A/N: Okay, if I work on ANY more fics, I'm going to go bonkers. Truly.

This popped into my head while I was typing up the lyrics in the beginning of chapter five of "Die Another Day", and I haven't been able to get it out of my head since. So, here it is. This will be six parts, thanks to how my warped little imagination decided to work.

All of the lyrics are from "Outside" by Staind.

Pairing: Willow/Draco

Disclaimer: Don't look at me. It aint'mine.

~* Looking In *~

Part One - Same Song, Different Tune

~* And you bring me to my knees

All this time that I

All the times that I felt insecure

And I leave my burdens at the door *~

She was beautiful. She was, by far, the most graceful, beautiful creature he had ever seen.

*This* was the witch who had tried to end the world a year ago? She must have been an angel, fallen from grace, because there was no way in hell that she was the one he was supposed to be watching over.

Draco smirked. No way in hell. That was an irony in and of itself considering he was standing on the mouth of it. The same mouth that this witch had bound closed not once but twice. The same witch that had helped the slayer defeat the First Evil less then a week before, a feat that no one thought possible, especially the Watcher's Council, but they weren't around anymore now were they? Just seven watchers and a handful of slayers in training, not to mention two slayers already called. He had heard the story a hundred times from his boss. Sirius Black just wouldn't shut up about it, and now he knew why.

Draco shook his head and began following the girl, a brunette walking casually next to her, remembering what Sirius had told him.

"Draco, I need you to go to Sunnydale, California and guard the witch."

"What?" Draco had expected a few things when he was called into Sirius' office, anything but this.

"You heard me. She needs protection, and I know that you can offer it. You're about the only one who can."

"What about Harry?"

"On his honeymoon with Hermione. They'll be following you in a couple of days."

"Ron?"

"Already on a mission in Florence, but he'll get there eventually. Look, I know this is the last thing you want to do right now, but this girl - "Sirius looked at the paper the ministry had sent over, "Willow Rosenberg needs our protection. You're father's on a crusade for power, and he knows damn well that he can get enough from her to make him almost impossible to beat. Draco, I don't want to have to set you up against your father -"

"I don't care about that Sirius. He disowned me long ago." Draco said, a mask of hatred on his face, the one he wore whenever his father's name was mentioned. Lucius killed his mother, right in front of him, when he discovered that Draco was playing both sides. And then he disowned him, saying that he would kill Draco himself unless the Dark Lord got to him first.

Ah, yes. Old Voldemort. Another person Draco wished he would have had the chance to fight, but he knew better - that was Potter's fight, and for good reason. Dumbledore, Hagrid, Lupin - all dead because of Voldemort, and Draco had never seen Harry as determined as he was to end that fight as soon as it begun.

Voldemort never had a chance. And now Lucius Malfoy was trying to fill the Dark Lord's shoes.

It never ends, does it?

Sirius sighed. "I know. I know. Same old song, you don't have to sing it again. But - Draco, I'm asking you. Go to Sunnydale, she needs our protection. I've already alerted the watcher, Rupert Giles, and he knows that you're coming, although he's not so thrilled about it."

"Wonder why." Draco grumbled. He had heard all about old Ripper from his father. They were in the same demon-worshipping circle, but while Ethan and Rupert were caught and expelled, Lucius got away with it, and on top of that, Rupert was in love with an already betrothed Narcissa. Then Rupert went and became a watcher.

The irony of it all.

"Draco, he knows you're nothing like your father." Sirius said rubbing his eyes. "He's concerned. They just finished fighting the First Evil. There were casualties like you wouldn't believe, four of which were very personal, and on top of that, the slayer's more beat up then anyone. He said he's never seen her like this, and hopes never to see this again. The other slayer's in town, but she's shaken up. You're needed there."

Draco sighed. "Alright, I'll go. What's the witch look like?"

And so, now he was here, a photograph of Willow Rosenberg in his hand, and a small prayer that they would all get out of this alive.

He'd seen enough death to last him a lifetime, and he was sure she had as well.

~*~*~*~*~*~*

Willow was silent as she walked through the cemetery with Faith, three bouquets of flowers in her hand.

"Willow?"

Willow was snapped out of her stupor. "What? Oh, sorry Faith."

Faith smiled a little. "You know, if you want to be alone, I could - "

"No." Willow grabbed Faith's arm. "Please. I don't want to be alone."

"That's okay. Neither do I."

The two of them walked over to a set of newly dug graves, and Willow had to hold her breath so that the tears that threatened to fall wouldn't send her into another hysterical crying fit.

Anya, Cordelia, Wesley - all gone. The LA gang heard what was going down, and Angel was in Sunnydale faster then a speeding bullet. And now, two of them were dead. Along with Anya.

