Chapter 19: Nightmares

Dark and creepy. Buffy, dressed for hunting, stake in hand, moves carefully through the spooky space.

Buffy creeps past some of the rock wall... an oddly angled and lit candelabra... an upended pew. As she moves on she doesn't see the Master rise behind her from behind the upended pew.

Buffy continues to hunt. The Master, looking hideous, glides up behind her. Reaches out his terrible demon-hand for her.

As it's about to touch her, she senses him, turns. Sees his horrible face towering over her.

Too terrified to fight, she drops the stake. Backs away from the Master who smiles evilly, coming for her, reaching for her. She backs into the rock wall. Trapped. His hand closes in, grabs her shoulder.

Buffy screams, "No!"

In Buffy's bedroom at the Manor Piper is shaking Buffy's shoulder. Buffy is asleep in bed.

"Time to get up for school." Piper says.

Buffy shakes, "Oh, Piper…"

Piper frowns, "Are you all right?"

Buffy shakes her head, "No. I'm pretty sure I had a Slayer dream. I was in a cavern and I think I was facing the Master when he came up behind me. He was about to kill me when you woke me up."

Piper sits on the bed, "It was only a bad dream, Buffy. Prue, Phoebe and I will not let anything happen to you."

"I know. "Buffy says as she gets out bed and goes over to her closet and opens the doors.

"I spoke with your father..." Piper says.

Buffy turns, a little concerned, "He's coming, right?"

Piper nods, "You're on for this weekend."

Buffy smiles, "Good..."

Later at Gateway High Buffy and Willow are walking to class.

"So you see your dad a lot?" Willow asks.

Buffy shakes her head, "Not a whole lot. He's still in L.A. He only comes down for weekends sometimes."

Willow nods, "When did they get divorced?"

Buffy sighs, "Well, it wasn't finalized till last year. They were separated before that."

Willow nods, "It must have been harsh. Especially when you lost your mom not long afterwards." Buffy sighs and nods. "So he stills comes down on weekends."

Buffy nods, "Sometimes."

They enter the classroom.

Buffy and Willow sit at the back of the classroom as Xander and Wendell comes walking towards them.

"Wendell was in Cordelia's light." Xander says.

Wendell nods, "I'm so ashamed."

Willow shakes her head, "Why is she so Evita-like?"

Buffy smiles, "It's the hair."

Willow nods, "Weighs heavy on the cerebral cortex."

"Hey guys. Was there any homework?" Xander asks.

Willow nods, "We're doing active listening today."

"Cool. What's active listening?" Xander says.

Willow sighs, "That would be the homework."

Xander shrugs, drawing a blank. Buffy holds up the textbook. "Chapter five. Active listening. Where you put on your "big ears" and really focus on the other person?"

Xander shrugs again.

"Ms. Tishler demonstrated yesterday." Wendell says.

Willow nods, "With you."

Buffy rolls her eyes, "She was wearing that tight sweater?"

Xander remembers the sweater and what was in it, "The midnight blue Angora. See, I was listening."

The bell rings and Ms. Tishler walks in. "All right, take your seats. In a moment we'll choose partners and practice what we read in chapter five... " Xander looks up at her, mimes putting his "big ears" on. "...good, Xander, that's the spirit."

Willow and Buffy exchange a look on that.

"Before we do, let's review." Ms. Tishler says.

Buffy rests her hand on her chin, school boredom settling in. She taps her pencil on her desk.

"Isaacson's research lead him to conclude that one of our most fundamental needs, after food and shelter, is to be heard..." Ms. Tishler says.

Buffy's pencil drops to the floor, rolls behind her. She bends to get it, sees Billy Palmer, a 12 year old boy, standing in the back corner of the class. He looks at her with a kind of remorse calm. Buffy looks at him, confused.

"Wendell would you read us the first two paragraphs on page seventy-eight..." Ms. Tishler says. Wendell nods, reaching for his textbook. "...where Isaacson describes the rapid movement active listening brought to some special needs clients -"

Wendell opens his text and SCREAMS!

Ms. Tishler looks and takes an involuntary step away from Wendell: SPIDERS are pouring out of his book, onto his desk, up his arms and over his face. He flails about, scared out of his wits.

