No one moves as Buffy listens to the cry of Angel's son. Her eyes begin to well with tears and she closes them tightly to prevent them from falling.

Angel starts to turn away to go take care of his son when Buffy silently reaches out to stop him. He looks down at her and they exchange a private but very meaningful look. Buffy takes another deep breath before starting to slowly walk in Connor's direction.

Cordy, who was standing behind Spike sees this and instinctively starts past her. Angel reaches out to grab her hand. Buffy doesn't see it as she finally reaches the bassinet and looks down inside.

Cordy: (Whispering forcefully) Angel! He doesn't know her!

Angel just holds tightly to Cordy's hand and ignores her as he watches Buffy.

Willow: (Only loud enough for Oz and Tara to hear)This has to be killing her.

Tara nods trying to hold back tears of her own.

Oz: (Whispering) I can't imagine what she must be feeling.

Spike: (mentally smug) She's feeling the end of her schoolgirl dream of forever.

Fred moves away from Buffy and her and Gunn join Lorne standing to the side. Everyone still watches. Connor looks up and sees Buffy and quiets.

Buffy: (Smiling) Hey there little one. You sounded kind of upset. (Leans closer studying Connor's face) Your one beautiful boy you know that? (Angel drops Cordy's hand and steps closer to the pair)

Wes: (Clears his throat quietly) Perhaps we should give them a minute.

Everyone seems to agree and begins to follow Wes into his office. Spike and Cordy are still transfixed at the sight.

Willow: Um...Spike, why don't you...

Spike doesn't answer and instead pushes past them to escape into the atrium. Wes motions for the others to continue vacating the room. Fred steps over to Cordy and puts her hand gently on her arm.

Fred: Cordy...

Cordelia shakes her arm free and follows Spike's path outside. Gunn pulls Fred forward.

Gunn: She just needs a minute. We all do.

Fred looks from the door that Spike and Cordelia traveled through back to Buffy looking at Connor. She finally turns away sadly when she sees Angel walk up to stand just a breath away from his past love.

Angel: (softly) I think he likes you.

Buffy: I see you in him.

Angel: Really? I've tried to see it but I keep thinking it's just wishful thinking.

Buffy: (Shakes her head still watching Connor) No. He's your son. (She seems overwhelmed at having spoken the words and her breath catches in her throat. Angel reaches up to place his hands on her shoulders)

Angel: Buffy, I...

Buffy: (Interrupting)Can I hold him?

Angel drops his hands and steps back a bit.

Angel: Um...are you sure?

Buffy: (finally turns to look up at him) Never so much so.

Angel nods and steps around her to gently lift his son into his arms. Buffy's tears finally escape at the scene before her. She shakes her head to clear her vision as Angel places Connor in her arms. She takes him and Angel steps back again to give her space.

Cut to Atrium

Cordy is standing outside looking in at what's happening inside.

Spike: (Speaking from shadows) Stings a bit doesn't it?

Cordy: (Startles) Must you do that?

Spike: Oh, I would imagine you're pretty used to the stealth by now. reckon you must have a yen for it truth be known.

Cordy: One, you don't know a thing about my yen. And 2, I'm used to Angel, not you.

Spike: My miss. (walks to stand in front of her and watch the scene she has turned her back on) Looks like you're going to miss the good part.

Cordy: (Haughtily)I don't care what they do! Besides, they're just old friends catching up. You forget, they have been over for years. Sure, there's still some residual feelings there, and I'm fine with it. What did I care? We all know, Buffy and Angel put that behind them. Love has given way to fond memories and a loyal friendship.

Spike: (chuckling as he lights a cig) And in what alternate reality did you invent that scenario pet?

Cordy spins away and sees the couple through the window again. She can't watch though and walks to the opposite side of the atrium.

Spike: (Exhales smoke while still watching Buffy-finally he gets disgusted and faces Cordelia) Friends huh? I guess Buffy never told you about the night I first came back to Sunnydale.

Cordy: No, I'm afraid Buffy and I didn't have many all night bonding sleepovers. But I'm sure I should be sorry I missed it.

Spike: I like you Cordelia. You always had a wit that even I could envy. But let me fill you in on a little tidbit about our little compadres shall I?

Cordy doesn't answer so Spike continues.

Spike: I was all heartbroken and such when I got back in town. Dru did quite the number on me.

Cordy: That's right! You and Dru...

Spike: (Firmly)As I was saying. I was out to get her back at any cost. So I mistakenly chose to go against the Slayer. Her and Angel and I spent the night together fighting off pesky intruders in our quest to recover Willow and...wait, that's right. You got a little tummy ache yourself that night didn't you?

Cordy suddenly remembers seeing Xander and Willow and falling on the rebar.

Cordy: Thank you so much for the traumatic flashback. Will that be all for the evening?

