frat party," Buffy said.

"I've never been to one. This is awesome," Amy said, then turning to Larry. "Well don't just stand there. Be a good boyfriend and go get me a beer!"

Larry sighed. "Sure. Anyone else. Oz? Buffy?"

"I'm cool man," Oz said.

"Me too. I should keep a clear head. I'm actually supposed to be working."

"But you can have a little fun!" Amy said as she linked her arm with Buffy's. "Let's go dance!"

Buffy smiled. "Okay."

Amy grabbed Buffy's hand and dragged her to where a few other students had congregated to dance. Buffy, feeling almost like her old self, couldn't help but start to have a good time.

"Too bad Tara had to work!" Buffy shouted over the music.

"Oh she won't miss this! Big crowds like this aren't really her scene! Hey, speaking of people missing out, where's Angel?"

"He didn't want to come. Frat parties aren't really his scene either."

"Too bad!"

"Your drink," Larry said, coming up behind Amy and holding two red Solo cups.

"Thanks, babe."

"Sure you don't want anything, Buffy?" Larry asked her.

"I'm sure. But thanks."

"Oh hey, that's my buddy Griff," Larry said. "I'm going to say hello."

"Okay, but don't take too long," Amy said in a flirty manner.

Larry smiled. "I won't. Be right back." He gave Amy a quick peck before rushing off to talk to his friend.

Amy turned to Buffy and rolled her eyes. "Griff was on the football team and Larry idolized him. He acts like such a fanboy whenever he sees him. Is Angel like that?"

"Like what?"

"Really into sports."

"Oh, actually no. He's more intellectual. He's like…oh my god. He's like Giles. Only, you know, not so stuffy and British."

Amy laughed. "He's definitely different. He's kind of got that, I don't know, that bad boy appeal. You know, like how he wears that leather jacket and all. But he's really not that bad of a guy. Even if he is a vampire."

"No, he's not bad at all."

"You two must have really hit it off in Cleveland."

"Yeah, we get along alright."

"If I didn't love Larry so much, I have to admit that it would be kind of cool to have a guy like that as a boyfriend. What's that like?"

"Boyfriend? Oh, no, Angel's not exactly my boyfriend."

Amy frowned. "Really? Cause you two seem really close."

"Well…we may have kissed a few times, but that's it."

"So what's holding you back?"

"It's…complicated."

"Oh no," Amy muttered.

"What's the matter?" Buffy asked, grateful to have the subject changed.

Amy leaned closer to whisper. "The Rich Bitch just arrived."

Buffy looked to the door and groaned. "Great. Well you know, a frat party just wouldn't be complete without the obligatory bitchy girl."

Harmony, who happened to make eye contact with them almost immediately upon arriving, walked over to them with her entourage close behind.

"Oh look, it's the Witch and the Slayer. I guess every party needs a crasher."

"Don't worry, I'm sure they meant to invite you," Buffy said.

Harmony rolled her eyes. "Come on, girls. I'm sure we can find someone way more interesting to talk to than these two."

With that, Harmony and her friends made their way over to a group of fraternity boys.

"God I can't stand her," Amy said, taking a swig of her beer.

"I think the feeling's mutual," Buffy said.


At some point, Amy and Larry slipped off upstairs somewhere, leaving Buffy to herself. Oz was fiddling with a guitar along with a few other guys, so Buffy decided it was time to get to work.

Outside, Buffy retrieved the axe she'd hidden behind some bushes. Clearly stakes and a knife weren't going to cut it this time. She wished that Angel had joined her, for she could use his keen sense of smell right about now, but she had learned a few of her own tracking methods. For one, the grass here had clearly been disturbed. Though from human, demon, vampire, or in this case, alien, she could not tell.

Buffy headed towards the back of the fraternity house. From back here, the music wasn't as loud as it was up front. She wasn't expecting to find anyone back here, so when she heard voices, Buffy stopped. She turned around but didn't see anyone behind her. Listening again, she realized the voices were coming from below.

Looking down to the ground, she saw a window that was opened slightly.

"The basement," Buffy said to herself.

Quietly, Buffy got down on the ground to listen. She couldn't make out what was saying, though she could hear both male and female voices. Buffy rolled her eyes. Probably some party goers having a good time.

Buffy stood up and dusted the dirt off her pants. She was just about to leave when she heard screaming. Obviously someone down there wasn't having much fun after all. Buffy took off and ran back to the front of the house. She pushed her way inside, apologizing for bumping into people as she ran to the door that led to the basement.

The door was locked. No surprise there, of course. She began whacking her weapon at the doorknob. "I knew this axe would come in handy."

Buffy headed down the stairs, and when she entered the basement, she found exactly what she had been looking for.

"Well I'll be damn. Octo-Mommy was here the whole time."

