This fic takes place after 'Not Fading Away'This is what I think might happen. All characters belong to Josh Whedon, WB, and UPN. I am not making any money from this.

Rating: PG

Summary: Set after 'A Different Type of Shanshu', Angel adapts to his new life as a puppet.

Warning: None yet.

Spoilers for Charmed Season Seven (Yes, that Charmed).

It's a Puppet's Life

Part Two

By Marie Nomad

Fred stood in the dark training room dressed in her tank top and sweats. As a ghost, she didn't sweat but it helped her get into the training aspect. She always wanted powers and now she had her wish, except that she was now dead and there was a demon inhabiting her body. It hadn't been that bad for her, she could do things most people can't do like walk through walls, move things with her mind, she didn't even have to breathe. But, she missed things like being able to walk around without worrying about going through stuff and eating tacos. She missed eating so much, Illyria could eat but it was indirect eating. There was one thing that she liked about being a ghost.

"Ready, Luv?" Spike asked as his voice permeated the darkness.

"Yeah."

"Focus." Spike said as he jumped out with his game face ready. Fred jumped back and punched at him. Her fists went through his head and she frowned.

"Get through." Fred said as she jumped up and thought out kick. Spike fell down to the ground and she hovered in mid air.

The vampire shook his head. "You're getting better at being a ghost." He said as he jumped up and punched at her.

Fred dropped to the ground and held out her right hand like a pistol. "Fire!" She screamed as a tiny spark shot out of her finger and strike the vampire in the shoulder.

"Yeow!" Spike held his shoulder and looked at her in confusion. He didn't remember teaching her that. "How?"

"Mind over matter. I just sent out a telekinetic bolt out of my finger." Fred explained as she sat down in exhaustion. "That took a lot. I was watching some anime and thought that it might work. Are you okay?"

"Fine. Just fine. You are better at being a bloody ghost than I was and I had been dead way longer than you." Spike said as he smiled at her. "Not bad."

"Thanks." Fred smiled at him. "Oh, today, me and Ria are going to San Francisco with Angel and Buffy to see some witches about our situations. Hopefully, they can find a way to get Angel and me back to being normal or at least as normal as we could get without him getting his fangs back."

"Oh. San Francisco eh? Maybe, I can tag along. Make sure the poof doesn't get into trouble." Spike said as he looked around.

"That's so sweet, but we'll be fine. Buffy will be with us. And when we get there, it will be 3 o'clock and sunny."

"Oooh! And I bet that those witches have great big windows too." Spike snapped his fingers.

"But, maybe we can talk about what happened as soon as I come back." Fred smiled at him.

"Can't, I have to train the little slayers after dark and the poetry session. Those brats actually enjoy my poems."

"I like your poems too, they are so… cutting edge."

"Actually, my writing style hasn't changed in a hundred years. You really like my poetry?"

"Yeah."

The two stared at each other. If she had her heart working, it would have been pounding. "Well, I better get going. It's going to be sunrise soon and I'm beat. You know, creature of the night and all that." Spike said as he stepped away.

"Me too."

Spike walked up the stairs and Fred walked through the wall to Illyria's room.

XXX

Spike paced back and forth as he smoked his cigarette in the smoking room. "I never felt like this before for two different women!" The vampire ranted as Gunn watched him. "I want Buffy but Fred… the girl is sweet. I don't even want to think of Blue. Just thinking of those two drives me bonkers."

"I noticed. The students are gossiping about it." Gunn said, "Especially the new guys. I think Fred has a thing about you too." He admits that Spike was one of the last people he would expect to be cheering for especially when it comes to Fred. They used to be lovers but that didn't work out so they were content to being friends. Now, he had to play matchmaker to a vampire and his own ex-girlfriend.

"You really think so?" Spike asked as he sat down next to him. "Great. I never had this much trouble with girls when I didn't have my soul. When, I was soulless, I didn't worry about girls. I just take what I want or they just come to me, Dru, Harm… Buffy after my soul, I lost my edge."

"You have a conscience now. It's normal. You actually care about girls and their feelings and that's good." Gunn said, "I don't know much about relationships either but you gotta move before something happens. You're Spike, the new Vampire champion. If anyone can get the girl, it's you. Go for it."

Spike nodded as he stood up. "Yeah, I'm Spike, William the Bloody, I had terrorized continents, killed slayers, saved the world twice, beat the brains out of Puppet Poof, and even slept with Buffy. I can ask Fred out on a date." The vampire nodded as he clenched his fist.

Gunn cheered on. "Yeah!"

Spike then looked at Gunn. "Where do you take a ghost out for a date?"

The two stared out as they tried to think of something that doesn't require eating or touching anything. The black man shrugged. "No clue."

XXX

"It's just, lately, I want to see Spike more." Fred said as she paced back and forth with Illyria and Angel watching. "I know that he has a thing for Buffy, but I like him and I don't want to make the same mistake I made with Wes and die before we get into anything serious… although we're already dead to begin with which makes things a little tricky. What should I do?"

Angel stared at her. He and Fred had a unique relationship. They used to be romantic but after a month, they just became friends. They were unique in their own rights and they can somewhat confide in each other. Although, he couldn't figure out why she would ask someone who could count the times he had sex in the past seven years on one hand and he had only four fingers. "Fred, I'm not the best person to ask relationship advice to especially when it comes to Spike. Why don't you ask someone else?"

