AN: This is my second attempt at writing a fanfic, and by far the largest. It is set during BtVS late season 7 and Smallville early season 5. Yes I know those didn't occur together, but I'm saying they did, so tough. Another note, Anya and Xander didn't get back together, because I thought that was a stupid storyline, no offense to the writers. Hope you enjoy.

I own nothing. It all belongs to people who don't need the money as much as me.

Chapter 1

The streets were dark, save for the small pools of light under the street lamps. As she walked down the sidewalk, she thought she could hear sporadic scratches of noise, like boots scuffing the pavement, or a lone whisper.

Turning, she stared into the darkness, squinting to catch any sign of life. "Must be my imagination. Stupid town reputations." As she turned, she yelped, seeing a tall gaunt man blocking her path. "What the..? What are you, following me?"

Running his tongue over his teeth, the stranger smirked. "Maybe just a little… what's the matter blondie? Scared of the dark?"

Returning a smirk of her own, she crossed her arms. "What's there to be scared of? A grunge reject who spends way too much time indoors judging from your lack of pigmentation?"

Growling, the stranger looked down. "Blondie, you should be scared." Looking back up, his face had shifted radically… his voice slurred slightly, like he had a mouth guard in.

Seeing the change, the girl stepped back in fear. "What the hell are you? Some kind of freak?" She didn't wait for an answer, turning and running full speed back towards the restaurant she had just left. She turned to see if he was following, looking forward just in time to see him before she slammed full speed against his chest, bouncing off like she had hit a wall.

Grabbing her by the collar, the man lifted her easily with one hand, tilting her head with the other. "Soup's on!" he shouted almost giddily as she felt something prick into her skin.

"OH GOD, HELP!" she screamed, just as the man jumped away, flying through the air into an alley. Suddenly, hands were on her shoulders, and she heard someone talking, her head to fuzzy to think.

Clark shook her shoulders slightly. "Chloe? Chloe! Are you ok?"

Hazily she looked up, seeing her best friend. "Oh God, Clark!" Wrapping her arms around him, she sobbed shakily into his shoulder. "I thought I was… he was… oh God!"

Rubbing the back of her neck, he spoke softly. "It's ok now Chloe. Who was that? Did you recognize him?"

Shaking her head, she sniffled. "I don't have a clue. He just came out of nowhere, and I think he was trying to…" She reached up to her neck, feeling the sticky blood and the scratches in her skin where his teeth ripped over her flesh as he was pulled away. "He tried to bite me. He had huge teeth… I think it was a…" Eyes widening, she looked at her friend. "Clark, it was a vampire."

Shaking his head, unable to believe that, Clark looked off towards the alley where the attacker had landed. Using his X-Ray vision to scan the darkness for the body, Clark saw nothing except some old broken wood delivery pallets and… was that dust swirling in the air?

Willow had been sitting stoically at the kitchen counter for several minutes, making Dawn take notice. "Wills? You ok?"

Shaking her head to clear her thoughts, she nodded. "Yea Dawnie, I was just trying to track this feeling I had, like another potential had popped up. But, I can't latch onto it again, it was really faint."

Nodding, Dawn shifted to look at the map Willow was looking over. "Kansas? A Potential in Kansas? What, the corn monsters are attacking the movie theater for popping their relatives?" she asked, laughing.

Willow just shook her head. "I know, its one of the quietest regions, and we don't have any other Potentials from that area, but you never know."

Dawn went off on her own, reading through another dusty old tome Giles had giver her. Sighing, Willow sat back in the stool, putting the spell powders and map away, moving on to something else.

End, chapter 1.