Chapter Thirteen

"So we're here because...?" Max moved her hand in a 'go on' gesture as they entered the lobby of Wolfram & Hart. Illyria didn't even glance at her as she strode purposefully towards Gunn's office. She punched through the glass windows and pulled out a still tied up, unconscious Knox. "Please tell me you're just getting him out of there so we can kill him without interruptions."

"He is the Qwa'ha Xahn," Illyria replied shortly. Max gave her a weird look and nodded slowly.

"Right. The...Qwa'ha Xahn...And what the hell is that?"

Before Illyria could answer, Jondy, Krit, and Alec managed to get in front of them, blocking their exit. Max smiled sardonically.

"Isn't this sweet? They're actually lining up to get maimed. Didn't take long for the news to travel about your sis, huh?" Jondy and Krit kept their faces blank as they looked at her.

"We do not have time for these creatures. I must return to my coffin," Illyria stated. "I wish not to wear these rags any longer." Alec smirked.

"So you packed some extra clothes for the trip? It's always good to plan ahead." Illyria blinked as she turned her head to look at him.

"I do not like that one. He mocks me." Max rolled her eyes.

"Ignore him. There'll be plenty of time later for you to rip out his spine and beat him with it," she replied nonchalantly. Alec's jaw clenched. A ghost of a smile passed across Illyria's face.

"You have a very imaginative method of torture."

"I can credit that to having nine years worth beat into my head," Max replied shortly.

"Wow. You're evil and yet Manticore still irritates you. They must be so proud," Jondy quipped. "Does that mean you feel the same about everything else?"

"Besides the obvious 'Murder equals Yay'," Krit added.

"The words you speak have no interest for me. Your jaws flap uselessly. I shall have the pleasure of shattering them," Illyria stated as she stepped forward.

"Is that just an old demon way of saying 'blah blah blah; time to shut you up'?" Alec asked as he tensed for a fight. Max smiled but her eyes remained cold.

"Sorry, but we gotta get the blue smurf a new outfit. She can't be degraded with rags like this...or so she thinks," she added, rolling her eyes. Illyria glared at her briefly before she began walking in the direction of the science lab, dragging Knox behind her.

"Do not dawdle with the humans," she called back. Max scoffed at being ordered around.

"She isn't used to the idea of having a partner who could kick her ass, I guess," she said to Jondy, Krit, and Alec.

"Max," Krit began quietly. Max stood still for a moment and the others almost let themselves become hopeful. But then she thrust her fist backwards, catching Buffy in the face, who had been trying to sneak up on her. Buffy gave a yelp of pain and stumbled back. Without hesitating, Max swung her leg around and kicked Faith, sending her flying across the lobby. Angel charged her but she dodged his attacks and snuck in a punch to his side. Then she brought her leg up and kicked at his knee, causing Angel to collapse. Kennedy attempted to grab her from behind. Max gripped her arm and easily twisted it away from her neck before she flipped Kennedy onto the floor.

"Come on people," Max taunted, smirking. "Aren't you all supposed to have super powers or something?" Alec tried to punch her. She grabbed his fist and swung him so hard, he crashed into Angel's office, shattering the wall of windows.

Finally realizing they didn't stand a chance against her one-on-one, they formed a circle around her. Max's smile widened as they charged at her all at once. She twirled out of Krit's reach and slammed into Gunn, who fell backward into Harmony's old desk. Angel and Buffy managed to get a hold of both of her arms. Max headbutted Wesley before he could help them restrain her. Then she used Angel and Buffy as leverage as she jumped up, wrapped her legs around Faith's neck, and flipped her away. She kicked out at Buffy's leg and caused her to fall to the side. Now with one arm free, she clocked Angel on the head and landed a hard kick on Buffy's back. Angel let go of her other arm as he flew back. Max twirled around and backhanded Kennedy across the face before she simply grabbed Jondy and Dawn and threw them across the room.

It wasn't until she heard soft muttering behind her that she stopped fighting. She whirled around and saw Willow standing with her arms set at 90 degree angles, palms up, and her head slightly bowed. Her mouth was moving, but Max couldn't understand what she was saying. Her eyes were wide and angrily fixed on Max.

"Gonna try working a little mojo on me, Will?" Max asked, her tone patronizing. "Do you honestly think that you can-" She was cut off when Willow suddenly thrust her hands forward and a huge ball of white energy crashed into Max and sent her flying across the room.

