Author's Notes: Though this seemed to have ended last chapter, it does in fact continue on... I apologize for the confusion. And no, this isn't the final chapter, either, but very close to it. Thankfully, most of the next chapter is done.

This probably won't affect anyone, but bears mentioning anyhow since I have had some past issues with this sort of thing. While the "Angel" characters clearly are not mine, Adele is. (The ideas and characterization of Radridr are as well, though her name is found in Norse writings.) Adele is under my copyright. Again, I don't know why anyone would want to use her, but there it is.

Chapter 8: The Price Paid

Time had been Illyria's plaything once, but no longer. Those days were gone-- long, long ago.

Now, time was her master. It seemed that human emotions stained everything they touched. In her mourning, time had all but stopped, making her languish in seconds that felt like years. But now that she knew she was to die, the seconds had cruelly sped up again until there were none left for her to spend. Just enough remained for her to say goodbye; a goodbye that neither she nor Wesley would ever remember.

There were no tears this time, for Illyria, now that the loss of Wesley's life stood to be corrected, felt no particular reason to cry. She would lose him, but in the place she was going she would neither know that, nor care. Only senseless sleep awaited. No, there were better ways to spend her remaining moments than in the pointless tears she despised. She lifted her hand before her face, willing the body armor covering it to retract. It came away fluidly, separating back in thread-like rippling waves, leaving her blue-tinged hand open to the air—and the sensitive nerves open to touch. She wished to touch Wesley with her own hand-- or as close to her own in this body she inhabited-- with no barriers of armor or false form. She wanted to feel, though despite it all a part of her still cursed what should have been an unwanted desireNo matter. Running her cold fingers over his face, she found that her shell-like skin deadened much of the sensation, and that his ashen skin was nearly as chilled and stiff as her own. The simple human comfort of touch was denied her, and she drew her hand away.

She did not kiss him as she had when she bid goodbye to him as Fred. That was a fully human gesture of affection that she could appreciate from Fred's memories but had no history with of her own. She would show her love in the way of her own kind, or as well as could be done among a kind which did not show love. They could show admiration and esteem, in a detached, still-superior way, and that would have to be enough. Once again she willed part of her armor away, chipping away little bits of herself, this time revealing a heavy chestplate beneath the rubbery coating. It protected the very center of her function system, and always had. Though modified to fit her human form, it was of the same ancient metal forged before time, humming blue with defensive energy. Great power rested in it, the strongest protection. Taking it in her hands, Illyria wrested it free, then placed it over Wesley's chest. It was too small for him—an observation that stuck her as ironic even through her sadness—but it then expanded and fit, as if it had been made just for him. He would be protected in his new life and in her absence. Illyria herself was left as vulnerable inside and out as she had ever been, her emotions and her physical weakness laid completely open. Wesley might never know the significance of her gift, she knew, but at the very least he might look on it and remember her.

How very sad she had become, that she wanted the loving remembrance of one human. Once millions had mourned her passing, and worlds fell into disarray.

Or had they? Perhaps the worship of her subjects had only come from fear. She would not have known the difference, nor cared.

She found it didn't matter now, and she was not yet finished. A few paces took her to the new form of Winifred, and she knelt to take it up in her arms. She was gentle—as gentle as Wesley had been, carrying Fred to her deathbed—and she settled it beside him. Not in his arms—despite the rightness of that she wouldn't abide her own loss to be rubbed in her face.

"I have returned what I have taken," Illyria spoke solemnly. "Your soul will heal now, my Wesley." She was still a moment, deciding. "And I will prevent it from being broken again."

Illyria placed her hand on Winifred, trying to will her strength to flow between them. This had not worked, earlier, as Wesley was dying. She would have given every last bit of her strength to save him then, had she been able to. Now she felt power leaving her body in long waves, knowing that even as her own limbs grew weaker, Fred's were energizing with strength far beyond her human potential. The Valkyrie must have been aiding her, channeling her powers, and turning her head she saw this was so. A hummed song was on Adele's lips, along with an approving glow in her usually flat grey eyes. Working together, they transferred just enough physical strength into Fred-- all that her thin frame could accept without damage. It was not much—only a fraction of the strength that Illyria possessed even in her weakened form—but it would be enough, the demoness hoped, to keep the woman alive in the battles that would surely come. She would not have another early death tearing Wesley apart. She would not die for nothing.

