The second chapter of the second part!
As I mentioned before, this plotline's fairly different to the initial one, which this chapter probably makes clear. I hope you continue to enjoy.

They were all in the attic, the Book of Shadows open on its stand, to the page that described the demon Abraxas. Meanwhile, Piper and Phoebe were recounting the tale of how they, along with Prue, had faced the demon Abraxas years before. And how, for that matter, they'd been fairly sure that they'd vanquished it for coming on eight years now.

Willow stood by the Book, half-reading, half-listening.

Abraxas: the being who demonized a witch's magic. For the Charmed Ones, that constituted stealing their Book of Shadows, and reading it backwards to undo each spell they'd cast: ending with the spell that had given them their powers.

If Abraxas had read that, they would now be powerless. Thankfully, they'd stopped him before he could. Or so they'd thought.

"Want me to check upstairs?" Paige said. "The Elders might know a bit about whatever's happening."

"Might be best," Leo said.

"You'll be ok?" Paige said, passing behind Willow. The redhead glanced back, and nodded.

"I can handle a demon," a smile; met with a chuckle.

Willow knew, technically, she'd faced worse. There was something more unsettling, somehow, about this Abraxas though. Something that was unnerving her, though she couldn't yet say what.

Paige orbed away, and Piper and Phoebe finished off their story. They'd used the Power of Three to open a portal to the astral plane, in which Abraxas dwelt, and vanquished him there. It had taken all three of them.

"Do you have a Book of Shadows?" Piper said, when she was done.

Willow shook her head, "Not really," she said, "Just a lot of general magic books. Nothing tied to my power."

A moment of silence: the two sisters moved around to face the book. They only had one experience with Abraxas to draw on, and it didn't really seem to compare.

"Not every witch has a Book of Shadows," Piper murmured, "He still corrupts them, so… He needs something tied to their magic. A charm, an essence…"

Willow's hand instinctively went up to her head; rested in her hair.

"What is it?" Phoebe said, suddenly keen.

"I think he took some of my hair," Willow said. "Downstairs, it felt like it."

"You have magical hair?" Piper tilted her head.

Willow hesitated. Not really, she had to say, though she doubted the demon was after it for a scrapbook.

"It's not too absurd," Leo said. "She's a different kind of witch than you. You draw upon your family line, she has it inside of her."

"So she does have magical hair," Piper rolled her eyes. "Great."

Willow found herself chuckling at the phrasing. Still, it was an explanation. Abraxas had taken her hair as a conduit to her magic: her hellmouth-borne magic. From that, he could do the same as he did to the Halliwells.

Well, not precisely the same. She had no book to read backwards, and so no spells to undo. At least, hopefully not: she didn't want Slayers to run out of juice because of her.

"What does, uh," Willow said, glancing at the page, "'Demonize' mean? Doesn't sound fun."

"A lot of things," Phoebe said. "For us, he cancelled out our magic. Not sure what would have happened after. For you, your different magic…" she shrugged. "I don't know."

Willow closed her eyes: opened her senses. It was a knack she'd picked up after the battle of the hell-mouth. She supposed it was just an extension of how she could sense her own magic: when she tried, she could feel the Slayers.

It wasn't a particularly useful skill, but she found it comforted her, just being so fundamentally aware of so many people out there. Now, especially, it was a comfort. If she could sense them, it didn't seem likely this Abraxas was trying to undo her magic.

Willow found herself staring at the Book of Shadows, rereading the same text over and over, as if a second and third and fourth attempt would unearth more information. Nothing was forthcoming.

Part of her knew she didn't have much reason to be worried. It had been a long, long time since a lone demon would have been a problem for her. That didn't stop her feeling uneasy: she put it down to nerves.

"I'll head to Magic School," Leo said, breaking the silence. "I'm sure there are more texts there. Might be able to find something else out."

Piper escorted him away. Willow was, still, rather fixated on the Book of Shadows.

Abraxas. A demon whose raison d'etre was to darken a witch's magic, and destroy their ability to be a force for good.

Beyond that, the Book only outlined the last time the Charmed Ones had encountered it, and gave a rhyming couplet (written by a much older hand) commanding the demon's death. A vanquishing spell, Willow guessed: she'd read about them. Her particular branch of magic didn't have much use for them.

In a way, it was dizzying. She was without a doubt a rather powerful witch. Maybe almost equal with the Power of Three: she didn't really want to test that theory. Even with all of that, however, there were whole swathes of magic she barely understood.