"But, you know Spike longer than anyone and so you must have a good idea on what he likes in a woman." Fred explained as she knelt down.

The puppet sighed again. "I may have known Spike longer but I don't know him that well. I can never figure him out especially since he has his soul. I know that he is one of those types to let you know what is on his mind. That is what so annoying about him but that's the way he is. If he wants you, he will let you know. Give it time."

"Are you sure?"

Illyria spoke up for the first time. "The half br- I mean, Spike, had told me that my ability to turn into you was my most devastating power. He has feelings for you but was hesitant after you and Wesley got together."

"Oh." Fred rubbed her chest as she remembered how Wesley had died in her (Illyria's) arms. Wes's pain and death troubled her, especially with the knowledge that they are both dead and yet couldn't see each other. He was in Heaven and she was stuck on Earth with a crush on another vampire with a soul. "I'll give him a week."

"Good."

"What about you and Buffy?" Fred asked interested in her friend's relationship. "When are you two going to get back together?"

Angel turned around. "Buffy and I had a very difficult and complicated relationship. This will take some time…" He paused as he looked at his hands. "Especially with this."

Fred had to laugh. Give him a mission to die saving the world, and he would do it. On the other hand, if you try to get him into a relationship with a woman, he backs away. "What's wrong with being a puppet? You're adorable and you can touch her. The curse thing is kinda moot since even if you lose you soul, you would just become an adorable doll. Which would be bad but not as bad as becoming Angelus."

"True, but… it's complicated." Angel said again, "I have to go and train some slayers." He jumped off of his chair and ran off to class.

"He is scared." Illyria observed, "Even in that inanimate shell, he shows fear when it comes to other women."

"That's the way he is." Fred gazed at the retreating form.

XXX

Angel landed on his feet as he finished his sparring session with his students. "Remember, avoid the jaws. Vampires are biters." The puppet instructed as he walked in front of them.

"Yes, sir." Betsy, a slayer from Virginia, said as she nodded. "Will you change your training after those witches turn you back?"

The puppet's eyes widened as he looked up at her. "What do you mean?"

"We heard that you're visiting some witches to turn you back into being a vampire. Is that true?" Jennifer said as she came up.

Angel shook his head as he nodded. If there was one thing about girls he learned, is that it's impossible to keep a secret. "Yes, I am visiting some witches for my… condition but I am not going to be a vampire. I would rather die than become a vampire again."

"Aren't vampires already dead?" Jennifer asked and everyone else pondered that question.

"That's not the point." Angel said as he waved his hand. "I appreciate your concern but we don't even know if I will be turned back. If that happens, and that's a really big 'if', I will still be your instructor and I may change the plans, maybe. Right now, let's work on the lesson plans."

XXX

Buffy ran her hand through her hair as she caught up on her paperwork, again. Forget demons and vampires, paperwork was her worse foe. "Ummm… Miss Summers?" Jamie asked as she came in. "May I talk to you for a second?"

The woman nodded as she gestured to a seat. "Sure, what do you need? Is your sister bothering you again?"

"Oh no, it's just that we heard that Spike is interested in a guy named Fred and that he was going to ask him out. We just wanted you to know." Jamie said concerned.

Buffy sighed as she closed her eyes. It was not a secret that she and Spike had a relationship. It was one of those relationships caused by sheer depression and loneliness caused by being ripped away from Heaven. She wanted him because she can have all the sex she wants and nothing will happen. There was no chance that she could get pregnant since Vampires aren't fertile. There were no chances for STDs since Vampires don't have them (and contrary to popular belief, they don't bite during sex) and best of all, there was no way that Spike could lose his soul since he didn't have one (at the time). It was stupid of her and she had made similar decisions when it came to sex. While she does care for Spike, especially after all he did for her, she doesn't love him like she love Angel.

"Look, it's wrong to spread rumors like this. For one thing, Spike and me are not romantically involved any more. I don't care about him being interested in any other girls." Buffy said calmly, "And the only 'Fred' here is a woman. Go back to your training session."

"Yes, Miss Summers." Jamie said as she nodded and walked away.

XXX

"I'm telling you, it's Spike and Fred." Mei said as she and Taya were patrolling a neighborhood after a vampire's nest was sighted. They were second year Slayers so they were alone.

"What about Spike and Buffy? Didn't they have something?" Taya asked as she walked beside Mei.

"I don't know. I heard that Spike and Angel had something too. You know about vampires and their sires." Mei said as she gazed at her.

The two paused and then thought of the two. "Ew." Taya muttered. Then, she held up her hand and opened the door of an abandoned warehouse. They walked in to see the floor was covered in ashes. They hesitantly walked through the doors to see more piles of ash. A deep instinct of fear started to itch at them. Something wasn't right. Vampires don't normally keep fires around since fire was one of their greatest weaknesses. The ashes also get scattered around after a while so the ash piles were new. Something about the warehouse is making them nervous.

"Get out. There are no vampires here." A robotic voice hissed and the two looked up to see a figure in the shadows. At least, they think it was a figure in the shadows. It was all in black making it very hard to see anything.

Taya drew out her katana and held it out. The voice was distinctly male so it wasn't a slayer. It could be a watcher but watchers train and not kill unless they have to. "Who are you? Are you one of us?"