And when it was finished, she stood slowly, knowing that she too was finished. Her time was gone, and she had nothing left to give. Once she had heaped spoils and gifts upon her favored soldiers and priests, but now she had nothing.

Nothing but her life.

She turned to the Valkyrie Adele, giving one slow nod to show that it was time.

"I can't bring him back until you are gone," the death-maiden told her. "I would if it were possible. But I will do this for you." Closing her eyes in concentration, the Valkyrie began to chant.

With this song is my choice undone One life restored shall bring life to another As one accepts death, two live again

She paused, sadly considering the ritual closing line.

For we are the Valkyries, who must choose the slain.

Adele opened her eyes and spoke to Illyria. "By my shield and spear, you have my word," she finished, gravely serious.

"I know," Illyria replied, the tone deep in her throat. "You are honorable and I believe you." The oath by weapons she understood well; Valkyries and Old Ones were alike in that way. All born to live in war.

Adele didn't know what to make of the unexpected praise, and she swallowed it down. It was the demoness herself who looked honorable now, standing unafraid and bleeding out hurt. "And I will see to it that he knows what you did for him. You'll be remembered and loved, Illyria."

It was some little comfort, Adele thought, to a creature who was going to die and sleep unaware for the rest of eternity, but Illyria acknowledged this as well before turning her eyes to the spear Adele held, the spear she had sworn by. And Adele, knowing she must kill, raised it haltingly. Two sets of feathers spun from the spearhead—those of the swan—taken from the blood-marred Swan-Maiden cloak of their beloved Radridr—and those of the raven, the oldest and most sinister symbol of the Valkyries. Peace and death. She must choose death this time.

For all her pressing of Illyria to return Fred, she did not want to kill her. Many of her sisters had loved battle well enough, that was true, and she had ridden onto the field shrieking and thundering as loudly as any of them—back in the days when she still had enough heart for such things. Still, she'd always had less fire in her blood than most, and what little she'd had was long cooled. It was that coolness that had kept her alive so long. The only creature she had killed was the demon who slaughtered Radridr, and that was rage funneled through self-defense. It was a dizzying dark blur in her memory and that was all. She wasn't sure that she could take Illyria's life so deliberately, pushing her spear through living flesh, draining the life away… if she could find a way to kill her at all. The way was through the center of her function system, she forced herself to reason, which was usually covered in the spelled breastplate.

Illyria had willingly removed that protection already. She was defenseless and stood there ready to die with her steady, unblinking gaze. If she was afraid she didn't show it. Adele looked the more afraid of the two, though berating herself all the while. Hadn't she seen enough killing and chosen enough deaths to know how to go about it? Perhaps her heart was not so hardened as she'd thought. She took a steadying breath. This drawing out was unbelievably cruel—not only to her, but to the demon waiting to die.

One last memory of Fred's flitted through Illyria's mind. Pylea again.

'Make it quick. Please, make it quick.'

She spared the Valkyrie—another unselfish act that day from a creature who had once been the embodiment of selfishness. It was better that she do it herself. With her face turned up, proud and strong, she took the spear from Adele and drove it in.

It pierced her heart and she gasped, once, falling to her knees. Her ungloved hand clutched at the place, clawing out the spear, then covering the wound. Her heart was as a human heart, just as human as the blood that poured out to fill her hand. The weakness she felt was human, too, and even in the midst of her pain it angered her, knowing she was going to die from a wound that in her pure form would never have so much as caused her to turn her head. She was fading fast, too fast. It was an utter disgrace for a god-king... and it hurt. It hurt.

Adele stood in pain, too, wishing to intervene but knowing she must not. It did not seem right to her that Illyria should die on her knees, but neither could she go to her. They were not comrades, and the proud fallen goddess would likely spurn any attempts at consolation. It would be showing weakness. Instead she stood apart and suffered at Illyria's necessary pain, turning her head away to spare the both of them. It would not be long.

Only a moment later she started when she felt a humming disturbance flowing from the dying former goddess. She whirled around just in time to see a glowing ball of pure light erupt into the dimness of the room. Adele knew at once what it was.

Winifred.