But nothing would compare to Buffy's reaction to it all when she saw Spike go down. She'd never forget seeing Buffy go completely still - and then go into a rage that could rival all rages. She killed every single one of the uber- vamps that had been sent to Sunnydale after she killed the first one with barely a scratch on her.

And then she collapsed to the ground sobbing. If Angel hadn't been there, no one knew what she would have done. It was like they were watching her destroy the Master's bones again.

Only this time, they hadn't all gotten out alive.

Willow set down the flowers and sighed, turning towards Faith. "We should get back. Giles said there's someone coming that I have to meet."

"Do you know what he's here for?"

"Apparently, there's some big evil coming."

Faith sighed. "Again?"

"Unfortunately." Willow shook her head, holding back tears. "Let's get back; I want to see how Buffy's doing."

The two of them walked out of the cemetery and towards Buffy's house, not aware of the shadow of a certain wizard following behind them.

~*~*~*~*~*~*

"Just knock Malfoy. She's going to come to the door eventually and see that you're here, so just knock."

Draco held his breath and knocked, bracing himself to come face to face with the redheaded witch.

Instead, he ended up facing a teenage girl. She was tall, just four or five inches shorter then him, with long brown hair and brown eyes.

"Hi, can I help you?" Her voice was strained, and she looked absolutely exhausted, as if she hadn't slept in weeks. Then again, she probably hadn't.

"Yes. I'm looking for Rupert Giles. He's expecting me."

"Oh! You're - right, um - come in." Dawn opened the door and let Draco in.

Dawn shut the door and looked out the window and then shook her head. "Force of habit." She grumbled. "Giles is upstairs with Buffy. He should be down in a minute or two."

"Buffy? Oh - the slayer."

"Yeah. My sister the slayer, that's her." She looked almost sorrowful. "Uh, the rest of the girls went out for a while with Xander, he's a friend of ours, so it's just us and Giles and Buffy. Faith and Willow stepped out just a few minutes ago. They should be back any second. You can sit down if you want - excuse the mess. We haven't had time to fix the window."

"It's fine." Draco sat on the couch. "Faith. Is that the other slayer?"

"Yeah." Dawn sat down next to him. "Can I ask you something?"

"Uh - sure."

"How much danger is Willow in?"

Draco looked surprised.

"Don't look so shocked. I'm not stupid. I knew there was something Giles wasn't telling us, especially considering he got a note from an owl. So, I asked him. And he told me everything. So, now I'm asking you - how bad is it?"

Draco sighed. How was he supposed to tell a seventeen year old girl who had just survived an attack by the First Evil that Lucius could kill them all with two simple words and a wave of his wand?

"That bad, huh?" Dawn said quietly.

"Nothing compared to what you just defeated. Besides, this isn't your battle to fight. That's what I'm here for. There are two other people on their way, so I won't be alone." He smiled at her. "Don't worry about it....I didn't catch your name."

Dawn nodded. "It's Dawn. And I'll try. Kinda hard when you've had pure evil after you for the past six months."

"Dawn?" Giles stepped into the room and Draco stood up.

"Mr. Giles?"

Giles regarded the man standing before him for a few seconds. Draco looked exactly like his father, but he had his mother's eyes. He also lacked that "I'm better then you" stance Lucius always had, and he'd lost the slicked back look a few years before. Now, his blonde hair fell across his face, and Giles sighed.

Definitely Narcissa's son.

"Yes, you must be Draco Malfoy." Giles said shaking his hand.

"I'm sorry to come at such a bad time, but - "

"Yes, I've heard all about it from Mr. Black. Willow should be here any - "

"Giles!"

"That would be her - Dawn, go tell Faith to go upstairs with you and see Buffy."

"But - "

"Dawn." Giles said firmly.

"Fine." Dawn grumbled.

Willow came into the room, stake in hand, breathless. "The vamps are back in action a-" She cut herself off when she saw Draco. Her breath caught slightly in her throat.

Draco Malfoy was *gorgeous*. He reminded her a little of Spike, but - Goddess, he was just beautiful.

"Hi, um, I'm Willow."

Her voice sounded sweet to his ears, and as he shook her hand, he looked into her eyes. They were distant, as if she was holding back from a past that had gone horribly wrong, and now felt insecure and out of place among those she was closest to. Just like him.

"Draco."

As Willow shook his hand, she felt a sudden rush of power that faded quickly, and she looked up into his eyes. He was strong, but his power seemed to come with a fairly large amount of baggage attached that he just wanted to leave behind. His aura hummed with magic, both dark and light, as if he were caught in a web between one and the other. Just like her.

It was the same old story with a different tune.

This battle, whoever it was against and whatever it had to do with her, wasn't going to be the usual black and white good versus evil. This was one fight caught in the middle as shade of grey.