Sam reached the house first and immediately started picking the lock on the front door. Angel, Ruby and Dean hurriedly came up behind him, looking towards the lawn as more demons ran after them.

Dean frowned as he watched the demons get closer and closer, "What the hell is taking Bobby?"

"Sam!" Angel looked down at her little brother as he continued to have problems picking the lock, "Jesus christ!"

"I'm trying!"

Suddenly as one demon reached the lawn the sprinklers turned on. She began to flail and scream as the water burned her skin. The Winchesters all grin as the rest of the demons stopped just short of the sprinklers before they could get touched. Sam finally got the door open and the four of them hurry inside. They stopped when they were met with a decomposing body on the floor.

Dean looked up from the body with a grimace, "You think Lilith knows we're here?"

Ruby scoffed, "Probably."

Sam led the group into the living room, holding the knife out at the ready. Ruby was behind him, then Angel closely followed by Dean. As they were walking a creak sounded and Dean swung around. He instantly captured a fleeing Mr. Fremont, the father of the little girl Lilith possessed. Dean put a hand over the man's mouth as he turned them around to face Angel, Sam and Ruby.

Dean made shushing sounds to make Mr. Fremont be quiet and calm down before whispering to him, "We're here to help, okay? I'm gonna move my hand, and we're gonna talk nice and quiet, alright?"

Mr. Fremont nodded his head hurriedly so Dean slowly removed his hand.

"Sir." Angel looked him in the eye, "Where's your kid?"

"Its not…" He shook his head frantically, "It's not her anymore."

"Where is she?"

"Upstairs. In her bedroom."

"Okay, okay." Dean whispered, "Listen to me. I want you to go downstairs to the basement. Put a line of salt at the door behind you. Do you understand me?"

He shook his head, "Not without my wife."

"Yes, without your wife."

"No."

Dean punched his lights out since they couldn't waste anymore time and picked him up to heave him over his shoulder. He gave the others a look before walking away. The remaining three walked upstairs, backs against the wall and as stealthy as possible. Sam was in the lead with the knife in front of him. When they reached the top of the stairs Angel split off from them one way as Ruby walked into a door at their right.

Sam started slowly for the door to the left. He leaned in against the closed door, trying to listen to any sign of life or Lilith. After a beat he quickly slipped in and walked slowly into the room, the knife out in front of him. He saw a bed with a canopy and two people lying on it: Mrs. Fremont and the little girl Lilith possessed. Sam slowly made his way around the bed while keeping his eyes glued to them and shifting the knife in his hand so it was in a stabbing position. As quietly and slowly as possible, he pushed the canopy aside and made eyes with a petrified Mrs. Fremont. Lilith was still nuzzled into her shoulder fast asleep as the woman breathed heavily in fear.

"Do it." She frantically whispered and Sam slowly raised the knife as he stared at the sleeping child Lilith has possessed once she stirred a little, "Do it." Sam tried to collect himself and prepare for what he had to do, "Do it!" Lilith moved a little, apparently starting to wake up as Mrs. Fremont got more and more panicked and as Sam was trying to pull himself to the point of stabbing the little girl, "Do it! Do it!" Lilith woke up just then, and started to rise on the bed, eyes hardly opened, "Hurry!"

Lilith screamed when she opened her eyes fully and saw Sam lunging for her. At the last moment he's stopped by Angel and Dean who grabbed ahold of his arm.

"Its not her!" Angel pushed him back slightly, "It's not her, Sammy. It's not in her anymore."

The little girl started sobbing uncontrollably in fear, "Mommy!"

"Mommys here." Mrs. Fremont held her as they both sobbed, "Mommy's here. It's okay."

"Come on." Angel ushered them off the bed, "We gotta hide you guys." They all hurried down the stairs, "No matter what you hear. You, your husband and your daughter stay in the basement."

Once they went through the basement door the group stopped in front of it.

"Well…" Ruby sighed, "I hate to say I told you so."

