Chapter 11: Black as Cole Part 2

November 19, 2001 – Friday

District Attorney's Office

"Hello?" Susan called from just outside ADA Sykes office.

"Miss Coleman," Sykes greeted with a smile, which disappeared as soon as he saw Faith. "Who's this?" he asked slightly angered but the other woman's presence.

Susan and Faith looked at one another quickly. "My half-sister," Susan answered with a shrug. "Is it a problem?"

Sykes shook his head, "No, no. No problem at all." He forced a smile, "Um...why don't you just wait over there..." he gestured to the bench opposite his office door, "...and I'll let you know when it's over."

"If it's the same to you," Faith said. "I would prefer to be with Suse. She's been through a lot you know with the death of her friend."

Sykes didn't like it, not one bit. Then he realized something, it was possible this half-sister could also be a witch. He could kill two for the price of one. "That isn't a problem. Right this way." He gestured to his office, allowing Faith and Susan to enter first then closing the door behind them. He turned immediately on Faith, athame already in hand. He went to stab her as she deftly ducked out of his way.

"Thought so," Faith said. "Good cover for a demon, being a lawyer." Sykes looked at her and he instantly realized his mistake. She was not a witch, but a Slayer. "You wouldn't happen to work for Wolfram and Hart would you. No matter. Leo!" she called out as she spun into a roundhouse and hit Sykes on the side of the head, knocking him to the floor.

Just then Leo orbed in as he grabbed Faith and Susan's hands and orbed out with them.

Halliwell Manor

"Phoebe?" Cole called out as he descended the stairs, he met Buffy as she came through the front door. They turned and watched as Phoebe came racing out of the kitchen. "He's not upstairs," he informed his girlfriend sharply.

"Not outside, down here or in the basement either," Buffy added as Leo, Faith and Susan orbed in.

"It's the ADA," Leo informed them both immediately.

"Sykes?" Phoebe and Buffy questioned in surprise.

Faith nodded. "He tried to kill Susan, B. Why didn't you tell me there were demonic lawyers in town. I could have sent Angel down to help out."

Buffy nodded in understanding as she knew Angel had dealt with the law firm of Wolfram and Hart, who's senior partners were demons. "Because I didn't know. If I had, don't you think I would have passed that along," she said

"Anyways, I don't know if he followed us here or not," Leo said as Sykes shimmered in behind them.

"WATCH OUT!" Buffy yelled pulling Susan to the ground, Leo going with them as Sykes released an energy ball their way and it connected with the wall above their heads instead.

Cole sent his own energy ball at Sykes hitting him in the stomach.

"Take her upstairs," Buffy told Leo who quickly pulled Susan up the stairs. She, Faith and Phoebe staying out of the line of fire.

"You're gonna have to do better than that," Sykes smirked as he morphed into his demonic form as Piper, Paige and Emma came running into the room from the kitchen.

"Faith," Buffy said as she threw the athame toward her sister Slayer and then proceed to freeze him. "We need a bit of his flesh."

Faith ran over, knife in hand and quickly sliced a piece his flesh. She bent down and picked it up. "Got it," she said just as the demon began to unfreeze.

"FAITH!" Buffy cried as he unfroze and made to strike the brunette Slayer. Faith instantly ducked out of the way.

Sykes threw an energy ball at Piper and Emma who Cole pushed to the ground, the energy ball hitting the mechanical baby instead blowing it to pieces.

Cole stood and morphed into his own demonic form.

"Oh my god!" Emma cried from beside Piper, staring up at Belthazor.

"Belthazor," Sykes growled. "We meet at last."

"But not for long," Belthazor snarled and the two demons released an energy at the same time.

The energy balls collided and the resulting explosion shook the house.

"We'll finish this later," Sykes promised before shimmering out.

"Everybody okay?" Buffy asked as she and Faith pulled Piper and Emma, who was still staring at Belthazor, to their feet.

"I'm okay," Phoebe assured her from the stairs then looked to Paige.

Paige nodded wordlessly. "I'm good," she assured them.

"Emma?" Phoebe asked the silent woman.

"He's not the demon who killed my fiancé," Emma replied, referring to Sykes. "He is," she announced pointing at Belthazor who turned to Phoebe slowly and sighed. "He's a killer!" she almost yelled as Belthazor morphed back into Cole. "What is the matter with you people?" she demanded looking affronted.

"Emma I know you're upset," Piper tried to reason. "But you don't understand." She took the woman's arm lightly.

"Let go of me!" Emma seethed.

"You're making a huge mistake," Phoebe insisted from her place next to a solemn looking Cole. "He's not who you think he is."

Emma glared at Phoebe. "He's the demon who killed my fiancé and that is all I need to know," she spat pushing past Piper and grabbing the athame from the foyer table and throwing it at Cole. He stopped the athame mere inches from his neck. "How can you protect a murderer?" she asked, the pain in her voice causing it to shake slightly. "How can you live with yourself?" she demanded before grabbing her coat and storming out of the house.

Phoebe sighed heavily.

"Is it true?" Faith asked from beside Buffy. "Are you the one who killed him?"

"I don't know, I don't remember," Cole admitted as he looked at the brunette Slayer. "You have to remember, Faith, that I was evil for a very long time before I met Phoebe. It was her love that saved me."

"Different circumstances," Buffy said, "but he is like Angel in that regards, Faith."