After a minute or so, something Willow's ears had heard finally reached her brain, and she blinked, and looked up at Phoebe.

"Magic School?" she said. "Did I hear that?"

"You've heard of it?"

"Only Hogwarts," Willow found herself grinning: even when Phoebe laughed, and shook her head.

"Not quite the same," Phoebe said. "It is a nice place though, when it's not overrun by demons."

Most places were; Willow chuckled again.

Her laughter dried up fairly soon, though, when her eyes caught the illustration of Abraxas in the Book of Shadows. It was hard to be whimsical when there was a demon doing goddess-knows-what to her magic.

Even if she'd just met a couple of people going to a Magic School. That name managed to, briefly, elicit a smile.

She was dragged out of her thoughts bye a gentle chiming, and a few orbs of light descending into the attic. Paige reformed, looking around. She frowned at the lack of Piper but shrugged as she saw how unconcerned Phoebe was.

"Hey," a smile at Willow. Then Paige turned, to Phoebe: "Found out that Abraxas could well be still around, by the way. Elders had their worries, but he hasn't had any cause to surface before now, they weren't sure."

"Any word on how?" Phoebe said.

Despite the urgency in her tone, Paige faltered: her face fell. Phoebe didn't press the issue, waiting a few seconds.

"That's not really good news," Paige said.

"Having a demon around rarely is," Phoebe said.

"It's to do with what he does," Paige said. "He darkens a witch's magic. Demonizes it: when you turned your magic on him, one of two things happened. One, you didn't use your full force: he'd already weakened it, temporarily, by some amount. That's what they're hoping."

"Which I take it means there's a worse possibility that, knowing our luck, is what's actually happening?"

"Sounds like it," Paige nodded. "It's also possible Abraxas takes in some element of the magic he taints. If so, that magic would become unable to harm him. That set-up's much more… well, much less good. It would make Abraxas immune to the Power of Three."

Even Phoebe couldn't come up with some flippant response to that. Her expression became far more serious.

Willow couldn't help but notice that: then again, she didn't blame them. The sisters reminded her of Buffy, somewhat: prophesized, chosen people with some extra quirk to set them apart. They faced all manner of demons and creatures, on an almost daily basis: and they managed to pull through.

It was because of their magic. Once that use was made pointless, they fell from their normal, light-hearted worldview.

Buffy had been able to pun when faced with so many creatures. Demons, vampires, ageless embodiments of ultimate evil… When Willow looked back, though, the only story she recalled Buffy showing genuine fear as she recounted, had been a regular vampire. Years ago, when she'd temporarily lost her power as the Slayer.

No matter what they thought of their advantages, when they were taken away, it was a struggle. Willow knew that herself: doing without magic had been once unthinkable to her.

"Good thing I'm here, then," Willow did her best to give her goofiest grin.

It might not have been much, but it made Paige chuckle: and give a smile that gave Willow butterflies.

"Always is," Paige said.

Phoebe glanced between the two of them, briefly. She frowned: Willow felt her cheeks flushing at that look, and mentally chastised her face for going red. Paige wasn't comfortable being out yet, that Willow could sympathize with, so she didn't want to give anything away.

Thankfully, Phoebe didn't say anything. Her frown slowly faded, and she shrugged.

"Ok then," Phoebe said. She glanced at Willow, but that time her expression was much more business-like than curious. "You sure you want to help?" She looked at Paige: "And are you sure she can? If Abraxas is immune to the powers of whoever he's targeting…"

"Hell-mouth stuff," Paige said. "It's a pain to understand. Doesn't sound like the Elders really do, for that matter, but that kind of magic's much more tied to what the witch wants. It's a different kind of magic: if she wants to hurt Abraxas, she probably can. Probably," Paige shrugged, "That or we're pretty much screwed."

"And I'm happy to help," Willow said, answering Phoebe's other question. "Always am. Well, almost always. Unless you're evil. Pretty sure you're not though: Paige said so, and I trust Paige, so… I'm going to shut up now."

Phoebe paused again: glanced between the two of them, and just chuckled.

Mentally, Willow recounted the offensive spells she could use, quickly sorting them. Powerful, less powerful: ones she was willing to use, ones that were too dark to risk.

There were a good half dozen she could afford to try on Abraxas. Maybe more, but not much would survive that barrage.

She was drawn out of her thoughts by footsteps outside the attic: a clattering coming up the stairs. The two Halliwells in the attic with her turned to face the door, and waited.