She landed with a loud thump below the balcony. She lifted herself up and rested on her elbows. A flash of worry shown on her face before she was smirking again.

"Well...this should make things more interesting," she commented as she stood up. Illyria reentered the room with a now conscious Knox not far behind. Everyone's eyebrows rose at Illyria's new outfit. She was wearing a black and reddish-purple body suit.

"You have been doing violence," Illyria said as she stood next to Max, observing the others as they staggered into standing positions. A small smile formed on her lips. "I am in my rightful apparel. Now I may join you. We shall make monuments of their mangled limbs."

"Is that girl a poet or what?" Alec rasped sarcastically as he leaned against the wall for support.

"As I said before, there'll be time for maiming them later. We have other things to do first," Max stated, carefully eyeing Willow. Illyria cocked her head to the side as she seemed to consider this.

"Very well," she agreed.

"You're not going anywhere," Angel growled as they turned to leave. Illyria eyed him distastefully.

"The vampire wishes to stop us. The beating it received from you does not seem to have affected its boldness." She turned to Max. "You were inefficient." Without looking at her, Max lashed out with a hard left hook. Illyria barely flinched.

"Hey!" Knox cried out. Illyria scowled at Max, but didn't retaliate. "You're just going to let her treat you like that?" Illyria turned her scowlon him and he immediately backed down. "Uh, sorry. Your godliness obviously knows what's best. Forgive my ignorance, my King."

"Is there a vacuum in here? 'Cause I think I just heard a sucking noise," Faith quipped.

"You've both taken something from us," Angel continued as if there had been no interruption. "If you think we're going to just let you carry on with whatever you have planned..." He paused and looked to Willow. "You're not as smart as you think you are."

Max opened her mouth to retort but green webbing suddenly flew from Willow's hands and made her and Illyria motionless. Knox's mouth dropped open. His wasn't the only one.

"Nice job, Will," Buffy commented as she turned to her friend, grinning. But Willow wasn't smiling. She let out a small gasp of pain as she seemed to be struggling to keep her hold on Max and Illyria. The others looked back to Max, whose body was beginning to emit a faint blue glow.

"Willow?" Kennedy asked worriedly as Willow's breathing became ragged. The blue glow around Max continued to get brighter and spread to Illyria.

"What's happening?" Dawn questioned softly.

The green webbing dissolved from Max's face but was still bound to her body. Her eyes and hair had gone completely blue while a only a few slashes of blue appeared on her face. She let out a loud laugh that was even deeper than before. She sounded completely demonic.

"What are you witch? Part spider? No simple web spell can keep us immobile for long. You're not as advanced as you think," Max taunted, her voice not changing as the webbing began to dissolve from Illyria's body as well. "Your power is no where near as great as mine. I'm a GOD!" On the word 'god', Willow let out a scream of pain as the webbing suddenly exploded off of Max and Illyria. Max spread her arms out wide as it flew from her. She transformed it into a huge wall of blue energy and hurtled it towards the others. It sent them crashing through walls and windows until it reached Willow, who held up both of her arms, not letting the energy wall go any further. A feral grin formed across Max's lips as Willow struggled against it.

The blinding blue glow that surrounded Max's body suddenly disappeared and Max fell on all fours, breathing heavily. The wall of blue energy fell away and Willow stumbled forward.

Complete silence filled the room as Knox simply watched in shocked amazement at what Max had done.

"That was...bracing," Max suddenly commented as she stood up again. Her voice was less deep but her eyes had reverted to being pitch black except for her bright blue pupils and she now had electric blue streaks in her hair.

Willow tried to regulate her breathing as she leaned against one of the walls that hadn't been crashed through. Max smirked.

"We'll be back later, witch," she stated. Before Willow could even think to form another spell, Max waved her hand and slowed time again. She looked to Illyria and motioned for her to come with her. Illyria nodded and grabbed Knox as they swiftly left Wolfram & Hart.


