The crowd in the living room had diminished down to Buffy, Giles, Andrew and Xander. Some of the potentials were also in the living room; their sleeping bags all set up on the floor. Some of them went up to sleep in Dawn's room. Faith made a beeline for the porch. Willow went up to her room.

Cut to the Living room:

Buffy said goodnight to Giles and Xander and Andrew, waved to the potentials and started walking up the stairs.

"B...Buffy." Faith called from the porch.

"Yeah..." Buffy turned and joined the brunette slayer on the porch. "What's up."

"What's going on? What did she mean when she told us something bigger's coming?"

"I'm not sure Faith." Buffy sat on the step next to Faith. "But I hope we're ready when it happens. I should get some sleep...so should you."

"I will, I just need a minute to myself."

"Night Faith."

"Hey, B? When did Dawn grow up?"

"When we were busy saving the world." Buffy turned went into the house. On her way to her room she heard giggling and yelling from Dawn's room. She opened the door a little and peeked in.

She saw Dawn sitting on the bed covering her ears with a pillow. She made a 'come here' motion with her hand. Dawn came stumbling out of the room.

"Thank you! I thought I'd never get out of there."

"That's what sisters are for. Come on, you can sleep in my room tonight."

--------------------------

Cut to: The alley.

Angel and Spike are now fighting on the ground. Angel is on top of Spike throwing punches.

"Kill him already Spikey."

"Dru...Drusilla?"

"Spike what the hell are you talking about, Drusilla is gone... dead."

"I know, I know. I just- thought about her is all."

"Get up." Angel said through clenched teeth.

Spike slowly sat up, and brought himself to his feet.

"What's wrong with you?" Angel asked.

"Nothing, just leave me a lone."

Spike walked away from Angel, back toward the Summers' house.

------------------------------

Cut to: Summers' house, upstairs hallway. We hear giggling and arguing. Kennedy stumbles out of Dawn's teenage-girl- filled room. "It's like a war zone in there." She said, toothbrush in hand. She backed away from Dawn's room, not paying attention to where she was going, she bumped into Willow, literally.

"Hey- watch it! Oh. It's you." Willow rolled her eyes.

"Hi, good to see you to Willow."

"I'm sorry, I'm just not in the mood." Willow went to the bathroom and slammed the door in Kennedy's face.

"So, how are you?"

"What part of 'door in face' didn't hit you hard enough?"

"I get that you don't like me, but why the hostility?"

"Kennedy...you're tormenting me and you're cracking down on Faith like it's her fault we're not together." Willow stepped out of the bathroom.

"She is the reason why you left me."

"No, she's not. You were the reason Kennedy. When are you gonna see that?"

Willow went into her room, and softly shut the door.

Kennedy turned back toward the bathroom, and walked herself right into Faith.

"Watch it." Faith said.

"Sorry." Kennedy muttered.

"I'm sure you are." Faith walked past Kennedy and knocked on Willow's door. "Willow, it's Faith...can I...?"

Willow opened the door and pulled Faith in by her shirt collar and shut the door forcefully. Willow pushed Faith against the door and kissed her hungrily on the lips.

"Red, (mmm) stop. (mmm) Willow!" Faith used her slayer strength to get the witch to let up.

Willow pouted. "No kisses?"

"No. I mean, yes, but..." Faith sat on Willow's bed. "Willow, last night...you had to have dreamt something."

"W-what makes you say that?"

"I woke up because you were tossing and turning, you were kicking and crying. I tried to hold you close but you pulled away. You looked so hurt... like you were in such pain."

Willow sat down next to Faith. She was fiddling her thumbs, eyes focused on her hands.

"I don't know what to say. I remember the dream, but I didn't know it was like that." Willow looked at Faith "I didn't hurt you did I? I'm sorry. I didn't know. I—"

"Woah, woah, hey it's ok Red. Slow down. You didn't hurt me. I'm a big bad slayer, remember?"

Willow snuggled up closer to Faith, who put her arms around the witch.

"You just shook me up a little, Red."

"I remember the dream." Willow paused for a moment.

"Red, you-"

"I lied to you." Willow pulled out of Faith's embrace, and looked her right in the eyes. "I didn't think I woke you up. I- I'm sorry."

"It's ok." Faith ran the back of her hand over Willow's cheek. "Tell me about it?"

"In my dream there were vampires. Thousands of them, but they were stronger that regular vampires. They didn't look human at all. And we were all there, fighting, but it wasn't enough. They won."

Faith sat on the bed across from Willow. She took Willow's hand in hers, and brought it up to her lips, where she placed a gentle kiss upon it. Faith raised her eyes to meet Willow's. "I'm sorry Red. You're safe now, no nightmares tonight."

"How can you be so sure?"

"I have a plan to make you forget about them and have wonderful dreams."

"Oh? What's that?"

"I'm not gonna give it up [I]that[/I] easy, Red. You'll have to make me talk." Faith climbed to the other side of the bed. Willow followed, and began tickling her slayer.

Out in the hallway, giggles could be heard from Willow's room. Kennedy walked out of the bathroom and looked at her former girlfriend's door. She put her head down and held back the tears that were forming behind her eyes.