Chapter Twelve

The wall of energy that had erupted from Max's convulsing body had destroyed everything in the lab and sent the others flying. The only thing unharmed was the sarcophagus. Now that the tremors had left her body, Max stood up. Though she did it slowly, her movement was graceful and predatory.

Spike groaned and carefully pushed himself up into a sitting position. He could only see Max's back, but he was just relieved she was standing.

"Max..." he rasped.

Max slowly turned around and Spike's eyes widened in shock as all relief left his body in a rush. Her eyes were pitch black except for her pupils, which were bright blue. Her expression was completely blank as she cocked her head to the side, studying the destruction around her.

"Illyria?" Alec's voice croaked uncertainly. Spike didn't bother tearing his gaze away from Max to know that the others were slowly gaining consciousness. Max let out a loud laugh. It echoed around the room and sent shivers up Spike's spine.

"I'm not Illyria, dumbass," she replied. Her voice was deeper. A slow smileformed on her lips, but itappeared as justa slash in her face.

"Then what are you?" Faith asked shakily. Max held her arms out wide.

"I'm me. Max. Wanna hug?" she drawled. Faith clenched her jaw and refused to respond. "Hurt my feelings why don't you."

"You're not Max," Spike declared angrily as he finally stood up, using the wall as support. Max let out another laugh.

"You're not exactly the most reliable source to trust, vampire. How well do you really think you know me?"

"I know your scent well enough to tell something else is poisoning it," Spike growled.

"How sweet," Max deadpanned. A beat passed as the others simply stared at Max in crestfallen horror. "Well, I'd love to stay and chat...But I've got some more interesting things to do. I've always wondered how much people I could kill in one night."

"We won't let you leave," Spike stated firmly as he moved to intercept her, ignoring the sharp, blinding pain in his legs. Max smirked.

"No offence, darling, but you can hardly stand. And I'd like to start out my night with innocents. I'll work my way up to you." She moved to go around him but Spike gripped her arm.

"I'm not going to let..." Max cut him off with a sharp right hook that catapulted him across the room. He crashed through the wall and slammed into the next one with a sickening crack as he fell to the floor, once again unconscious. Debris collapsed around him.

"Spike!" Dawn screamed.

"Simmer down, Dawnie. I warned you once about the Howler Monkey noise. What do you think will happen to you now? I can assure you it won't be a simple scolding," Max waggled a finger at her with a feral grin. "Anyone else wanna go for a ride?" Faith, Alec, and Gunn steadily rose to their feet and got ready to charge her. Max sent them all a patronizing smile and gave a small wave of her hand, putting them in slow-motion. "Sorry, but this particular ride is closed off for the time being."

Still able to move in real-time, Max gave them a finger wave and briskly walked out of the room.

Once she arrived in the lobby, she let everything return to normal speed. Harmony, who was busy punching numbers into a phone, watched her walk by and quickly tried to intercept her.

"Oh my god, Max. I heard this loud crash and I was trying to...Oh my god, what happened to your eyes?" Max stopped walking and cocked her head to the side. Harmony scoffed and folded her arms across her chest. "Don't give me that look. Just because you're a transgenic and all that doesn't mean you can just treat me like some kind of low...er, person." Max swiftly reached out and grasped Harmony's neck, lifting her up. "Hey! What do you think you're..."

"Harmony, you talk too much. I was planning on starting with people but, you're just such a major pain in my ass," Max interrupted. Her upper lip curled back. "Eat dust." She tightened her grip on Harmony's neck and watched in bored amusement as her head popped off as easy as a cork out of a champagne bottle. She brushed the remains off of her leather jacket and continued walking out.


Buffy and Angel raced through the trees at breakneck speed. They ignored the strain of their muscles as they continued to pump their legs as fast as they could. Fear continued to grip them as the reality of what was happening in Los Angeles plagued their minds. They needed to get back as soon as possible. They didn't stop running until they were fully in the jet and secured in their seats.

"How could this happen?" Buffy mumbled as she massaged her forehead in frustration. Angel mirrored her action in the seat across from her.

"I knew we should have had her tested more. But noooo! She was all 'I'm totally immune. I'm not gonna get sick. I'm an all powerful transgenic with a huge ego!'"

