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*****

Drusilla pulled away from Spike as soon as she tasted his blood. "You taste yucky. You have a soul." Dru spat as Spike. "A disgusting soul." She took a step away from Spike.

"Dru, I don't have a soul." Spike said, afraid of what she would say or do next.

"I can see it. It's pretty colors whooshing around where the piece of plastic used to be." Dru took a step closer to Spike, and began to stroke his head. "My poor, Spikey. He doesn't remember a thing."

"Dru, what are you going on about? You're making less sense than usual." Spike took a step back from Drusilla.

"Look." She told him touching his head. Suddenly Spike was hit by a series of images.

*****

*Flashbacks*

Spike lay in his crypt with Willow lying in his arms. "I'm yours Spike. Always yours." Willow whispered. The door to the crypt swung open, "Spike, I can't find- Willow!" Buffy shrieked as she saw Willow with Spike on his bed. "Spike. Willow. Nakedness. No, Willow, no."

~~~~~

Spike was now pressed up against a wall with Buffy holding a stake to his chest.

"Willow, he's been feeding. He needs to be killed." Buffy said looking at Willow.

"Buffy, no! I love him." Willow dropped to her knees. "You what?" Buffy asked bewildered. She dropped Spike and took a step back to look at Willow.

"Love him. I love him."

"Really, pet?" Spike asked her as she kneeled down next to him.

"I do."

"I love you, too, Red."

"I know. I'm sorry."

"For what, Red?" Spike asked her confused.

"For what I have to do."

"Pet, what are you talking about?"

Willow grabbed her bag off the floor next to her. She opened it and pulled out an Orb of Tessla from its confines. Spike looked at her in shock.

"Pet, have you had that the whole time?"

"I'm so sorry, baby." She said crying. She closed her eyes, and then began chanting in Latin. Spike didn't move. 'I can't lose her.' He thought as the blinding white light filled him.

~~~~~

Spike sat in his crypt rocking back and forth, crying. "All the people I killed. They didn't deserve it. The people... The people..."

"Neither did you, Spike. Neither did you." Willow said silently looking lovingly at Spike. "Spike?" Willow asked kneeling down in front of him.

"Get away. Get away. Don't deserve you. All the people..." Spike turned away from Willow.