Faith nodded as she thought about the souled vampire. Since first meeting Angel in Sunnydale she had come to learn that not every demon was truly evil. "Alright," she said. "So we have a bit of his flesh. I am assuming that means some kind of potion?"

"Yes," Phoebe said, "one we can make to vanquish him."

Buffy took Paige's hand, pulling her towards the kitchen. Piper looked at Faith who still had the flesh. She then motioned the former Dark Slayer toward kitchen and they followed behind Buffy and Paige.

Phoebe turned to Cole when they were gone. "We need to talk." she told him seriously.

Cole sighed but nodded and took her hand, the couple heading up to their room. "Don't tell me you're scared of me," he commented as he entered the room completely, stopping by the bed while Phoebe remained by the open door.

"No," she assured him quickly. "Don't be ridiculous."

Cole turned to her. "That's good," he replied still holding the athame. "Because I think Emma's right," he revealed. "I am the one who killed her fiancé." He indicated the weapon in hand. "This is mine."

Phoebe sighed and looked down.

Cole dropped the arm holding the athame. "I don't even remember doing it," he admitted turning away. "I don't even remember who he is." He fell down onto the bed. "Didn't matter what they looked like. It only mattered that I did what I was told." He paused. "He was a witch. The Source viewed him as a threat."

"Shh," Phoebe soothed and walked towards him. "You don't have to explain yourself to me," she told him sitting next to him on the bed.

"Yes, I do," Cole insisted.

"No, you don't," Phoebe countered firmly and he looked to her. "I know who you were," she informed him. "Who you used to be and that's not the person you are anymore," she told him softly.

"Aren't I?" he whispered and Phoebe narrowed her eyes slightly. "Belthazor still exists inside of me," Cole continued. "That hasn't changed, nor does it change what I've done."

Phoebe smiled. "But just think of all the good you've done since then," she added, her eyes gentle and loving.

"Hm." Cole turned away again. "Doesn't balance out," he said sadly. "Doesn't even come close. And now the very thing I've been trying so hard not to be is the very thing I might have to become."

Phoebe frowned. "What do you mean?"

Cole rose to his feet, walked to the window, then turned to her. "Sykes has done a good job of emulating me, emulating Belthazor, which means if the potion doesn't work...the only way to destroy him is for me to turn into Belthazor," he explained gently.

Phoebe tilted her head. "Yeah, but then afterwards you'll turn back into Cole," she added obviously.

Cole held her gaze. "I may not be able to," he admitted darkly and Phoebe's eyes narrowed. "To stop him, I'll have to embrace my demonic self completely," he explained staring into her eyes. "There may be no coming back from that."

Phoebe sighed. "Well, then we'll just have to make sure that potion works very well," she insisted with a smile, rising to her feet and walking to the door. "Won't we?" she threw over her shoulder grabbing her bag.

"Where are you going?" Cole asked confused.

"To find Emma," she replied throwing her phone into the bad and sighed. "Try to explain."

"It won't make any difference." Cole shook his head.

"Well it will if I can keep her out of the craziness," she pointed out. "Keep her from getting hurt."

"I'm more concerned with keeping you out of the craziness," Cole said walking towards her. "Keeping you from getting hurt." Phoebe sighed as she pulled on her jacket. "You still have some of that Belthazor vanquishing potion left, don't you?" he asked, voice low.

Phoebe shook her head. "Yes but—"

"Get it," Cole ordered sternly. "Just in case. It might be the only way to stop me."

Phoebe looked away as he walked past, leaving the room and leaving her alone.

Phoebe glanced to see if he was out of sight before opening her desk drawer and pulling out said potion, slipping it into her bag and heading out.

0 – 0 – 0 – 0 – 0

"Okay, we just need the pigs' feet over there by the mandrake root." Piper guided as she stirred the potion on the stove. Buffy passed it to Paige who took it with a grimace.

"Poor piggy, piggy," Paige pouted. "They're sensitive creature, you know. Smart, too."

Buffy noticed Faith roll her eyes. She met her sister Slayer's gaze and nodded in agreement.

"Yeah, not that one," Piper commented stepping away as Paige dropped it in and the potion flamed momentarily.

"Okay...so all we need to do is drop in the Sykes flesh," Buffy instructed as she took Faith's hand and they and Piper silently moved far back from the island and Paige. "Go ahead just...drop it in," she instructed as an oblivious Paige scooped the flesh with a spatula and dropped it into the pot.

The potion exploded and Paige was thrown to the ground at Buffy, Piper and Faith's feet. Buffy and Piper chuckled as a bewildered Paige gazed up at them. Paige glared. "You did that on purpose didn't you, Mom?" she said knowingly. "And you let her, Piper, Faith?"

Buffy and Piper smiled at one another. "Yeah," Buffy replied with a smirk and she and Piper pulled Paige up.

"Yeah." Piper grinned. "It happened to me last year. No substitute for experience. Right, Mom?"

"Right, honey," Buffy agreed.

"So why didn't I get that little bit of experience?" Faith asked.

"Faith," Buffy said as she looked at her sister Slayer. "I keep in contact with Willow and Tara. They told me you've helped them with potions. I thought you probably already had that experience. If you want, next time, I'll let you get knocked on your rear."

"You girls' alright?" Cole asked running into the kitchen.

