"Well, well, well

"Well, well, well. Take a look ladies. Buffy leaves for a couple of days and next thing you know, she's got herself a new posse. I, for one, am dismayed and disillusioned."

Buffy smiled fondly at the rumpled but handsome dark-haired young man.

"You know you guys are irreplaceable," she said.

"In that case I think a hug is in order," he said. He opened his arms and the girl next to him gave him an elbow to his ribs. He cringed and looked at her. "Anya, remind me to go over—again—the concept of lighthearted humor with you."

The petite red head on his other side walked over to Buffy and gave her a hug.

"Hi, Will," the slayer said. "I'm glad you could get here in time."

"That's what the Scoobies are here for," her friend replied.

A few feet away Isabel crossed her arms. The group had initially looked impressive with their weapons and confidence but seeing them more clearly and realizing they weren't much older then she and the others lost them some of their impressiveness. She looked at Michael.

"We're trusting our brother's life to a group called the Scoobies?"

If Buffy heard her, she ignored it. She turned toward Liz and her friends and introduced the new arrivals.

"Everyone, these are my friends: Xander, Willow, Tara, and Anya."

The white-blond haired guy that looked like Billy Idol coughed loudly.

"And Spike," she added.

"Um," Liz said, because no one else was saying anything. "I'm Liz, this is Maria, Isabel, Michael, Kyle, and sheriff Valenti."

"Well," Xander said, eyeing Isabel, Maria and Liz. "I gotta say, Buff, if you're going to trade up, you did an admirable job."

Anya elbowed him again, harder this time. Xander nodded.

"OK, that one I deserved."

Buffy turned back toward Willow. "And Dawn is…"

"We left her at home like you asked. She's staying with her friend across the street."

Buffy nodded in approval.

"So what's the story?" Xander asked. "On the phone you just told us to pack up the slayer bag o' tricks and get out here."

Buffy turned to look over the view of the soap factory.

"We have a hostage situation in that factory. Six people—Angel, Cordelia, Wesley, another associate of Angel's named Gunn, Giles, and a guy named Max Evans. We estimated about twenty to twenty-five vamps down there." She paused. "We know there are two people in charge. One of them is Darla."

"Darla?" Willow whispered.

She and Xander both looked respectfully frightened but Tara and Anya both looked at each other in puzzlement.

"Who's Darla?" Tara whispered to her. Anya shrugged.

"Well I hate to make a gloomy situation worse but--" Willow said, as she handed Buffy a business card. "I found it in the book that Giles was referencing."

Buffy looked down at the card and only one word was printed neatly across it: SOON.

"Ethan Rayne," Buffy said shaking her head.

"Who is Ethan Rayne?" Liz asked.

"Think of Darla as Catwoman and Ethan Rayne as your type-A Riddler," Xander said.

"Can we please lose the cartoon references and get down to business?" Isabel said. "My brother is down there and he needs our help."

"And I don't know why you think this ringleader is some arch enemy of yours but I saw her and she was agent Topolski—alien hunting FBI agent." Michael said.

"I don't know what game she's playing," Buffy said. "But whatever name she's going by, we're going to take her down." She looked back at the factory. "I just want to get an idea of the interior."

"Well we've been in there," the Sheriff said, leaving out the fact that it hadn't been a pleasant evening for him. "But there was a fire and I know the fire department tore down some walls."

"We need to do some recon, then." She turned to Liz. "Ready?"

* * * * * *

Liz was trembling as she stepped into the abandoned soap factory and she hoped nobody noticed. It was foolish that she was scared but she couldn't help herself. She looked around carefully. The last time she had been in the empty building it had been on one of the greatest nights of her life. She had entered the building that night with her heart racing and her hands trembling, but for entirely different reasons. She was meeting Max at the rave that was going on. It was going to be their first date. Then a fire started, and Sheriff Valenti arrested she and Alex and things just went down hill from there. Until Max came to her rooftop later that night and they kissed for the first time.

She straightened her back and marched into the building a little more determined. If Max was there, she was going to find him. The building had changed dramatically—the fire had been more extensive then she thought and most of the walls were blackened from it and she had to step over piles of rubble as she made her way deeper into the building. A few times, when she heard footsteps or voices, she would have to hide. The vamps she saw didn't bother to try and look human, probably because they didn't have to, so she felt like she was a little girl again, in a strange dream where monsters were chasing her through a maze.

But at each encounter, she reported what she saw and would move on dutifully after the danger passed. Finally she reached the main warehouse and what she saw stopped her cold.

"Oh my God," she whispered.

"Liz, what do you see?" Buffy asked.

"I'm in the main room," she whispered, trying to keep herself from bursting into tears. "They're all here. They're chained to the wall—"

Max was getting lightheaded from losing so much blood so at first he thought he was imagining her. He looked up and Liz was standing across the vast room, looking at him, horrified.

"Liz?" Angel said, and Max realized he wasn't imagining her at all.