"Going somewhere, Blondie?" whispered a husky voice as someone placed a cloth over her nose.

Buffy struggled, her last thought before blacking out that there was probably chloroform on that rag.


When Buffy regained consciousness, she found herself chained to wall. Octo-Mommy was across the room, looking strangely like a mother about to give birth. If that wasn't bad enough, she realized she had Harmony and her gal pals for company as they were chained with her.

"Great," Buffy muttered under her breath.

"Buffy? Oh thank god you're alive!" came Harmony's whispered voice.

"So it would appear," she said as she took in her surroundings. She looked around the basement for her captors but didn't see them. Only Octo-Mommy was with them.

"Aren't you going to help us get out of here?" Harmony asked.

"Oh, so now you want my help."

"Well you're the Slayer! That's like, your job, right? Can't you do something?"

"I'm a little tied up at the moment."

Harmony glanced at the alien then turned to whisper at Buffy again. "What is that?"

"Trust me, you don't want to know."

The sound of footsteps coming down the stairs alerted the girls that their captors had returned. One of them was carrying another girl, and the two others rushed to assist him in chaining the poor girl to the wall. When that girl woke up, she was going to get a nasty surprise.

"So, this was your plan all along, huh?" Buffy said, giving her chains a shake. "Throw a party, grab some girls, give us up to the giant Octopus…"

Gunner turned to Buffy and smirked at her. "She's awake, boys." Gunner slowly made his way over to Buffy, leaning close enough so that she could smell the alcohol on his breath. "Declan and Marcus didn't want you here, but I knew you would show. I said I'd come back for you, Blondie."

"The name's Buffy."

Gunner just laughed. "She's last."

"Last? Last for what?" Harmony asked. "Who's first?"

Gunner turned to Harmony and grinned. "Why not you? You've got a mouth on you. I'm tired of hearing it."


Tara was finishing restocking the shelves when she heard the doorbell jingle. She groaned at the thought of a customer so close to closing time, but relaxed when she saw it was only Angel.

"Angel. Hi."

"Hi. Buffy's at that party on an assignment and I'm on patrol. I thought I'd stop by to see if you needed help getting home."

"Oh, thanks. That's really nice of you. You don't have to, though. I know you must be tired of babysitting me."

"I don't mind."

"Let me just get my things and I'll be ready to go."

Tara disappeared into the back while Angel stared at all of the mysterious jars and their equally mysterious contents. "Newt eyes?"

The doorbell jingled and Angel looked to see Giles, who seemed somewhat in a panic, rush in. "Did Buffy leave for the party already? She's not answering her pager."

"Hours ago," Angel said. "What's the matter?"

"I can't believe I didn't realize this before, but I didn't make the connection between the missing girls."

"Is everything alright?" Tara asked, looking confused as she walked out.

"Not sure," Angel said, briefly glancing at Tara before turning back to Giles. "Giles, tell me what's wrong."

"It's the alien. Jenny and I did a little more research on the species. They possess hypnotic powers."

"Meaning…?"

"Those fraternity boys are under control of this alien. The reason those girls have gone missing is because the boys are bringing them to her."

"I'll take care of it. Take Tara home," Angel said as he ran to the door, jostling the bell as the door slammed behind him.


"No! I don't want to be first!" Harmony begged.

"Don't worry. It'll be over with soon," Gunner said.

He walked away to assist the other men with preparations, and Harmony breathed a sigh of relief.

Buffy gazed up at the chains that anchored her to the wall. The more she pulled on them, the more she could see the screw at the top loosen. She could get free, but she'd have to put all of her strength into it.

"Eww! Oh my god, what's it doing?" said one of the other girls.

Buffy looked toward the alien, seeing several egg-like objects falling out of her.

"It's laying eggs!" said another.

"Oh my god! Is that thing going to eat us?" Harmony asked Buffy.

"No, it's not going to eat us."

"Oh good!" Harmony said, relieved.

"It's just going to kill us," Buffy said.

Harmony's eyes grew wide. "I WANT OUT OF HERE! HELP!"

Gunner laughed. "You think anyone can here you down here? Think again. No one can hear you over the music."

Harmony tugged on her chains a little more frantically, but only Buffy had the strength to actually break hers. With one more yank, Buffy was free.


Angel ignored his annoyance over the loud music as he fought his way through the throng of students. He couldn't explain it, but he had a sinking feeling that somehow, Buffy was in trouble.

He first found Oz, who seemed surprised to see Angel there. "Hey, man. Didn't think you'd show."

"Where's Buffy?"

Oz picked up on the panic in his voice and frowned. "Is something wrong?"

"Yeah. Where's Buffy? Have you seen her?"

"I saw her earlier with Amy, but I haven't seen her since."

