"This place is great," Faith said, standing in the middle of the hotel lobby, slowly turning around with her hands on her hips. "Wes does have good contacts." she told Spike, who was standing next to her.

"Well, I'm not sure these contacts want him to live. Place looks like it can fall apart any second." the blonde vampire answered with a frown, while he looked at the ceiling. Suddenly they heard voices coming from the entrance. Wes and Gunn came walking in, deep in conversation.

"And you're absolutely sure it was her?" the former Watcher asked, a worried expression on his face.

"I'm telling you it was. I mean, it was dark, and she ran off as soon as she saw me, but I'd bet my life on it." Gunn said.

"What are you two going on about?" Spike asked while lighting up a smoke.

"Fred." Wesley saw the confused expression on Faith and Spike's faces. "Gunn went out on patrol tonight and he, uh, ran into her..."

"But she's dead. We saw her get killed," Faith said tentatively. Wesley looked at her with a grim expression on her face.

"Exactly. She is dead," he said, "but it appears that Angelus has, uh, has turned her. She's a vampire..."

A silence filled the room.

In the mansion on the other side of the city, the door slammed shut. Angelus opened his eyes and with a smile, he turned to Drusilla, who was ripping white roses into little shreds with a content smile on her face.

"Our girl is home," he said with a smirk, and got up just as Fred entered the room. "I'm assuming the hunt didn't go well?" he asked her.

"Have you been very naughty?" Drusilla asked happily. Fred glared at both of them.

"No, the hunt was great. These two little girls..." Fred sat down on the velvet couch and sighed. "They were so pretty. I was gonna bring them home to you as a present, but then I ran into Gunn..." she said, her voice trembling with rage.

"Did he recognize you?" Angelus asked coldly. Fred snapped her head round to face him.

"What do you think?" she snapped. "I ran off before he got a good look, but he's not an idiot."

"Great Fred, so now they know you're still alive," Angelus said angrily. "I told you not to draw any attention to yourself just yet. It wasn't even fully dark!"

"Tsk. Now now, no quarrelling..." Drusilla said in a soft but confident voice. She took Angelus' hand and walked up to Fred, who got up from the couch reluctantly. "Kiss and make up..." she added.

"Dru's right, we shouldn't be fighting. I promise I won't go out again tonight," Fred said. Angelus smiled. He pulled Fred close and kissed her passionately. She moaned longingly when he finally pulled away.

"I know, I'd rather not fight with my girls either," he said, tracing the curve of her neck with his fingers. "Me and Dru will get you something nice to eat later, okay? We've got more than time enough to deal with our so- called foes. Besides, it's not like they know anything."

"So, what do we know?" Faith said as she hopped onto the desk. "Why did he turn her? What're they up to?"

"Well, from what I know of Angelus, I presume that he would want revenge because she killed Darla. Add to that the fact that after Darla's death, he would want a new mate, and Fred's brilliance, and it's pretty clear why he sired her," Wesley said with regret in his voice.

"Yeah but making someone live forever? Doesn't sound like much of a revenge if you ask me," Gunn said with a shrug. "But I guess she is dead, technically... Anyway, Fred isn't much of a killing machine, is she? I mean, she was just this sweet, quiet girl..." he added.

"Those are the ones you have to look out for," Spike said. "These repressed types, people who bottle everything up... When they get a taste of the dark side, there's no tellin what they'll do. You know what they say about still waters. I wasn't exactly terrifying before I became a vampire either. Now look at me," he said with a smug grin.

"He's right. I'm shaking in my boots just lookin' at him," Faith said sarcastically. Wesley rolled his eyes.

"We have a serious situation here people," he said. "Angelus and Drusilla were among the cruelest creatures that ever walked the earth. They won't be content with feeding and killing, like others of their kind."

"Yeah, that was always their problem," Spike interjected. "Couldn't just be happy killing and maiming like the rest of us. No, he was always bloody well going on about the end of the world -and she'd be imppressed with that, of course. Arrogant wanker..." he muttered.

"Exactly. And while you can rest assured that our heart bleeds for your loss," Wes said dryly, "I think it's safe to assume that this time will be no different. And with Fred's knowledge on their side, they have another powerful weapon in their hands...

"Okay, I might be asking the stupid question here, but can't we give Angel and Fred their soul back? I mean, it's possible, right?" Faith asked.

"I've thought of that too," Wesley said after a short silence. "But it's not an option. Even if we had everything we need for such a powerful spell, it would be too dangerous for everyone involved. We should keep in mind that the gypsies who re-ensouled Angelus, did this as a curse which nearly destroyed him. Angel was already sort of used to this sudden change when Willow reinstated his soul, but if we tried the spell on Fred, it might destroy her, both mentally and physically."

"So, that's a no huh?" Gunn said with a frown. "Great. So what do we do?"

"We, uh, stop them," Wesley said, faltering. "They've been lying low for too long They're up to something, I'm sure of it. So..." The former Watcher paused, looking beat. "I say we stop them, and kill them..."