Disclaimer: If I owned even a tiny bit of Angel, Wes and Fred never would have died!

Author's Note: Sorry it took so long for me to get this chapter up. Thanks to all the reviewers, you guys are the best!

Chapter 2: Winifred

Wesley looked at her with his irrepressible sadness spilling over onto his face and softening his words, rendering him unable to unleash his anger at her.
"Why do you continue to do this, Illyria?"
She leaned against the doorframe, breathing heavily. "You do not listen, human. It is not through my own will that I use the shell's voice and mannerisms. I know not what happens to me."
He was suddenly completely alert and businesslike. "What are you saying?"
"I have said what I said! I do not know what happens, I am not intentionally altering my voice to torment you. I cannot control it." As she spoke, Wesley came out from behind the desk so quickly that he caught his foot on the corner and stumbled, but hastily recovered and came very closely up to her.
Illyria still leaned heavily on the wall, waves of nausea washing over her, beads of sweat running down her face. She breathed deeply, closing her eyes and pressing her forehead against the wall. She felt his hands grip her arms and shoulders, forcing her to look at him through eyes that refused to focus. Her legs gave out underneath her, and he gripped her shoulders tightly, holding her up. He spoke so softly that she could not hear him, and she tried to shake her head to clear her vision. Then she heard the words that he was so desperately uttering, and her heart fell in a way she had not known it was capable of.
"Fred? Fred, sweetheart, can you hear me? Are you in there, Fred? Fred, darling, I'm so sorry. I wasn't listening to you, I'm so sorry," he said repeatedly, looking into her eyes as if he could see the soul of his beloved somehow surfacing.
With another gasp, Illyria lost control, and could only watch Wesley's face changing, and hear the joyful words flow from his mouth, words that were not meant for her. She felt her visage change to become as the shell's had been, and her dark magnificent hair become the shell's own soft locks. She was terrified, but powerless to stop it.
"Wes, oh Wes!" He looked at her, and it was Fred, smiling through tears, and he folded her into his arms as she clung to him, trying to speak as he silenced her. She reluctantly broke away enough to look at him, but he still held her as if he could never let her go.
"My God, Fred, is it really you? How has this happened?" He was shaking as he looked at her, tears flowing shamelessly down his face.
"I found my way back, Wes, I was looking and looking and finally I found you," she said breathlessly, swaying in his arms and barely able to stand.
"But how?"
"I don't know, I can't really explain, I was lost and now I'm found again, but I'm so tired, I don't know how long I can stay..." her words trailed off to a faint whisper.
"No! No! Don't go, Fred, I couldn't bear it if you left me again," he begged her, frantic, touching her face and her hair, trying to take in every inch of her before she vanished again.
One tear rolled down her cheek, "I'm sorry, Wesley, it's the best I could do." Then she shuddered and her body went rigid in his arms, despite his plaintive cries. Suddenly, he was holding the goddess who had murdered Fred, and in shock he let go of her, and she fell heavily to the floor.
Illyria crouched there, almost panting, breathing in quick shallow breaths, and moving her fingers slightly as if to make sure that she was the one in control of her movements. She was terrified, and had no idea what was happening to her. She dared not to look at him, but could feel his hysteria without even lifting her head.
"What have you done? What have you done to her? Bring her back, don't you dare hurt her!"
"You know not what you say. I do not know what is happening, Wesley. I do not know. You think that I am enjoying this? I cannot control even my own movements, I am losing my grip on this world that I do not belong in, I cannot control myself, let alone she that inhabited the shell," she looked at him and he could see the fear in her eyes. Something inside of him softened, or broke, for he lowered himself to the floor beside her, and sat with his back against the wall.
"Can she hear me?"
"I suppose so. I heard you when you spoke to her."
"Will she come back?"
"I feel her inside. I suppose every time she takes control it will be for longer, until I am nothing but an intruder inside of her body, and I am trapped, powerless to act, not dead but not truly alive. Will you be happy then?" She tipped her head to the side and looked at him.
"Do you have to put it that way, Illyria?"
"If it is the truth, then it is that way."
"I could never be happy without her, she was my happiness. But I would not wish you to become enslaved, though her body was never rightfully yours."
"I know. But if it meant you could be together, my freedom is not an obstacle."
"Damn it, Illyria, you make it sound like a sin!" He sat up straight and looked at her, seeing how listless she had become in such a short time.
"You humans and your mercy. You do not kill those who have inflicted pain, you hope for them and show them your pity. You have even begun to pity me, the one who wounded you as no one else could." She stopped and looked at him. He glanced down to his clasped hands, then to her face, looking at her with inexplicable sadness.
"I'm sorry, Illyria," he said slowly, nodding his head empathetically, still looking at her as if he could not believe what was happening.
She laughed, a short, sharp sound. "Of course you are. But I deserve this, do I not, for what I did to her? And to you?" Then she closed her eyes as if bracing herself against pain, and became Winifred.

please r&r, chapter 3 on the way (