The mysterious man laughed and said, "No, I am not one of you mere humans."

"We are not mere humans! We're Slayers!" Mei said as she and Taya stood next to each other ready for a fight.

"Slayers… I see. Let's see how strong you are." The figure said as he stepped out of the shadows and the girls gasped at the sight.

"Darth Vader?" Mei asked as she stepped back and got out her double swords. She couldn't believe her eyes. Standing in the somewhat dim light was a tall man dressed up like the man in the movies.

The figure stared at them with his strange skull like eyes and then attacked the two.

XXX

"It's impossible to keep a secret around here." Buffy said as she and Angel were eating lunch together outside in the somewhat warm weather. She was eating some pasta while Angel was eating his usual assortments of sweets and goodies.

"Tell me about it. The only thing that is faster than vampires around here is gossip." Angel recalled as he started to eat again. "They heard about our meeting with the witches. I guess they know that I was a vampire before this happened." Angel said as he gazed up at the sun.

"It's hard to keep anything from them." Buffy said as she looked up at as well. "Did you hear that Spike is interested in Fred?"

"Really, I thought so. Fred asked me for advice about Spike." Angel confessed, "They had been good friends back at Wolfram and Hart. Spike even saved Fred while he was a ghost."

"Who would've guessed?" Buffy relaxed under the sun as she sipped her water.

"Yeah."

The two sat beside each other eating and trying to figure out what to say next. On the phone, it was different, they can do other things and if one of them hung up, they could say it was an accident.

Finally, Angel looked up at her. Ever since he talked to Fred, he had wanted to tell Buffy that he still cares for her and that he was still waiting. Seeing her with her long blond hair glistening in the sunlight almost made him forget that he was made out of felt. "Buffy, there's something that-"

"Guys!" Nurse Joyce exclaimed as she barged out. "Something happened to Mei and Taya! They were attacked by Darth Vader!"

"Damn it." Angel whispered.

"Darth Vader?" Buffy repeated, "Are the medics on their way?"

"Yes, but we need you to go with them just in case Darth shows up." Nurse Joyce said as she rung her arms.

"Let's go." Angel got up and then Buffy pushed him back into sitting down.

"Oh no you don't. You can't defend yourself right now. Remember the last time, you nearly got killed." Buffy scolded as she got up. "Stay here."

"I haven't done this before as a puppet, except for the Smile Time fiasco and I was fine." Angel argued.

"I'm not talking about when you were a puppet!" Buffy ran off with Nurse Joyce to the car.

Angel stared at the retreating figures feeling helpless and then something occurred to him. The last time he ran off after a demon while he wasn't a vampire was when he spent a day as a human but no one was supposed to remember except for him. "Oh shit."

XXX

Buffy's heart pounded as she, a couple of other Slayers armed with rifles, and the paramedics who were just behind them.

"Buffy!" Mei screamed as she limped forward with Taya unconscious in her good arm.

"Oh my god." Buffy sighed as the paramedics ran to the two wounded fighters. Their clothes were torn up with a bunch of gashes and bruises on their bodies. Even with their slayer healing, they will be showing those bruises for a while. "Where's Darth Vader?"

"Took you long enough, Buffy." The masked man said as he came out of the shadows.

Buffy and the others got out their weapons. Darth laughed as he shook his head. "I am not here to fight. I just want to say that your slayers are nothing. They are weak. When you woke up their powers, all you did is condemn them to death."

"We had to save the world." Buffy explained, "Who are you? What are you? Are you a demon or a human?"

"I am both and neither." Darth Vader said as he spun around. All of a sudden, his cape flew into his feet and he fell down. "I meant to do that." He said as he got up and ran off. Buffy ran after him and looked up to see the masked man flying off with a jet pack.

"Great, another villain and he's a Star Wars fan." Buffy sighed as she watched him flew off and then the villain spun out of control and crashed into an abandoned warehouse. "At least he's a klutz."

XXX

The faculty gathered around the table as Principal Wood sat at the head. He was the headmaster of the school since he obviously had the most experience in being a principal and he knew about slayers. "Darth Vader?" He repeated.

"That's what the girls said." Buffy said as she held out a sketch of the man. "I saw him myself and he looks just like Darth Vader. Although, I don't picture the real Darth Vader tripping over his cape or losing control of his jet pack." Buffy paused as she realized what she just said. She had been around Andrew too much.

"By Darth Vader, do you mean, the classic Darth Vader, Anakin Skywalker, or the Star Wars Episode III Darth Vader?" Andrew asked being the Star Wars fan as he was.

"Classic." Buffy answered, "What kind of demon dresses up as Darth Vader?"

Angel spoke up. "Well, a bunch of evil demons were fans of Darth Vader. They liked him since he was cool at least until he became good at the end. I watched the movie with a few of them while I worked with them." His coworkers stared at him.

"You watched Star Wars with a bunch of evil demons." Buffy said and Angel sank into his chair.

"Once or twice. Anyway, what matters is that there's an evil demon out there hurting innocent slayers." Angel said as he used his skills to deflect the conversation to something less deadly.

"The guy's right." Gunn supported, "If this Darth Vader dude is tough enough to kill a bunch of vampires and two skilled slayers, he's bad news."

