Thank you to everyone sticking with this story despite the delays. All the reviews have been great and inspiring.

As always, I don't own anything. All characters are property of Joss Whedon and Mutant Enemy.

Chapter 19 Plans

As she sat down next to Willow in her next class Buffy whispered, "I told Giles." she could see the tension lift from her best friend.

"How'd he take it?" Willow whispered back.

"Better than I expected. He's not happy, but I think he'll deal." She glanced at the teacher who just walked in and knew they wouldn't have long to talk. "Did you tell Oz?"

"No, he was with Xander..."

"All right class settle down." the teacher cut her off. Through an exchange of notes Buffy reiterated that she wasn't ready for Xander to know yet. She also filled her in on Faith's Watcher, Kakistos and Spike's encounter with the master vampire. Buffy refused Willow's help with taking Kakistos down, something Willow argued back about until Buffy refused to take anymore notes. Once the bell rang Willow faced her.

"Buffy, you're going to need help."

"No, Will, this guy's tough, but it will be both Faith and I, so we'll be okay. Besides, you need to get some sleep."

"Fine." Willow replied with a pout. "But promise me you'll be careful."

"Promise."

The last couple of classes passed without Buffy hearing a single word the teachers said. Unfortunately it was not pleasant thoughts of Spike filling her head, but worries about Kakistos. Spike obviously felt he was tough, and Giles too shared that opinion. He had survived a battle with Faith and had killed her Watcher. He seemed to be a force to be reckoned with and if Faith's reaction to his followers was any indication she couldn't think clearly where he was concerned.

Nor could Buffy count on the possibility that those were the only lackeys he had brought with him. Two Slayers versus one master vamp were odds she liked, add in a handful of other vampires though and all bets were off. Even so, it didn't feel right to bring in the Scoobies. No, this was something she and Faith had to do without endangering her friends.

She jumped when the last bell went off. Running into Willow, Oz and Xander in the hall she made a show of having a jammed locker.

"You guys go ahead, I'll meet you in the library." she suggested as she spun the combination dial ostensibly to try again. "If I have to use slayer moves on this it won't be pretty."

Once they were gone she headed over to the payphone and called Spike. It rang several times.

"Hello?" He sounded half awake and angry.

"You wake up grouchy, don't you?" she asked.

His tone changed, becoming husky. "You interrupted a very pleasant dream. Do you want me to tell you about it?"

She felt a warmth spread through her but steeled herself. "No, I'm standing in the school hallway."

"Pity."

"I'm calling about Kakistos."

"Shop talk then?" he sighed.

"Yeah, you said you ran into him in a warehouse right?"

"Yeah."

"Do you know which one?"

"Didn't catch the address, but it had a bunch of old rusting gas cylinders piled up outside."

"I think I know it. Do you know how many vamps he had with him?"

"Three big toughs, some bird and Trick."

It took her a second to translate 'bird' into woman, but couldn't figure out what he meant by 'Trick'. "I'm sorry, what's a 'Trick'?"

"That's the name of one of his crew. A business guy more than a fighter. But he's clever." He paused then continued. "That's all I saw. You going after him?"

"Yep, I'm going to round up Faith, hopefully get there before dark so we can have an exit strategy if things don't go so well." she sighed. "Her Watcher is dead, we assume killed by Kakistos. I think she's running scared."

"She's right to be afraid. Be careful. If you wait till sundown I can tag along, stay out of sight unless you need me." he offered.

"Thanks but then I have to keep Faith from going after you and that would take a lot of explaining I don't have time for." she paused. "I did tell Giles."

"How did the old boy take it?"

"Better than Willow I think. I kinda went on the defensive and beat all of his arguments down. He just seemed resigned to it." She shrugged, despite that fact he couldn't see it.

"You sound upset."

"I wasn't very nice about it."

"Well if Kakistos is into killing Watchers you can make it up to him by getting Kakistos before Kakistos gets him."

"Do you think Kakistos will try to get Giles?" She was surprised that hadn't occurred to her.

"I don't know him that well so I couldn't say."

"Can I ask a big favor?"

"What?"

"Once it's dark, can you make sure that Giles is safe?"

"How do you want me to do that?"

