LEGAL A/N: Buffy the Vampire Slayer and all characters belong to Joss Whedon, 20TH Century Fox Television, UPN, The WB and CW. 24 and all characters belong to Robert Cochran, Joel Surnow, 20TH Century Fox Television, Imagine Television, Real Time Productions and Fox Network. No profit is being made off of this and no copyright infringement is intended.

THE FOLLOWING TAKES PLACE BETWEEN 9:00 P.M. AND 10:00 P.M.

9:00:00 P.M. PST

Xander Harris was sitting in his car as he pulled into the Doublemeat Palace parking lot. He glanced down at his watch as he parked in a spot near the back and turned off the engine. He just couldn't shake his worry. It was extremely late and Dawn and Willow must have been starving by then. He knew he shouldn't have started reading Astonishing X-Men at the comic book store.

I couldn't help it, he concluded as he thought about his future explanation to Willow. It's so damn addicting!

He suddenly heard gunshots coming from inside the restaurant. He froze instantly, his military training from years before kicking in as he recognized the sounds as a high-powered automatic rifle. With a glance back to the restaurant which only lasted a few moments before he ducked down in his car, he saw that he was unfortunately right.

Slowly and carefully, he lifted his head over the seat and glanced through the back of his car across the parking lot and into the Doublemeat windows. He saw the group of vampires pacing back and forth, holding terrified customers hostage with their guns. He searched with worry, but couldn't find Buffy inside the restaurant. Was she even inside? "This is bad," he whispered.

Xander was shocked to see Sophie emerge from the back with a couple of vampires flanking her, carrying a pistol of her own. She seemed to be in charge as she ordered vamps to their positions and threatened customers to keep quiet. "This is worse," he added, with wide eyes. Xander hadn't the slightest clue that Sophie was working with vampires, and he was fairly certain Buffy didn't see it coming either.

She must be hurt or tied up somewhere, he concluded. For a moment, he thought he'd storm in and save Buffy, but then reality set in. That was not going to happen. He faced the front to see the road in front of him, just passed the curb in front of the parking spot. He turned the engine over, attracting the attention of the vamps.

Ducking his head down, he shifted into drive, stepped on the gas and drove over the curb onto the road, lifting his head to turn onto the street as a rain of bullets from inside the Doublemeat Palace followed him.

Inside the restaurant, the vampires stood holding their guns and firing at the car as it disappeared from view. "Hold your fire!" Sophie barked. They obeyed and halted their rain of bullets immediately.

"Should we follow that car?" one of the male vampires asked.

"Maybe it was a cop!" another shouted.

"It wasn't a cop," Sophie replied as she glared at the empty street. "The Slayer has friends. That was one of them. We don't have anything to worry about – they're powerless without her."

"Powerless?" a third repeated as he lowered his weapon. "I thought there was a witch with them. I heard she's bad stuff."

"Not anymore," Sophie smirked with satisfaction.

9:06:47 P.M. PST

Spike stood silently leaning against the wall with his hands on his belt as he watched the other vampires bustling around the dark crypt, moving in and out of the weapons bunker. Several of them came out, fully-loaded with shotguns, rifles, and handguns. Most of them wore dark clothing suited with hidden hand-to-hand weapons such as retractable knives and small hatchets.

They weren't just ready for a fight. They were ready for war.

Elijah strolled around casually while everyone else seemed to be carrying out their commands quickly. It was something that was expected. His demeanor alone – his calmness, his smoothness, even his twisted smile – inspired respect out of sheer terror. The prospect that they were standing next to a volcano that would most certainly erupt with the utmost pleasure brought fear into the unbeating hearts of those that called themselves monsters.

Spike continued to watch in silence, trying to distinguish and decipher their plans. No one had told him anything since he had arrived and it more than peaked his curiosity to know just how they were planning to take down the Slayer. They were getting ready to leave, based on his observations. The platoon was moving out.

"All right," Elijah began with a deep, commanding voice. "You all know the plan. Mistakes are not only unacceptable, they will be fatal." He let the final word ring in the ears of his thugs as they swallowed hard and stood with weapons at the ready. "If something goes wrong and you happen to survive, you will have me to deal with." He began to pace and slowly declared with an icy tone, "I will make sure you are sorry that you are still alive as you watch me take your body apart piece by piece." His eyes flicked from side to side, "And they will be things that you will miss."