"AHHHHHHH! AHHHHHHHH!" Wendell screams.

Ms. Tishler, the class, Willow, Laura and Xander, freak. Buffy whips her head around - forgets the boy, staring at the infested Wendell in total shock.

Billy still standing calmly in the corner. He says quietly, "Sorry about that."

The next day Piper pulls her car up outside the school.

"You're awfully quiet this morning." Piper says.

Buffy sighs, "I didn't sleep so good."

Piper nods, "I'll say. I came in to check on you twice. You were yelling in your sleep. You remember what you were dreaming?"

Buffy nods, "That dream with the Master again. You didn't tell Prue or Phoebe did you?"

Piper shakes her head, "No. Buffy. Unless you want me too."

Buffy smiles, "No. It's probably just a bad dream anyways. It may not have even been a Slayer dream like I originally thought. Oh no, my bag. I packed for the weekend and I forgot it."

"You and your dad can swing by the Manor and get your bag. It's not a big deal." Piper says.

Buffy nods, "Okay, I just - I meant to bring it. He is picking me up here,right? At 3:30?"

Piper nods, "Buffy, are you worried your dad won't show?"

Buffy shakes her head, "No. I mean, not really. Should I be?"

"No I don't think you should. He's not going to be like my dad. Now you have a good day." Piper says.

Buffy smiles, "You, too." She gets out, heads up the steps.

Later during the day a bell rings and kids spill into the hall. Willow and Xander exit a class, spy Buffy.

"Buffy. We've been looking for you." Willow says.

Xander frowns, "We have?"

They fall into step with Buffy.

Willow nods, "About the spiders. Have you talked to Giles about-"

Xander rolls his eyes, "Oh. The spiders. Willow's been kinda... what's the word I'm looking for... insane about what happened yesterday."

"I don't like spiders, okay? Their furry bodies, their sticky webs - what do they need all those legs for anyway? I'll tell you: for crawling across your face in the middle of the night." Willow says as she shudders. "Ew. How do spiders not ruffle you?"

"I'm sorry, I'm unruffled on spiders. Now if a bunch of Nazis crawled across my face..." Xander says.

Buffy nods, "It was pretty intense."

Willow smiles, "Thank you."

Xander nods, "Hellmouth, center of mystical convergence, supernatural monster. Been there."

"A little blasé here, aren't you?" Buffy says.

Xander shrugs, "I'm not worried. If there's something bad out there, we'll find, you'll slay, we'll party."

They walk into the party.

Buffy rolls her eyes, "Thanks for having confidence in me."

"Well, you da man, Buff." Xander says.

Willow nods, "Okay, but we're still caring about the spiders here. Let's not forget the spiders."

"Well, Giles said he was going to look up -" Buffy says before calling out. "Giles?"

"Maybe he's in the faculty room." Willow says.

Giles emerges from the stacks, coming through the door with a vaguely unsettle expression. He looks behind him.

"Hey. Giles. Wakey wakey." Buffy says.

Giles nods, "I was in the stacks. I got lost."

"Well, did you find any theories on spiders coming out of books? Big crawly hairy..." Xander says as he runs his hand up Willow's back as he says it, causing her to jump. She glares at him. "It was funny if you're me."

Giles shakes his head, "I didn't find anything particularly illuminating. I think perhaps you'd best have a talk with Wendell himself."

Buffy nods, "Okay. If he can still talk."

In the Quad Wendell stares, lost in thought. He doesn't look like he can talk yet. Buffy, Willow and Xander approach.

"Hey Wendell, how're you doing?" Buffy asks.

Wendell looks at Buffy for a moment, "Huh?"

"You okay?" Buffy asks concerned.

Wendell shrugs: hard to tell.

Xander nods, "Good talkin' to ya', man." He starts to leave.

"Did you guys want something...?" Wendell asks.

Buffy nods, "We just thought you might want to talk about what happened."

"You know yesterday with the spiders." Willow says.

Wendell looks at them for a beat. "I don't know what to say about that..."

"There's nothing to say. You saw two hundred insects, you Gonzoed. Anybody would have -" Xander says.