Willow slowly made her way into Angel's demolished office. The sound of debris under her feet disturbingly reminded her of bones being crunched. She opened her mouth to holler for the others and got a mouthful of dust. She was doubled over coughing when she heard moaning from across the room, near the wide, broken window. Once the coughing subsided, she cautiously went to investigate. She knew the moaning was coming from inside but Willow couldn't help looking over the edge. The wind whipped at her long red hair and her stomach did an uncomfortable flip-flop as she realized just how high up they were. Thanks to the moonlight, she could clearly see the ground. Her stomach did more gymnastics as she saw shards of glass surrounding a few things that looked frighteningly like bodies. Whether or not the bodies were still alive was too hard to tell.

"Willow..." a voice groaned. Willow looked to her right and saw Dawn partly covered in debris. Willow inhaled sharply and quickly removed them. Dawn cradled her arm against her chest.

"I think it's broken," she said as Willow tried to help her up.

"Can you walk?" Dawn nodded as she tested out her legs. She had to limp but was otherwise fine.

"Where're the others?" she asked. Willow bit her lip.

"I don't know...I think a few went out the windows...but the rest are probably either in here or one of the rooms nearby," she added quickly at Dawn's horrified look.

"We have to find them."

"Of course. But what about your arm?"

"I'll use the other one." Willow nodded as she began to move around some of the debris.

"Go look in the other rooms," she ordered. Dawn hurried off. A few minutes later Willow uncovered an unconscious Kennedy and Krit. Krit managed to help Willow move Kennedy-despite a broken leg-into the lobby, where many Wolfram & Hart employees arrived to help.

It didn't take long before Jondy, Wesley, and Gunn were found as well and whisked off to medical along with Kennedy, Krit, and Dawn. While Willow and some of the employees continued to clear out the debris in hope of still finding the others, a dinging noise caused everyone to turn their attention to the elevator.

Angel stepped out carrying an unconscious Buffy followed by Faith and Alec, who were barely conscious as they leaned against each other for support. All four were bloodied and bruised.

"Get them to medical, now!" Willow ordered as Faith almost collapsed. She was cradling her left arm against her chest and seemed determined on keeping her right leg off the floor.

"Fell off a building before..." she said groggily as she was put onto a stretcher. "Went into an 8 month coma...I hope I don't go through another one...I didn't break any bones that time though..." She continued to mutter unintelligibly as she and Alec were wheeled away.

Angel was having difficulty letting Buffy go. He seemed intent on taking to her to medical on his own and was shrugging off some of the nurses that kept trying to help him.

"Angel," Willow said softly as he continued to gaze at Buffy's scratched face. He wasn't even looking at where he was going but he somehow knew the way. "Just let them take her. You need to be looked at yourself."

"I'll be fine," Angel replied shortly. "I'm a vampire." Willow resisted the urge to roll her eyes.

"I know you are, Angel. But you still should be cleaned up. Buffy doesn't need you to stand watch over her." This statement seemed to have had a sobering effect on him and he finally looked away from Buffy.

"Fine...I-I'll get...cleaned up..." his voice grew quiet as he left the room, looking back only once. Willow watched him go with a sad, thoughtful expression on her face before she sighed heavily.

"And I better go check on the others..."

One Day Later...

Wesley stared silently at the sarcophagus. The lab was in complete ruins and yet this hideous thing was still remarkably intact. Either something was protecting it or it was just really well built. Based on the events of the previous days, he was going to go with protection. He raised a slightly shaky hand and slowly brushed it across the surface.

"Shouldn't you wear some sort of protection suit?" Willow's voice startled him.

"Uh...n-no. I think this has already fulfilled its destruction quota," he replied softly. Willow quietly took in his state. The only thing he had broken the night before was his nose from when Max headbutted him. He had plenty of cuts and bruises, though. And a rather large purplish bump on his forehead. Compared to the others, he got off easy.

As if he were reading her mind Wesley suddenly asked, "How are they?"

"Well, Angel's pretty okay 'cept for being a little cut open in spots. Buffy, Faith, and Alec each have either a broken leg or arm, some broken ribs and are still unconscious. Gunn is pretty scraped up with a few cracked ribs. Some of Kennedy's ribs are broken but she regained consciousness this morning. Jondy and Dawn both have broken arms. Krit has a broken leg...Spike's condition is still the worst. Both of his legs are broken, almost shattered, his right arm is broken, as is his nose and ribs, he's covered in cuts and bruises and has a nasty bump on the back of his head." Wesley stared at her for a few beats after she recited all this. Willow smiled weakly. "It's pretty lucky most of them have advanced healing powers, huh?"