"She really did think she wouldn't get infected. And in a way, she wasn't," Buffy replied softly. "Drogyn was very clear about that. You know, after he nearly had a heart attack when he sensed the 'disturbance'. Who does he think he is anyway? Luke Skywalker?"

"Buffy..."

She blew out a sigh and avoided his gaze.

"Sorry...but this whole thing is scaring me. No wait. I'm beyond scared. I'm terrified. I'm a few seconds away from screaming bloody murder and peeing my pants!"

"Right there with ya," Angel replied as he leaned his head back. Buffy let a small smile cross her face before it quickly fell away. She couldn't let herself be happy in even the smallest way. Not with the possibility of LA being completely decimated by an old one and a transgenic with god powers.

"What are we gonna do? We had that choice to save Fred but the consequence-big surprise-was the death of hundreds of thousands of people. And who knows if the spell would actually worked since Illyria's power was divided between Fred and Max."

"I honestly don't know."

"Think, dammit!"

"I'm trying!"

"Try harder!"

Angel and Buffy glared at each other, intense anger coming off them in waves. Buffy's face suddenly crumpled in defeat.

"Angel...what are we gonna do?" she asked weakly. Angel shook his head sadly.

"I'm not sure. But there's gotta be something. Death doesn't have to be the end, not in our world."

"Try to keep telling yourself that when you see one of your closest friends attempt to destroy the world," Buffy commented dryly. Angel didn't respond. Buffy's eyes suddenly widened. "Oh my god! I can't believe I didn't think of it before..."

"What?" Angel asked, daring himself to let hope enter into his voice. Buffy gave herself a light slap on the head for her apparent stupidness and turned back to Angel with a bright smile on her face.

"Willow!"


Wesley slowed his pace as he walked into the science lab, or what was left of it anyway. He scanned the room with a blank expression on his face. He noticed a few spots of blood around a pile of rubble and started forward to see if anyone was under the debris.

"Wes?" Faith's voice came from behind him. He turned around and saw that she was standing in a gaping hole that used to be a part of the wall separating the two rooms. "Is Fred alright?" Wesley felt a sharp twinge in his heart at the mention of her name.

"What happened here?" he asked, ignoring her question. Faith visibly swallowed.

"Max," she said simply.

"What do you mean?"

"I mean when Max breathed in some of that mummy dust or whatever, she sure as hell wasn't as immune as she thought she was. She got a few extra tricks up her leather sleeve. Slowing down time, for instance. And sending her honey through a supposedly very stable wall with one simple right hook." Wesley's expression didn't change.

"Angel and..."

"They're on their way back," Gunn stated as he came into view.

"Are you all in there?" Wesley asked as he entered the room. As soon as he did, his eyes fell on Spike. He was still half covered in debris and caked with dust. Blood had flowed from his nose and clumped together with the dust. A zillion gashes and tiny cuts were all over his body and his left arm was at an impossible angle. Wesley had no idea what shape his lower body was in.

"They're probably broken," Dawn's voice stated softly. Wesley tore his gaze away from Spike's unconscious body to look at her. Her arms and face were covered with small cuts but she didn't seem bothered by them.

"What's probably broken?" Alec asked as he continued to move the debris off Spike. Dawn's eyes were glistening with tears as she did the same thing, except slower.

"His legs. They're probably broken. They might even be smashed," she replied in the same soft voice.

"I don't know much about vampires but aren't they really fast healers? So I don't think a couple of broken bones will keep Spike incapacitated for too long," Alec assured. Dawn lifted her head to look at him as her tears began to steadily fall down her cheeks.

"But what if they're smashed?" her voice cracked and Faith ushered her to the other side of the room. Wesley watched them for a few seconds before he realized they were standing next to an unconscious, tied-up Knox.

"Why is Knox tied-up?" Wesley questioned. Gunn, who had begun helping Alec remove the debris, glanced up briefly.

"We found out he had a major part in this," he muttered. Wesley suddenly gripped his shoulders angrily.

"Why didn't you tell me?" he hissed. Gunn's eyes widened and he avoided Wesley's gaze. Alec and Faith looked on in sympathy.