"Yeah," Piper replied with a smirk. "We were just doing a little family and friend bonding, that's all," she explained.

"Friend?" Faith said surprised at Piper's word choice.

"Well," Buffy said. "You are a friend, Faith. Yes you and I have had some bad blood between us. But just in the week since Xander and Anya's wedding. We've managed to form a new friendship. Have we not?"

Faith thought about it and then nodded. "I guess you're right, B."

"Where's Phoebe?" Piper asked looking past Cole. "The potion's almost ready," she informed him as she moved to take it off the heat and bottle it.

"Yeah, she wanted to talk to Emma, explain things," he told them.

"Good luck," Paige commented and Buffy shot her a stern look.

Cole frowned/ "Look, I don't need the guilt from you, okay?" he snapped irately. "I've got enough of my own to deal with."

"What, and you think that covers it?" Paige retorted. "What you did?"

"Paige don't," Buffy reprimanded sternly.

Paige turned to her mother affronted, "Don't what, Mom?" she snapped narrowing her eyes at her mother, hands on her hips. "He killed a man. Are you condoning that?"

Buffy's eyes widened and her eyebrows rose. "No, of course not," she said, her own hands moving to her hips. "But it's just not that simple. He can't change the past."

Faith nodded in agreement. "Yeah, I have to agree on that. I was like him, Paige. I too have killed. The first one was accidental. Buffy and I were coming around a corner, didn't see him coming. Instinct took over. Thinking he was a vampire I sent a stake straight into his heart. I killed him, Paige. I took someone's father, someone's husband, away from them. There is nothing I can do to change that." She motioned toward Cole. "He can't do anything to change what he has done. If he truly is good now, it shouldn't matter what he did in the past. As long as he tries to atone for it. Just as I do every single day of my life."

"Also you've seen how much good he's helped us to do," Piper added looking her youngest sister in the eyes. "That's who he is now and we've accepted that."

Paige shrugged. "Well, if you all say so," she relented stiffly stepping away from Cole.

Cole looked at Faith, Buffy and Piper. He expected Buffy and Piper to stand up for him, after all they had seen the good he had done. Faith on the other hand had surprised him. He walked toward Faith slowly. "Thank you," he said sincerely to the Slayer.

"No problem, C," Faith said as she smiled at the half-demon.

"If you're getting a single letter nickname that means she likes you," Buffy said as she looked at Faith with pride. "And coming from Faith that means a lot."

Cole nodded his appreciation toward Faith before looking toward Piper and Buffy. "You want me to help you find Sykes?" he asked.

Piper looked up. "Can you?"

"If he's still emulating me, all I have to do is figure out what I'd do next," he explained looking thoughtful.

"Which would be?" Faith asked expectantly.

"Go after the Charmed Ones," he replied. "Or someone they care about."

Piper and Paige looked at their mother in understanding.

"If I was Sykes and I knew Buffy was the mother of the Charmed Ones," Cole continued. "I would come at her to get to you all."

"Which means the same is true for Dawn," Buffy added as Cole nodded.

"And the best way to get at the two of you," Faith said. "Is me, Xan, blondie or Red. After all they have to know that we've worked alongside you and Dawn."

"You're right," Buffy agreed. "And they would know we would come to your aid if you needed us."

Cole raised his eyebrows then continued, "But first I'd have to regroup somewhere. Tend to my cut."

"The mausoleum?" Piper questioned.

Cole turned to Piper. "Except Sykes will anticipate that." He sighed. "He'll be expecting you to come after him, which means he'll probably be lying in wait," he explained glancing between the two. "Maybe even set some kind of trap."

"One that you could identify?" Buffy asked, eyebrow quirked and Cole nodded. "So, let's go," she announced.

"Wait." Paige stepped in front of them. "Don't we need Phoebe?" she asked with a frown.

Piper shook her head. "No, all we need is this." She shook her bottle of potion. "Besides it's better to keep Emma away from the action," she added glancing at Buffy who nodded.

Leo entered the kitchen clutching the mangled baby and Piper gasped. "Oh, honey, what happened?" she asked gently.

Leo pouted slightly. "Sykes," he sighed. "Guess you were right."

Piper sighed. "Oh I-sweetie, I didn't want to be right," she insisted walking towards him. "I'm sorry."

"You're sorry!" Paige cried in horror, eyes wide.

"Leo, Piper. We really need to talk later," Buffy said. "Don't let this be your excuse for not having a child."

"Who's going to pay for this?" Paige demanded sternly more worried about the mechanical baby than Leo and Piper not having a baby of their own or the fact they should be going after Sikes. "Well?"

Piper ignored her sister. "We're going to go after Sykes," she informed her husband. "So you should probably orb Susan out of here, just to be safe."

"I'll take her back to Sunnydale," Leo replied as Piper kissed his cheek as she passed; Paige, Buffy, Faith and Cole following.

Streets of San Francisco

Phoebe drove down the street as slowly as possible hoping to spot Emma. It took about 15 minutes until she did. Phoebe pulled the car into the curb, cut the engine and jumped out. "Emma."

Emma turned behind her, scoffed and continued walking, arms crossed.

"Emma! Please. I need to talk to you," Phoebe pleaded walking swiftly after her.

Emma stopped and turned to her.