"Yes, I suppose. Are any of them actually out of bed?"

"Angel, Jondy, and Dawn are," Willow answered. Wesley gave a small nodding of his head before he turned back to the sarcophagus. Taking this as her cue to leave, Willow headed for the exit but Wesley's voice, barely above a whisper, stopped her.

"She was curious," he said. "That's why Fred didn't put into containment sooner. How things work. What makes them special. She was always looking for things that other people couldn't see. Because she was curious. I think I hate her a little for that." Willow walked back over to him with a sad expression her face.

"Wes..." she began softly. Wesley ignored her, turning away as he bent down to pick something up. "I know what it's like to lose someone. Someone that you love so much you wake up every morning with them as the first thing you think of. The very idea of being with them makes your heart swell and gives you something to look forward to as the day goes on. And then you can't wait to go to sleep...Just so you can dream about them."

Wesley let out a derisive laugh.

"Is that speech supposed to comfort me?"

"No," Willow replied firmly. Wesley glanced at her, a bit of surprise shown in his face. "It's not supposed to comfort you. It's supposed to knock some sense into you. You loved Fred. And I know she felt the same way about you, if the stories the others are telling me are true. And you were there with her up until the end, weren't you?" Wesley nodded as tears began to cloud his sight.

"S-She wanted me to tell her parents that...that she wasn't scared...that it was quick...Then she asked me...w-why couldn't she stay?" his voice cracked and he turned to Willow, determination suddenly showing on his face. "Her soul has to be out there somewhere. You can do a spell and find it...put it back where it belongs." He expected Willow to smile and say she would, that it would only take a moment. But Willow's expression was somber. The last light of hope that was still inside him flickered out.

"Wes...I-I tried a spell while the rest of you were healing...The results weren't good. Fred's soul...i-it was destroyed when Illyria was resurrected inside her."

"Are you telling me there's nothing left?" Wesley asked icily. "Then...s-she's really gone...Fred's gone..." His eyes were wide at he stared at nothing in particular. Then he suddenly whirled around and began beating the sarcophagus with a pry bar with all his might.

"Stop!" Willow commanded and Wesley froze in place, the pry bar still raised. She gently took it from him and tossed it across the room. It landed with a loud clatter. She turned back to Wesley, whose arms were in the same position. "I know you're hurting. I know this news isn't helping...but neither is attempting to smash this thing." She placed a hand on his shoulder and he regained movement.

"No. It doesn't," he replied as he picked up a newly dislodged crystal from the sarcophagus. "But this might." Willow looked back and forth between him and the crystal with an apprehensive expression on her face.

"Time," he explained once he noticed her look. "The markings refer to a series of timed intervals. This gem is the vocal point of the sarcophagus. It might be useful if it's not already drained." Willow nodded in understanding and gave him a small smile, but his face was back to being completely blank.

"Let's go bring that to Angel," she replied.


Angel quietly stood next to Gunn's hospital bed as he observed him. Gunn was sitting up and staring at his hands. Neither seemed liable to move until Dawn walked in. Her arm was in a sling and she had several bandages on her body.

"Just making my rounds," she explained when both Angel and Gunn gave her quizzical looks.

"Rounds for what?" Angel asked. Dawn settled herself into a chair and gave them a small smile.

"Questioning." Gunn immediately tensed. "The ones that are actually awake keep mumbling about how we need more information. Obviously. Since we all got our asses whooped. But none of them really know where to start. And then I remembered..." She looked at Gunn with sympathy and he didn't dare meet her gaze. Dawn sighed and then turned to Angel. "I'm not exactly fit for interrogating the doctor that gave Charles his upgrade. So you're gonna have to do it." Angel blinked.

"You're becoming way too much like your sister," he retorted. Dawn grinned.

"Hope that means something good." Angel didn't answer as he walked out of the room. Dawn rolled her eyes and turned back to Gunn, who was staring at his hands again. "Charles..." Gunn reluctantly looked up at her warily. "Get better soon. We're gonna need ya." She gave him a small smile before leaving.

Gunn was too surprised to reply.


Dawn briskly walked down the hall, intent on reaching the room that Buffy, Faith, and Alec were in. She nearly crashed into Jondy in her hurry to get there.