"We only just found out...w-we were gonna call you, but..."

"It wouldn't have mattered anyway," Wesley growled as he let go of Gunn. "Fred's gone." The others' faces contorted in pain. A sudden laugh sounded out as loud as the crack of a whip. They all turned to see Knox continue to giggle, despite his bloody face and immobile body.

"I-I'm sorry. But it's not what you think...I-It's magnificant...beautiful," he stated eagerly. Then he looked at Wesley. "Tell them what happened."

"Illyria consumed her. Tore out her insides...took over her body. Fred's gone..." Wesley explained in a monotone. Gunn buried his face in his hands as he turned away.

"Fred may be gone, but think of it this way...Her body is worthy enough to hold the most spectacular being. She's beyond flesh. Beyond perfection," Knox said breathlessly.

Without changing his blank expression, Wesley pulled his handgun out of his shoulder holster, pointed it at Knox, and cocked it. Alec quicklystepped in front ofhim.

"Whoa, whoa. Hold up, buddy. We may need to torture him for more information. Some part of Illyria got into Max too..." Pure shock suddenly showed on Knox's face.

"W-what?" he stuttered in surprise. Faith stomped over to him and backhanded him across the face. She grabbed him by the lapels and hoisted him up, chair and all.

"Oh, you were unconscious during that nice little turn of events, weren't you?" she snarled. "Well you better hope your little god-friend Illyria is the type to be prayed too 'cause you're gonna need all the supernatural help you can get if we can't save our friends."

"We will."

Everyone turned to look at the gaping hole in the wall and saw Angel and Buffy standing with their arms folded across their chest. Buffy's eyes fell on Spike's limp body, which was now fully uncovered. She inhaled sharply and hurried over to him.

"We know what happened," Angel continued. "Drogyn, the keeper of the Well, could sense when Illyria fully resurfaced. But he could also feel that somehow her power was split. We filled in the rest since we already knew Max had breathed in the same 'infection'. What did Max look like?" Faith dropped Knox with a loud clatter. He let out a yelp of pain but no one payed him any attention.

"The same, pretty much. Except her pupils were bright blue while the rest of her eyes were black," Alec replied.

"Her voice was a little deeper, though," Dawn rasped. Buffy turned to look at her. She was huddled in a corner and her face was splotchy from crying. Buffy winced and quickly crouched down next to her, cradling her head in her arms.

Angel turned to Wesley. "What did Fr...er, Illyria look like?"

"Her eyes, hair, and the edges of her face were blue," Wesley answered. "And her voice was considerably deeper." Angel scratched the back of his head and sighed heavily.

"Okay. When Max breathed in the dust at the same time Fred did, Illyria's power was split. Fred's body became the um...sh-shell for Illyria and most of her superpowers were given to her. But Max gained the God-like abilities since she was already pretty much enhanced. So now she's about twice as strong, can slow down time, and who knows what else..."

"I called Willow on the flight back," Buffy added. "We're hoping she'll be able to contribute in ways we won't be able to."

The sound of a door slamming open caused everyone to turn their attention to the newcomer. Lorne stood in the doorway. His red eyes were wide and he was breathing heavily.

"M-Max...she..." he began, gasping for breath. Alec put a comforting hand on his shoulder.

"We know." He moved aside so Lorne could see Spike's prone body. "As you can see."

"She killed Harmony," Lorne finally managed to say. The others simply stared at him. "She just popped off her head, like the only thing attaching it to her body was silly putty."

"Thought she was starting with innocents," a raspy voice startled the others. Spike had finally regained consciousness. He coughed up some blood and tried to sit up. But he yelped in pain and fell back. "I think she shish kabobed some of my ribs..."Spike let out a soft chuckle that quickly turned into a coughing fit.

"We need to get you to a hospital," Faith stated.

"Nonsense. I can still fight...I just can't get up," Spike croaked.

"Then you can't fight," Angel replied. Something about his tone caused Spike to turnhis head to look at him quizzically. Angel's expression was unreadable. "We'll get him to medical and then figure out what we're gonna do about Fr...Illyria and Max. Hopefully Willow will be here by then..."