Wendell shakes his head, "They're not insects. They're arachnids."

Xander looks to Wendell confused, "They're from the Middle East?"

Wendell sighs, "Spiders are arachnids, they have eight legs, insects have six. Why does everyone make that mistake?"

Buffy shrugs, "I don't know. Has anything like that ever happened before?" Wendell looks at Buffy. He nods. "When?"

"Lots of times..." Wendell says.

Willow frowns, "Eeeee. You must hate spiders more than I do."

Wendell laughs. Slightly deranged. "I don't hate spiders, I love them. They hate me."

Buffy and the gang exchange a look. A bell rings as Cordelia appears.

"Hope you studied for the history test." Cordelia says.

Buffy looks at Cordelia confused, "What history test?"

Cordelia nods, "The one we're having right now in fourth period."

Buffy looks at Willow and Xander as if to ask do you know what she's talking about. "There's a test? Nobody told me about a... I better, I gotta... we'll catch up during lunch."

Wendell shrugs: whatever. Buffy takes off.

Buffy moves down the hall. She looks a little lost. Opens a door looks in. She moves on, tries another door. Then she spots Cordelia watching her from down the hall. She moves to Cordelia.

"You don't know where the class is, do you?" Cordelia asks.

"I, uh -" Buffy says.

Cordelia nods, "Hardly a shocker. You've cut history just about every time we've had it."

Buffy nods, "I was there the first day... I think."

Cordelia opens a door. "It's in here."

Buffy frowns, "I haven't been to class, I haven't read any of the assignments... how am I going to pass the test?"

Cordelia shrugs, "Blind luck?"

Buffy makes her way to a seat and sits down. The teacher walks the aisles. Handing out tests. She looks around, a little desperate. Many of the kids, including Cordelia, are already hard at work scribbling on their exams.

The Teacher gives Buffy a decidedly dirty look, drops a test in front of her, moves on. Buffy stares down at the test, but she has no idea what any of the answers are.

Buffy looks at the clock: 11: 20. She looks at the test. "I know my name." She starts to write "Buffy" and the pencil breaks. She sighs, digs out a small pencil sharpener, starts to sharpen the pencil, glancing up at the clock again. It now reads 12: 10. Buffy does a double take: huh? She looks over at Cordelia, completing the third page of her test.

The bell rings. Students get up, file out, dropping their tests on the teacher's desk. Buffy looks at her own incomplete test: what just happened?

Cordelia exits. As she does, Buffy sees Billy standing in the hallway just outside the door. Looking right at her. After a moment he moves slowly out of sight. Buffy furrows her brow, thinking. As in, what the hell?

Later at a hospital Giles and Buffy walk down the hall.

"I think they said room 316." Buffy said.

Giles nods, "Do you know this girl?"

Buffy shakes her head, "Laura? To say Hi to. She's nice enough. Nobody saw who attacked her?"

"I'm rather hoping Laura did." Giles said.

They enter Laura's room. A nurse is exiting as they enter. Laura is awake - her head bruised and bandaged, her eyes still wide with fear.

"Hey, Laura." Buffy says.

Laura smiles, "Hi..."

Giles nods, "Sorry to intrude on you like this."

"That's okay - I don't want to be left alone." Laura says.

Giles nods, "You understand, we're anxious to make sure this never happens again."

"Can you tell us what happened?" Buffy asks.

Laura nods, "I was in the basement... I went down for a smoke... there was someone... there."

"Someone you knew?" Buffy asks.

Laura shakes her head, "I never... saw anything like it."

Buffy frowns, "It."

Giles nods, "Can you describe it?"

Laura's face clearly shows she's not up to that.

"That's okay. Don't worry about it." Buffy says.

Giles nods, "Yes, you rest. You're safe now."

A nurse enters, starts busying herself.

"But if you remember anything, you can tell us." Buffy says as she glances at the nurse. "Even if it seems... weird."

They start to leave.

"Lucky nineteen." Laura says.

Giles frowns, "I'm sorry?"

Laura sighs, "It's what he said. Right before... he said lucky nineteen. That's weird, right?"

Giles nods, "Yes. Yes it is." The exit the room and go to find Laura's doctor.