"Look, I know that there's nothing I can say that can change what happened," Phoebe acknowledged. "But I think there is something that may help," she offered and Emma stared at her silently and expectantly. "I want you to know that Cole has dedicated his life to good now."

Emma stared at her in outrage before spinning on her heel and storming away.

Phoebe sighed and walked after her. "And I'm not saying that it excuses what he did."

"Damn right, it doesn't," Emma snapped.

"A—all I'm saying is the demon you're searching for no longer exists," Phoebe continued, desperately trying to make her see.

"Oh my god!" Emma cried throwing up her hands and turning. "Who are you trying to kid? Are you blind!" She paused looking Phoebe up and down. "Did you not see what he turned into? That monster still exists, whether you want to believe it or not," she insisted and Phoebe faltered.

"Technically, yes but—" Phoebe replied.

"But not technically," Emma cut in looking her dead in the eyes. "Actually. He's alive and I'm not going to rest until he's dead, no matter what you say."

Phoebe shook her head. "All that would do is keep him from doing future good," she reasoned. "And put your life at risk in the process. Emma, please, please...let it go," she begged.

"Let it go?" Emma echoed, her eyes vacant. "Have you ever lost someone?" she asked quietly. "To evil, I mean."

Phoebe nodded. "Yes," she said sadly. "Two people in fact. One of my sisters and my mother. Only one of them did I get back."

"And did you just...let it go?" Emma asked already knowing what Phoebe's answer would be. Phoebe remained silent and she nodded once before turning and walking away.

Hills of Eternity Memorial Park

Cole descended the spiral staircase slowly, eyes darting about before he signaled to Buffy, Faith, Piper and Paige and they crept down behind him: Buffy and Faith in the front, Piper and Paige right behind.

"Any sign of him?" Paige asked as Piper, Faith and Buffy scanned the area silently.

Cole shook his head. "No," he said back quietly, walking further into the Mausoleum Buffy, Faith, Piper and Paige right behind him. He noticed something on the stone floor and grabbed Faith's shoulder, halting her.

"What?" Faith asked.

"Trap," Cole replied simply. "Back up," he instructed and they obeyed. He picked up a candle and threw it in the direction of where he had warned.

The floor sprang to life, bursting into flames.

Buffy, Faith, Piper, Paige and Cole ran forward as soon as the flames disappeared but the demon never showed.

"Where is he?" Buffy asked looking around.

Cole turned to them. "I don't know."

Paige frowned in confusion. "Well, why would he set a trap for us and not be here?"

Faith looked at Cole. "Because we've been played," she announced as Buffy, Piper and Paige turned to her.

"This is just a distraction." Cole agreed.

Piper frowned. "What do you mean, distraction. You said he was after us," she cried in frustration.

"He's not after me or Dawn or B or the two of you, Piper," Faith told the eldest Halliwell sister as she looked at Cole. "He's after…"

"…me," Cole finished for Faith. "And the best way to get to me is through—"

"Phoebe," Buffy and Piper concluded in unison.

Halliwell Manor

Phoebe entered the darkened and deserted Manor. "COLE!" she yelled looking around. Sykes shimmered in behind her and threw her arm around her, under her neck and pointed his athame at her.

Phoebe screamed and dropped her bag. "Close," he whispered with a smirk.

"What do you want?" Phoebe asked holding onto his arm, pulling it away from her neck slightly.

"Same thing you do," Sykes replied. "Only you call him Belthazor."

Phoebe froze and her eyes widened. She looked down at the potion which at fallen from her bag.

Sykes followed her eyes and sniggered. "Except I don't need a potion to vanquish him. I just need you," He informed her as Dawn walked in behind them.

"Buffy! Piper! Phoebe! Paige! I'm home from school," Dawn called as she dropped her book bag by the table.

Sykes spun himself and Phoebe around to face the teenage witch. "Well who do we have here?" he smirked.

"Leave her out of it," Phoebe said. "She's no threat to you." She knew it was a lie hoping he didn't.

"I beg to differ," Sikes said. "She could run and get help now couldn't she. And I really want Belthazor to come find me so…" He motioned with the athame. "Come here."

Dawn looked at Phoebe, debating turning and running out the door. She wasn't sure that would be a good idea though. She wasn't sure if the demon would kill either her or Phoebe if she tried. She took the few steps toward him as he laid the hand holding the athame on her shoulder and the three of them shimmered out.

0 – 0 – 0 – 0 – 0

"PHOEBE!" Piper yelled as the five of them came running through the front door.

"Buffy," Faith grabbed her sister Slayer's wrist and nodded to the floor where Phoebe's bag and Dawn's book bag lay.

"DAWN!" Buffy yelled.

"I'll check upstairs," Cole said. "You check downstairs."

"Cole be careful. Dawn could be with them," Buffy said.

"I will, I promise," Cole told her, knowing what Dawn meant to her sister and vice versa. He watched as Buffy, Piper and Paige strode forwards. He then moved towards the stairs but Faith's hand around his wrist stopped him. He turned to her expectantly, his eyes glancing down at her hand then back up at her eyes.

"I'm coming with you," Faith informed him, her tone determined and her eyes daring him to refuse.

Cole nodded once.

"C," Faith said quietly as he looked at her. "There is something neither Buffy or I have told anyone so far except Buffy's friend Xander."

"What," he said as they climbed the stairs.