"Where's Amy?"

"There are empty rooms upstairs and she and Larry have been drinking. Take a guess."

"We need to find Buffy. I can't shake this feeling that she's in trouble."

Oz got up from his place on the couch. "Let's go."


Giles did not take Tara home. Instead, he ushered Tara into his vehicle and took off on the same road as Angel.

When they arrived at the fraternity house, Giles pulled the car to the curb and pressed hard on the brakes.

"We need to hurry," Giles said as he threw off his seatbelt and urged Tara to get out.

"Giles, what's going on?" Tara asked as she followed him.

"It's the alien. Whatever's going to happen, it's going to happen tonight."

Giles ran up the steps of the house and was inside seconds later. "Go find Larry, Amy, and Oz," he said. "Tell them to head to the basement!" Tara nodded and left to go search.

"Now, on to fight an alien," Giles said to himself.


The guys were not immediately aware that Buffy had managed to get loose, and that was a good thing. It bought her precious time, even if it was only a minute. They seemed to be occupied with sterilizing several knifes, which Buffy though was pointless given the situation.

Buffy placed her finger to her lips, urging the other girls not to give her away, then ran across the room to retrieve her axe from the floor. It felt so good to be free and to have a weapon in her hand.

First things first. Buffy set her sights on Octo-Mommy and slammed the axe down on one of her tentacles. The alien squealed in anguish which got the attention of the boys.

HEY!" Declan yelled. "She got loose!"

From behind, Buffy could hear the boys running toward her. She ignored them and focused on the alien. The boys wouldn't have much of a plan left if Octo-Mommy was dead.

Buffy dodged a tentacle and swung her weapon again, this time hitting one of the eggs. Yellow and green slime splattered everywhere, and the alien began to make a grunting sound.

"Hello! Aren't you going to free me?" Harmony yelled.

Buffy swung at the alien again, but missed as the tentacle moved away. Then suddenly, to Buffy's horror, the grunting alien began to grow.

"Oh my god, what did you do?" Harmony said.

"I pissed it off," was Buffy's response as she watched the alien grow ten times her original size.


Angel filled Oz in on what was going on as they searched for Buffy. Angel's gut told him they would find Buffy the same place they found the other girls. Had the boys been smarter, they would have probably hid the girls someplace else. But Angel wasn't counting on these boys having too much intelligence.

The sound of a high-pitched squeal had both Oz and Angel plugging their ears. That was their first clue of where they were. The second being the busted door to the basement.

"In there," Angel said, though it was quite obvious.

Angel and Oz barreled down the steps. Once at the bottom, Angel paused to take in the scene. He saw four girls chained to the wall and one pair of chains missing a girl. For a very brief moment, he feared Buffy had been first. Then he spotted her fighting and felt foolish to doubt Buffy couldn't handle this.

At the moment, she was fighting off not only a giant alien, but the frat boys were at her as well.

"Come on!" Angel said to Oz as he ran into the fray to lend a hand.

Oz, however, remained there frozen.

Angel, oblivious to Oz's inaction, grabbed Gunner from Buffy and threw him to the floor. He was human, so he wasn't going to kill him, but that didn't mean he wasn't going to suffer.

Giles arrived then and spotted Oz. "What's going on?"

"The embryos," Oz responded. "We must preserve the embryos for implantation."

Giles frowned. "What are you…Oz, what's the matter with you?"

Oz walked over to where the egg-like embryos sat and picked one up.

"Right, the embryos," Giles said as he joined Oz.


Tara, having no luck finding Oz, had a hunch at where she might find her other friends. She knocked on every closed door upstairs, not going in, but calling for Larry and Amy. If they were inside, they would let her know.

"Larry! Amy!" Tara yelled as she knocked on another door.

"Go away!" cried the male voice inside that was definitely not Larry, or Oz for that matter.

Another door, no one responded, but she could hear moans inside. Tara rolled her eyes and headed back down the hallway. As she turned the corner, she literally ran into Larry and Amy.

"Oh thank god! I was looking for you!'

"Yeah, we thought we heard you calling for us. "What's wrong?"

"I'm not sure, but I think Buffy's in trouble. Giles says to head to the basement!"

Amy and Larry nodded and the three took off.


Buffy breathed a sigh of relief when she saw Angel helping her out. Now that she had some help, she could free the others.

Running over to Harmony, Buffy held up the axe in preparation to swing. "Don't move your hands," she warned just before the axe swung at the chains and freed her.

"Thank god!" Harmony said. "You took your sweet time rescuing me, didn't you?"

"Sorry, I just had a big ass alien to deal with first."

Harmony, seeing said alien running toward them, took her cue and ran out of the basement.

Larry, Amy, and Tara arrived just in time to see Harmony running out. "In there!" she screamed and took off down the hall.