"Doctor, is she going to be all right?" Giles asks.

"You family?" The doctor asks.

Buffy smiles, "Friends."

The doctor starts walking down the hall and they pace him. "She'll recover. She's got a couple of shattered bones and a little internal bleeding. She got off pretty easy."

Buffy frowns, "Easy?"

"Have you looked the word up lately?" Giles asks.

The doctor nods, "Well, the first one's still in a coma."

Buffy looks from Giles to the doctor, "The first what?"

"The first victim." The doctor says as he stops and motions towards a window looking in on a room. "He was found a week ago. Exact MO as the girl. Only he's in worse shape. If he doesn't wake up soon... Somebody's gotta stop this guy."

Buffy nods, "Somebody will."

Giles and Buffy are heading for the exit. "We've got to get you back before your next class." Giles says.

Buffy nods, "Hit the newspapers. See what you can find out about this first attack."

Giles nods, "Yes." He looks at Buffy. "Are you all right? You look a bit peaked."

Buffy smiles, "Hospital lighting. It does nothing for my fabulous complexion."

In reality Buffy has always hated hospitals ever since Celia…

Giles nods, "Are you... sleeping all right?"

Buffy nods, "I'll sleep better when we find this guy. Nothing like kicking the crap out of a bad guy to perk up my day."

Later back at the library Giles is looking more rumpled than usual, he has a huge array of newspapers arranged on the big table. He's looking from one to the other, muttering, "This can't be happening. Can't be..."

Buffy comes in from class. "What's the word?"

Giles nods, "I've got back issues of the newspapers... trying to do some research..."

"Uh-huh... Did you find anything?" Buffy asks.

Giles shrugs, "I don't know."

Buffy moves to the big table and him. "You don't know if you didn't find anything?"

Giles sighs, "I'm having a problem."

"What is it?" Buffy asks.

"I... I can't read." Giles says.

Buffy shakes her head, "What do you mean? You can read, like, three languages."

Giles nods, "Five, actually, on a normal day - but the words here aren't making sense." He holds up a paper. "It's gibberish."

Buffy sees a picture on the front page, takes the paper. "That's him."

"Who?" Giles asks.

Buffy sighs, "That's the boy I've been seeing around school." She begins reading from the paper. "Twelve year old Billy Palmer was found beaten and unconscious after his Kiddie League game Saturday. Doctors describe his condition as critical..." When was this published? Last week. He's in a coma, in intensive care... this is the boy from the hospital."

Giles frowns, "The first victim. You've been seeing him around school?"

Buffy nods, "Yes, when the spiders got Wendell, when I didn't know a thing on the history test... It seemed weird, him being around, but with all the trouble I forgot about it."

Giles frowns, "The boy's been in a coma for a week. How is this possible?"

"What am I, knowledge girl now? Explanations are your terrain." Buffy says.

Giles sighs, "Well... there's astral projection, the theory that while one sleeps one has another body, an astral body, that can travel through time and space..."

Buffy nods, "He's in a coma. That's like sleep, right?"

"In a manner of speaking. Though one doesn't always wake from a coma..." Giles says.

Buffy frowns, "Could I have been seeing Billy's asteroid body?"

Giles rolls his eyes, "Astral body. And I don't know. We don't have much information to work with, as usual."

Buffy looks at the picture in the paper, "Lucky Nineteen..."

The library doors open and Buffy's father, Hank enters.

"There you are, I've been looking Everywhere. Why aren't you in class?" Hank says.

Buffy looks at her father, "Dad, what are you... you're not supposed to pick me up till after school, is something wrong?"

Hank nods, "Well, I need to talk to you."

Buffy shakes her head, "Something is wrong. Is it Prue, Piper or Phoebe?"

Hank smiles, "No. It's not your cousins, they're fine."

Buffy lets out a sigh of relief, "Phew. You really had me -"

Hank nods, "Could I speak to you for a moment, in private?"

"Sure. Oh, this is Mr. Giles, the librarian. This is my father, Hank Summers." Buffy says.

Giles smiles, "Pleasure."

"Likewise." Hank says as he holds the door open. Buffy exits with him.

Buffy looks back at Giles, "I'll be back..."