Spike: Sorry. I really didn't intend...oh just get over it. We're talking about our current situation here remember? So while you and the wolf boy were saving the day, I got to see Angel and Buffy spending the night pretending to be 'just friends'. Not very convincing I might add.

Cordy: Well back then it was different. But this is now.

Spike: Yes I suppose you're right. (Grabs Cordy by the arm and begins dragging her)

Cordy: Hey! Ouch! What are you doing?

Spike finally stops when they're both facing Buffy and Angel again.

Cut to office

Lorne: Well I think we must be breaking some kind of firs code law here folks. (mimics counting all the people crammed in Wes' office)

OZ: This one's funny too. How do you guys find these people?

Fred: Just lucky I guess.

Willow: Wes, can I call Dawn? I need to let them know what's up.

Tara: Why don't I do that? Oz, can you sit down with Willow over there?

Oz: Um, sure.

Wes: I'm afraid there's not much in the way of privacy here.

Willow/Oz: That's not necessary! None needed!

Wes: (Uncomfortably) I was talking about for Tara's call.

Willow/Oz: Oh.

Tara: It's okay. I'll just be a minute.

Willow and Oz lean against the small windowsill and their legs brush against each other. They both appear completely uncomfortable.

Gunn: So what about the vamp?

Wes: Right, well you left the cross with him correct?

Fred: Yeah, but what if he...

Lorne: Don't worry friends. That poor thing couldn't fight off a fly right now. he probably wishes you would have gone ahead and staked him. (Shakes his head sadly) I thought I'd seen a lot of horrible things in Pylea, but what she did to him. That's just plain over the line.

Gunn: I can remember a time when seeing a vamp like that would have made my day.

Fred: What? You mean you think he deserved to be tortured like that!

Gunn: No! I mean, I'm just saying I've seen vamps do some pretty cruel things of their own. But you're right. There's no excuse for...

Wes: We all agree what happened is a bit extreme. The question remains, why bring him here? She said she wanted to give Angel a message. So is that what they plan on doing to him?

Fred: That would never happen. Angel's way too smart for that.

Gunn: Unless...

Wes: Unless what Gunn.

Gunn: I was just thinking about what had happened. First she takes Fred to make Angel show up and fight. But lets him go when he injures a human. Then a bunch of human attack us. Then she brings a rather mutilated victim to show Angel what she plans. But she said what "they" had planned. So it has to be Hotlz, but that would just be "we". So obviously they're all in it together right.

Lorne: I think that's pretty easy to go along with.

Wes: But why keep up the teases. Where's the payoff? If Holtz wants Angel dead, then he need only make his move.

Fred: But he doesn't want him dead. He wants him to suffer. He wants him to be forced to watch everyone around him suffer.

Willow: Guys, I don't know much about what's going on. But it seems to me that whoever this guy is can't bring himself to kill Angel as long as he knows he has a soul. Maybe his plan is to keep bringing the pain closer and closer until Angel breaks.

Oz: As in breaking the curse breaks? Like no soul, so therefore making him a righteous kill again. Vengeance isn't vengeance unless its exacted on the evil that demanded it in the first place.

Wes: By God, that's it. Why hadn't I thought of that?

Tara hangs up the phone and turns back to the others.

Tara: Everyone's fine. They don't like us still being here though. (Sees the mood of the room) What? What did I miss?

Cut to Buffy still crying holding Connor

Angel: Please don't cry.

Buffy: I'm sorry. I can't seem to help it. I just can't believe...(looks up at Angel) you have a son Angel.

Angel smiles softly.

Buffy: You have a beautiful son and it has nothing to do with me...with us. It's not us.

She begins to cry again and he puts his arms around both and pulls them close as he closes his eyes against her pain.

Cut to Atrium

Cordy is still watching and Spike stands behind her. He begins whispering in her ear.

Spike: They're not friends. They'll never be friends. They'll be I love till it kills them both. They'll fight, they'll lust, they'll hate each other till it makes them quiver, but they'll never be friends. (Cordy begins to cry) Love isn't brains, not for the likes of us. It's blood, screaming to work it's will. I told them both that night I came back and even though they had told me before that they were just friends. They didn't argue when I said it. You know why love? Because I was them. I had been in there shoes and didn't even know how much it would grow after that night. I would imagine you didn't wither. But look at us now. Look at us...outside, in the dark. And them...in the light.

Cordy doesn't respond as the tears continue to fall.

Cut to Angel pulling back and taking Connor from Buffy. He has fallen asleep and he lays him back down in the bassinet. Buffy steps back to gain some clarity.

Buffy: Well, this is new.

Angel: Yeah, that's been the theme this year.

Buffy: You can say that again. So I guess you have things to do. I should...

Angel: Don't.