Fred's soul, sensing the weakness of the now nearly dead body of the demoness who held her captive, had instinctively surged towards freedom, breaking loose and flying for its new home as if drawn by a magnet.

"Stop!" the Valkyrie commanded, throwing her palm up and in front in order to force the soul back . It was too early, it had to go back...

But she was too weak to stop it.

The soul slammed into the new form lying in wait beside Wesley, and, as Adele had vowed, Winifred Burkle came once again into the world of the living.

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She came back with an almost electric jolt, bolting straight up into a sit. Her eyes flew open, her heart leapt and sped. Fred jerked awake, but there was also the vague feeling within her that she'd never been truly asleep. Trapped in Illyria and reduced to her purest spirit form, she'd had no accurate measure of time, no concrete sense of her confines. Unconnected to the workings of her own mind but with access to all her own memories, she'd been half-sentient, absorbing every thought, emotion, and perception of the demon Illyria and responding, influencing in kind. It was this absorbed knowledge that saved her now.

Had she not known what had happened, she would have been driven mad within a few instants—like a newborn suddenly filled with all the memories and complexities of a lifetime—of two lifetimes. Full sentience, full awareness hit her like a freezing waterwall. She gasped air into her new lungs, struggling for control, trying to push the wave back into a receding tide. The scientist in her demanded that she try to figure it all out somehow, but what she had experienced couldn't be explained in those terms, by that world. If she tried, she knew, her mind could fly into millions of little pieces. She fought down the sudden, odd urge to scribble madly on the walls.

Instead, she picked out the concrete facts and clung to them. She was alive, alive and strong. Stronger.

If she was alive, Illyria must be dead. Illyria had died so that she could live again. Her head swam at that and she forced it away.

Wesley.

Wesley was... alive? Dead?

Fred's heart twisted sharply when she saw him lying there beside her, in death. Tears formed and burned, though she knew what deal it was Illyria had made. Immediately she pressed her hand to his chest, feeling a cold punch of despair when no heartbeat sounded there. The death-shadow was still over his face.

This couldn't be right, she argued, it couldn't. If Illyria had trusted the Valkyrie, that meant the Valkyrie was worthy of trust. She pushed her hand down again, desperate, and a few agonizing seconds later felt a warmth spreading beneath it-- almost a stirring. She watched in hopeful awe as the dark-dried bloodstain on his gray sweater absorbed into itself, little by little. Pulling up the garment, carefully, she looked down to see the edges of Wesley's mortal wound stitching themselves back together, pulsing with a glowing silver light. Her breath caught and she moved her hand up to cover his heart once again.

It was beating now, there beneath her hand. She felt a slight hitch, then a steady rising and falling of his abdomen as he took in his first gasps of live-sustaining air.

"Wes..." she cried, sharp and tear-choked. "Wes." Her eyes closed, tears welling.

Winifred clutched Wesley tightly to herself, warm tears falling upon his still-closed eyes, as if, like Rapunzel with her blinded prince, the tears would bring open-eyed sight. He stirred, undoubtedly living, and she rejoiced with tears all over again. Still, he did not come awake. She'd come back in a new body, free of any hurt or injury, whereas he was still recovering, healing.

She was going to smother him if she wasn't careful, she realized, and relaxed her hold. Illyria had given her strength that she would have to learn to use. Thinking of her, she looked over, expecting to see the demon who had killed her lying dead.

Illyria lay where she had fallen.

But she was not dead.. and she was not still.

The demon-king Illyria was rising.

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

The demoness still looked like her, but then she opened her mouth and spoke. Nothing human was left in the voice.

"Gone," Illyria said, her age-old voice a scraping slither, but with no trace of hissing cunning. It was deep and reverberating, almost rattling in the still-human chest. Even in the one small syllable, the frequencies seemed to jump from high to low, spanning the spectrum. One hand touched her now laughable wound, still bleeding, and her head turned in Fred's direction with one smooth, menacing swivel. She froze, numb. It was like watching a nightmare version of herself as the creature rose, unfurling her spine one vertebrae at a time. The blue neck tipped back, the face tipped straight up to stare at the ceiling.

The ceiling was ablaze with light. Blue veins of power formed there, crackling and snapping in short spurts. It reminded Fred, oddly, of the bug zappers that adorned many a front porch in her native Texas. Fatal little shocks and jolts. As the seconds flew, the veins became arteries, the arteries a tapestry web of arcing and criss-crossing lines of pure, deadly energy.