Silence fell upon them. If they had beating hearts, they would have been racing. "Any questions?" Elijah added, but no one dared to make himself known. "Splendid. Let's move out."

The gang of vampires quickly exited the crypt and marched off across the cemetery. "You're just gonna go like that?" Spike asked, as he and Elijah stalled behind. Elijah snapped his gaze over to Spike, as he threw his hands up quickly. "Now, now – don't go cutting off my parts just yet. But if the Slayer finds your boys, guns or not, they're dust."

"The Slayer won't be patrolling tonight," Elijah responded calmly as he glared at Spike. He stared at the leader in stillness as he processed the fact that Buffy might already be dead. "Just leave the details to me," Elijah added.

"Fine, then," Spike nodded. "You, uh… enjoy whatever you're doing and… I'll be right here."

"You're staying with me, Willy," Elijah smiled wide. His friendly grin chilled Spike to the core as he gazed at him warily. "We're gonna get a little collateral." Elijah waited patiently in the doorway for several seconds while Spike stared with a worried expression. Hesitantly, he strolled towards the door, regaining his signature swagger, and paused at the doorway.

"After you, mate," Spike said, stretching out his hand. Elijah nodded then continued out of the doorway of the crypt, following his band of thugs. Spike eyed him carefully as he walked out into the graveyard, and then followed him with a fierce gaze.

9:12:23 P.M. PST

Sophie stood anxiously as she stared around at the terrified men and women on the ground beneath her. They were the least of her concerns. She held her cell phone tightly in her hand, knowing that she should have received a call by now.

"What are we doing, Sophie?" one of the vamps asked, as he and the rest of the gang idly held their weapons at bay.

"We're shutting the hell up so I can think," she coldly replied.

The vampires glanced at each other with worried and distraught expressions. "You-you mean we don't have a plan?" another vampire nervously stated as he increasingly became more frantic. "We locked the Slayer in a box and we don't have a plan! She's gonna kill us!"

Sophie turned to him and aimed for his left kneecap, firing the pistol in her hand. The vampire screamed in pain as he dropped to the ground, still clutching onto his weapon. "Another word," she warned, "and I'll kill you." She glowered at the rest of her gang. "We wait!" she announced. "That's the plan!" After a few more seconds of her bitter stare, she scoffed in disgust and grabbed her Doublemeat uniform hat, throwing it on the ground.

9:16:44 P.M. PST

James shivered as he gazed around the darkened meat room. He sat on the ground with an unconscious Buffy in his arms. Packages of meat product, vegetables and other condiments were slowly becoming blocks of ice around them. The temperature had been adjusted so that they could not stay in the meat locker for long without beginning to succumb to exposure.

He gazed down at the woman he was holding and she wasn't sure if she'd been seriously hurt. Buffy stirred suddenly and slowly opened her eyes. "Buffy?" James responded. "Wake up… We have to get out of here." The information around her processed in her mind and she realized that she was in his arms. James slowly realized the awkwardness of the situation as well.

He let her sit up on her own and then kept the hands-off rule. "Are you okay?" he asked.

"Sure," Buffy replied. "If 'okay' means having your co-worker-slash-ex-friend lie to you, kill your boss, then zap you and throw you in a freezing cold locker."

"It could've been worse," James shrugged.

"Yeah," she declared. "We could've been wearing those stupid hats." James laughed lightly despite the current crisis. He paused momentarily, realizing that he didn't laugh very often and he hadn't for a long time. He glanced over at her thoughtfully. It was a nice feeling.

Buffy looked around the dimly-lit cellar. "There isn't really anything that's gonna help us open that door from the inside in here. Unless they put some spare C4 in the ketchup box."

"That girl… is she a vampire?" James asked.

"No," Buffy shook her head. "I would've noticed it when I saw her. But she sure is playing on their team, though." Her eyes narrowed as she crossed her arms, "She is so not invited to my next birthday party."

"Say we get out," James began, "how many hostels are we looking at?"

"Ten, I counted," Buffy responded. "Eleven if you count Sophie."

"How do you kill a vampire?"

"With a stake," she answered, checking her pockets. "The last of which they seem to have cleverly removed from my clothes. There's also fire, sunlight and decapitation."

James gazed at the door fiercely, his mind churning. "I think we can manage at least some of that."