Robin nodded as he got up. "Okay, we'll establish curfew for those who are not training outside. Everyone who goes off campus must have a chaperone including the staff. Darth Vader may target one of us. Alert the students and off campus slayers of Darth Vader. Make sure they don't take him lightly just because he looks like someone from the movies." Robin looked at the speaker where Giles was listening. "You better tell the Council what's going on."

"I will and try to research over here." Giles said over the intercom. "Although, I never heard of a demon looking like Darth Vader."

Buffy spoke up. "He could be something else. He didn't tell me if he was human or demon. I would've thought he was a vampire but he flew off in broad daylight. Even all that armor couldn't protect him."

"He might be a cyborg. Those types were tough." Spike said as he leaned forward. Robin stared at him carefully. He had somewhat forgiven him for killing his mother so long ago. After he had beaten the vampire up for several days and Spike went off into a fiery death, he couldn't hate him too much.

"Maybe, but a slayer could have handled a cyborg. Unless they were more advanced now." Angel recalled the time a cyborg impersonating Wesley's father had managed to nearly steal the texts from the vault. He was so good that he even fooled Angel's enhanced senses. That cyborg nearly took all of his free will and he hated it, especially the nausea.

Buffy took a deep breath and decided to be leader. "Right now, let's just try to find out more about this Darth Vader guy. See what side he is really on. Just be careful." The slayer looked at Angel as she said those words. He could tell the meaning.

XXX

"I can't believe this. A month and boom! We get a new villain on our hands." Gunn said as he and Angel walked down the hall.

"I know." Angel paused, "What if he's from Wolfram and Hart? He could be after us… after me." The former vampire paled as he thought of the idea that Darth Vader could be doing all this damage just because of him.

"How could he know where we're at? Willow cast that spell that made us invisible to the Wolfram radar and well, you're not a vampire any more so they couldn't have sensed you." Gunn logically said as he put his hand on Angel's tiny shoulder.

Angel nodded and then pounded his felt hand. "Okay, that's it. I'm canceling my appointment. My condition can wait."

"The hell it won't." Buffy said as she marched up towards them. "Look, we can handle the Darth Vader thing, it's not like this is a normal academy. We have state of the art anti-demon security and every student here is taught the fine art of slaying. We don't need your help."

Angel gazed down sadly as he looked at his felt hands. Before, he would've been useful in a fight as a vampire champion. Now, while he could still fight he was not a match for any demon, unless they happen to be a puppet themselves. He shook his head. He could be helpful in his own way except now with Darth Vader running around doing who knows what. "I know."

The slayer's face softened as she knelt down in front of him. It should have been hard for the puppet to take things at the sidelines. "We'll go to San Francisco by teleport and come back in just a couple of hours. Who knows, maybe the witches might know something."

"Maybe." Angel said as he took a deep breath. He wanted to ask her about what she said when she left to help those slayer girls. Did she remember the forgotten day or did she just didn't want to talk about it? Those are the questions that he didn't want answered. Maybe, he should try to focus more on 'fixing' his shanshu first.

XXX

Illyria jumped from one pole to another as she worked on her form. In her better days, she was a god who was feared by many and worshipped by all. Now, she was a curiosity, a demon that could not even bend time or do a mere fraction of what she did before. Her armies are gone and no one remembered her name. The only thing that made things tolerable was her new 'sister' and guide.

Now, she was security, her duty became clear when she heard of the latest threat, the one she can do damage to.

"I shall grind Darth Vader's bones into powder and sprinkle them onto my tacos." Illyria vowed as she did another kick.

"That is so disgusting but strangely appealing." Fred said as she hovered while watching her body do the moves. "You have to quit soon, Paige is coming to get us to her sisters."

"To rid you of me?" The ex-god asked as she tilted her head at the ghost.

"Oh no! I won't let that happen to you! I want to be corporeal again but I would never want to get rid of you. You're my sister and friend!" Fred gushed as she smiled at her.

Illyria gazed at her and then jumped down from the poles. "I shall help you become solid again so you can become physically intimate with Spike."

"Whoa! One thing at a time!" Fred exclaimed as she blushed. She liked the vampire but she wanted to start off slowly; like breakfast, although they do that already. "I don't want to jump into bed with him, yet."

"If you wait too long, the world will go against you." Illyria warned.

Fred nodded as she remembered all the time she could've spent with Wesley but she was too busy and foolishly thought that they had all the time in the world. Things kept on happening to separate the two of them. Death came to her and buried her into the demon and just before she could at least manifest her way out, Wes died. While now both Spike and she were dead, something could still happen like Darth Vader. "I won't make that mistake again."

"Please don't." Illyria said as she thought of Wesley dying in her arms.

XXX

Angel sat in his room as he tried to find out more about the demon impersonating Darth Vader on the Internet. It took a while since he had only eight fingers and all of the entries he found are Star Wars sites.

Buffy watched amused at the puppet at work. Angel just looked so intense in his search for Darth Vader and him typing with eight fingers. "Any luck?"

"No, but you should read some of the Star Wars fan fiction some time." Angel said as he pushed himself away from the computer. "Maybe trying to find out about a demon that is the fan of Star Wars is a big mistake."

"It was worth a shot. I didn't know you can type so well with only eight fingers."

The puppet shrugged. "Well, believe it or not, I do learn to adjust."

"Angel? Buffy?" Fred asked as Illyria opened the door and the two went in. "Should we meet here? I forgot to ask."