Illyria reached up a hand to it, calling it as her own. Twin bolts lashed around the hand, into it. A white flash shocked the room as blue electricity met almost-human flesh, and Fred was forced to shut her eyes tightly against it. When she was able to open them again, blinking back drifting shapes and light remnants, the hand was no longer there.

In its place was a heavy, thrashing tentacle. Armoured scales were skittering over Illyria's human arms like fleeing bugs, and they went jointless with serpentine muscularity. As the energy lines wrapped her torso, it thickened and stretched, separating into shiny plated sections even as more tentacles sprouted horrifically from its sides. Talons shot out from beneath, tearing the tile. And all the while Illyria grew, filling the room, cracking the high ceiling.

The face—Fred's own face--- went last, covered by the featureless helm. She wondered if, beneath it, her face was still there.

"Get back!" Adele screamed at her, rushing forward. Her spear was clutched in one hand, her shield in the other. Not one hour before she'd used it to heal the same demon—or was it the same?—that she now had to stop at all costs. This was exactly what she'd been afraid of. Fred's soul had escaped, been too early, which was something she should have anticipated but hadn't, in her over-exerted state, been able to stop. A spirit trapped would escape at exactly the moment it was able to-- Winifred could not have stopped it. Even so, Illyria had been on death's doorstep—she would have died still had not her powers returned, filling up the vacuum the removed soul had left. In Adele's uncharacteristic eagerness to re-unite Wesley and Fred, she'd overlooked that possibility as well. Their only hope lay in the fact that only a small portion yet had been used. Clouds of it were swirling ominously, ready to be tapped. Illyria, though in native form as she had been hours earlier in the alley battle, was thus far at a tiny fraction of her full size and strength. She was able to adapt her size to various situation as needed; in full war form—her preferred form—she would easily crush the city of Los Angeles without so much as knowing it. When one considered that her temples had once stood as high as small moons in the night sky... A few more minutes of absorbed power and that ancient Illyria could reign again. A few more minutes and they were all done for.

Adele could not let that happen. Letting out a Valkyrie war cry, she charged Illyria, spear raised.

She thought to herself that the cry sounded wrong. Hollow. Forgotten.

Strange that she should become a hot-blooded Valkyrie at last.

Those were her last thoughts. She ducked one flying tentacle, batted another away with her spear point, blocked a third with her shield. It was the fourth that caught her across the neck, sending her through the air like a shot arrow.

The last of the Valkyries hit the far wall with a dull, sickening metallic crunch, then dropped unresisting to the floor. Her crumpled cloak flitted down over her equally crumpled form, while silvery blood soaked golden hair. She didn't get up.

Auroros bent his neck down, pushing at his fallen mistress with his muzzle. The great heavy feet moved as he stood protectively over her.

A moment later his grieving, shrieking whinny split the air.

Fred would have to face Illyria alone.

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

It is an animal's instinct, in times of danger, to react in one of two ways—it will fight, or it will run. Fred—who, in her years as a hunted 'animal' in Pylea, had had those instincts honed to far keener a point than that of the average person— had spent a great portion of her life running, seeking protection. It was not that she could not fight—no, she could fight tooth and nail if she needed to, and she could fight well—but fighting brought to her mind the dark part of herself that she would much rather have safely tucked away. Memories of what she'd had to do to survive in Pylea, when running away simply wasn't a viable option, when she'd been forced to stop running, when she'd been cornered... Memories of Seidel, when her dark part had erupted for all to see.

When she was needed, she fought without hesitation. Now, facing Illyria, it was her first instinct. This was her battle. Wesley was still waking, healing, and she was fairly sure that the Valkyrie was dead. Her spear lay on the ground, looking like a laughably ineffective toy against the demon before her. Still, it was the only weapon she had, and it would have to do. She steeled herself to make a run for the weapon, knowing she would have to avoid the tentacles that would crush her in an instant. If one had killed the Valkyrie, she could only imagine what it would do to her, how bad her death would be... but she didn't let herself imagine.

Fred, beyond all things, was a survivor. Illyria had taken her once. She was not going to take her again. And she absolutely was not going to take Wesley.