"Come by the library, if he's still here just make sure he stays here, safe."

"I don't think he'd take to being babysat luv, especially by me."

"Don't let him see you. Just make sure he's not taken." He didn't answer right away. She bit her lip, afraid that he would say no. "Please?"

"I'd rather you let Faith stay with him and I could go with you."

"She couldn't save her own Watcher, I can't trust her to save mine. But you've saved him before, I trust you."

There was a pause, then he whispered. "All right pet, I'll be there as soon as I can get there safely."

"Thank you." she said softly.

"Does the school have a basement?" he asked.

"I think so, why?"

"I might be able to get in from down there, if it connects to the sewers or utility tunnels." He paused then added brightly. "Maybe I can move in. You could come to me during breaks, maybe ditch a class or two."

"Don't get me wrong, it's ubertempting, but a resounding no."

"Why not?"

"Because I would so fail out of school." He laughed and she couldn't help but laugh too. "Thanks, I needed something to lighten my mood."

"Anytime. I'll still see you tonight?"

"Definitely, but I've got to go."

"Till later."

She hung up the phone and then called home, she knew her mom wouldn't be home yet but left a message saying she wouldn't be home for dinner and might be late, but that she shouldn't worry. Thinking about it, she felt worse lying to her mom about being in dangerous situations than not telling her about Spike.

When she got to the library Willow and Oz were standing by the book cage whispering. She could tell by the way they went silent when she entered that she was the topic of conversation.

"Where's Xander?" she asked looking around.

"He went to try to patch things up with Cordelia. She's still mad at him about Faith." Willow answered.

"And Giles?" she really hoped her Watcher had stuck around.

"In his office on the phone. He's been there since we came in."

Buffy looked at Oz. "You know?"

"I've been made aware, not fully comprehending at this point." was his response.

As usual she wasn't sure how to answer him. "Okay, just don't tell Xander yet, I've got enough to deal with right now." They both nodded.

Giles came out of the office. "I'm afraid I haven't been able to get much more information on Kakistos."

"That's all right. I know where he's hold up now and a bit more about his numbers, not great but doable." Buffy assured him. She nodded at Willow and Oz. "They know, Xander doesn't."

"Ah." Giles nodded in understanding. He looked at Willow. "That's why you've been so jumpy."

"Yeah, sorry." Willow shifted uncomfortably.

"So let's discuss my love life later." Buffy interrupted. She told them the location of his warehouse and outlined her plan for her and Faith to take them out preferably before dark. They brought up various potential obstacles but she dismissed them. She remained adamant that they not come along despite their protests.

"Are you sure we can't help?" Willow asked.

"You can, by staying here and being on guard. The last thing I need is for him to get his hands on one of you. He killed Faith's Watcher so that may be his thing." She looked at Willow. "Call Xander, see if you can get him and Cordelia back here before dark. Otherwise tell him to hole up at his place or stay someplace public. There's safety in numbers."

"Buffy are you sure? We've been attacked here before." Giles pointed out.

"Yes, but we weren't expecting it. This time be ready. If I thought I could do this by myself I would and leave Faith here. But I'll need her, and I think she has to deal with Kakistos herself."

Giles nodded. "It would probably be cathartic and if she doesn't she may carry the perceived failure of that with her. Very astute Buffy." He paused and looked at the ground before asking. "Are you sure of the veracity of this information."

"Yes." she said with a sigh. "Spike's not going to set me up so some other vamp can kill me." She looked at her Watcher. "If we're going to do this while the sun is up I better get going. If I miss Faith at her motel and she comes here, let her know I'm looking for her. You might not want to tell her why though."

"All right. Please be careful." Giles said.

"I will." She picked up her bag and headed for the door. "You guys be alert. We'll come back here once we're done, give you the all clear. See you." She said with a confidence she didn't fully feel.

"See you Buffy." Willow returned as the door swung shut.

Buffy was sure that she and Spike would be the topic of conversation now that she was gone. It worried her but didn't see what she could do about it. Although maybe Willow will tell them that she thought Spike did love her. It would carry more weight from someone who was against the relationship than it would from her. Not that she felt it would make much difference, but it couldn't hurt.