After a couple of seconds, Piper and Leo entered: both seemed a little out of breath. They calmed almost as soon as they looked around the attic, though.

"Someone's in a rush," Phoebe said.

"Just had to be sure," Piper said; she was audibly out of breath. "Found a little on hell-mouth witches in Magic School. No record of Abraxas going after one before, but…"

"And it's not good?" Willow said, instinctively tensing.

There was no other reason for Piper and Leo to rush back. Willow briefly opened her senses: felt the countless Slayers in the city. At least they were still around.

The comfort of the sensation, too, couldn't be overlooked. Willow steadied her breathing in seconds, before meeting Piper's eyes. She wouldn't deny feeling uneasy: she'd been uneasy more or less since hearing who Abraxas was.

"This is just guesswork," Leo said. "Bear that in mind: this is all just speculation."

"You won't lose your magic," Piper said. She sounded far more confident than Leo, if less happy about it. "Your magic is part of you. That's how it works for your kind of witch: which means that if your magic gets demonized, it won't be the only thing."

She was avoiding the topic. Willow hesitated, mentally reciting what Piper had said, trying to interpret. Then she recounted the same again, as if hoping Piper's words would have changed in those few seconds.

"You mean," Willow said, "I will."

If her magic was darkened, then she would be as well. Again.

Piper nodded, wordless. That was all it took for the fear in Willow to overflow. It had been a while since she was last scared: only one thing had ever roused that particular emotion, and it was the threat of the evil inside her.

Where once she'd felt able to crack a joke about Abraxas, and act whimsical, now all she could think of was escaping. Quickly, Willow shut the Book of Shadows.

Was it her imagination, or did it resist her touch just slightly? Was Abraxas' curse already taking effect?

"I'll go," Willow said, immediately.

She was already halfway to the door before anyone spoke. It was Paige, reacting before any of the sisters.

"You can stay," Paige said. "We'll stop Abraxas, don't worry."

"I know you will," Willow said. "If you need me, you can- You said you'd always be able to find me. I just- I can't be here, if he succeeds. I can't be anywhere near you."

"You don't need to worry about us," Phoebe said. "We've dealt with evil before."

"Not like me," Willow said.

It sounded like she was boasting, she reflected. Still, she wasn't. She really wasn't. She hated the fact she was capable of such things: but ignoring it didn't make it any less the case. She was a danger.

"How would you know?" Phoebe said. "Everything always seems worse before it happens. It's not like you've been e-"

Paige met her sister's eyes: shook her head, almost imperceptibly. Even not knowing the full story, Phoebe fell silent.

"She's right," Leo said. "Here would be the safest place for you, even if things go badly. The Charmed Ones won't let you hurt anyone."

"It's them I'm worried about," Willow said. She tried not to turn her gaze to Paige. "Just- just trust me, ok? You won't want me around."

Willow slipped out the attic door, quickly. She was heading down the stairs when a haze of lights descended in front of her, and Paige orbed into view, blocking her exit.

"We do," Paige said. Softer. "We will. I trust you: you won't hurt us."

"I will," Willow said. "I did- I always do. When I'm like that, I-" Willow shook her head. "I don't like talking about it. Last time, I nearly killed Buffy. And Giles. I would've, I just- More than anyone, I don't want to hurt you. Your sisters."

"Then you won't," Paige said. Simply.

A moment of silence. Willow was torn between wishing Paige could feel her fear, and relenting: agreeing, and trusting in the power of the Charmed Ones. At least then it would be out of her hands.

It just felt too much like giving up. She wanted to do something.

"Do you think you could shut the attic door from here?" Paige said, much more quietly. A playful smile.

"Probably," Willow said. She hesitated: "Why?"

"Because I really want to kiss you and I'd rather they not walk in on that just yet," Paige said.

Willow found herself giggling: and Paige was staring, unable to believe Willow would be capable of any darkness that could inspire such fear.

Quickly, Willow extended one hand, fingers outstretched, towards the attic door, holding it shut with magical might. A second later, and Paige's lips were on hers. Tender, comforting: a wordless promise.

About ten seconds into the kiss, a sudden feeling hit Paige like a thunderbolt. Or rather, a lack of feeling: her awareness of Willow faltered, and flickered away completely.

Which meant Willow wasn't her charge: something that happened only when the Elders rescinded the duty. And as they said they wouldn't, they-

Willow broke off the kiss, stepping back. Her eyes, like the shade that was rapidly taking over her hair from root to tip, were a deep, unending black.