But Fred was also an opportunist, and she knew where her strength lay. Her mind was the most effective weapon she could wield in a fight, and her perceptive mind at that moment began telling her something that halted her, something important that she could use.

Illyria wasn't attacking.

The great demon looked... confused. She didn't know why she hadn't seen it before. The tentacles were thrashing, but there was no real intention or power behind the movements. Illyria was reacting in the way someone does when awakened from a dream in which they are fighting... lashing out without any real direction. Fred could remember accidentally hitting her own mama that way, once, when she'd tried to shake her out of a nightmare.

Also, deep inside, she knew that this creature just looked wrong. This was the demon Fred could picture from the beginning-- the one who had burned out her insides, caused her agony, and did not care. But Illyria had changed with each passing day, into something that Fred knew simply could not look like this. This was not the demon who had chosen to give up her life for two humans, for love. It could have been that when her own soul was removed all of the changes had been erased, but Fred had to hope that wasn't so. She knew Illyria better than anyone could, knew her from the inside, knew everything about her-- her every motivation and unwanted feeling. She had to believe that somewhere inside this lethal, towering demon-warrior there was something of humanity left. The Valkyrie had not believed there was, but the Valkyrie didn't know Illyria as Fred did.

All she had to do was remind Illyria what she had become— if she could do it before being killed first. She had to find a weakness, a trigger.

She looked at Wes, whose breathing was growing strong and visible, and knew how to do it. Wesley was Illyria's weakness, her Achilles heel. If there was any part of her left that had loved him...

She lifted him up into her arms, finding it easy. She had once held up a handful of blood in Pylea, to lure away the demon-Angel from Wes and Gunn. Ironically, she wouldn't have been able to lift Wes now had not Illyria shared her strength. She waited, back in a cave-like dome of darkness that the corner of the room provided. Before she could reveal him she had to test Illyria somehow. She was not going to risk Wesley's life by carrying him out into the open, only to find out that her entire theory was wrong and have him pay for the mistake by being crushed to death. Of course, if she was wrong, that meant they were both going to die anyway, which was the only reason she could make herself risk him at all. Who knew how many would die?

The wait was not long. Illyria could sense her, smell her, from her place across the room and through the darkness. The demon-king tipped her head to one side, a sinister and terrifying parody of the childlike way she did it in her human form.

"You hide in a cave, shell," Illyria taunted, trying to draw her out. "Always a cave." Fred drew up straighter but did not leave the protective cloak of darkness. "Leave."

It was a command, and Fred turned it over in her mind. Why would Illyria want her to go free?

"Depart from my presence if you wish to be spared." Still Fred held her ground. If she left, she would be abandoning the fight at quite possibly the only time it could be won. It was her duty to stop Illyria before she was unleashed on an unprepared world. She knew that Wesley would want the same. "Leave!" Illyria finally boomed menacingly, but Fred caught the desperation, too. With a bolt of insight she knew that this was the evidence, however small, that she'd been needing. The Illyria she was searching for was in there somewhere, and reachable. It was time to make her move.

"I can't do that," she countered, firm but soft, stepping towards the dim light. It was difficult to focus through the acrid, drifting smoke.

"Then you are foolish. I could snap you into pieces like the bundle of twigs that you are. Do not tempt my wrath further. I should have killed you already for your insubordination."

Posturing, Fred realized. Or was it? If it wasn't, death was waiting in a hundred different forms. She turned her back to Illyria, holding Wesley away. If Illyria struck her after what she planned to say, he'd be shielded with her body. "You've already killed me once, Illyria."

"Enough!" Illyria roared, and Fred almost dropped to the floor, needing to cover her ears and rock in pain as her eardrums quivered and stretched. "You DARE to speak my name!?" The demoness slammed her tentacles straight down, splitting the ground and sending up geysers of ground tile and jagged shards. She clawed at the floor in anger, her talons scratching deep rivets in the stone as easily as Fred's fingernails would have done to a soft bar of soap.

Winifred struggled to keep her feet as the entire room shook on its foundation, then tried to stumble forward into the light.

She did, coming to halt in the center of the room with Wesley still cradled in her arms. This was her stand. "Kill me again if you have to," she said, voice trembling with intensity, "but don't hurt him."