Outside Buffy and her father walk across campus.

"I came early because there's something I've needed to tell you. About your mother and me. Why we split up."

Buffy takes a beat. Thrown. "You always said-"

Hank nods, "I know we always said we'd just Grown too far apart..."

"Well, yeah. Isn't that true?" Buffy asks.

"Come on, honey, let's sit down." Hank says as he leads her to a bench and they sit. "You're old enough to know the truth."

Buffy frowns, "Was there... someone else?"

Hank shakes his head, "No, it was nothing like that."

"Well then what was it?" Buffy asks.

Hank sighs, "It was you."

Buffy looks at Hank confused, "Me?"

Hank nods, "Having you, raising you, seeing you every day, I mean do you have any idea what that was like...?"

Buffy is shocked at what she is hearing, "What?"

Hank sighs, "Gosh, you don't even see what's right in your face, do you. Well, big surprise, all you ever think about is yourself... you get in trouble, you embarrass us with all the crazy stunts you pull, do I have to go on?"

"...no. Please don't." Buffy says.

Hank nods, "You're sullen and rude and not nearly as bright as I thought you were going to be. I mean, Buffy, let's be honest: could you stand to live in the same house with a daughter like that? Why else do you think I wanted you placed with a member of your mom's family?"

"Why are you saying these things?" Buffy asks.

Hank nods, "Because they're true. I think that's the least we owe one another." Buffy just shakes her head, fighting the tears. "And I don't think it's very mature getting all blubbery when I'm just trying to be honest - oh, speaking of which, I don't really get anything out of these weekends with you, what do you say we just don't do them anymore." He gives her a little pat on the arm. "I sure thought you were going to turn out differently."

Hank gets up and heads off.

Buffy sits there in utter hurt and shock.

At the Manor Phoebe sees Buffy's bag that she forgot. She picks it up intending to move it to the front door for Buffy to get later, when she suddenly has a premonition of Buffy behing buries alive. She drops the bag and runs to the phone dialing Prue's office at Bucklands.

"Prue Halliwell." Prue says as she picks up the phone.

"Prue, it's Phoebe. I just had a premonition of Buffy being buried alive." Phoebe says.

At the school Buffy is walking slowly along, reeling from the blow her father gave her. She debates calling Piper, asking her to come pick her up from school early.

Through a doorway she sees a figure move by. Possibly Billy. After a moment's hesitation she follows into the school kitchen.

She enters slowly, looking about. The room is empty except for Billy, who stands quietly at the other end.

"Are you Billy Palmer?" Buffy asks.

"Why do you want to know?" Billy responds.

"Because I want to help you." Buffy says.

Billy nods, "I'm Billy."

"Did something bad happen to you last week, after your Kiddie League Game?" Buffy asks.

Billy nods, "Something bad... I don't remember."

Buffy sighs, "Do you remember playing baseball?"

"Uh-huh, I think so, yeah, I play second base." Billy says.

Buffy nods, "Are you "lucky nineteen"?"

Billy gets scared. "That's what he calls me..."

"Who?" Buffy asks.

Billy looks around, "The Ugly Man. He wants to kill me. He hurt that girl."

Buffy frowns, "Why does he want to kill you?"

Billy tries to break away from Buffy, "He's..."

Buffy smiles, "It's okay, you can tell me. He's what?"

"He's here!" Billy shouts.

Buffy turns around in time to see The Ugly Man in all his hideous glory rising up behind her and swinging his massive club arm down. WHAM! - she gets hit hard in the head. He swings again, she rolls, barely avoiding being skronked, scrambles to her feet.

"Run, Billy!" Buffy calls out.

Billy backs slowly away as The Ugly Man closes on Buffy again. Buffy turns her attention to her opponent. Gives him a good kick in the head. It does nothing. He smashes her in the leg, knocks her to ground. He swings again, she blocks with her arm - incredibly painful idea.

Buffy staggers up and tries to run - but the blow to her leg has reduced her to hobbling.

The Ugly Man walks slowly behind her, gaining with horrible calm. Buffy gets to a building and throws the door open, limps inside. She puts her back to the door, looking around frantically. Slides down on the ground in exhaustion and pain as The Ugly Man begins pounding on it from the outside.

