A/N: Sorry about the lack of updates but school is ruling my life! (I weep). Read, my pretties, READ! -

Buffy pulled up to Casa de Giles and almost immediately as the car came to a halt all of her friends came running out of the door. Buffy climbed out of the car and was greeted with hugs all around and questions on where she had been and had she ever heard of a little something called the phone.

Buffy smiled softly "Save the lectures for later. Help me get Spike inside – we need a blanket or something"

"Where is he?" Dawn ducked her head into the car.

"The trunk" Buffy jabbed her thumb towards the back of the car.

Xander let out a laugh of great mirth "Oh, that's great! No, really, can we get a camera too?"

"He's still showing signs of the water feral demon. I mean, he's not blue any more but sometimes he says some things that..." Buffy trailed off unsure how much to tell.

Giles stepped forward "What sorts of things?"

"Just...things. Things that let me know he's still not entirely Spike" Buffy folded her arms.

A loud banging came from the car "Oi! I would like to get out of here sometime today! It's suffocating in here!"

Dawn laughed "Spike, you don't need to breathe"

"Well, it's stuffy" Came the muffled reply.

Willow came back out of the house carrying a big, thick blanket and Buffy took it from her. She walked around to the trunk and popped it open throwing the blanket over Spike at once so that he wouldn't fry. The vampire clambered out completely invisible beneath the blanket. He started forward and before Buffy could stop him he had walked straight into a huge tree. Spike let out a grunt and fell to the ground.

Xander, Dawn and Willow tittered.

"Oh, shut it!" Spike groaned as he climbed up "A little help here!"

Buffy reached out and put her hands on either side of his waist, guiding him towards the direction of the house. Their feet crunched along the gravel and Buffy wondered how much she should tell her friends of what had happened the night before. She could tell they wanted to ask.

Details would not be a good thing.

Spike stepped through the threshold of Giles house and tossed the blanket immediately off. He was clutching his stomach.

"What the matter?" The Slayer came around to stand in front of him.

Spike shook his head, leaning one hand against the wall for support "It's...nothing. Just from walking into that bloody tree"

Buffy wasn't convinced. Something was up. Something bad.

The others came inside and they all went to settle in the living room after Giles drew the blinds to make it Spike-friendly. Spike stood leaning his back against the wall, an expression of forced calmness on his face. Buffy could tell he was in pain.

"We have good news, Buffy" Willow beamed "Fred sent us some antidote"

Buffy's eyes lit up "Antidote? See, Spike I told you –"

She was interrupted by the vampire letting out a terrible scream of pain. She turned to him, eyes-wide. He was reaching up and clasping his head between his hands just like he used to with the chip in his head. His eyes were screwed shut and there was a vein bulging in his forehead.

"Spike..." She took one step towards him.

Then she stopped.

He opened his eyes and they were completely blue. The water-feral demon. He opened his mouth wide and let out a loud, screeching sound. Spike dropped to his knees and arched his back. He was shirtless and his chest shimmered blue then back to pale white. His scream turned back to his normal voice and he slumped forward to the floor, kneeling.

The gang stood around in frozen states not sure what to do.

Buffy ran over to him; crouched next to him, put a hand on his back.

He lifted his head slowly; his eyes were still completely blue "Get away from me!" He yelled then shoved her backwards.

The Slayer was stunned for a moment as she landed flat on her back. A second passed and she started to crawl towards him again but Giles and Xander grabbed her under the arms and pulled her back.

"What are you doing?!" Buffy cried. "He's in pain!"

"I think it's best if you keep a safe distance," Giles said "All of you"

Spike fell forward again and his back began to rise and fall rapidly. He let out a sound of immense pain and his hands gripped at the carpet, his fingers ripping into it. A horrendous tearing sound echoed through the room.

Buffy frowned and it soon turned to an expression of horror. Spike arched up again and his skin was blue but that was not the worse of it. In the centre of Spike's torso could be seen the impression of hands trying to push their way out from behind his skin.

Dawn let out a scream and Willow grabbed at her, holding her close.

Buffy tried to shake Giles free but he held her tight.

"He wants you safe, Buffy" The Watched reminded her, whilst looking at Spike, jaw set.

Andrew had his back up against the furthest wall, a lamp held in front of him in his hands "Sweet Gandalf! It's the chest-burster from Alien!"

Spikes hands clasped and scraped at the carpet, running deep furrows into the material. His mouth opened wider then Buffy would have thought possible and then suddenly fingertips emerged from his lips and curled around his face. Buffy let out a scream herself at this new development.

Spike's screams were muffled by the thing crawling out of his face. The sound was terrible, suffocated agony and the fear and pain permeated the air.

Bones, or something, cracked and out emerged the blue head of the water-feral demon. Bufft felt her eyes bulge as she had clasped a hand to her mouth out of shock. The arms emerged next and then it dropped the floor and started to crawl it's way across the carpet, more of it's torso emerging from Spike's elongated mouth.

If she hadn't of seen it with her own eyes Buffy would not have thought it possible.

Someone was screaming high-pitched and ragged. It took the Slayer a moment to register that it was Andrew and not Dawn.

A hand slipped into hers and gripped her tightly. It was Willow, she too was holding onto Dawn until the three of them formed a line of traumatized girls.

Spike jerked backwards and slammed his back into the wall hard enough that plaster fell from the ceiling and landed on his shoulders like snowflakes. He bent forward again and made horrendous retching sounds. His fists beat against the floor and his leg kicked out reactively shattering the table to the side of him.

The vein in the centre of his forehead looked ready to burst and Spike's eyes bulged and glistened with tears.

Buffy wanted to go to him but Willow kept hold of her hand in a death-grip.

"Oh, man, oh, man, oh, man..." Xander kept repeating over and over, unable to look away and his face frozen in morbid horror.

The legs slid from Spike's mouth and finally the feet.

The vampire let out the must gut-wrenching, heart-pounding scream Buffy had ever heard and certainly did not want to hear again.

The water-feral demon fell to the floor and lay prone there. Its blue body was glistening, its white hair shining and almost otherworldly.

Spike pitched forward and fell flat on the floor. He didn't move.

Buffy tore her hand free from Willow's and ran to him, crouched down next to him and put a hand against his cold back.

"Spike?" She shook him.

....In her peripheral hearing Dawn sobbed and shuddered....

"Spike?" Buffy put her hand to his face.

...Gandalf, why? Why!...

The Slayer stroked his face, his sleek cheekbone "Spike...?"

...oh man, oh man, oh man, oh...oh man,...

A/N: Review, 'tis all I ask.