Illyria stared at them through her faceless helm. Fred could hear her own heartbeat. She could hear Wesley's.

Then they were both snatched up in one tentacle, lifted off the ground. Fred had a horrible vision of being squeezed until their heads flew right off like corks, but Illyria was being almost...gentle. She held them directly before her mask—it was nearly as long as Fred was. Blue eyes glittered from somewhere in its darkness. Fred wished she could somehow read them, to know their fates. Wesley moaned and stirred in the constricting grasp, but still could not wake. One of his hands reached for his healing wound, but touched armored scales instead. Illyria looked at them for a heart-pounding long moment, then turned her gaze down over herself. Fred hadn't seen it until she'd been close up, but blood from the wound Illyria had dealt herself still trickled from the armor-draped chest. The stream was crimson, and thin as the hair ribbons that Fred had liked to wear as a girl—but it was still there. Illyria touched the tip of one tentacle to it, then turned her face up again to stare at the two humans dangling in her grasp.

"Why did I do this?" she asked, her voice a very human whisper.

"For him," Fred answered, knowing that beneath the dark visor the face was hers, after all. "For us."

Conflict raged in Illyria. If she could just hold on to her power, grasp for more, she would be her ancient self once again as she had not been since her re-birth. Illyria of the primordium, shaper of things, the ecstasy of death. She could see it waiting above her, and feel it tugging at her, calling to her, calling to her from inside and out. All of her terrible glory, waiting to be regained. It was commanding her to push out the faint spark of her humanity, the part that tainted her, and with it her not-faint love for Wesley.

Though she looked like the vestige of her native self, Illyria-pure, she knew must not be. When she was truly Illyria, there would have been no conflict. Illyria of the primordium would have removed the two humans from her sight by flinging their crushed corpses from the room, if they did not heed her command. The new Illyria knew that she was no longer capable of hurting so much as a hair on their heads. Either of them. Wesley... or Fred.

Perhaps she could become herself again. She had no soul within her, and her powers were ripe for the re-taking. If she could just push the two humans away... take what was hers... forget what she'd become... she would live. The wound she had given herself in their name would be nothing. She would live, and be great again.

But she could not.

She tried, and she could not.

"It remains," she said. The stain of humanity on her would not wipe clean. She touched the wet blood that that humanity had cost her. "This wound is mortal."

Her powers went skittering away the way they'd come, leaping about the ceiling before lifting through it entirely, back to the place they had been sent. They came out of her, too, abandoning her as if an unworthy traitor. Tentacles turned to ash and Fred found herself tumbling down. She turned herself in the air so that when she hit the ground Wesley was shielded from the impact atop her. The wind was knocked from her lungs and she winced and coughed.

When she opened her eyes she saw, lying beside her in one of the talon-torn rivets, a blue demon-woman who wore her face. Illyria, her form human once again, was dying with eyes wide open, pumping out her heart's blood onto the cracked tile.

She was dying slowly—it took a lot to kill a god-king, fallen though she was-- but so much more peacefully than she had millions of years before. She felt the life ebb out of her, tasted her human blood ebbing too from her mouth. The sleep of the Well was dragging her into its arms, making her eyelids feel heavy. But she couldn't let it claim her, not yet.

She wanted to see Wesley awake and alive; she had to. Even without Fred's soul, she loved him. It was that love that was causing her death and she knew she should hate him for it, and yet she couldn't.

The Valkyrie had been wrong—so wrong, fatally wrong—for the both of them. She knew she should hate her, too, but she didn't. She was too tired, besides. The Valkyrie could not have known. Now two of the oldest creatures in existence would be dead on the same day-- it seemed like the world should change somehow. She hadn't meant to kill Adele, but she knew the death-maiden was probably happier, back in Valhalla with her sisters. She herself had no such happiness to look forward to. She had to have what little she could, now.

"Winifred," she called out, weakly.

Fred was sitting up, pulling Wesley into her lap. His eyelids were twitching, almost ready to open. Illyria reached for him but he was too far away. Fred turned to look at her, and she saw no triumph there in her former shell's eyes, no hatred or gloating. Illyria wondered at that but didn't want to spend her last thoughts on it. She saw Wesley breathe in and out, stirring in Fred's arms. Soon his eyes would light up in wonder and happiness, but she knew she would not live to see it. The end was coming too fast. She fell, elbows giving way. Lifting her head to speak was a labor.