Max walked briskly down the streets. She only maimed the people that came within 4 feet, 5 inches, and 2 centimeters of her space. The other people were unharmed. The moon was playing hide and seek behind the clouds. When it resurfaced again, Max caught a glimpse of blue further down the road. With a wave of her hand, she turned everything into slow-motion as she went to investigate. She immediately recognized the blue thing as Fred. But her blueness wasn't what surprised her. It was the fact that she was still moving in real-time while everything else except Max had slowed down.

"You must be Illyria," Max greeted as she fell in step with her. Illyria slowly turned her bright blue eyes on her.

"You speak my name...Do all of you humans have this revolting characteristic? You think you are worthy enough to let my name fall from your lips?"

"Wow. Maybe being dead for a gazillion years must have wreaked havoc on your senses 'cause if you were paying attention, you'd realize I'm not as human as you think. If the current slow-motion thing wasn't a dead giveaway..."

"I did notice the change in time," Illyria replied as she stopped walking to fully face Max. "I did not notice you were the parasite responsible for stealing my power." Max let out a low growl.

"Who are you calling parasite? At least I'm not a big blue smurf!" Illyria cocked her head to the side.

"You growl as if you were an animal. A simple animal is unworthy of my power. I have no use for you. Your only purpose seems to serve as poisoning the air around you. I have only just founda shell. I wish not for it to be infected by your presence."

She turned to leave but Max backhanded her across the face. Illyria barely flinched. She grasped onto Max's neck and began to squeeze. Max pushed her arm away and elbowed her in the chest. Illyria attempted to punch her but Max grabbed her fist. When she tried to use her other hand, Max grabbed that as well. At the exact same time, they both reared back for a headbutt. When their heads collided, they each stumbled backwards, letting go of each other.

"I do not know how you managed to leech my power. But I will find a way to regain my full strength. And you and the rest of your hideous race will tremble before me," Illyria growled.

"News flash, Big Blue Ox, I'm the only one of my race. You want to destroy all humans? Then I'm your gal," Max replied, holding her arms out wide. Illyria cocked her head to the side, studying her.

"Your arrogance is amusing. But also irritating. Yet you fight well. This may be because of the power you stole, but you seem to have had previous training," she said, her demeanor becoming less hostile. "Very well. You may follow."

"Whoa, I'm not your 'follower'. I'm your partner. Forget that and I may choose not to hold back on you again," Max replied. "And lighten up about the whole power-thief thing. I'm sure it's much more suited for me than you." She winked and continued walking ahead.

"Insolent child," Illyria muttered before she caught up with her.


"I should've known," Lorne mumbled as he paced around the office. "Knox sang for me. I should've been able to see this...If I had concentrated harder, read him better..."

"We could've done a lot of things," Angel interrupted. "The biggest being not coming here in the first place." He exchanged a look with Buffy. "But there's nothing we can do to change that. We can only start working on fixing it." Lorne sighed heavily.

"I-I'm sorry, Angel. But I...um, I got nothing," he said softly as he left the room. Angel shut his eyes and leaned against his desk.

"Lorne..."

"Let him go. If he doesn't think he can help then let him go," Faith stated.

"But he's right," Gunn commented. "We should've seen this coming. We should've been able to stop it from happening..."

"I already said this, but apparently you all need to hear it again," Angel replied. "Drogyn said that the sarcophagus was destined to be released. There was nothing we could've done to prevent it."

"That's not entirely true," Gunn muttered. Alec, Faith, and Dawn sighed in unison. Gunn glanced at them and winced. "Knox said the sarcophagus was stuck in customs and it should've stayed there, but someone signed for it to be taken out." Wesley gave him rapt attention.

"Who?" he bit out. Gunn hesitated.

"Charles," Faith prodded. "They have to know..." Wesley immediately tensed.

"Know what?" he growled. "What did you do?" Gunn purposefully distanced himself from the others, backing himself against a wall.

"I-It was me...I signed for it..." he admitted. Wesley faltered.

"Y-you what...?" he gasped. Not being able to look into his eyes and see the hurt, Gunn turned his gaze away from Wesley and onto the floor.