"We can wait here." Angel said, "Maybe, Paige can come here. I hope she doesn't run into Darth Vader."

Out of nowhere, a circle of lights appeared and Paige came out. "Ready to go?" She asked as she came up.

"Yeah, but first, this is Buffy Summers, she's a… friend of mine. Buffy, this is Paige. Paige, Buffy wants to come too. Is that all right?" Angel introduced.

"Sure, the more the merrier. I heard so much about you, I love your movie." Paige said as she and Buffy shook hands.

"Movie? Oh, that was just a crazy spell." Buffy said as she shook her head.

"Right, let's go, everyone hold hands." Paige instructed as Buffy took Angel's hand and Angel took Illyria's hand. Fred put her ghostly hand on her old body. "Four to beam up."

Angel's eyes widened as he felt his body transform into blue light. He watched as he felt himself fly through the air as fast as light. Before he could say anything, he found himself in a living room with two other women with brown hair and a tall man with light brown hair. "Wow… I didn't even feel nauseous." Angel said as he looked around.

"You are a rider of light." Illyria said as she felt her head. "I recognized your aura."

"If you mean a whitelighter, you could say that." Paige said as Buffy and Fred also looked around slightly dazed. "Okay, guys, this is Phoebe and Piper my sisters and the guy is Leo, Piper's husband and Elder/whitelighter. We are called the Charmed Ones. Guys, the blond is Buffy, she's a vampire slayer, the blue woman is Illyria, the ghost next to her is Fred and that is Angel."

"The Charmed Ones?! You are the legendary sisters who have destroyed the Source of all -Evil, three times?!" Angel exclaimed as he came up. "Wow."

Phoebe smiled at Angel and said in a soft almost cooing voice, "That's us. I could tell that you're the one who needs the help."

"Yeah." Angel said as he looked away. It was one of those times he really hated being shorter than most of the other people.

"Don't you worry about a thing, we'll fix this." Phoebe said as she took his hand and held it.

Buffy stiffened up as she watched the scene. Virtually every time a woman met Angel, their reaction was stunned and then awe. She wasn't jealous; after all, he was her ex-boyfriend. She had moved on with her life and Angel is now her friend, nothing more. All of a sudden, Phoebe flinched and pulled her hand back. "Oh no."

"What did you see?" Piper asked as she get into her older sister mode.

"A demon, lumpy forehead, amber eyes, and fangs." Phoebe said as she got up, "He was attacking nuns and he was dressed up about in the 1700's."

"Okay, we better get to the book of Shadows and find out what's going on." Piper looked at the group and said, "This will take a second."

"What just happened?" Angel asked as he got worried.

Paige smiled as she knelt down and replied, "Well, Phoebes can see the future and sometimes the past by touching something. She got something off of you and we're going to see what."

"The past, she can see the past?" Angel found himself getting dizzy with excitement again. Phoebe must have 'seen' him back when he was Angelus. "Oh no. Oh no."

"We'll take care of it and then we'll help you out." Paige got up and walked upstairs to the attic.

"This isn't good." Angel said as he ran his hand through his hair. "They are going to find out about me and then they are going to refuse to help or try to vanquish me."

"They won't do such a thing. You're not him any more." Buffy comforted.

"What are you talking about?" Leo asked as he watched the group.

Illyria tilted her head as she stepped towards Leo and took his hand. "It had been an eternity since I met someone like you. I was like you, I had once been higher form and these humans were like insects."

Leo shook his head as he stepped back. "I don't know what you're talking about. I am just an elder and I'm married." He stared at her. "I'm nothing like Illyria the Old One."

"You knew of my former glory?" Illyria asked.

"It is common knowledge for all elders." Leo replied as he frowned at her. He looked at Buffy and asked, "Why are you helping a demon god like Illyria?"

"It's a complicated story." Fred said as she came up, "She's good now and we need your help in getting me to be more solid."

"I see." Leo frowned at them. He knew that they are not the typical innocents that the Charmed ones help out. Angel was hiding something big and Illyria was a demon. The last time he wasn't suspicious of someone, he turned out to be the Source of all Evil married to Phoebe. He can't let his guard down again.

XXX

Phoebe flipped through the Book of Shadows hoping for a clue of what the demon in her vision was. "Let's see… ah ha!" She said as she flipped to the page to see the demon's picture.

Piper looked at the entry. "Angelus, the Scourge of Europe, he was a vampire who had wrecked terror 200 years ago. He was one of those lower level vampires who are not as connected to their sires as the higher level vampires. He had killed hundreds of people and sired many vampires. Until he was cursed by a gypsy clan a hundred years ago, then he disappeared. Why did Phoebe see Angelus in Angel's…" She paled as she gripped the book. "Angel… Angelus…"

"That puppet was that demon?!" Phoebe exclaimed, "I don't believe this."

"He didn't seem evil. I would've sensed it." Paige insisted as she looked at the picture. "Did the gypsies do this? I don't think that muppets existed back then."

"I don't know but I want answers. Thank god the kids are at Magic School." Piper sighed in relief and then looked at the picture again. "ANGELUS!"

XXX

Angel gulped as he heard the angry voice. Things just got from bad to worse. "Oh no." He muttered as Buffy and Illyria stepped in front of him.

Piper focused her power and froze everything around her except for Leo and her sisters. Her husband looked at her and asked, "What's wrong?"