"Fred," she repeated, scarcely audible now.

Fred knew exactly what it was the demoness wanted. She wasn't as certain of her feelings, seeing Illyria dying. She knew she didn't hate her, though she had in the beginning, in the pure-sense way she could hate. Hating didn't bring any good; it clouded her influence. Useless. It had flared occasionally when Illyria had hurt Wesley, but she'd had to equally hate herself. With all her memories restored, she knew that she'd hurt him at least as badly as Illyria had—the actual killing aside-- and she had no excuse. Illyria had no soul of her own, no real concept, at first, of right and wrong. They hadn't existed to her when she'd lived. Fred knew also that she'd had no choice in the body she'd inhabited, and that she'd done the hollowing-out in a non-sentient form. Illyria had known, eons ago when she formulated her escape plan, that she would infect and inhabit some creature at some point, but that Illyria was one from long, long ago. The fact that she was dying on the floor in human form proved that.

Still... Fred knew she could take her revenge, the way she'd revenged Seidel. Fred could forgive nearly anything in others until they hurt her, and there had been pain, so much pain. Perhaps someday she could forgive Illyria, who had not only settled her debt but given more—given part of her own strength as an unforced gift. She could forgive the new Illyria, but it wasn't that simple. The ruthless demon god-king was still in there, more so than Angel with Angelus. It seemed so much simpler with him, like a light switch being turned on and off, though she knew that inside, for him, it was probably not so clear-cut. Light on—souled—Angel. Light off—unsouled—Angelus. It was different with Illyria—both sides were within her, constantly. It was more the way Spike had been, she supposed, before he had won his soul, though she had only his stories to relate to that. Anti-violence chip aside, he'd fought a battle with his demon and human sides every day.

She could stamp on Illyria, crush her, if she wished. She could withhold what she knew the dying demon-woman wanted most.

Illyria reached out her hand to feel Wesley's heartbeat, but she couldn't quite make it. Fred could be so cruel in her revenge now if she wanted to, could move away from that straining hand.

Illyria hadn't had a choice in her vessel. She hadn't had a choice in being an Old One, purest of demon blood. But she had had a choice in giving up her life. She'd had a choice in joining a fight that was not her own. She'd had a choice when she'd defended Fred's boys.

They were connected, she and Illyria. They'd fought together, at the end.

For all of the terrible and cruel things that Illyria could be, Fred knew those choices should count for something.

She moved forward, took Illyria's wrist—once her own—and put her hand over Wesley's chest.

The demoness smiled, exhausted with dying. "He lives."

"Yes," Fred answered.

Illyria moved her hand, reaching up to clutch at Fred's sleeve. The woman recoiled from the icy feel even through the cloth, but she let her circle her upper arm with fingers that felt like frost-chilled stone.

Ice-blue eyes met brown ones, locked in. "You must..." Illyria began, struggling. "...You must care for him as he... cared for me. Love him."

Fred could only nod, tears forming once again.

"You will never leave him. Not like before."

This brought a surge of indignance through Fred, making her stiffen for an instant with anger. However, as the new memories came again to mind, the indignance fled as the truth chased it. Shame filled her instead.

"I won't," she replied, echoing Wes' words at her death.

The hand on her arm gained some last burst of power, tightening like an iron clamp. Were it not for the newly-infused strength, her slender bones would have cracked. "Swear it to me," Illyria commanded with none of her usual superiority. Her voice was faint and growing fainter, but still full of fortitude and implacable authority. Even—dignity.

"I promise."

Illyria nodded and the last of her strength left her. Her face lowered against the hard, unforgiving tile, cold and unwelcoming. Wesley and Fred had both died cradled in soft arms and with soft words to ease their passing, but she had no such comfort. She tried to tell herself that she did not need it, was above it, but she wasn't, not anymore. It was a lonely, horrible way for a human to die, and a humiliating way for the Old One she still was—slain by her own hand. She wished it did not matter to her. If none of it had mattered to her, she would be alive...but it did...they did... he did...

Wesley woke then, but she was beyond knowing. In the moment that his eyes opened and lighted on the face of his lost beloved, the ancient eyes of Illyria closed and did not open again.

Illyria, the fallen god-king, was dead.