"B and I got a visit from an Angel of Destiny," Faith told him. "Told us that Dawn is my reward, for what my parents did to me as a child. Her creation in part was allowed so that I might fall in love with her."

Cole nodded as he placed a hand on her shoulder comfortingly. "If you are worrying about her, then I think you know where your heart belongs," he told her. Faith nodded as the two of them raced to the attic.

0 – 0 – 0 – 0 – 0

"You must be something very special," Sykes mused as he circled Phoebe and Dawn who were bound to two chairs in the middle of the attic. "Turn a demon," he continued stopping to dig the tip of the knife into Phoebe's neck. "Something very special indeed," he added and Phoebe shuddered, pulling away from the blade.

Sykes crouched down next to Phoebe. "Unfortunately though...when you made him less evil, you made him less powerful," he informed her, leaning in close. "Hmm..." he rose to his feet again, "...I wonder." He leaned in so he was touching her and Phoebe flinched jerking away. "You going to have the same effect on me after I kill him?" he asked so confidently.

Dawn gasped suddenly as her head rolled forward.

"What's wrong with her?" Sykes asked angrily.

"I have no idea," Phoebe lied. She was pretty sure what she had just seen was Dawn having a premonition. Little did Phoebe know how wrong she was. What Dawn was experiencing wasn't a premonition, but a memory of a past life.

November 13, 1998 – Friday

3112 Napa Street

Prue pushed the gate open and walked through the huge backyard. "Pheebs, where are you? Phoebe?" She tried again when she still couldn't locate her younger sister. She stopped on the patio of the pool and took in her surroundings. Prue froze as her eyes met her sister's wide brown eyes where Phoebe was sitting, still bound and forced silent. She glanced back to her left and met Barbas.

"Isn't that a great view?" Barbas asked, imitating Phoebe's voice. "Bring your suit?" Prue gasped and tried to move away as she realized his intentions. Barbas stepped forward and promptly pushed her backwards into the pool.

Phoebe jumped up from the bench as Prue hit the water and vainly struggled with the binds restraining her hands while Prue tried to slip out of her jacket that was pulling her down and inhibiting her efforts to swim.

"That's right. Feed me your fear." Barbas laughed, watching Prue as she failed to break through the water. Prue stopped struggling in the water and Barbas turned back to Phoebe.

November 19, 2001 – Friday

Halliwell Manor

Cole and Faith came barging through the door as Phoebe recoiled further.

"Dawn." Faith moved towards Dawn but Cole threw out his arm, stopping her in her tracks.

"Well, well, well," Sykes chuckled. "The mighty Belthazor. You don't disappoint." He smiled eyes flicking to Faith then back at Cole. "Though I expected you to come alone, not with the Slayer."

Dawn looked up as she tried to get her bearings. She struggled for a second before remembering she had been tied to a chair next to Phoebe by Sykes.

Sykes motioned toward Dawn and smirked at Faith. "Does she hold special meaning for you, Slayer?" He looked back at Cole. "I knew you'd figure out what I was up to." He pointed the blade at Phoebe again. "Sooner or later." He smirked and Cole curled his hand around Faith's hip holding her still.

Phoebe locked her eyes onto Cole and Faith. "Cole, Faith, get out of here," she ordered pleadingly. Her eyes flickered to the knife. "He won't hurt me or Aunt Dawn. He's bluffing."

"I can't take that chance," Cole and Sykes said in unison.

Sykes shivered. "Ooh, it's kind of eerie, isn't it?" he commented, removing the knife from Phoebe's throat. "How I know you better than you know yourself."

It was at that moment that Phoebe noticed that Dawn was awake. "Are you okay?" she whispered. "What happened?"

"Nothing," Dawn said clearly confused on why Phoebe was asking.

"Mentor?" Faith snorted. "Somehow I doubt that was ever the case."

Sykes shrugged with a glance at Faith. "By reputation he was. By his legend.," he informed her. He smirked as he turned his attention back to Cole. "It'll be an honor to kill you. And assume your rightful place in the hierarchy," he finished sheathing his weapon.

Cole locked his eyes with Phoebe's and she shook her head, eyes pleading. "Remember what I told you?" he asked. "What I asked you to do?"

"Cole, please don't," Phoebe begged tears threatening to form.

"Phoebe?" Dawn said wondering what Cole had asked Phoebe to do.

Cole smiled at Phoebe as he pushed Faith back and away from him.

Faith frowned looking down at his arm then up to his face. "C, what are you—" she asked confused.

"Stay back," he instructed, interrupting her.

Cole then looked back at Phoebe and screamed before morphing into Belthazor.

Faith's eyes widened and she instantly stepped further away.

Phoebe flinched, her eyes falling closed.

Sykes morphed into his own demonic form and growled.

Belthazor threw an energy ball which merely stalled Sykes, making him groan.

0 – 0 – 0 – 0 – 0

"Did you hear that?" Paige asked Piper and Buffy who came running towards her.

Buffy nodded. "Attic," she instructed pulling both of her daughters towards the stairs.

0 – 0 – 0 – 0 – 0

Belthazor lunged at Sykes, striking him on the head.

Sykes instantly returned it to Belthazor's jaw. He then wrapped his arms around his back and squeezed.

Belthazor cried out as he back cracked painfully and Phoebe flinched as Sykes threw Belthazor onto a table, strangling him, "DIE!" he yelled squeezing hard.