"Sorry," she apologized quickly. Jondy gave her a weak smile.

"It's alright. I almost didn't see you," she paused and looked a few yards down the hall. "Going to check on Buffy?" Dawn nodded. "I was on my way there, too. You can go in first." Dawn shook her head.

"No, it's okay. We can go in at the same time," she replied. Jondy gave her another smile as they walked into the room together. The only thing that greeted them was the sound of three heart monitors. Each beeping in a way to let them know the three motionless people in the hospital beds were still alive.

"I hate this," Dawn mumbled as she stood at the foot of Buffy's bed, staring at her. Jondy wrapped her good arm around Dawn's shoulder.

"Me too, kid," she whispered into her hair. Dawn didn't even care that she had called her a kid. Maybe it was that she had said it in an affectionate way, but she just didn't mind.

"My last experience with a god...I didn't think it was possible, but...it wasn't as terrifying as this," she said after a while, desperately trying to stop tears from forming in her eyes. "Spike got beat up...but it wasn't as bad as what happened to him yesterday. At least he was still conscious. Tara was turned into a crazy person, but she got better. No one's been made crazy by Max and Illyria but it seems that got replaced with being whaled on. Sure, Buffy died last time, but...if during her first big encounter with Max ended in this," she gestured to Buffy's still body. "Who knows what will happen next time?" Jondy didn't reply, knowing Dawn didn't actually want an answer. A few more minutes of silence passed before Dawn spoke again. "You've known Max since she was a baby, right?" Jondy nodded. "Any ideas on how we can make her stop being evil?" Jondy let out short, humorless laugh.

"Only the obvious one," she replied. "Somehow we'll have to get rid of those god powers she's become so fond of without killing her in the process. Only then would we really have a chance in reaching her."

"Dear god...I hope that's not your only plan..." Alec's weak voice startled them. Jondy let go of Dawn and rushed over to his bedside.

"You're awake," She stated gratefully. Alec grunted in response. His eyelids were only half open, as if they were too heavy to lift all the way. "How do you feel?"

"Like I fell 20 stories, smacked onto the pavement, broke a few dozen bones in my body, got knocked out, and now I'm laying in a very peculiar smelling bed with a bunch of liquids pumping into my body."

"Pretty accurate recap. Least we know you don't have amnesia," Jondy replied smiling. The corners of Alec's mouth twitched.

"How are the others?" he asked. Jondy looked across the room at Faith and Buffy's unconscious bodies and then at Dawn, who had moved closer to Buffy.

"Some are better than others," she explained vaguely. Alec grunted again. "You, Buffy, Faith, and Spike are still the ones in the worst conditions." Alec's eyelids lifted even more.

"What do you mean?" he asked, the first note of panic seeping into his voice. Jondy winced and avoided his gaze, which was becoming more intense by the second. "Jondy..."

"Buffy, Faith, and Spike are still unconscious. Buffy and Faith each have broken ribs and a broken arm and leg. Spike's got broken ribs, one broken arm while the other is just cracked, both of his legs are broken, and so is his nose. All three of 'em have a bunch of cuts and bruises," Jondy recited. Alec swallowed.

"What about Angel? He flew out the window, too," he replied softly. Jondy's brow furrowed.

"I think he either landed in better position than you guys, or he landed in better spot. Either way, he's only cut up a little bit." Alec opened his mouth to comment when the sound of the door opening behind them diverted their attention. Angel stood in the doorway, wiping blood off his hands.

"Is Alec the only one that's woken up?" he asked. Jondy and Dawn nodded. Angel's eyes strayed to Buffy's body but he didn't comment.

"What did you get out of the doctor?" Dawn questioned softly.

"Plenty. None of it good," he answered. "Apparently Illyria and Max's big priority is to unleash hell on Earth." Alec, Jondy, and Dawn all stared at him incredulously.

"Well that's not very original..."

A/N-Well...That was an interesting chapter to write...Feedback is much appreciated!

LadyV77-Thanks ;o) I kinda had a feeling most people would be happy Harmony's gone but I wasn't sure.

mel11-Thanks a lot ;o) I hope this was soon enough.

meri24-Hehe. Just you wait... ;o)

screaminheathen69-Lol. I'm glad you like having Willow there. More transgenics will be coming soon. As will a few other beloved characters...hehe.