She walked toward them slowly. She looked horrified and on the verge of tears. Her mouth was moving but Max couldn't hear what she was saying.

"Liz?" Buffy said.

"They're all alive," she replied. "But they're chained up with some really thick looking chains. They all look really awful. We have to get them out of here Buffy."

"We will."

"Liz, get out of here!" Angel said, but Liz kept approaching.

"Is she insane?" Cordelia asked.

"It's not really her," Max said, realizing with flooding relief that Liz was astral projecting herself into the room. She walked up to him and she looked so distressed at seeing him that he tried to smile and he said: "I'm OK."

She forced a smile and she reached out to touch his face. Her fingertips brushed through his cheek like a feather-light kiss.

"I love you," he said.

"I love you," she replied, although he couldn't hear the words.

"Max!" Wesley cried.

Max heard it too, Darla's wicked laughter nearby. He pulled back and looked at Liz's image.

"Go!" He urged.

She nodded.

"Now Maria," she said.

"Liz I don't know about this…."

Liz saw movement out of the corner of her eye.

"Maria!"

Then she vanished just as Ethan and Darla entered the room.

"What was that?" Darla asked, marching over to her prisoners.

"What was what?" Giles asked.

"You know what," she hissed and she grabbed Max by the chin. "If I squeeze hard enough your head just might pop off."

Max looked her in the eyes and replied: "Are you sure?"

"I don't know what you are, exactly, but you bleed just like any other human. If you bleed then I can hurt you."

"What's the matter, Darla? You couldn't have a man so you decided to pick on a boy?" Angel said.

She turned on him and her face contorted into it's vampire visage.

"I had you, Angel, and you weren't man enough."

"Yes," Ethan piped in. "Now she has someone who meets her standards."

"0 negative?" Angel replied. "Because that's all she really wants you for. Once she gets what she wants you're nothing to her but brunch."

"Now Angel you had your chance and you failed to satisfy her."

"Is that what she told you? Because I remember it differently."

"Oh please!" Cordelia cried. "They never even slept together. If they did Angel would be the one kissing Darla's ring, instead of psycho prank boy here."

Darla and Angel both looked at Cordy. Darla was smiling and Angel looked rather sheepish.

"You didn't!" She cried, horrified. "Vampire my ass, you are such a man!"

"The curse was never about sleeping with someone, it was about a moment of bliss." Angel said. "And I never found bliss with Darla."

"No, but you found it with that cheerleader?!" Darla snarled.

"Yes."

"Well then what will you feel when you watch her die?"

"You went up against Buffy before and you ended up on the wrong end of a stake."

"Yes, stabbed in the back by my beloved Angel," she ran her hand over his cheek. "But this time you won't be there to help her."

* * * * * *

"Are you sure you're OK, Liz?"

"Maria, I'm fine," she said, although her cheek did still sting a little from the slap Maria had used to bring her back to her body. "We'll have to develop a better way to do that in the future."

Maria nodded and Xander walked up and dropped a heavy wood chest in front of them. He opened up the lid and revealed an assortment of wicked looking weapons.

"Stock up," Buffy ordered. "To kill a vampire you can behead them or, my favorite, a well placed stake to the heart." Buffy tucked a stake into her waistband and then tossed one to Spike, who flinched and dived out of the way.

"Hey, watch that!"

Liz reached into the box and pulled out a crossbow.

"Don't shoot your foot off with that," Spike said.

Liz aimed it at him and fired. Spike had to hit the deck.

"Hey!" He shouted.

Liz lowered the crossbow and looked at Buffy.

"I took archery four summers in a row."

Buffy smiled and then continued.

"Holy water will repel them but it won't kill them. Vampires are stronger then humans so don't let any get close enough for you to find out how strong." She looked at the sheriff. "And bullets don't work on them but they can use them against you if they get a hold of your gun so you might want to leave that behind."

He hesitated but then unholstered his weapon.

"Guns don't work but pointy little sticks do?" Isabel said sarcastically.

"Well you wouldn't feel so sparkly if someone drove a pointy stick through your heart," Anya said.

"Alright," Buffy broke in. "I'm going to take point. I'll take out as many as I can. Tara and Willow will follow, knocking out as many as they can. Anya and Xander, you'll cover them." Everyone nodded. "And Spike—"

"Let me guess, I get to play babysitter to the newbies."

"I want you to cover them, yes."

"We're bringing up the rear?" Michael said.

"It safer that way. We all have experience with this sort of thing. You'll only get in our way. Use the weapons to defend yourselves but keep clear of the fight as much as you can."

"My brother is in there!" Isabel shouted. "And you have no idea what we can do."

"Really," Buffy asked. "What can you do?"

I can vaporize you without messing up my manicure, she thought. But she didn't want to spoil her cover. She didn't know what Liz had told the slayer but from the way she'd been treating them she didn't think Buffy knew what they were or how powerful they were.

"It'll be fine," Liz said, quickly. She looked at Michael and Isabel, nodding vigorously. They both fell silent.

"Then let's move out."