Sam turned to her, "Alright Ruby, where is she?"

"I don't know."

They entered the living room, "Could she get past the sprinklers?"

Ruby scoffed, "Her pay grade, she ain't sweating the holy water."

"Okay, you win." Sam turned to her, panicked and at his wits end, "What do I have to do?"

She looks at him questioningly, "What do you mean?"

"To save Angel."

"Woah, woah." Angel came up behind him and tried to get between them but Sam ignored her, "Stop!"

"What do you need me to do?"

"Sammy! Shut up!"

Sam angered, "Ruby!"

"You had your chance." Ruby laughed, "You can't just flip a switch. We needed time."

"Well, there's gotta be something. There's gotta be some way, whatever it is, I'll do it!"

Angel grabbed his arm, "You aren't doing shit!"

"Dont Angel!" Sam yelled back, yanking his arm back, "I'm not going to let you go to hell!"

"Yes you are!" She screamed back and the three of them looked at each other for a beat, "You both are. I'm sorry, boys. You have no idea how sorry I am. This- this is all my fault and i know that. Thats my burden to bear… but this? What you're trying to do? It won't save me, Sammy. I know it, Dean knows it, and even you know it. It's only gonna kill you."

Dean and Sam were both crying now as Sam frantically shook his head, "What the hell are we supposed to do?"

"What we do best, Sammy." Angel smiled, tears flowing freely down her face as well, "You boys are gonna fight this war. You're gonna be heroes. You're gonna remember everything Dad taught you, okay? And what I taught you…" She brought her hands up to squeeze their shoulders, "You're hunters but you're still human alright? Don't forget that."

Sam nodded as he struggled to hold back his tears. Dean tearfully did the same as Angel turned to look at him next. She stared at them for a long minute, willing them to know how much she loved them before stiffening at the sound of the grandfather clock striking midnight. She looked over at it in terror at what's to come before looking at her brothers who were equally staring at it with just as much horror. She tried to compose and pull herself together to give her brothers one last small smile.

"I'm sorry, Angel…" Ruby studied her with a frown, "I wouldn't wish this upon my worst enemy."

The hellhounds began to howl and Angel's face fell as her heart rate sped up in terror. Sam and Dean both looked at her and noticed her eyes were fixated and wide at the wall, her body as stiff and tense.

Angry growling filled the blonde's ears as she shifted her eyes to Sam and Dean, "Hellhound."

Dean looked from her back to their surroundings, "Where?"

"There."

She pointed to where the hellhound was but the rest of them couldn't see anything. They do however hear its growl and even Ruby's face fell as she too saw the hound. Angel stiffened once again and watched the bloody thing as it studied her. As soon as it made a move, Angel bolted in the opposite direction. The others immediately followed her as the hellhound quickened its pace behind them.

Running into the foyer they slammed the doors shut behind and tried to hold them closed as the hound tried ripping its way through. Angel took out a bag of goofer dust and threw herself on the floor by the door as she frantically started pouring the dust out. The pounding suddenly stopped and for a second they were all still. Angel then bolted for the window and poured out the dust on all of the windowsills upon seeing the hound round the house.

Ruby turned to Sam, "Give me the knife, maybe I can fight it off. "

Sam and Dean equally look at her in confusion, "What?"

"Come on! That dust won't last forever."

He's about to hand it over when Angel grabbed his arm, "Dont Sam!"

Ruby faced her in grim irritation, "You wanna die?"

"Yeah." Dean scoffed, "I vote we sacrifice the demon to the hellhound while we run."

"That's not Ruby!" She blurted out quickly, "Different haggard face, it's not her!"

Sam turned back to Ruby who, without touching him, flings him hard up against the wall and pinned him there. He dropped the knife and it fell to the floor with a clatted. She then hit Dean without touching him, so he was pinned next to Sam. Then with one look to Angel she sent the hunter flying across the room and pinned her on top of the glass table.

