Willow took her usual seat off to the side of the library table situated next to the computer. During their regular Scooby meetings, Willow often found herself needing to look up something on the computer, so naturally, she'd claimed that spot for herself. It had nothing to do with the extra comfortable computer chair Willow managed to talk Giles into ordering for the computer station after one too many back pain after a hard day's hacking. Nothing at all, and she was sticking to that story.

She did manage to snag a chocolate glazed donut bar as well as a personal bottle of chocolate milk on her way past the table. Giles smiled at Willow, "Xander was just telling us what he'd retained, if anything, from his costume last night."

Giles focused back on Xander as he began speaking again. "As I said, I actually remembered quite a lot from my costume last night. It was my uncle's uniform from his time in the Navy before he retired. He was a Navy Seal, and later after a bit of trouble, he ended up a ships cook. Before retiring, he actually took several classes and could have qualified as a five-star chef. For the most part, I can remember most of his training, but it seems to be fading."

Buffy's voice broke the almost somber atmosphere, "Enough about the training and fighting; what I want to know is if you still remember how to cook?"

Xander's voice was much cheerier when he answered, "Oh ya. I think right now I could probably cook a meal that would knock out your taste buds."

Giles smiled, "Well, that will no doubt give you several skills you can use later in life. If you want, I would be willing to work with you as much as I'm able to help you retain the combat skills that you have inherited."

Xander didn't say anything, but he did give a quick nod accepting the offer.

Giles turned to Buffy, "So my dear if you don't mind, what was your costume, and what if anything did you retain from it?"

Buffy gave Xander a dirty look before speaking. "You know how Xander and I made a bet that would allow the winner to pick out the losers costume?"

Giles gave a quick shrug, "I heard, but I wasn't paying that much attention to it. So are you saying that Xander won your bet?"

Buffy just nodded, "Ya. He won alright, and then he picked the skimpiest costume he could get away with for me."

Willow could hear the frustration in Buffy's voice. "He picked some superhero mutant from his comic books. Her name was Psylocke, and she was a powerful telepath, along with being a powerful telekinetic and ninja."

Giles looked worried now, "You didn't by chance retain any of her powers or abilities, did you? Those kinds of powers can be quite dangerous for those who are not properly trained in their use."

Buffy shook her head, "No, I didn't keep her powers, although I do know quite a lot more about sneaking around. I think I'm even better at Ninjutsu than I was before Halloween. It's strange, but I also think that I can speak French even better than before, and I even know a little Japanese."

Giles looked relieved, "That's good. It sounds like what little you have retained wasn't enough to cause you any problems, and it may even be a help to you."

Giles smiled and turned to Willow. Of the three youths, Willow reminded him the most of himself, and he couldn't help but care for her. That wasn't to say Giles didn't care for the other two. Buffy was his slayer, and he loved her almost like a daughter while Xander felt much like a son. Willow, however, was more like a cross between a favored daughter and a cherished disciple.

"My dear, what about you. What was your costume, and have you experienced any lingering effects or memories from it?"

Willow sat a little straiter in her chair. "Well, first of all, the costume I ended up picking out was a female version of Doctor Who. You, of course, already know all about the Doctor; after all, it was you that got me hooked on watching the series."

At Giles widening eyes Willow just nodded, "Ya, you know all about the Doctor, so you can guess just what I might have taken from him. For the most part, I can't really remember most of his memories what I can recall is pretty vague. So if I had to guess, I would say that most of his memories and knowledge have been locked away in my subconscious."

Now Willow was beginning to panic a little, and it was easy to hear it in her voice. "But Giles, it isn't just the Doctor's memories. When I woke up this morning, I feel as if I have gotten a lot smarter. Not just a little either but by a huge amount."

She was almost wringing her hands by this point, "I suddenly have so many ideas about things I can create that would make slaying so much easier and safer. I'm not just talking about little things either. I'm talking big, huge things."

Giles looked as if Willow had crept up behind him before striking him with a baseball bat. "That is quite extraordinary and not a little bit frightening. Do you by chance have any idea as to why you're costume has had such an extreme effect on you?"

Willow sat almost ridged at the question for nearly half a minute before she let out a large sigh before shaking her head. "I just don't know. As far as I know, other than being the one to end the spell and having it knock me out, I have no idea."

Giles was about to speak when Buffy spoke up a bit hesitantly. "I didn't want to say anything because I didn't want Willow to worry too much, but when she destroyed the statue head thing, it did more than knocking her out."

Giles looked intrigued, and Willow looked puzzled, "What do you mean it did more than knock me out?"

Buffy shifted a little before almost whispering, "When you broke the statue head thing, there was a huge flash of light. Then, when my eyes cleared enough to see again, I was back to normal, but I saw you laying on the floor not moving."

There were tears in her eyes now, and her voice was a bit watery, "I ran over to check on you, but you weren't breathing. So I checked, and I found you had a heartbeat, but it was fast and jumpy. I remember the first aid classes that you made me and Xander take with you after the Master and I began breathing for you."

Buffy almost violently shook her head, "After a few breaths, you suddenly took a huge breath, almost sitting up. Then you fell back down and breathed out this strange yellowy glowy cloud-like thing. I checked, and you were breathing again on your own, and your heart had slowed down although it was still kinda fast."

Buffy tried to smile at Willow then, although it was still shaky. "I thought about telling you what had happened, but you seemed really tired. After that, you didn't say much just picked up this pot of dirt with a pretty purple-colored crystal sticking out of the dirt. Then I just walked you home as you seemed to be ok just quiet. I was gonna tell you today and have Giles check on you, though."

Willow squirmed in her chair both Willow and Giles just looked at her, each with a look of shock, horror, and incredulity.

Giles spoke first, only just beating out Willow, although their sentences ran one overtop the other.

"Well, I say! That's just impossible."

"Giles, quick, you have to check me! What if it's more than just my mind and memories that were changed!? Giles, I don't want to be a time lord!"

That last little bit came out almost like a whine.

Giles just nodded almost absently to what Willow had just said. Then, without speaking, he quickly stood up and rushed into his office to collect the little black bag that he kept just inside the door, along with a rather large first aid kit.

Walking back to the table, he pulled out a stethoscope and fixed it to his ears. He didn't bother asking Willow anything before he began listening to her heartbeat. After a moment, he pulled back and paused as if scared before firming his nerves and placing the stethoscope to the other side of her chest. He listened for only a few seconds before he almost staggered back to slump into the nearest chair.

His gaze seemed to be quite far away even as Giles began speaking once again. "I am unsure how this is possible, but it appears that you are now a Time Lady Willow. How that is possible when to my knowledge, the Doctor is simply a work of fiction. I also can't say if this will change you in the other ways the different the Doctor from humans. You have certainly changed physically, but as to the rest, I just can't say."

He gave his head a great shake, "I wouldn't even know how to test for those other abilities. Not without killing you, and there is no way that I would ever even consider doing something like that. In fact, the only thing I can think to test is if you will have a human or time lord life span, and even then, we won't know for many years from now."

After that, the meeting didn't last too much longer. However, Giles did have her run a few simple tests to judge any other physical differences. Things like her physical strength, reflexes, speed, endurance, and senses. They found that all of them were slightly above even a human Olympian, although no were close to a vampire or slayer.

They did find two other things before calling it quits for the day because she could now hold her breath for almost fifteen minutes before it became difficult. They also found that her body temperature was much lower than a human's.