"The puppet is an evil vampire named Angelus." Piper explained as she looked at the puppet now frozen.

"He was an evil vampire but he's good now." Buffy said as she, Illyria, and Fred came up. Buffy studied Angel and waved her hand in front of his frozen felt face. "What did you do to him?"

"I froze him in time. I can get Illyria and Fred not being frozen but why not you?" Piper asked the slayer.

"I don't know. I had never been frozen before." Buffy said as she stepped forward. "I know that Angel had done some nasty things as Angelus but that was years ago. He has a soul; he had been kind, he even given up the chance for humanity twice! He's not a vampire now and he needs your help to become a human like he should have been years ago. If you don't want to help, that's fine just let us leave."

Piper frowned slightly as she thought about what Buffy said. Angelus had disappeared over a hundred years ago. A lot can happen between then and now. She looked at Paige and asked, "What do you think?"

The girl looked at Angel and then at Buffy. Something in her just screams that Angel deserves the chance. "I think that we gotta hear Angel out."

"Yeah, if he was a vampire, he would've been ashes now." Phoebe said as she gestured at the open windows letting in the sunlight.

She didn't want to admit it but she had to trust her sisters on this. If Angel had been evil, Phoebe would've gotten a premonition from something more recent or even the future. "Fine." Piper waved her hand and the puppet moved again.

"What just happened?" Angel asked as he looked around and then stiffened up at the sight of Piper. "Oh."

"I've dealt with demons, especially those that are kinda in the gray area, so I can give you a chance especially if you want to be a human and not a vampire." Piper explained.

"Good, I don't want to be a vampire again, I really don't. I hate Angelus as much as you do, more even." Angel said as he babbled slightly.

Piper fought the urge to giggle but she couldn't help it. She had never had to deal with a walking, talking, puppet before; even a vampire turned into a puppet. Then, she used her willpower to think serious thoughts. "We'll keep an eye on you." She glanced at Illyria who had been staring at Leo. Great, not only that she had to deal with a vampire puppet but a demon that has a crush on her husband. "Hey! He's married you know!"

Illyria glanced at Leo and then at Piper. "Why are you committed to this mortal?"

Leo walked up and put his arm around her. "Because, I love her and I can't stand living without her."

Illyria tilted her head again and then said, "Do they know the true scope of your power?"

"Huh?" Piper and her sisters looked at the demon. All of a sudden, everything froze except for Illyria, Fred, and Leo.

"Did Piper do that freeze time again?" Fred asked as she looked at the frozen people.

"It is us." A pair of figures in black robes stepped forward. The woman in the robe let out a strange song that resembles nothing Fred had ever heard before. Then, she found herself being able to understand what she said.

Illyria replied in that same language, "Why did you not come sooner when I was in pain, Alpha, Beta?"

The man said in English, "We do not know where you stand. I'm sorry but we had been very busy and you were shielded by the Senior Partners. Now that they had been weakened, we can restore your power to its former glory. You must join us."

"Are you the Powers That Be?" Fred asked as she looked at the two. She can feel a strong presence between them, it was just pouring out power.

"We are not the Powers That Be or the Senior Partners. We are called 'The Avatars of Power'. We are dedicated to a world not dedicated to good or evil but paradise." Beta said as she smiled at them. "The Powers That Be and the Senior Partners fight for the sake of fighting and they don't care who gets caught in the cross fire, like you and Wesley."

"I want time to think about this. I do not take these decisions lightly." Illyria said as she looked at Leo. "A man I cared about died when I should have the power to save him. He wanted me to see if I can be human, I want that chance. But, may I ask, what would happen to Fred if I were to ascend to my rightful place?"

"She would have power as well but she would remain a ghost. However, she could go anywhere she wanted to with the power to become solid." Beta replied.

Illyria looked at Fred and said, "I wish to find a way for her to become alive first. Can you do that?"

"No, that would just temporarily cause chaos. That time when Spike became corporeal, it temporarily threw the mechanics off track until it was straightened out again. We can't do that." Alpha explained.

"That explains it." Fred remembered the chaos caused when Spike first came back. She thought that it was the fact that two vampires with a soul existed at once but the Senior Partners were lying.

"I will still think about it." Illyria vowed, "Wesley believed in me and I want to see if I can make Fred alive again."

"Of course, but if you want it, just call. But, in the meantime, don't tell anyone else. Especially the Charmed ones. They will not understand and will try to hurt you." Alpha said as he looked at Leo who nodded.

"Very well." Illyria nodded.

"Mum's the word." Fred agreed. She didn't know what was going on but the idea of a third higher up power that's neither good nor evil was intriguing but possible. There had to be some power that is the 'middle' so to speak.

"Good."

At once, everything started again and Piper told Illyria, "I know that he's an elder but stop hitting on my husband."

"I understand." The demon god said as she looked at Leo who fidgeted.

"Anyway, we have to find out how Angel became Kermit, what happened?" Piper asked as the group sat down on the various chairs and sofas in the living room.

Angel shrugged as he pondered, "I don't know. One minute I was fighting hordes of demons in LA and the next minute, I was a puppet. It might have something to do with the Shanshu prophesy, I kinda screwed it up."

"How can you screw up a prophesy?" Paige asked.

"Well… it's a long and complicated story." Angel took a deep breath.