"COLE!" Phoebe screamed.

Belthazor snarled loudly then threw Sykes up. He hit the ceiling before falling to the ground, Belthazor rolled away and Sykes smashed through the table.

Faith's eyes darted between the battling demons and Phoebe and Dawn. They were getting too close and both Dawn and Phoebe were no match for them. She cast one last weary glance at the wrestling demons before racing to Dawn.

"Faith," Phoebe gasped, eyes shining with tears.

"I know," Faith said. "I know how you feel." She worked on Dawn's ropes.

Phoebe glanced from Faith to Dawn and back to Faith and nodded in understanding. Faith did understand.

Faith untied Dawn and pulled her away in the opposite direction. "Dawn," she said. She had been tempted to say baby for a split second. But she refrained from using the term of endearment at least till Dawn reciprocated her now realized feelings. "Go get Buffy, Piper and Paige." Dawn nodded as she ran out of the attic. Faith turned and began working on Phoebe's ropes. "At least she's out of the way," she said as she untied Phoebe and pulled the middle Halliwell sister away from the battling duo.

Belthazor stole the athame from Sykes' belt and raised it.

Just as he was about to stab Sykes, Buffy entered the attic with Piper, Dawn and Paige. Buffy flicked wrist and froze the two demons then she ran toward Phoebe and Faith as Paige, Dawn and Piper quickly followed.

"Are you alright?" Buffy said looking Phoebe over. Phoebe didn't respond as she threw herself into Buffy's arms and clung to her mother for dear life.

0 – 0 – 0 – 0 – 0

Emma ran up the stones steps to Halliwell Manor and upon seeing the door wide open, let herself in. She glanced around and saw Phoebe's bag and Dawn's book bag lying on the floor. She caught sight of the vanquishing potion for Belthazor and bent down. She lifted it slowly into her hand and looked towards the stairs.

0 – 0 – 0 – 0 – 0

Belthazor and Sykes began to unfreeze and Buffy, Dawn, Faith and the three sisters' backed up further, Buffy and Faith staying in front of the rest, their eyes never leaving the demons.

Belthazor lifted Sykes to his feet, pulling the athame backwards for momentum and plunging it into his stomach.

Paige cried out, burying her head in Piper's shoulder.

Piper jumped and turned into Paige shielding her.

Dawn wrapped her arms around Faith from behind.

Buffy smiled at Phoebe who's hand tightened in her own. She and Faith kept between the two demons and the others protectively their her eyes trained on the demons.

Sykes screamed in pain as Belthazor pushed the blade so far in that his hand entered the demon too.

Belthazor growled loudly and yanked out the athame as Sykes hollered and burst into flames before being vanquished. He turned on the Buffy, Faith, Dawn, Piper, Phoebe and Paige. His blood soaked hand pointing the dripping athame in their direction.

"Cole?" Phoebe called sternly, her eyes pleading with him as he moved toward them. "It's over," she said gently as she, her sisters, Dawn, Buffy and Faith backed up slowly. "You can turn back now." But he continued to advance. "Cole, you can do it," she encouraged him. "For me. For us," she tried desperately to reach him.

"Hurry! Throw the potion," Paige told Piper, nudging her arm. "Maybe it'll work on him."

Piper raised her arm and Phoebe reached for her crying. "No, don't!"

"Give her a chance," Faith added.

"We may not have a choice," Buffy told Faith and Phoebe with a resigned sigh.

Phoebe turned back to Cole. "Cole, please," she begged. "You can do this. You're good," she pleaded but he roared at them and Phoebe jumped back.

Piper raised her arm again and threw the potion but Dawn squinted and the potion smashed to the ground instead. She glanced at her aunt and then at Dawn's arms wrapped around Faith and nodded in understanding. Her aunt was very much like Phoebe.

Emma entered the attic at that moment and threw her potion at the demon who had murdered her fiancé, stole the love of her life, took him from her forever.

The bottle smashed against Belthazor's back, its contents seeping into his skin.

Everyone jumped back in surprise and Phoebe gasped as Belthazor was engulfed in flames and exploded. She shook her head and turned into Buffy, her heart breaking painfully and slowly in her chest.

Buffy wrapped her arms around her daughter, her eyes never leaving the ball of fire in front of them.

When the smoke and flames cleared they revealed a stunned Cole who fell to his knees where Belthazor once stood.

Buffy's eyes widened. "Phoebe." She pushed her daughter away from her and turned her body around. Phoebe reluctantly opened her eyes and gasped.

"What happened?" Paige questioned staring at Cole.

Phoebe smiled as she remembered what had been in the bottle. "That was the power-stripping potion I made to free Cole," she breathed her smile growing as she dropped down in front of him. "Are you okay?" she asked pulling him against her tightly, Cole wrapped his arms around her just as tight.

Buffy, Dawn, Piper and Paige stared at the couple in shock while Faith darted between them and the grief stricken Emma.

Emma caught sight of the abandoned bloody athame and dived for it, scooping it up and heading straight for Cole's back.

Faith stepped forward. "NO!" she barked. She grabbed the athame and using the strength given to her as a Slayer she wrench it out of Emma's grasp.

Phoebe's eyes snapped open and widened in fright. She jumped to her feet and blocked Emma's path to Cole. "NO!" she yelled hand held out in front of her. "Emma, no!" she repeated staring into the other woman's eyes. "You got your revenge," she informed her, voice low. "You killed the demon you were after."

