Thanks to all who reviewed the last chapter. I'm sorry it took so long for this one to come out... One of my beta's went away for Easter, and that's always a busy time for me anyway. So without further ado, chapter 5:

Disclaimer: Joss, WB, UPN et al. own Buffy. George Lucas, LucasFilm, LucasArts et al. own Star Wars. Timothy Zahn owns Grand Admiral Thrawn. Squaresoft own Final Fantasy. No, this isn't a FF fic.

Title: For the Good of the Empire.

Author: Paradigm Shifter

Feedback: Yes! YES! Please?! Love to know what you think.

Rating: I'll go with PG for now. Be prepared for it to go up, though.

Grateful Thanks: go to Trevelyan (Matt) and Bobby Cox. Your input and suggestions were both invaluable for this.

Notes: The first of a set of Halloween fics. All the others will be one-shots; this will be a continuing fic (mainly because the opportunity to rewrite Buffy if Thrawn was there is too good to miss) So... this is the fifth chapter (don't expect me to stick word for word to the script, that's boring. In fact, don't expect me to stick to anything other than the basic gist of the episodes...)

*

Mara Jade visibly _stalked_ down the tarmac of the street, with a whining Lady in tow. Whoever this noblewoman was, she was a first-class moaner. She hadn't shut up for more than five seconds. Reaching the limit of her endurance, Mara cut off the fifth tirade about the state of her shoes in as many minutes with a sudden halt and a snarl.

"Shut up, girl! Or by the Emperors Black Bones I will _make_ you shut up!"

Buffy sniffed hautily. "Well! I have never been so...!"

Mara cut her off. "Get this through your thick head, girl: _I_don't_care_! There may be things out there worse than me, but right now, I don't think that there _can_ be!"

"If you persist in this..." Buffy's response died in her throat as Jade's eyes narrowed and Buffy felt a pressure in the back of her head.

Her lips moved.

But no sound came out.

Jade smiled, and it was far from friendly. "I've just helped you in your endeavour to be silent. Don't be overly concerned, I'll reverse it when we get where you need to be."

Jade spun around as if stung, and Buffy saw her fix her gaze on a blue-skinned man in a white uniform.

She heard, too, the dislike evident in Mara's voice as she hissed a name. "Thrawn."

*

Thrawn strode purposefully toward where he had heard Mara Jade's dulcet tones chewing out someone. He paused for a fraction of a second as she came into view, and wondered, not for the first time, how she could be so self-assured that she was the lone Hand of the Emperor.

If course, to Thrawn, it made perfect strategic sense to have a network of blindly loyal agents – some men, and some women – who would do anything... _anything_ for the man they were conditioned to serve. Mara Jade was but Palpatine's current favourite. It also made sense to have none of the agents know about any of the others. That way, they were protected.

Thrawn could guarantee that the only person who knew all of his agents was the Emperor himself. A man strong enough to erase the minds of every human and non-human on Coruscant when he buried the Lusankya there had to be capable of much else, as well.

He wondered vaguely, for a moment, why the Emperor insisted on using Vader and the Imperial fleet to exterminate the recent rebel uprisings rather than just simply killing every insurgent with the power of the Force.

Such was the power the Emperor wielded.

Thrawn's own whispered growl brought him out of the unexpected reverie, and he began to think of all he knew about the Emperors current 'pet'. "Jade..."

Adopted by the Emperor when he found her a handful of years ago, she had been trained as an aide, an assassin, and a Force-sensitive agent. There were rumours that she shared his bed, but they were nothing more than that – Thrawn personally doubted that anyone the Emperor chose to be physically intimate with would survive the experience. She was among the few regular aides when the Emperor 'held court' with his closest advisors, and was meant to be one of the few who knew the identity of Lord Vader: something that even Thrawn himself did not know. Again, it was mere rumour: Vader seemed to guard his identity jealously – killing any who began to gain an inkling of who he had been prior to whatever had encased him in his Dark Armour. But Jade... she was mostly a mystery: she flitted in and out of roles like a born actress, having masqueraded as a sector Moff's mistress, a rich gambler on a sabbatical to the Golden Casinos, a Corellian prostitute and a smuggler, to name a few. All the missions ended in a gruesome death for the target. Mara was _far_ from subtle with her 'messages'.

Little about her other than that was known. It was all rumours and wild guesses. The Emperor kept a tight reign on his agents: rarely, if ever, did any information that the Emperor had not first vetted slip out.

Her eyes met his, and not for the first time, Thrawn was grateful to his race's natural resistance to Force probing. The only man ever capable of breaking through that shield was the Emperor, and it had caused both of them a great degree of pain. Thrawn remembered just how close the red swathed Imperial Guard had been to killing him as they saw the Emperor collapse with the strain of his mental investigation into Thrawn's mind. Only one quietly croaked word saved his life that day. And it began the new life of one who would rise higher than any other non-human in the ranks of the Empire.

The dislike, but still respectful subservience, was evident. Thrawn might have been an alien – he was a Chiss, a member of a race of blue-skinned humanoids who, apart from him adamantly stated that only retaliation in case of attack was justifiable. But he was still one of the Emperors Grand Admirals. That the Emperor saw fit to award Thrawn with that singular honour said much: few in the Empire had the outright xenophobia that the Emperor claimed as his own.

