Willow walked down the stone hall, eyes searching for any sign of Spike or the mysterious *they* William had warned her about. There were doors, lots of them, lining the hall, and more halls of more doors branching off of the corridor she was in.

'He could be anywhere, in any of these rooms,' she thought sadly. 'It could take forever for me to look through all of them.'

Resolutely, she placed on hand on a random doorknob. "Well, here goes nothing..."

She turned the knob and gave the door a trial push. It gave, creaking slightly, and swung open.

"Spike? Spike are you in here?" she called, peering into the darkened room.

But it wasn't a room at all. It was the alley behind the Magic Box and it was day. Spike was there in the shadows, smoking a cigarette. She rushed up to him.

"Spike!"

He did not appear to see or hear her.

"Spike?" she tried again, waving her hand in front of his face.

Spike did not acknowledge her, but turned his head when the back door of the shop opened and a somber Buffy stepped out.

"Buffy!" she cried, but the other woman did not seem to see her either.

'What is going on here? I feel like Ebenezer Scrooge in A Christmas Carol...'

"Buffy," he greeted.

Buffy looked at him, surprised. "Spike. It's daylight and you're ..."

"Not on fire? Sun's low. Is shady enough here."

Buffy nodded in understanding. Spike sat on a packing crate, and gestured to the space beside him. Buffy sat down next to him.

"I was gonna go in, but I overheard you and the Super-friends sharing 'a special moment' and I came over a bit queasy."

He threw down the cigarette butt.

"Say, aren't you leaving a hole in the middle of some soggy group hug?"

"I wanted a little time alone."

"Oh. Right then..." he stood and headed for the alley entrance, but stopped at the edge of the sunlight.

"That's okay. I can be alone with you here."

"Thanks ever so."

"Right."

He returned to her, his face concerned and Willow wondered what she was witnessing and when it happened.

"Buff? Slayer? You okay?"

She looked at him and nodded. "I'm here. I'm good."

"Buffy, if you're in-- if you're in pain. Or if you need anything... If I can help you..."

"You can't."

"Well, I haven't been to a Hell dimension just of late, but I know a thing or two about torment."

'Hell dimension?' Willow thought.

"I was happy," Buffy replied.

"I don't ..."

"Wherever I ... was ... I was happy. At peace. I knew that everyone I cared about was all right. I knew it. Time didn't mean anything, nothing had form... but I was still me, you know? And I was warm and I was loved... and I was finished. Complete. I don't understand about dimensions or theology or any of ... but I think I was in heaven."

Spike stared at her, a horrified look on his face. Buffy looked back at him, sad and somber.

"And now I'm not."

"Buffy..." Spike tried.

"I was torn out of there. Ripped out of there by my friends. And everything here is bright and hard and violent... Everything I feel, everything I touch... this is Hell. Just getting through the next moment, and the one after that... knowing what I've lost ...."

Buffy stopped, clearly unable to say any more. She rose and walked into the sunlight, leaving a speechless Spike in the shadows.

"They can never know. Never," Buffy said over her shoulder, then walked away slowly.

'What the hell was *that*?' Willow thought, shaking off the creepy feeling that had settled on her and hurrying out the door.

She closed it tight and leaned against it, breathing heavily, then she moved down and opened the next door.

This one was Spike's old crypt. Buffy was sitting in the gloom on the vampire's old chair. Spike was there as well, facing her, leaning against the television. His heads was bowed, his shoulder slumped. Once again, neither of them acknowledged her presence.

"I do remember what I said. The promise. To protect her. If I'd done that ... even if I didn't make it, you wouldn't've had to jump," Spike suddenly said.

'Jump?'

"But I want you to know I did save you. Not when it counted, of course. But after that. Every night after that. I'd see it all again, do something different. Faster or more clever, you know? Dozens of times, lots of different ways ..." Spike paused then added emphatically. "Every night I save you."

The broken look on Buffy's face was too much and Willow practically ran out.

'What the hell is going on here?!'

She began opening doors, thrusting her head into each of them to see where they led. Each appeared to be some kind of scene that occurred between Spike and Buffy. One had them riding on a motorcycle together, and another had them talking over whiskey in the lower level of Spike's crypt.

'I didn't know it looked like that down there...'

Still another had Buffy screaming at Spike as she beat him mercilessly in an alleyway while he did nothing to defend himself. Then there was the one of him and Buffy obviously having sex even though they were pretty well concealed under a rug.

'Whoa. Twisted fantasy there...' she thought, quickly shutting that door.

More and more scenes, some violent, some sweet, some tragic, showed themselves to her as she made her way down the hall. Again, most of them were of Buffy and Spike, but a few had her and the others in them. She saw Joyce's death and Riley's transgressions, and perhaps the most telling, her own lover Tara as a victim of Glory's brain sucking. Then she came to the last door in the corridor she was in and she opened it.