Angel grunted at the force, "How long you been in her?"

Ruby's entire facial expression changed and became childlike. Lilith had taken over the body Ruby possessed.

"Not long." She looked down on her body as she spoke, "But I like it." She looked up at them with a smile as her eyes became pure white, "It's all grown up and pretty."

Sam grunted, "And where's Ruby?"

Lilith's eyes turned back to normal, "She was a very bad girl, so I sent her far, far away."

"Probably should've seen it before but…" Angel shrugged, "All of you bastards look the same to me."

After a beat Lilith snapped her head to Sam, who watched her carefully. As she slowly made her way towards him, "Hello, Sam. I've wanted to meet you for a very long time." She grabbed hold of his chin and forced him to face her before giving him a kiss against his will, their lips sizzled at the skin-to-skin contact, "Your lips are soft."

Dean grimaced, "Gross."

"Right, so you have me." Sam moved his head up and to the side as he tried to get loose from her hand, "Let my brother and sister go."

"Silly goose." Lilith grinned, "You wanna bargain, you have to have something that I want. You don't."

"So, what?" Angel quipped, "You drag me to hell, kill my brothers and appoint yourself queen of the damned is that it? That's your big plan?"

Lilith's head snapped over to hers, "I don't have to answer to puppy chow." She suddenly moved from Sam and, as she looked at Angel, walked over to the door and opened it to allow the hound inside, "Sic 'em, boy."

Sam and Dean's head instantly snapped to Angel at this. Upon opening the door, Lilith displaced the goofer dust and the hellhounds ran into the room. Growling and barking filled the blonde's ears as she saw them barreling towards her. Lilith just laughed loudly as her hound grabbed Angel by her legs and pulled her down off the table. Angle screamed in pain and terror as it flipped her around and began to rip into her body, slicing its claws over her back and legs. Sam and Dean began struggling against Lilliths hold as they watched their sister being murdered in horror.

"No! Stop! Please stop!"

"Angel! No!"

Lilith looked over at Sam before her gaze moved back down to Angel struggling and wailing on the floor. The hound had flipped her around and was now attacking the front of her body. She screamed in agony as it ripped into her stomach. As she cried she turned over onto her stomach and tried to inch her way away from the hound.

Sam cried as he watched in horror, "STOP IT!"

Lilith smiled wider as the hound continued slashing Angel. Even deeper bloodied gashes appeared from her shoulders down her back.

Dean wailed and struggled from the wall, "No!"

It flipped her back over and slashed open her chest, blood gushed out of the open wounds. The boys could only watch in horror as their sister gasped and gurgled through the blood in her mouth as she attempted to take her last breaths. The blood poured out of Angel's chest as she stopped screaming, but she wasn't quite dead.

"NO!"

"I'll kill you, bitch!" Dean struggled as he cried, "I swear to god!"

Lilith chuckled as she held out her hand in front of Sam. Suddenly a blinding white light erupted from her palm. As it built up, Sam and Dean both had to turn their heads and shut their eyes from the intensity. Just as suddenly, the white light began to retract as her eyes slowly turned back to normal. Confusion and shock filled her when she saw Sam, alive, huddling on the floor next to Dean. When the boys noticed nothing happened they slowly looked up at her with matching glares as they rose to stand.

She held out her hand at Sam as fear filled her eyes, "Back."

As Dean dropped next to Angel's lifeless body, Sam took a steadying breath and walked towards her with the knife in hand.

Lilith thrust both of her hands in front of her, "I said back!"

Sam glared hatefully, "I don't think so."

He pulled back his hand to stab her but Lilith suddenly exited Ruby's body in a mass of black smoke while she screamed.

Dean's broken voice sounded from behind his brother, "Sam."

Sam whirled around to see him crying over their sisters' mauled still bloody body. Angel was no longer moving, and her eyes were open but lifeless. She was dead. Sam looked down on her heavily as he collapsed beside Dean.