9:21:53 P.M. PST

Xander ran into the Summers home through the front door and rushed into the kitchen where he heard Willow and Dawn talking. "We got trouble!" he announced as he burst into the kitchen. Willow and Dawn stopped what they were doing and looked up at Xander with wide eyes.

"What is it?" Willow asked.

"Vamps have taken over the Doublemeat Palace," Xander breathed.

"Oh, my god," Dawn replied, an expression of shock coming over her as she asked fearfully. "Is Buffy okay?"

"I don't know," he shook his head. "I didn't see her. I think she's been taken captive."

Dawn desperately turned to Willow with a worried look. "Do you think she's hurt?"

"I'm sure she's fine, Dawnie," Willow answered. "She's had worse, but…" She looked at Xander with a confused expression, "How did the vamps take over Doublemeat?"

"I was able to get a quick look," Xander replied with a grim tone. "It's bad. They've gone all S.W.A.T. on us."

"Guns?" Willow exclaimed.

"They're packing some serious heat," he nodded. "They'll cut us down before we come in a hundred yards of them with a stake."

"What are we going to do?" Dawn apprehensively asked. Her pitch went up as she added, "How are we going to save Buffy?"

"Let's load up," Xander suggested toughly. "Let's get down to the Magic Box and see what we can—"

"Xander," Willow quickly reminded with a frown on her face as she shook her head apologetically. "No magic, remember?" He stared at her with a blank expression that slowly melted into a disappointed and frightful face.

9:29:04 P.M. PST

Buffy and James stood in front of the door as they each kicked it, trying to break it open. They left nothing but dents in the thick metal. "Why are we doing this again?" Buffy asked. "Do you really think this is going to work?" She sighed as she kicked another dent in the solid metal door, "I mean, I could blow this sucker right off, but the second we get this door open they're going to be ready and waiting on the other side."

"It's not about getting the door open," James answered as he lifted his leg and pounded the heavy steel. "It's about getting their attention." He breathed hard as he paused and glanced around the cellar. "Why do I get the feeling I'm gonna wish I'd taken a nap before work?"

"Is it getting colder?" Buffy asked as she folded her arms.

"I think that was their plan," he nodded. "Keep kicking, but slow down. Give it about another quarter hour."

"Why are we slowing down?" Buffy asked.

"The cold we might be able to handle," James answered grimly. "But we're losing oxygen. We have to get them to open the door our way in the next half hour." Buffy took a deep breath which she treasured more now that it might be one of her last.

9:40:36 P.M. PST

Tara Maclay walked into the Magic Box, chiming the bell at the top of the door to find Anya in the midst of a pile of boxes all around her. "Anya," she greeted as she walked in carrying three thick spell books.

"Are you here to buy something?" Anya immediately acknowledged with a smile.

"Uh…" Tara stopped in her tracks, her smile faded apologetically. "Sorry, no."

"Aww." Anya's face fell flat. She pounded her foot into the ground in disappointment. "There went the high point of my night."

"I'm just here to drop off some books," Tara explained, showing her the dark magic volumes in her hands. "I thought I could keep this stuff here for a little while. Just in case—" The words faded off.

"Just in case Willow stops by your house for a little reconciling?" Anya finished with a bored tone.

"I-I didn't say that exactly," Tara answered with a nervous blush. "Willow and I aren't back together yet. We-We're still… working things out, y-you know?"

"I thought you were done for good," Anya said as she lifted up a clipboard and went through the attached documents carefully.

"So did I," Tara sighed. She leaned up against the store counter, staring off into space as Anya worked busily around the circular reference table. She explained, "But after what happened at Buffy's birthday party – the way Willow handled herself without using magic even though everyone wanted her to – that kinda gave me hope. Maybe people can change."

"Well, if my days as a Vengeance Demon have taught me anything," Anya explained as she opened a box and started pulling mystical artifacts out of it, "it's that people can surprise you. And in the end, everyone's sorry." She paused as she considered her statement, "Of course, I usually was torturing them in some fashion by the time they admitted they were sorry…"

Tara frowned as her stomach turned, disgusted and hoping that Anya wouldn't embellish on one of her creepy stories from her Vengeance Demon glory days. She continued on about her business, not paying much attention to anything that didn't have to do with money, as per usual.