It was night in a place she did not recognize, but she saw herself and all of the other scoobies there. They were at a construction site, and there were rubble and human and demon bodies all over the place. There was no sign of Buffy or Dawn, but Spike was lying on the ground at the base of this huge rickety tower, obviously severely wounded. He was looking up at the top of the tower so she looked up too, in time to see a huge portal open up in mid air and all manner of demons and black energy come spewing out.

'Oh my God...'

Then a lone figure leaped off of the tower, arms spread, and she screamed as she saw that it was Buffy. Her scream was echoed by a howl from Spike as they both watched Buffy plummet to her death.

"BUFFY!" Willow cried.

A hand landed on her shoulder suddenly and she screamed again, spinning to find William, pale and panting, behind her.

"You won't find him here," William said.

Shaking, swallowing her grief and terror, she nodded and allowed him to take her out. Back in the hallway, she staggered and lost her balance, collapsing to her knees. Young William knelt next to her, his face concerned.

"It struck me as unseemly for a gentleman to allow a lady to go off into danger unescorted," he said.

"What... What was that?" she demanded of him, tears on her cheeks.

"The time before," came the cryptic reply.

"That makes no sense. None of that ever happened. What is this place?"

He looked at the door-lined hallway then back to her. "It's where we keep the memories we'd like to forget."

"But none of that *ever* happened!"

He looked at her sadly and rose to his feet. She stood as well, forcing her legs to do her bidding. He regarded her for a long time, then sighed and motioned for her to follow him.

"I don't like to come down here. It's unpleasant, but I think, in this case, sadly unavoidable," he told her as he took a side passageway and bade her to open one of the doors. It revealed another intimate scene between Buffy and Spike.

"It was love, but it was tainted, you see. His by the demon inside him and hers by the suffering she had endured," William explained as he took the doorknob from her hand and closed the door.

"I don't understand."

"Time isn't linear," he offered as an explanation. "It can loop back upon itself."

She creased her brow, trying to process. "Are you saying that Spike went back in time?"

"The demon deemed us worthy."

"So... all of that... actually happened."

It was almost too much to handle.

"He couldn't save her. Not from the Hell God who took her sister or from herself after she was brought back from the dead."

"Brought back from the dead? Who would do such a thing?"

He regarded her with eyes that reflected back her own fears.

"He couldn't save you either."

"Oh. Oh no. No, I would never..." she emphatically denied.

He held up one thin finger. "Never say never, Miss Willow. None of us can say what we will or will not do. He certainly never intended to become what we became. Sometimes our choices are taken from us by our passions."

He opened another door for her and she witnessed the painful reenactment of an attempted rape. She almost retched in the hall.

"Oh my God."

"They were destroying each other with their own pain," William said.

He led her to yet another door and turned the knob. She held her breath, dreading what she would see on the other side, and found herself in a cavern painted with gruesome and disturbing cave paintings. Then a severed demon head came from around a bend, followed by a weary and bloodied Spike. In his hand was another severed demon head.

"Right then. That was a bloody doddle and a piece o'piss..." Spike said defiantly as he tossed the second head to the ground and dropped to his knees.

"Got any more tests, ya ruddy ponce? I'll take anything you throw at me. If it'll get me what I need to take care of the Slayer, give her what's coming to her, you just bring it on. Bring on the whole..." he asked snarkily, then stopped as something started moving under the soil. "Bloody hell..."

His face hardened and he tensed as hundreds and hundreds of scarab beetles erupted from the earth and began to swarm all over him.

Willow cringed as they crawled over his screaming face and poured into his mouth.

"Oh, oh my god. Oh my god..."

She tried to back away, but a hand stopped her and she saw that it was William, his face grim.

"There's more."

She stood, transfixed as she watched the beetles swarm then recede, leaving a prone, battered Spike in their wake. He lay there for several moments and she wasn't sure if he was conscious or even still alive, when he suddenly drew breath. Willow then saw a monstrous gnarled demon shuffle up to loom over him. His eyes fluttered open and he stared at the ceiling.

"You have endured the required trials," the demon said.

"Bloody right I have," Spike replied, weak but defiant. He pushed himself up into a sitting position. "So, give me what I want. Make me what I was... so Buffy can get what she deserves."

"Very well," the demon agreed, reaching out a scaled hand to touch Spike's chest. "We will return... your soul."

White light flooded the cave and Spike screamed in agony.

Willow rounded on William. "I thought you said he chose you."

William nodded. "He did."

"No, he didn't. That demon just tricked him!"

William shook his head. "Spike's goal was always to regain his soul."

"But how could he..."

"Because the demon loved her, but knew Buffy would never love him back without a soul. I know this because he would never have been sent back to correct things if the demon hadn't chosen the soul willingly."

Stunned, Willow made her way back out into the hall. William followed at her shoulder. She stopped, leaning against the stone wall, her eyes closed and her fists clenched, then she glared up at the man standing before her.

"You aren't William," she accused.

The man shook his head. "I'm the part of him that wants you to find him."

"Where is he?"

The man began to fade from sight, growing translucent and out of focus.

"Below," came the reply before the apparition disappeared.

'Below? Ah, dungeon...' she reasoned and hurried to find a flight of stairs that went down.