XXX

The Charmed Ones and Leo stared as Angel finished his story. "And so I signed the document in blood preventing me from getting Shanshued. I signed it in the wrong name so I became a puppet."

"And I thought our lives are complicated." Phoebe said as she sipped her tea. "But, why a puppet?"

"Maybe, it was a punishment from the Senior Partners. They know that I can't really fight like this." Angel said as he looked down. "They can be pretty twisted. Or it could be the punishment from The Powers That Be for becoming the CEO in the first place. They never really liked me anyway."

"The Powers That Be?" Paige asked, "What are they?"

She looked at Leo who answered, "They're a force of good who worked with the Elders. It's kinda complicated."

"We've been using that word too much." Piper muttered.

Fred watched him in empathy. She had seen all the suffering that The Powers That Be let Angel went through; the loss of his son, Cordelia's death, and even that stupid curse clause that prevents him from attaining perfect happiness.

"I can go and see if the Elders know anything." Leo offered, "I'm-" He stared out again and then he said, "Now? Okay." He smiled at them and said, "I just got a call from the other Elders. One of them wants to speak to Angel, face to face. I'll be right back." He vanished in a swirl of blue lights.

"That will make things easy. Most of the time, it was impossible to talk to a higher level of power." Angel said as he crossed his arms. "I wonder why an Elder wants to talk to me."

"Maybe to help you straighten out your Shanshu." Paige answered, "These higher up beings are so mystic but they mean well."

Then, out of nowhere, the blue lights returned and Leo appeared with a figure in a white robe with the hood covering his (or her) face. The figure raised it's hands and took off the hood to reveal a very familiar face. "Hi, guys!" Cordelia exclaimed as she smiled at them.

Buffy's jaw dropped at the sight of her old high school rival. "Cordelia?! Is… is that you?!"

"Of course it's me." Cordy laughed as she looked around. "It feels so good to be on Earth even if it's just for a little bit." She stared out and rolled her eyes. "I know, I know, I won't stay around. So, how are you guys?"

Fred came up and shook her head. "I've been good for a ghost but you look great. So, you're an Elder?"

"Oh yeah, kinda a reward for letting that demon took a trip in my body and all those years of mind numbing visions, I really deserve this. But, don't call me 'Elder', it sounds so old and these robes." Cordelia gazed down at her clothes. "I wasn't allowed to accessorize but other than that, I like it." She took a deep breath and looked down at Angel who was just gawking at her.

"Cordy?"

"Yeah, it's really me. No possession by any evil demons today." Cordelia knelt down and hugged Angel. "I missed you too. I'm so glad you decided to fight for the world."

"You did show me the right direction, thanks." Angel said as he pulled away.

"No problem, you are so cute. That hair, that face, and that adorable way you try not to brood." Cordelia gushed as she patted Angel on the head. "You had to fight off those Slayers with a stick."

"Hey!" Angel backed away. "Cordy, not you too!"

"Still, 'Mr. Sensitive'. At least you got your reward. Sort of but don't worry, I planned for that to happen." Cordelia said as she waved her hands.

"Wait, you turned Angel into a puppet?!" Buffy exclaimed, "Are you nuts?!"

"No. It's part of the Shanshu thing." Cordelia replied as she shrugged. "I can't say any more but you are on the right track. You didn't screw up your Shanshu, you're just not done 'baking' yet."

Silence filled the room and Fred said, "Puppets are the in between stage of vampire and human?"

"Duh. Why do you think that Angel can do all the things a human can do and yet be stronger than the average puppet?" Cordelia said as she rolled her eyes. "Just trust me on this. Just relax and do what you are doing and eventually you will be turned into a real guy."

"Great, I'll spend more time as a puppet." Angel sighed as he held his head.

"How long will this take?" Buffy asked, "We have a serious rogue demon villain in Cleveland right now who is posing as Darth Vader. If Angel meets him like this…"

"Can't say. Elder thing. Just relax and the answer will come." Cordelia said as she smiled again.

Buffy frowned at her. "Great, just what we need, Cordelia as a higher power who is mysterious."

"Love you too, B. But, I'm serious. This sort of thing can't be answered by anyone else except for Angel." Cordelia said looking somewhat hurt. Buffy could see that the woman had changed over the years, they were not the high school girls they were once. Angel told her how much Cordy had changed and now she believed him. After all, someone has to go through much to become an Elder.

"Well, I guess so." Buffy said as she held herself.

"Maybe, this is another test I have to endure. I'm halfway there, I can do this." Angel said as he tried to think optimistically. He knew that Cordelia allowed him this puppet form for a reason, for what reason, he couldn't think of. Still, he trusted his former seer that he will find a way to being a real man in every term of the word.

Cordelia stared at him. "Wow, Angel the Optimist that is weird. But, I gotta go, Elder duties and all."

"Oh." Angel said as he looked down. He wanted her to stay but he knew that she couldn't. That was how the world works; everyone he cares about must leave him.

"It's not like that we won't see each other again. Okay, so you won't see me but I will watch you. You'll be fine." Cordelia said as she tried to be positive again.

"I know." Angel said as he looked up at her.

"Oh! Cordy, tell Wesley that I said 'Hi'." Fred said as she came up.

"Sure, no problem. " Cordelia said as her smile faded slightly. "Oh, and tell Gunn that his sister is fine and up here too. That should make his day. Leo, beam me up. Oh, your welcome." Leo took the elder by the arm and vanished.