Emma looked behind her at Cole.

"Belthazor is dead," Phoebe continued. "Gone forever. Cole's a human being. An innocent."

Emma sighed and relaxed her stance, taking a step back in defeat and acceptance.

The truth hitting them all.

0 – 0 – 0 – 0 – 0

Dawn sat alone at the head of the dining table, hands clasped on the table in front of her, eyes fixed on a small box in front of her. Piper, Buffy, Leo and Paige were at Dawn's P3 and Phoebe was upstairs in her room waiting for her once-a-demon-boyfriend turned mortal-maybe-fiancé to return from wherever the hell he was.

Dawn was torn from her thoughts by the sound of footsteps on the stairs. She lifted her eyes to meet Faith's as the brunette Slayer walked towards her. "Hi," she whispered with a shy smile.

Faith offered one back. "Hey."

Dawn looked at the brunette Slayer for a long moment and then back at the box in front of her. "Was Sykes right?" she asked.

"About what he said," Faith said. "Maybe. There is something that the Angel of Destiny told me and Buffy and it has to do with you and me. But it doesn't have to go that way if you and I don't want it to."

"What is it?"

"Love," Faith answered.

Dawn smiled as she slid the box down the table to Faith. "Open it," she ordered.

Faith picked up the box and opened it looking inside. She recognized the ring for it looked exactly like the one Angel still wore.

"I've been in love with you, Faith, since the first time I saw you," Dawn admitted. "I got that ring thinking one day I would give it to you. Just like Angel did with Buffy. Then…"

"Then I went bad," Faith sighed.

"My heart broke for a while," Dawn admitted. "Then when Willow and Tara came up with the magical DNA test. I kind of ignored what it actually said. I know I was technically made from you and Buffy. But I didn't care. Here was a way for me to talk to you, to get to know you all over again. To fall in love all over again."

Faith looked at the ring.

"I'm not asking you to feel the same way," Dawn admitted. "I'm asking, let us start over. Let us fall in love from scratch. Go on dates. Be two people…"

Faith didn't let Dawn finish as she walked around the table. She removed the claddagh ring from the box and then took Dawn's hand in her own. She slid the ring onto Dawn's finger, the heart pointing inward, signifying that Dawn's heart belonged to another.

Dawn smiled as she stood up. "I still want the dates and all that," she said.

"So do I…" Faith admitted as she wrapped her arms around the brunette witch tightly, "…baby. So do I." She leaned forward and kissed Dawn passionately.

Dawn's P3

"Mom," Piper said as Paige and Buffy took a seat across from her and Leo at the bar. "I've been meaning to ask. Is Aunt Dawn…"

"In love?" Buffy answered as she smiled. "I believe my baby is. The question is, is Faith ready."

Piper smiled as she pulled out her check book. "I hope so, Mom," she said. "I truly hope so. You and Aunt Dawn both truly deserve someone in your life."

"I couldn't agree more, Buffy," Leo added. "After everything you have been through in both life times. And what Dawn has been through in this one. You both deserve somebody that will make you happy."

"What do you think Phoebe's going to do?" Buffy wondered changing the subject. "Now that Cole is mortal."

"I don't know," Piper admitted reluctantly. "She too deserves someone in her life." She decided to change the subject as she looked at her baby sister. "You know, this baby was your idea."

"I know, I know." Paige replied. "That's why I'm paying for half of it." She smiled and then frowned. "Still haven't quite figured out how I'm going to explained what happened to it, though."

Piper narrowed her eyes, tore out the check and handed it over.

Paige grinned. "Thank you," she replied snatching it up.

"Well, at least it served its purpose," Piper concluded as she capped the pen.

Leo sighed. "In spades, unfortunately."

Buffy shook her head and pointed to Leo and Piper. "You two follow me," she said as she led Piper and Leo over to a table as she could address them alone.

"What is it, Mom?" Piper asked suddenly worried.

Buffy sighed. "Don't let what happened to the mechanical baby discourage you," she told them. "Look I raised three beautiful girls till I died. Mom then raised those same three beautiful girls till she died. And after the pact with Nicholas your powers were bound. I will admit it's not easy to raise a child in a magical household. But it can be done. You, Piper, as well as Phoebe and Prue are proof of that. Mom and I had to fight demons all the time and we had to protect you three also. What happened today with the mechanical baby was a fluke. Don't let this one situation decide if you're ready to have a child or not."

Piper and Leo looked at each other and then they both nodded. "We'll think about what you said, Mom," Piper said.

"That's all I ask." Buffy said as she smiled at her daughter and son-in-law.

November 20, 2001 – Saturday

3112 Napa Street

Dawn stood looking at the house from her vision frowning. "Am I seeing, Prue's memories?" she asked herself. "And if I am, why?" She turned and walked down the street and when she was sure no one could see her she called out, "Leo!"

Leo orbed in and looked around clearly confused on where he was and why Dawn wasn't at the Manor or with Buffy, Piper, Phoebe or Paige. "Where are we?" he asked.

"3112 Napa Street," Dawn answered. She saw he didn't recognize the address. "Uhm do you remember the day that Prue thought she had put Barbas back for thirteen-hundred-years?"

"Yeah," he said wondering why Dawn was asking.