However, this time, Anya stopped for a moment and glanced over at Tara, noting the loneliness in her eyes as she stared down at the ground in silence. Hesitantly, she added with a sympathetic and sincere voice, "She does miss you."

Tara looked over at her with surprise, not expecting such depth to suddenly come from her. After a few moments, Tara smiled at Anya gratefully as she turned away and continued on with her job. "Now if you think you're going to hang out here just because you've got nowhere else to go, you're wrong," she declared.

Tara rolled her eyes. "Well…" she sheepishly admitted. "I was kind of bored by myself at home. I was hoping we could… you know… hang out?"

Anya turned towards her and smiled warmly, flattered. "Here's a plan," Anya offered. "Why don't you go put those books on the shelves in the basement? And while you're down there, why don't you finish this inventory?" Anya handed Tara the clipboard with a wide grin.

"What are you gonna do?"

"I'm going to sit up here on my lazy ass and plan my wedding," Anya beamed miraculously. "We should hang out more." Tara rolled her eyes again with a sigh as she took the clipboard and dragged herself down to the basement below.

9:47:22 P.M. PST

Sophie stood anxiously in the restaurant front, looking out the windows as she held the gun tightly in one hand and the cell phone in the other. They heard yet another bang on the door coming from inside the cellar. "They should've called by now," a vampire declared. "It's been almost an hour."

"They'll call when they've gotten their collateral," Sophie nervously responded as she chewed on her thumbnail intently. Another bang rang out in the restaurant. "My god! I'm so sick of that noise!"

"When are they gonna give up already?" a vampire spat with disgust. Another bang was heard, followed by a final one. Then suddenly, they stopped and silence fell over the restaurant. The vampires glanced at each other as they turned to Sophie for instructions.

"They stopped!" one of them excited declared.

"Or they died," another shrugged.

Sophie's eyes widened as she looked over at the vampires in shock. "Why didn't I think of that?" she exclaimed, throwing her hands on her head.

"What?" her thugs asked.

"We weren't supposed to kill them yet!" she declared in terror. "Damn it! Open the door now!" One of the vampires rushed over to the door, three others behind him and unlatched the locker. They opened the door to find Buffy's unconscious body on the ground.

"Uh, Sophie?" the vampire declared nervously as he entered the meat locker. "We've got some bad news…"

Suddenly, James dropped down from the ceiling on top of the vampire, throwing him to the back of the cellar and taking his gun. James rolled backwards as the other vampires struggled to lift their weapons and aim. Before they could, James pulled the trigger and unleashed a rain of bullets on them, shooting two in the heads and dusting them.

Buffy pushed herself up off the ground as the gun-less vampire struggled to get onto his feet. He grabbed Buffy's stake from his jacket and tried to stab her with it. She caught his hand with a smile. "This doesn't go with your outfit." She stabbed the vamp in the heart with his – or her – own stake, dusting him and retrieving her only weapon.

"Get out before we're pinned!" James shouted as he could hear more vampires rushing towards the gun blasts. He turned towards the doorway to see the third vampire with a different kind of gun in his hand. "Look out!" he shouted as he pushed Buffy out of the way and onto the ground. The vamp pulled the trigger and instead of a bullet, a dart flew out and stabbed itself into James' right shoulder.

He grimaced in pain as he lifted his arms and shot the vampire in the head, dusting him quickly. James grabbed the dart and yanked it out of his shoulder dropping it on the ground as Buffy jumped onto her feet. "They're coming!" she yelled. "Look out!"

James turned back to the doorway to see the rest of the vampires coming up into the meat cellar and aiming to fire. He dived for the door and closed it halfway, ducking down with Buffy as the foray of shells collided with the door. They held their ears and James held the door which shielded them from the bullets.

"Hold your fire!" Sophie screamed from inside the restaurant. "Hold your fire!" Suddenly, she jolted as a bullet-wound appeared on her chest. She looked down to see the pool of crimson forming through her orange-and-white uniform shirt. Blood dripped from her lips as she turned around to see the vampire on the ground with a blown-out kneecap holding a gun in the air. The vamp glared at her angrily as she stared at him in shock.

Seconds later the wall which they were near exploded inwards, killing them both. The customers screamed as rubble and ash rained out through the restaurant and the shooting vampires stopped in terror. They looked at the bellowing hole of smoke and dust and began to fire blindly into it as the lights in the restaurant went out.