"Wow, Cordy the Elder, now, I had seen everything." Buffy said as she shook her head and then saw Angel's somewhat somber expression on his puppet face. He really cared for the seer. She never really knew this new Cordelia but now she wished she had. Does Angel love Cordy? How far did their relationship go? There was no reason why she should be jealous; after all, she slept with Spike. "But, if the Red Sox can win the World Series, anything can happen."

Angel looked away nervously. "Well, ummm… don't tell the others but this year, the Red Sox manager had made a deal with Wolfram and Hart to remove the curse and to make it so they would win."

"I… I knew that something was weird with that." Paige said as she nodded.

"Anyway, we can't do anything." Leo said as he reappeared, "This puppet change is natural for Angel and we can't interfere. And there's not much we can do for Illyria without killing her. I'm sorry."

"At least we know why I'm a puppet, sort of." Angel said, "Now, I can try to figure out how to become a real man."

"Why can't these prophesies be more… clear?" Buffy asked as she held her head. She always hated prophesies, they always have double, triple, meanings that makes no sense until after the deed was done.

"To torture us." Angel answered as he remembered the chaos done by mistake and Wesley and Conner. Wesley took the prophecy's meaning wrong and ended up betraying him. It still hurts him that his own friend would do this to him, that he doesn't trust him. Then, as if she was still with him, he could swear he heard 'You're brooding again'. "Anyway, we need to get back to the Academy before Darth Vader strikes again."

"Darth Vader?" Piper repeated.

"A demon or something that attacked a couple of slayers in Cleveland. We're trying to take care of it." Buffy replied.

"All right, we'll call when we find out anything." Piper promised, "We might be busy dealing with our own demons. But, if we hear of Darth Vader around here, we'll let you know."

"Great." Buffy said as she smiled slightly.

XXX

Spike sat in the room where he waited for any sign of his friends and Angel coming back. He did want to come but he just couldn't. He didn't trust anyone teleporting anyone half way across the country to a place where it's bright and sunny. In a sparkle of blue and white lights, Paige appeared with his friends. He shielded his eyes as Illyria and Fred stepped up.

"Hello, ladies." Spike said as he grinned at them and then saw Buffy and Angel watching them. "Come on, I have a surprise for you." The vampire said as he led Illyria by the hand knowing that Fred couldn't touch him.

Buffy leaned back against the wall and Angel took a deep breath. "I heard that Spike and Fred are interested in each other." The slayer said as she crossed her arms.

"Good." Angel commented and then looked at Buffy, "It's not like I am jealous of Spike or anything. Just because he's still a big bad vampire and I'm… not."

It doesn't take a special slayer's sense to know that Angel was being jealous of Spike because Spike was still himself and more of a candidate of being Buffy's lover than the diminutive puppet. "You're… you're changing and that's normal. This puppet thing could be a way for you to adapt to being 'normal'. I mean, you can't just switch to being human without consequences like last time."

"Last time?"

"I… I… forget it. It's part of the past. I need to lie down." Buffy walked away and Angel watched her go.

XXX

Spike sat on the blanket as he, Fred, and Illyria watched the stars together. None of them were bothered by the cool Ohio air thanks to their unique bodies. "Look at all of the constellations." Fred sighed as she lay back. "This is nice. I wonder how far into space I could go. I don't have to breathe and the radiation shouldn't bother me at all."

"Yeah, you should've seen the stars back when electricity was a novelty. You could really see them there." The vampire said as he sat back. "I hope you like this. There's not much we could do, neither one of us actually eat, I'm not much of a shopper and there's not very good movies out."

"Oh no, I like this." Fred said as she blushed, "But, are you sure that we should be out in the open? What if Darth Vader attacks?"

"That wannabe? You, me, and Blue here are three of the best out there. I personally survived at least two apocalypses, a slew of vampires, hordes of demons, and a very angry principal, I think I can handle one demonic fan geek." Spike said as he stood up. He didn't want to prevent it any more. He had to tell her what was in his unbeating heart. "You know, I really like you, Fred. You're nice and strong, and well… I enjoy eating with you. What the hell, wanna be my girl?"

Fred stared at him. "Are you telling me that you love me?"

"Yeah, I do."

"What about Buffy?"

"I won't lie to you. I care about her but we weren't in love. I was soulless and she was confused. She used me and I used her. We both got over it. When I see Peaches and Buffy together they want each other and what they had, it's real. If I just try to keep them apart, we will have a brooding puppet and a depressed slayer on our hands and I don't want that. When, I see you, I feel different. Maybe it's love or something else but I want to find out before the next apocalypse. That's why I'm telling you now." Spike turned around.

"Me too." Fred said as she came up and held him. "I don't want this to be short. I hate the idea of someone else I care about die just before we can understand what was going on."

Spike turned around and held her back. "Well, we're both dead so we're past the death stage. We could find out where to go next."

"You know me, I'm the curious type." Fred leaned over. "We could do experiments right now."

The vampire smiled wickedly. "I love the way you think."

Unseen by the three, a shadowed figure lurk in the bushes watching intensely. "I will have my revenge." The figure vowed and turned around only to trip and fell. "… I meant to do that."

To Be Continued…

Note: Okay, Darth Vader is not really Darth Vader from Star Wars but someone impersonating him so he's not out of character.