Buffy stumbles out of a building, still looking behind her. She nearly collides into Billy. Grabs him. "Billy-"

"I'm sorry, I can't help it-" Billy says.

Buffy sighs, "Billy, who is he?"

"He's The Ugly Man." Billy replies.

Buffy shakes her head, "I can't fight him. I can fight anything but I can't fight him. He's too strong. We've got to find my friends. They can help."

"We have to hide." Billy says desperatly.

Buffy frowns, "He'll find us."

Billy nods, "Yes, but first we have to hide. That's how it happens. We hide, and then he comes."

A shorttime later Buffy and Billy come out a door, look around. "I was sure this led to the library." Buffy says.

A few kids play on a nearby baseball diamond. Buffy and Billy approach. Billy stops in his tracks. She follows his look to the field.

"They're just playing... what is it, what's scaring you?" Buffy says.

Billy sighs, "Baseball... when you lose, it's bad."

Buffy sighs, "Did you lose your Kiddie League game last week?"

Billy nods. "It was my fault."

"Why was it your fault?" Buffy asks with confusion.

Billy sighs, "I should have caught the ball, I missed it."

Buffy shakes her head, "You missed a ball and the whole game's your fault? What, you were the only one playing, there weren't eight other kids on your team?"

Billy looks up at her. "He said it was my fault."

"Who said?" Buffy asks. "Did he... hurt you after the game?"

Billy backs away from the field. "Can't we go another way to see your friends?"

Buffy nods, "Sure we can. We can go around behind the cafeteria..." She leads him in another direction, away from the field and sees: The Ugly Man about thirty feet in front of them. "...bad idea. Come on!"

They take off running. The Ugly Man lumbers after them.

Buffy and Billy run towards a hedge at the edge of school. Buffy looks back, sees The Ugly Man coming after them.

Billy grabs Buffy's hand. They get to the hedge, run through into a cemetery on the other side, at that it's dark.

"What just happened?"

"Is this where your friends are?" Billy asks.

Buffy looks about her, "No. It's not."

Billy pokes around some graves.

Buffy peers back through the hedge, spooked. "Well, I don't see the Ugly Guy... I also don't see where the sun and the rest of the world went..."

"Hey, look at this..." Billy says. Buffy moves to Billy. He's found a freshly dug grave. An open and empty coffin sitting inside it. "Guess they're gonna bury somebody."

Buffy nods, not liking the look of this.

"I wonder who died..." Billy says.

"Nobody died..." The Master says as he appears out of the shadows. Billy instinctively backs away from this guy. Buffy turns, slowly, true dread creeping onto her face. "What's the fun in burying someone who's already dead?"

"You..." Buffy says.

The Master smiles, "So this is the Slayer. You're prettier than the last one."

Buffy shakes her head, "This isn't real... you can't be Free."

The Master nods, "You still don't understand, do you? I am free because you fear it. Because you fear it, the world is crumbling. You nightmares are made flesh. You have Billy to thank for that."

Buffy turns to look at Billy, but he is gone. She turns back and The Master is inches from her. It's too much. Buffy is paralyzed, near tears. "This is a dream..."

The Master nods, "A dream is a wish your heart Makes." He grabs her throat, lightning quick. "This is the real world." Buffy grabs his arm but she cannot budge it. She begins to choke. "Come on, Slayer... What are you afraid of?" He hurls her into the open grave.

Buffy lands in the coffin and the lid slams shut.

The Master grabs a shovel, starts shoveling dirt into the grave. Laughing he says, "How about being buried alive?"

Buffy screams and pounds on the coffin, HEARING the sound of the dirt burying her alive. "Nooooo!"

Buffy's cries for help.

Prue drives up just as Xander, Giles and Willow come running out of the building.

"I feel good, I feel liberated."

Giles nods, "You seem to be the only one."

Prue gets out of her car and comes running over to Giles.

People are running, screaming.

"This is getting worse. In a few hours reality will fold completely into nightmares." Giles says. "Prue what are you doing here?"

Prue looks at Giles, Willow and Xander, "Have you guys seen Buffy?"