Buffy: (Glances up from beneath her lashes) Don't what.

Angel: I know you can't stay here and truth be told, I'm not sure I would even want you to. (Buffy shrinks under his words) I just mean that things are pretty crazy with me right now.

Buffy: That has to be like your entire lifetime's worth of understatement.

They exchange a slight grin.

Angel: We can't forget what Doyle said.

Buffy: Right. Someone's coming. I'm the answer. I want help Angel I really do.

Angel: I know. And you will. But first I think we have to clear our plate.

Buffy: What?

Angel: Who do you trust?

Buffy: I'm not sure I...

Angel: I need Wes and Gunn and Fred...and Cordelia. Lorne is working on finding Holtz before he finds us. I can't afford to lose anybody right now. But I also can't afford to let my guard down with Connor.

Buffy: So you want me to...

Angel: No! I want you to help me as well. The faster we do this, the faster we can...well it will just be faster. So I'm asking you, who do you trust? With your life?

Buffy: Willow and Xander are the rest of me. They make me better, they risk themselves on a daily basis to help me.

Angel: Good, then Willow can take Connor to Sunnydale with Xander and the others.

Buffy: What?

Angel: It's the only way. Holtz doesn't know where you live or even who you are. They can protect my son until we're done here. With the Doyle thing.

Buffy: (Looks at him and yells) Willow!

The door opens and the others rush in. Cordy runs in wiping her eyes with Spike just behind.

Willow: What is it Buffy?

Buffy: We need you to take Connor to Sunnydale.

Cordy: What?!

Angel: It's okay, it's the best thing right now.

Buffy: You can take Tara. Oz, can you drive them?

Oz: Sure.

Tara: I can't go.

Willow: What?

Tara: I have to stay here and help. I started this mess. I have to finish it. My question still hasn't been answered. I can't leave until I know. Oz, you can take care of them right?

Oz: Um...yeah.

Angel: Fred, go pack a bag for Connor. Wes, do you think anyone else should go?

Wes: I think Lorne could be of help.

Lorne: Me? Why me? I've never been out of LA. At least not in this dimension. Why do I have to go?

Angel: Lorne's right. He's the guy for Holtz contacts.

Lorne: Listen to the big guy. He knows the deal.

Willow: I still don't know... Oz: Angel, I can do this one. I got this. We'll get to Sunnydale and stay inside until your at the door. Trust me.

Buffy: (looks at Angel) Okay, Oz. You take Willow and Connor and go now. (She steps closer to Willow) As if he's mine Will. Got it?

Willow: I understand Buffy. We won't let you down.

Angel: (Picks Connor up and hands him to Willow as he kisses his forehead one last time) I'll be back for you soon little one.

Cordy: (Walking to kiss him also) We all will. I'll be there too Connor. You be good. (looks at Oz) Please be careful.

Oz, Willow and Connor leave the hotel after Fred returns with the bag. The group watches them go.

Angel: Gunn...

Gunn: I'm on it. I'll make sure they leave safely.

He takes off after them.

Wes: So, I suppose we should formulate a plan.

Angel: That would be good. Why don't you do that? We need a defense against Justine and her pals. Spike, can you do something with our friend here. I can't stand the sound of his sniveling anymore.

Spike grins as he begins dragging the injured vamp out the door.

Buffy: I better go make sure he doesn't get too messy.

Wes: Fred, perhaps you and Lorne could get on the Holtz hunt full blast? We need a break on his location, now.

Fred: You got it.

Cordy: Angel, I really don't know if I like this. You're not thinking straight. You never do when...

Angel: Cordy don't. Don't say it. (faces her) I know this isn't fair. I don't like it anymore than you do, but its happening and we can't pretend it's not. We're all here for a reason and until we figure it out, none of us are safe.

Cordy: And that's final right? I don't get a say?

Angel: (Stands straight and crosses his arms) What's your say?

Cordy: (Hesitates) I just want you to remember who has been here the whole time. Just because we can't swoop in and play hero, doesn't mean we're any less important.

Angel: Cordelia Chase, you are more important than either of us is ready to admit.

With that he walks away and leaves her staring after him dumbfounded. Interior: Summers House

The doorbell rings and Dawn rushes downstairs to answer it. Xander and Anya walk in from the den just as she opens it.

Dawn: Hey Oz. (Looks over his shoulder) Where's Buffy?

Oz: Fraid it's just us right now.

Xander: Us?

Oz: (Steeping through the door) Yeah. Uh Willow's with me.

Anya: And Tara? Where's Tara?

Dawn: And Buffy and Spike? And what's taking Willow so long?

Xander: Um Oz...is that a diaper bag you're carrying?

Willow: (walking up with Connor in her arms) Yeah it is.

Xander, Dawn, and Anya all look at her in amazement.