"That house is just down the street," Dawn said. "I knew the address because I saw it in a vision. And this isn't the first time either. I had another vision about a month ago. That one was I believe was of not along after Prue, Piper and Phoebe got their powers. In both of the visions I was seeing things through Prue's eyes."

Leo's eyes went wide as he looked into the young woman's eyes. "Prue?" he said. He wasn't asking for confirmation of what Dawn had said. He was trying to see if his deceased sister-in-law had been reincarnated inside the body of his mother-in-law's sister. He looked in Dawn's eyes looking for any semblance of recognition, he saw none. "I'll find out why your seeing her memories." He then orbed out.

Heavens

Leo orbed into the heavens and was immediately approached by one of the Elders he was familiar with, Roland. "Leo?" he said.

"Roland," Leo said. "Was Prue Halliwell reincarnated into Dawn Summers?"

"You know we can't tell you that," Roland said shaking his head.

"Roland, please, this is important," Leo said. "Dawn is seeing Prue's memories."

"What?" Roland said with a frown. "That shouldn't have been possible. We never gave her the ability to be summoned like we did her mother. Her memories and powers should have been permanently buried with no way to access them."

"So Dawn is Prue, reincarnated?" Leo said.

"Yes," Roland sighed.

"Is it possible the spell that Willow Rosenberg cast that permanently unbound Patty's memories and powers for Buffy to access also did so for Dawn with Prue?" Leo asked.

"If that were the case," Roland said. "She would already remembered who she had been in her previous life. Just like Buffy."

"But she already has Prue's power of telekinesis," Leo reminded the Elder.

"And that is what puzzles me, why was one immediately unbound and the other trickling out slowly," Roland said. "It makes no sense."

"Unless," Leo had some insight. "When Dawn's body was created by the monks and the spell that modified memories of everyone including Dawn herself is the problem."

"You are right," Roland agreed. "That could very well be it. The spell that created Dawn's memories is trying to keep Prue's at bay and their coming out very slowly as a result. Eventually the dam will burst and she will remember her past life, just as Patty did. But it could be years at the current rate. Leo do not tell them that Prue was reincarnated as Dawn. Let them find that out on their own. It will be better that way."

Leo nodded. He understood why of course. It was for the same reason that the Halliwells weren't supposed to be able to summon Prue to begin with. Knowing this would keep at least for Piper and Phoebe, Prue alive. They needed time to move on.

"What about the Power of Three?" Leo asked. "When her memories do finally come to Dawn's mind. Will…"

"She be able to contribute," Roland said. "None of us truly knows. We didn't even know it could be reconstituted till we learned of Paige. Personally I don't believe so. The bond of the Charmed Ones as you know lies in the bonds of sisterhood. As long as Dawn is seen as their aunt I doubt she will ever again be a Charmed One."

"What about the memories?" Leo said. "Dawn is going to be expecting an explanation on why she's seen two so far when I go back down."

"There is no good answer to that, Leo," Roland admitted. "If we tell you to tell her that their premonitions she is going to question why she is not getting other premonitions. If we tell you to tell her we don't know, it's just going to confuse her. Though telling her we don't know is likely the better solution. Yes it will confuse her on why she is getting them. But telling her she is getting premonitions will lead her to believe she should be getting others and trying actively to do so, which could be dangerous."

"Alright," Leo sighed. "I'll tell her you don't know. How long do you think it will take. Just ball park. For Prue's memories to fully surface."

"There is no way of knowing," Roland said. "Ball park estimate isn't really possible. She could fully remember tomorrow depending on what causes her to remember or never."

"I'm not sure when she saw the first memory or what sparked it. She told me that the memory was of the time around when Prue, Piper and Phoebe got their powers," Leo admitted. "The second memory though I think I know what sparked the second memory. She remembered the first encounter the Halliwells had with Barbas. I believe the memory surfaced when she and Phoebe were held as bait for Cole by Sykes."

"Yes, that could very well have been what caused her to remember that incident with Barbas," Roland agreed. "And it would not surprise me if the first memory surfaced when she and Buffy were trying to help Piper and Phoebe with Paige. If the first memory was of the time around when they first got their powers. Given this information it would seem that what triggers the memories could very well be situations similar to the original. You know. It surprises me given Dawn's recent experience with a past life, that a third memory hadn't surfaced."

"Now that you mention it," Leo said as he thought back to two weeks before. "Your right. After all it is not the first time Prue, Piper and Phoebe had problems stemming from a past life."

Halliwell Manor

Leo orbed into Dawn's room and found her at her desk doing homework. "I'm sorry, Dawn, they don't know why you are seeing Prue's memories."


Author's Note (8/13/2022): As I was redoing this chapter. I happened to be doing some research. I found that San Francisco has only two cemeteries today. That the city banned new internments in 1900 and in 1912 actually removed all existing internments, with the exception of those in the two remaining cemeteries, from the city. Colma, California is now where all of San Francisco's dead are buried.

Also the scene from Fear to Eternity was moved from its canon location in the timeline. The reason being it was aired in a month that did not hold a Friday the 13th. I looked around the month the episode aired for a month that the 13th fell on a Friday. That's why I put the date in November despite the episode airing in February. This is not the only instance of writers of a show ignoring real world dates. There is an episode of Buffy that ignores the fact that Valentine's day in the year that particular episode aired was on a Saturday.

C