Giles shakes his head, "We were just looking for her, why?"

Prue sighs, "Phoebe had a premonition…"

"Excuse me, when did they put a cemetery in across the street?" Willow says interrupting Prue.

Prue, Giles and Xander follow her gaze.

"And when did they make it night over there?" Xander asks.

Prue, Willow, Giles and Xander wander into the cemetery.

"Okay, whose nightmare is this?" Xander asks.

Giles sees a headstone. Turns ashen. "It's mine."

Prue, Xander and Willow look at the headstone in front of Giles. It reads: BUFFY SUMMERS (PAYSON HALLIWELL) REST IN PEACE

Prue shakes her head, "No I think it's mine."

Giles looks at Prue and nods, "I think it may be both of ours."

Prue nods.

Giles kneels down next to the headstone, speaks quietly to the grave, "I failed in my duty to protect you... I should have been more cautious, taken more time with your training... but you were so gifted and the evil was so great."

Giles lays a hand on the ground. "Forgive me."

Prue kneels next to Giles, "Forgive me also, Buffy."

Giles looks at Prue and nods knowing she would like a moment to herself. He gets up leaving Prue there.

A hand shoots out of the grave grabbing ahold of Prue. Giles, Xander and Willow scream bloody murder.

Prue wrenches her hand free.

Buffy rises out of the grave, it's apparent she is now a vampire.

Prue, Giles, Willow and Xander back away from her, freaked.

"Buffy?" Prue asks.

Buffy nods, "I thought I was dead..."

"Buffy, your face..." Prue says.

Buffy's hands go to her face, feel her gruesome newness. "Oh, God, no... no..." Xander reaches out a sympathetic hand. Buffy snarls at him, turns away. "Don't look at me..."

Giles frowns, "You never told me you dreamt of becoming a vampire."

Buffy shakes her head and looks at Prue, "This isn't a dream. It's a nightmare."

Prue nods as she understands, "Why didn't you tell me?"

Buffy sighs, "I don't know Prue. I really don't know. I guess I was scared it would come true."

Prue nods, "You know I would never let that happen."

Giles nods, "There is a chance that we can make it go away. This is all coming from Billy. He's crossed over from the nightmare world to the waking one, and he's brought his reality with him."

Buffy nods, "He's afraid."

Giles nods, "If we can wake him, I believe the nightmares will stop. Reality will shift back to the way it was. But we must do it now. Can you hold together long enough to help us?"

Buffy turns, looks at them. Resolve in her face. "Yes. I can."

"Thank you." Giles says and then looks at Prue who nods.

"But we'd better hurry. I'm getting hungry."

"That me that was a joke, Buffy?" Prue says as she and Buffy leads the group towards the exit from the cemetery.

"Are you sure everything will go back once he's awake?" Willow asks.

"Positive." Giles says.

Prue looks at Giles and nods understanding. She hopes they can but is afraid that Buffy may remain a vampire forever. She so doesn't want to stake her cousin.

"Well, how do we wake Billy up? What if we can't?" Willow asks.

Giles sighs, "Willow... do shut up."

A shortime later Buffy and the others make their way down to Billy's room. It is largely deserted save for a few animated corpses chasing doctors. Our gang ignore them. They pass Billy's doctor.

"Doctor! Is the boy Billy still -" Giles says.

The doctor stares blankly at Giles, who stops as he sees the doctor's hands. That are useless, twisted claws. Inhuman.

Giles moves on , the others with him. The gang files in to Billy's room, Buffy and Prue are watching the door. Giles goes over to Billy's body, looks down at him.

"What now?" Xander asks.

"Um... Billy?" Giles says.

Astral Billy looks over the bed next to Giles. "That won't work."

Giles looks between Astral Billy and Bill. "Billy! Billy you've got to wake up."

Billy shakes his head, "No. I told her. I have to hide."

Prue looks over at Billy, "Why? From what?"

"From him." Buffy says.

Prue looks back down the hall following Buffy's gaze and sees The Ugly Man.

"What do we do?"

Buffy nods, "I think I know. Prue I could probably use a little help."

Willow looks out the window, "Whatever it is, it better be soon."