"It was just a piece of paper," he cried softly. "I didn't know what would happen. I was losing everything they put into my head...the law, the knowledge...everything that made me different. I couldn't go back to just being the muscle...I didn't think anyone would get hurt...I didn't think Fred would..." He buried his face in his hands. "I didn't know..."

The others inhaled sharply as Wesley approached him.

"I understand not wanting to go back to being who you were..." he said softly. "I understand and I can forgive you for it." Gunn slowly lowered his hands from his face. His eyes were red rimmed as silent tears continued to fall. Wesley's expression was unreadable. "But you knew what was happening to her...You knew who was responsible for infecting her. You let her die...I'm not as forgiving about that." He pulled out his gun and pointed it at him. Before he could get a shot off, Alec tackled him.

As soon as he hit the floor, he was picked up again and rammed into the wall by Angel.

"What the hell do you think you're doing?" he yelled.

"I wasn't going to kill him," Wesley replied calmly.

"Maybe I'm a little rusty on how guns work, but I'm pretty damn sure bullets kill," Buffy snarled. "Especially when you're only a foot away from your target!"

"But then again, being outside while your target is inside can be just as effective."

Everyone turned to see Willow, Kennedy, Jondy, and Krit standing in the doorway to Angel's office.

"Trust me. I know what I'm talking about," Willow added. Buffy's face broke into a wide smile.

"Will!" She rushed over and engulfed her friend in a huge hug. Alec greeted Jondy and Krit with a hug as well.

"What are you guys doing here? We knew Willow was coming, but..." he began. Krit gave him a pointed look.

"Please. Jondy and I hear our sister's gone and got herself all God-like and evil, how can we not come and try to help?"

"Makes sense," Faith agreed. Jondy gave her a small smile.

"Hey girl," she greeted as they bumped fists. Angel cleared his throat.

"Um...It's great that you all know each other but, uh...Me, Wes, and Gunn kinda in the dark here..." he said.

"Sorry Angel," Willow apologized, still smiling. "But you know me, of course. This is my girlfriend Kennedy, and those two transgenics are Jondy and Krit. Krit's Max's brother by blood and Jondy's her sister by unit. They've been helping me runthings, slayer-wise,in South America."

"Yeah, god knows she needs all the help she can get," Kennedy joked. Willow mock-scowled and discreetly elbowed her.

"So," she said loudly. "I hear you guys got a god on the loose...and need little ol' witchy me?" Wesley righted himself and straightened his jacket where Angel had grabbed him.

"Slightly more complicated than that," he stated grimly. Willow's smile was exchanged for a sad frown.

"Yeah, I kinda suspected as much..." she replied. "We should get started sooner rather than later then, right?"

"What are you gonna do first?" Dawn asked.

"I'm thinking simple locator spell. You don't know where they are yet, do you?" The others shook their heads. "Then yeah, that's the best place to start. We should make sure they're incapacitated and not liable to attack us while we work our mojo."

"Did you bring supplies?" Buffy asked. The grin was back on Willow's face.

"Of course. They're like my security blanket...if I were six years old with an independence problem..." she trailed off then shook her head. "Anyway...yeah, I did. I'll just need to do one locator spell. Shouldn't take long."

"Why only one?" Gunn asked feebly from across the room. Willow didn't miss the sudden stiffness of Wesley's reaction to his speaking, but she decided not to prod.

"'Cause Illyria's essence was divided between Max and Fred. So I just search for Illyria and ta da! I should be able to find both her and Max."

"I don't think you're gonna need to do a spell..." Kennedy interrupted, causing everyone to look at her with furrowed brows. Jondy joined her in the open doorway.

"Why not?"

"Because they're already here."

A/N-I have no idea if I'm writing Illyria or Evil Max well, so feedback would really help. I hope you all like the idea of more transgenics coming into the story and I also hope you don't mind having Harmony be completely dead...Review please!

LadyV77-Max being involved didn't exactly speed up the process, but I wanted to skip ahead to the next part of the story so I just had Angel and Buffy talking about what Drogyn said and the choice they chose to ignore.

Sky Angel-Thanks ;o) Good to know I'm writing it in a believable way :o)

meri24-Thanks ;o) I loved writing those parts so I'm glad you liked 'em :o)