Grand Admiral Thrawn.

Mara Jade.

The two faced each other, and neither was willing to admit that they had no idea where they were.

"Why are you here, Jade?" Thrawn growled, his eyes narrowed.

"I could ask you the same question, Admiral." While Mara was the Emperors Hand, and as such was accorded much leeway, Thrawn had a far higher rank than her: technically, at least. That allowed Thrawn the ability to be almost overtly rude, while Mara had to hide behind her courtesan training. Honorifics were the first, and one of the less subtle ways of establishing dominance over an opponent.

Thrawn's attention was diverted for a second, as Buffy edged away in fear. He was blue. That meant that he wasn't human.

And his eyes glowed. An angry red. A memory fired, and for a second, Buffy shook her head – undecided whether she was trying to dislodge the memory, or bring it forward so that she could remember it properly.

As quickly as the memory had arrived, it was lost again.

Thrawn frowned at Mara again. "Has the Emperor ordered you to start picking up strays, now, Jade?"

Mara sneered at him. "Of course not: 'Leave the weak to fend for themselves.' But she may be useful. The creatures on this world do not seem to be particularly intelligent. She was the only one I have met with the ability to speak."

"The smaller things? Have they attacked you?"

"One did. But the rest seem to be more obsessed with attacking each _other_. A few were chasing this sorry specimen," Mara gestured to Buffy, who had collapsed onto the ground and was crying silently, "but they go down easily enough with a stun blast. You don't need to kill them, just knock them out."

"Is this the Emperors Hand I hear speaking? I thought your attitude was 'there are two settings for a blaster: they're dead, or I'm dead.'"

Mara shrugged.

Thrawn continued, "Well, it is of little consequence. All that matters is getting off this... septic little ball."

"And how do you suggest we do that? I don't have any sort of Comms equipment."

Thrawn looked at Mara, and for a second, she almost stepped back in the heat of his gaze. "Then I suggest that we find some," he said quietly.

*

Spike wondered through Sunnydale, almost as if he was in a daze. This was just too perfect! Everyone was helpless, as they became whatever they dressed up as. He thought he had caught a glimpse of the Slayer running like all Hell was behind her from just four of the little demons that the children had become. He hadn't seen the rest of her little crew yet, but he felt, in his unbeating heart, that they would all be as pitiful and helpless as the Slayer was.

He was on his way back to his hideout to fetch Dru. She might not have been as strong as she could be, but – dammit! – she wouldn't want to miss this. He was sure that she would tell him something... delicious from Miss Edith.

"Urgh..." Spike grunted, "now _I'm_ talking about that damn doll as if it were a person." He grimaced. "Shoot me now!"

A chuckle from the shadows jerked him back to reality. "Don't mind if I do," a voice said before Spike felt his shoulder explode in fire.

Seifer strode from the shadows, and sneered at Spike, who was crouched, cradling his shoulder in pain. "Honestly, you pitiful things are no more difficult to defeat than anything else here!"

"Who are you?" Spike bit out, buying time for his shoulder to heal.

"Oh, I _do_ beg your pardon," Seifer mocked, "My name is Seifer. Seifer Almasy. Remember it, if you survive."

"What do you want?"

Seifer grinned. "I want something to give me a challenge!"

Spike looked up, and his face slid into his vampiric form. "You want something to challenge you?" he snarled, "what about me?"

Seifer laughed contemptuously. "Oh, please. As if a _vampire_ could hurt me!"

Spike watched as Seifer's hand moved in a pattern, disconcerted for a second by the human's utter lack of fear. He wasn't one of the Slayer's group; so how did he know...?

Then he screamed in agony as he felt a spell grip him.

Seifer smiled widely, his eyes widening seemingly to insanity. "Don't you just love Regen?" Then he saw the pain Spike was in. "I know you, vampire. I know your kind, I know your methods. The undead are always vulnerable to curative magic... and this is a particularly... lengthy... spell. It may kill you, it may not. If it does, you were not worth my time anyway. But if it does not..." Seifer reached down and gripped Spikes hair in his free fist, "then come see me. Or the consequences will be... dire."

Spike just writhed around, his screams now hoarse as he continued.

Seifer spat on the ground in contempt. "And to remind you, I'll give you a reason to come see me."

The revolver cut down, severing Spikes arm at the elbow. Seifer picked up the severed forearm, and looked at the terrified vampire. "I can heal this for you. But you need the arm to do it."

Spike watched in terror, thinking that his eyes were playing tricks on him, as the image of his torturer suddenly doubled, and a second form walked free of the corporeal man.

Ultimecia looked down at the stricken vampire. "As he," she gestured at Seifer, "is mine, so shall you be." She stepped forward, and Spike found himself crawling backwards as fast as possible so as to escape her. But it was too late, she walking through him, and Spike felt the terror settle as something joined with his demon.

He felt her voice speak slowly, forcefully in his head, and he wept blood red tears.

The words she spoke were these: "So you are."

*