Buffy and Prue steps into the hall to face off with The Ugly Man.

"I'm glad you showed up. You see, I'm having a really bad day." Buffy says.

"Lucky nineteen." The Ugly Man says.

Buffy shakes her head, "Scary. I'll tell you something though. There's a lot scarier things out there than you. And now, I'm one of them."

The Ugly Man actually hesitates.

Buffy doesn't. Snarling, she leaps at him, taking him to the ground in a second. Lands on top of him and punches him repeatedly.

The Ugly Man gets one in and knocks Buffy off. They both come up and she kicks him hard in the gut. This time it hurts him.

Prue stands there watching wondering what Buffy wanted her to help with.

The Ugly Man swings at her. Buffy grabs his Club arm in mid-swing. Breaks it in two over her knee. He staggers back.

Buffy finishes him off quickly with a couple of well placed punches and kicks. The Ugly Man hits the wall, slides to the floor.

"Is he dead?" Billy asks.

Prue telekinetically lifts The Ugly Man into the room and sets him down against the wall.

Buffy walks over to The Ugly Man. "Come here, Billy."

"But I don't -" Billy says.

"No more hiding." Buffy says.

"What's he doing?" Willow asks.

Xander nods, "I get it..."

Prue nods as she does as well, "You have to face your fear Billy. You've got to do the rest yourself."

Billy looks from Buffy and Prue to The Ugly Man. He leans in, grabs the edge of The Ugly Man's hideous face and PULLS!

Suddenly there is a FLASH!

Buffy reaches up and touches her face, she's no longer a vampire, Xander and Willow are back in their normal clothes. They look at each other, then at Billy as his machines start pinging.

Prue hugs Buffy, "I thought you were done with the dying thing."

Buffy sighs, "I am now."

Prue nods, "Next time you talk to me when you have a dream like that. We'll work through it together."

Buffy smiles, "Promise."

Billy begins to stir.

"Hey, he's waking up." Xander says.

Billy looks around, "I had the strangest dream. And you were in it, and you and you... who are you people?"

"Best get a doctor." Giles says as he moves to the door as Billy's Kiddie League Coach walks in.

"Oh, Billy's got company. I'm his Kiddie League coach. I come by every day, just hoping against hope he might wake up... He's my "lucky nineteen." How is he?" The Coach says.

Xander, Buffy, Willow and Giles react to the phrase.

"Awake..." Buffy says.

The Coach is thrown by the statement, "What?" He looks at the bed where Billy is now siting up, staring at him.

Buffy nods, "You blamed him for losing the game. So you caught up with him afterwards."

"What are you talkin' about?" The coach asks.

Prue nods understanding. The coach is the person who put Billy in a coma.

"You said it was my fault we lost -" Billy says. Coach tries to bolt out the door. Giles and Xander grab him. "- wasn't my fault, there's eight other players on the team, you know?"

Buffy looks to Billy. "Nice goin'."

That afternoon, school's over for the day, kids are leaving. Xander, Prue, Willow and Buffy move away from the main building.

"Hard to believe a Kiddie League Coach would do something like that." Buffy says.

"Not if you played Kiddie League. I'm surprised it wasn't one of the Parents." Xander says.

Prue shakes her head, "Well neither Billy or anyone else will have to worry about him."

Willow nods, "I'm glad he's behind bars where he belongs."

"That was kinda heroic, Xander, grabbing him and all." Buffy says.

Xander smiles, "Hey, I just did what anybody would have... if people want to label it heroic -"

Buffy sees her dad approaching. "Have a killer weekend, guys." She and Prue goes over to Hank who gives Buffy a big hug.

"Hi sweetheart. Hello Prue." Hank says.

Prue smiles, "Hello Mr. Summers. You take good care of our girl this weekend."

Hank smiles, "I intend too, I've got about a million things planned for us this weekend. - it's going to mean spending a lot of quality time and money together."

Buffy smiles, "Great."

Prue walks over to her car and pulls out Buffy's bag. "Buffy."

Buffy runs over to Prue and hugs her before taking her bag, "Thanks Prue." She then runs back to Hank.

Hank smiles, "How was your day?"

"Oh you know, the usual..." Buffy says.