Amidst the chaos, Xander and Willow snuck through the front door and began to wave customers towards them, slipping them out unnoticed by the panicking vampires.

"What was that?" James asked.

"Backup," Buffy shouted over the shooting outside that was no longer directed at them.

"Stay here until I give you the signal!" James shouted as he pushed open the door and rolled out into the kitchen, coming up behind the line of six vampires. One of the vamps stopped and realized that James was behind them and he ordered the others to get behind the counter while James rolled behind a wall.

James held down the trigger and killed a vampire that didn't get behind the counter fast enough. He pulled himself behind the wall as the remaining five unleashed everything they had on him. He felt a sharp pain in his bicep, but he let it go as he waited for the rain of bullets to cease.

9:54:43 P.M. PST

Tara scanned the shelves downstairs with a pen and her clipboard as her thoughts were interrupted by a load crash upstairs. She jumped, standing alone in the dark basement, and glanced up at the ceiling. "Anya?" she called with worry, thinking she might have fallen or - in Anya's worse nightmare - dropped something extremely expensive.

She felt a chill go down her spine and turned around to see Spike standing behind her with a frown on his face. Before she could think, he reared back his fist and slammed it across her face, knocking her out. An explosion of pain shook his skull, searing his brain. He clutched his head as Tara's body fell to the ground and he waited several seconds for the blinding pain to recede.

Once he was able to see straight, he grabbed Tara's unconscious body, picking it up and placing her beneath the stairs in the shadows. His head still throbbing, he walked towards the stairs, slowly at first as he struggled to pull himself together.

He heard a creak behind him and spun around quickly with wide eyes to see one of Elijah's vampires that had followed him through the basement. "What are you doing?" he asked in shock. "I knew we shouldn't have trusted—"

Before he could blink, Spike pulled out a stake from his duster jacket and drove it into the vampire's heart, dusting him in seconds. His head aching, he slowly calmed himself as he replaced the stake inside his jacket, the dust settling gently on the floor.

He walked up to the top of the stairs slowly and entered the store, closing the door behind him, now having regained his composure as best he could. Vampires were flooded across the storefront. Elijah, who stood silently near the counter as the other vampires scanned the premises closely looking for anyone who could be hiding.

Elijah turned to see Spike sauntering up to him. "Basement's clear," Spike declared.

One of the vampire lackeys suggested, "Maybe we should do another check—"

"Don't waste your time," Spike replied with agitation. "It's clear." He glanced over to see Elijah staring him down hard, reading his pale face.

"Fine," the leader responded after several intense moments. "Let's go. We got what we came here for."

9:57:03 P.M. PST

The shooting had decreased considerably by that point as James waited patiently with his back against the wall, holding his gun pointing upwards. He closed his eyes as the barrel rested against his forehead. Shells obliterated the edge of the wall inches away from him. He waited patiently until he only heard one lone gun firing away and he rolled out of his position, shooting the last vampire with a gun. Bullets landed in the vamp's chest and neck, but none of the shots were enough to be fatal.

"Go!" James ordered as Buffy leapt out of the cellar with her stake in hand. She countered the first of the four standing vampires, blocking his punches and kicking him in the stomach, driving the stake into it's heart.

Xander and Willow entered the fight from the back as the injured vampire on the ground reached for his gun. Xander dusted him quickly before he could reach the stock. Willow drove a stake through the back of another vampire, dusting him as Buffy destroyed the vampire she was fighting.

The last vampire, with terror in his eyes, bolted for the doorway. Buffy pulled back her stake and threw it across the restaurant. It flew and impaled the retreating vamp through the back into his heart, dusting him at the gaping hole in the wall. The dust of the vampires settled to the ground as the heroes glanced at each other, their racing hearts slowing down.

9:59:24 P.M. PST

Elijah and Spike walked side-by-side towards the five parked vans outside of the Magic Box as the rest of the vampire gang followed them. A straggler rushed up to Elijah with a worried tone. "Sir," he began, "we can't find Mitchell."

Spike recognized this name as the vampire whom he killed in the basement.

"Leave him," Elijah stated coldly. "We're out of time."

They approached one of the vans as a vampire opened the door for his leader. Elijah and Spike stared down at their target. Elijah grinned wide and Spike's eyes went wide as he viewed Anya, tied up and gagged in the back of the van.

9:59:58…

9:59:59…

10:00:00