In the basement, the three saw Buffy fighting a giant octopus-like alien, Angel fending off the fraternity boys, and Oz and Giles keeping guard over four giant eggs.

"What the hell is going on?" Amy said.

"And what are Giles and Oz doing just sitting there?" Tara said.

Suddenly Larry ran past the girls.

"Larry, you don't even have a weapon!" Amy yelled, but Larry didn't seem to hear.

Buffy took another swing at the alien but missed her target due to someone from behind grabbing her axe. She glanced behind her, thinking it was probably Gunner but surprised to see that it was Larry.

"Larry, what are you doing?"

"Stay away from her!" Larry yelled.

"Larry, what's wrong with you?"

Larry fought Buffy for control of the axe, but Buffy, stronger, took it back.

There was a strange look in his eyes which Buffy did not like. And now that she thought about it, she realized that same look was in the eyes of the fraternity brothers.

Larry started after her and Buffy ran, hurrying to free the remaining girls.

Declan and Marcus, having gotten away from Angel, ran to the girls and each grabbed hold of one. Larry grabbed the third.

Buffy looked around her, seeing that only herself and Angel were fighting. She'd have to figure out what was wrong with Larry and the others later. For now, she had a pissed off Octo-Mommy to deal with.

Taking yet another swing at the alien, Buffy this time aimed for her heart. Or at least, where she thought the heart might be. The alien stumbled back and landed on the floor with a thud. She didn't move at all after that. It was finally over.

Buffy stood for a moment and caught her breath.

"Let me go!" cried the girl that Larry held. Larry shook his head, confused at where he was, and let the girl go.

"Sorry. I don't know…what happened?"

The frat boys and Oz and Giles looked similarly confused.

"Are you guys okay?" Tara asked them.

Oz scratched his head. "What happened?"

"The alien," Giles said. "She has hypnotic powers. I believe we may have been under her spell."

"Dude, what is that thing?" Gunner asked as he walked up to the giant alien carcass.

"You mean you don't remember?" Buffy asked.

Gunner shook his head. "Did I chain you to a wall?"

"Is everyone okay?" Angel asked as he walked over to the group.

"Just a little confused," Larry said.

"What are we doing with these…eggs?" Oz asked.

"Embryos," Giles answered. "The alien had us all under her control."

"Except for me," Angel said.

"And me," Buffy added.

"Tara and I weren't either," Amy said.

"Of course," Giles said as he stood up and gazed down at the alien. "She has great hypnotic powers, but it only affects males."

"But what about Angel?" Buffy asked.

"I'm a vampire. Maybe it only affects human males," he offered.

"Okay, I'm out of here," Gunner said as he took off. Declan and Marcus weren't far behind.

"This has been a very weird night," Amy said.

"Are those eggs…embryos…dangerous?" Buffy asked, pointing to the ones behind Oz.

Giles shook his head. "They should be harmless. They can't survive outside of a human."

Buffy marched over to the eggs and proceeded to smash every one of them with her axe.

"Just in case," she said.


"Well, this has been an eventful night," Buffy said as she and Angel walked into the apartment.

"Yeah, tell me about it."

"I have to admit, there was a very brief moment when things were looking really bad."

"When I saw those girls chained to the wall, and I didn't see you, I thought…"

"But then of course, you saw me kicking Octo-Mommy's ass."

The corner of Angel's mouth turned upward. "Yeah. She was no match for you."

Angel stared at her for a moment, so much so that Buffy gave him a look and wondered what was going through his mind.

"Are you okay?" she asked him.

Angel answered her by pulling her into his arms. "I'm just glad you're alright," he whispered into her hair as he held on to her tightly.

Buffy smiled as she slowly pulled away from him, though Angel still held her arms. "Thanks for the help. I'm glad you came."

"I was worried about you. And I…" Angel trailed off, unsure of how to put how he was feeling into words.

"And you…what?"

Angel shook his head. "Nothing. Just this." Angel tilted her chin up and placed his lips over hers.

Buffy allowed herself to get lost in the kiss as she melted into his arms. When they finally pulled away, Angel gave her another one of his crooked smiles and then headed for the bathroom.

Buffy remained where she stood as she lightly brushed her fingers across where Angel's lips had just touched. A smile formed on her face. Maybe she did have a boyfriend after all.


A/N: My inspiration for this episode was "Reptile Boy", though I didn't want to do the same storyline. I wanted to mix it up a bit and do something a little different. And since there are very few aliens (are there any?) in the Buffyverse, thought I'd bring one in.

Also, I just recently watched for the first time the whole Alien quadrilogy and that may have had something to do with it as well. I must be the last one to know that Joss Whedon wrote the fourth movie, so that was pretty cool.

Well, that's all. Until next week!