Willow spun him around and held his face in her hands. "You do deserve me, Spike. I'm yours, remember? I love you."

~~~~~

*End Flashbacks*

*****

Willow, Xander and Buffy entered P3. Almost at once, Willow took off. She ran to the bar where she had seen Spike talking with Drusilla. 'She can't have him. He is mine. Only mine.' Willow thought as she ran towards the bar.

Buffy and Xander chased after Willow, not sure what was going on, but following her none-the-less.

*****

Spike pulled out of his thoughts in time to look at Dru with a look of bewilderment in his eyes. Before he could say anything to her, she exploded into dust before him. As the dust faded he saw Willow standing in front of him holding a stake. She dropped the stake quickly and threw her arms around Spike's neck and kissed him hard. "You're back." She whispered into his ear. 'Am I?' Spike asked himself as Willow pulled him closer to her.

*****

Paige, Piper, Phoebe, and Leo entered the club in time to see a dark haired woman turn into dust. In her place stood a beautiful red head with a crazed look in her eyes. Then she grabbed Spike and kissed him. Phoebe fell to the floor in pain.

"Pheebs?" Piper asked pulling Phoebe up.

"I'm gonna go get Spike." Paige said stalking off towards the bar, as Piper half-pulled, half-carried Phoebe to an alcove in the back of the club.

"No staking!" Piper yelled over her shoulder earning her some strange looks form patrons. "It's a new phrase. Every one's saying it." She told them, as Leo took Phoebe from Piper and carried her to the alcove.

*****

Paige stalked over to the blonde vampire, startled when a pair of arms locked around her waist. "Tsk. Tsk, witch. If you interrupt them now, you'll miss all the fun of your sister watching my childe die. It will be fun, princess."

Paige whirled around to see a smirking Angelus, who still had his arms on her waist. "I've been watching you. I'm grateful that you did that little spell for me, Paige. Dru told me what you did. I didn't get to thank you properly earlier, Paige." Angelus grabbed her face and pulled her into a bruising kiss, the harder she tried to pull away, the harder he kissed her. "Now, Paige," Angelus said as he finally released her. "You will do as I say. No magic, or your sisters will be dead before you even finish your little spell. Understand?" Angelus grabbed Paige's wrist harshly and pulled her to a dark corner of the club and once again spun her around so she could see what was going on in front of her. He held her by the waist and whispered into her ear. "Watch and see, my princess. Watch and see."

*****

Phoebe jerked up from her spot on the couch with Piper and Leo. "Spike. Where is he?" Phoebe asked frantically.

"He's, um, busy, Phoebe." Piper said uncomfortably.

"He needs me."

"Phoebe."

"He doesn't love her, anymore." Phoebe pulled away from Piper and ran back towards the bar. Piper looked at Leo questioningly.

"She can feel it. They have a bond. She can feel whatever he's feeling." Leo explained.

*****

Buffy and Xander ran over to Willow and Spike just as Phoebe approached.

"Spike." Phoebe said as she reached him. Spike untangled himself from Willow.

"Phoebe." He said as she pulled him away from Willow. "Angelus is here." He whispered into her ear. Phoebe nodded.

"Where's Paige?"

"Haven't seen her."

"She was supposed to get you."

"Angelus." They said at the same time. They turned and walked back to the alcove where Piper and Leo sat.

"Spike?" Willow asked grabbing him by the arm and whirling him around to face her. "Who's this?"

"Red, this is Phoebe, my new girl." Spike said pulling away from Willow once again and walking away with Phoebe. Willow dropped to her knees in defeat and Buffy spun Spike around and punched him in the jaw.

"What the hell was that Spike? You go around for two years saying that you love Willow and now you treat her like shit. What the hell is this?" Buffy yelled at Spike.

"Slayer, I have no idea what I did for two years. I can remember some of it, but whatever mojo Red worked on me, erased my memory. I don't know what spell she did, but I feel different. Maybe it's because of my soul, but I don't love Willow as I used to. It's bittersweet now. Tell her I'm sorry. But we gotta go stop my sire, bye Slutty."

Spike turned and walked away with Phoebe trailing behind him and Buffy standing still in shock. "Baby?" Phoebe asked Spike. "Who were they?"

"Slutty, the blonde, is the vampire slayer. Xapper is Slutty's lapdog. And Red, well she's a witch." He told her stopping ever so slightly when he said the word red.

"You love her, don't you?" Phoebe asked stopping both of them.

"Did. Before I met you." Spike kissed Phoebe softly on the lips before continuing his walk over to Piper and Leo.

*****

Angelus cursed from the shadows. "That didn't go how I planned it to. What did you do, Dru? Oh, well. I've got you now. And you're all too ready to help me, aren't you princess?" Angelus hissed in Paige's ear.

Paige was freaking out. 'What have I done. My spell released Angelus instead of getting rid of Spike. I do not want to be a vampire again. I also prefer to stay living. What do I do?' Paige asked herself.

Angelus spun Paige around and slammed her into a wall holding her up by her throat. 'What is this? Assault Paige and hold her up against a wall day?' "What are your sisters planning?" Angelus hissed at Paige.

"I don't know." Paige rasped out.

"You better not know anything princess, other wise you'll end up dead. Oh, I'm going to kill you." Angelus said when he saw relief spread over Paige's face. "There's no stopping that. But if you're good, I'll bring you back to be like me. We'll paint the world red, princess." Angelus licked her neck and Paige shuddered. "Stop that, princess. We both know you liked that; I can smell it." He licked her neck again. Paige began to scream inside, hoping against hope that her sisters would find her; before Angelus decided he was done playing with her.

*****

"Phoebe! Spike!" Piper exclaimed when she saw them. "Where's Paige?"

"She's not with you?" Phoebe asked Piper afraid of the answer.

"No, she went to get Spike, remember?" Piper told Phoebe, starting to feel worried.

"I haven't seen Paige since I left the Manor." Spike informed her.

"Then where is she?" Piper asked Spike.

"My best guess? With Peaches."

"Peaches?" Phoebe, and Piper asked at the same time.

"Angelus." Spike corrected himself.

"Why do you call him Peaches?" Piper asked.

"You don't want to know." Spike and Leo answered at the same time.

"Leo?" Spike asked.

"Hello, William." Leo said coldly.

Spike fidgeted uncomfortable at the tone of Leo's voice and the fact that he called him by his real name.

"Do you two know each other?" Piper asked Leo and Spike.

"A life time or two ago." Spike answered.

"We were brothers in a past life." Leo explained.

"Wait. I thought only White Lighters can know their past lives- Oh." Piper said understanding the situation. Phoebe looked at the other three confused.

"Am I missing something?" Phoebe asked.

"No, luv. Listen. We need to resoul, Peaches. Either that or stake him. Take your pick. I'm all for the second one, but that's just me."

"We need the Power of Three." Phoebe stated. "We can't do anything as big as resouling with out it." Piper nodded in agreement.

"We may have it right here." Leo said, as a plan formed in his head.

*****

Buffy turned around and looked at Xander who was pulling Willow up off the floor.

"Angelus is back. It's time to do what I should have done a long time ago." Buffy said as she pulled out Mr. Pointy.

Suddenly the music stopped and Buffy noticed that everyone was leaving the club.

"What's going on?" Xander asked Buffy.

"I really don't know, Xander, I really don't know."

*****

Angelus pulled out of the bruising kiss he had Paige in. "What did you do?" He hissed at her.

"Nothing, I swear." Paige rasped out as she drank in air eagerly.

"Having fun, Peaches?" Spike's voice floated to him.

"Spike, my childe." Angelus stalked out of the alcove pulling Paige with him. "What are you up to, Spikey?" Angelus looked to see Spike standing with two dark haired women he didn't recognize and a blonde man. Behind them stood Buffy and Xander. A crying Willow lay at their feet. "Well, isn't this a pretty picture. Spike, don't you know your plans never work? You always get bored." Angelus smiled smugly at Spike.

"Well, mate, that used to be true. But when you spend most of your time around witches, you learn."

"But William, you'll never learn." A voice floated from above. Suddenly the club went pitch black.

"Darla?" Spike asked questionably.

Piper was beginning to fell uncomfortable. She did not like what was going to happen. She was sure of it. Suddenly there was a loud crack and then all the lights came back on. She looked around. Both Angelus and Paige were gone.

"Spike?" Phoebe asked. Piper looked to her left. "He's gone Phoebe."

Buffy swallowed hard. "So is Willow."

Xander looked at every one. "Did Spike say Darla? I thought she was dead?"

*****

More soon!

*****