BTVS, Angel and Charmed characters do not belong to me. I'm just borrowing them for a while.

Spoilers: Up until the Season 5 episode The Body (just to be safe).

Everyone sat in stunned silence. The only sounds were Buffy's whimperings and Joyce's unsuccessful attempts to soothe her.

Wesley got up and moved reluctantly towards the front door. "Uh, I should go and talk to him."

"Be careful, Wesley. Rupert in a foul mood is nothing to trifle with," Jane warned.

"Yes. I've some experience in that department. Wish me luck." He opened the door slowly and stepped outside with much the look of a man heading for the gallows.

"What's going on?" Dawn asked. "Why is Giles so upset?"

"Uh, just some unpleasant business, that is for Rupert to share with you if he chooses." At the teen's outraged look she continued, "Dawn, I know you care about Rupert, but right now we have more urgent things to worry about. This news, while unpleasant, is unrelated to the situation at hand. Once everyone is back to their proper ages, then it will be for Rupert to decide how much of this new information he shares and with whom."

"I'm not a child. No one ever wants to tell me anything!"

"Are you sure there are no side effects remaining? Because right now you are acting like you are two. The best thing you can do for Rupert is to not distract him." To take some of the sting out of her reprimand she asked, "Would you take Agnes and I to Willow?"

Dawn still had a mutinous look, but she nodded in agreement. "Follow me. I can fetch and retrieve too."

The two witches were nearly overwhelmed when they entered Buffy's bedroom where Willow lay sleeping. They grasped hands and closed their eyes. Dawn, having turned around about to make another sarcastic remark, decided now would be a good time to practice acting like a grownup and kept silent. "Her power is frightening for one so young," Jane remarked.

"Why does it matter how old she is?" Dawn asked.

Jane was about to chastise the girl again when she noted the serious expression.

"I mean, wouldn't it be scary if anyone had too much power?" Dawn clarified.

Jane smiled at her. "You're absolutely right, Dawn. But, what I meant was that Rupert told me yesterday that Willow hasn't had any formal training in the Magics. He's taught her some, and she's been frighteningly proficient in teaching herself. Magics can be hard to resist and when one practices the Arts, they open themselves up to forces they may not even be aware of. That is why it is important for practitioners to train with a mentor."

"But isn't Giles her mentor?"

"Well, Rupert could be, as he certainly has enough knowledge, experience and power. But, I rather think his focus is on being your sister's Watcher. I'm not trying to denigrate Rupert or his abilities, but he doesn't have the time to mentor two witches in addition to being the Watcher to the active Slayer."

While Jane had been explaining things to Dawn, Agnes had been studying Willow's aura. "This is bad. This is very bad."

"What is it?"

"I'm detecting too many magical signatures. Many of them very, very dark. There's a tiny bit of Rupert's, more than I would have imagined of Buffy's and at least two other distinct magical signatures. There is also a growing amount of intermixing with Tara's aura. Although, I'm not sure if that is a result of them being involved or something else. But, what is most worrying is the large amount of negative energies. It's like she's been absorbing power from everything around her."

"Including the hellmouth?" Tara spoke for the first time, horrified at the implications.

"Quite possibly."

Jane turned to Tara and Dawn. "Has Willow changed lately? Seemed different in her behavior?"

The two girls looked at each other, both debating with themselves if they should voice their fears.

"You're not betraying your friend. You'd be helping her," Jane coaxed.

"I've only known Willow for about a year. I was drawn to her. Everything about her, really, her aura even." Tara paused, a bit timid at her revelation.

"You can see auras?" Jane asked.

"A little. It was something my Mother taught me. I … I can't see everyone's. Only, people with strong magic. Like Willow. Or, Mr. Giles."

"And Willow's aura has changed?"

"More like it shifts. When she's happy or excited, it is like when I first met her." Tara looked down sheepishly.

"When is it different?"

"When she gets angry, or feels like someone doesn't," Tara stopped.

"Doesn't what, Tara?"

"When someone doesn't respect her power. Especially Mr. Giles. She gets mad when he scolds her for doing a spell without consulting him."

Jane placed a reassuring hand on Tara's shoulder. "Thank you, Tara. I know that was difficult for you. But it is not unusual for a student to want to challenge their mentor. Normally, it is more of a metaphorical challenge, but perhaps because Willow views Rupert as a father-figure as well, then proving herself to Rupert has become very important to her."

"Like a rite of passage?" Tara asked.

"Exactly, dear."

"Dawn, what have you noticed that is different about Willow?"

"Well, she used to be like uber shy. And never wanted to be noticed. But, now, it's like, look at me, I'm a Wicca and I can do all kinds of spells. It started when she gave Angel his soul back."

"Oh dear," Jane exclaimed. "Rupert mentioned he made some mistakes with Willow, but I never would have guessed he would have encouraged her to do a restoration spell!"

"He didn't. Not exactly. Do you know who Ms. Calendar was?" Dawn asked.

"Yes, she was a gypsy from the clan that cursed Angelus. And a romantic interest of Rupert's, I believe."

"Yeah, he really liked her. Angelus killed her before she could restore his soul. But she never told Giles or Buffy that she had been working on the restoration spell. Willow and Buffy found the disk with the spell on it on the floor next to her desk. They convinced Giles that it was Jenny's, ah Ms. Calendar's, last wish to give Angel his soul back. My sister, wanted her boyfriend back, gag, and I think Willow really wanted to try the spell. I know she wanted to help Buffy too, but I think she was already getting a bit obsessed with the Magics. Giles never let her participate in any spells before then, but he would let her help set up candles and stuff. I don't think Giles would have agreed if they hadn't convinced him it was Jenny's last wish."

"Thank you, Dawn. And you're correct. Under normal circumstances Rupert would never have allowed an untrained novice to attempt such a spell. But I still don't understand why he didn't at least supervise her."

"Oh. Well the first time he did, or was? But Drusilla and a bunch of her henchmen interrupted the spell and took Giles." Dawn looked down at the floor sadly. "That's when Angelus tortured Giles."

"Oh dear!" Jane exclaimed. "You said the first time. When was the second?"

"When Willow was in the hospital. She had gotten knocked unconscious during the attack and when she woke up she convinced Xander, Oz and Cordelia to help her try the spell again. Giles was still prisoner and Xander was supposed to go and tell Buffy, who had finally decided it was time to kill Angelus."

"You're telling me she performed a restoration spell while weakened in the hospital with magical novices!" Jane spat angrily.

Dawn and Tara took a frightened step back. Jane composed herself and apologized. "I'm sorry, Dawn, Tara. I'm not angry with either of you. I'm just appalled at Willow's lack of judgement."

"I," Tara hesitated.

"What is it Tara, I promise to keep my temper."

"I think that was the root of the conflict between her and Mr. Giles. Willow always wanted to learn more, faster and Giles, Mr. Giles, wanted her to slow down. He used to hide the more powerful books from her, or at least he thought he did, but Willow would sneak in and take them and then put them back before he noticed."

Jane closed her eyes and sat down on the edge of the bed. "It seems this situation is a lot more complicated. Originally I thought Rupert reluctant to work with a child so young. I had hoped Agnes and I could have worked with her and then release her binding."

"You're not going to release her binding?" Tara demanded.

"Tara, how old were you when your mother started teaching you magic?"

Taken off guard by the question, she answered, "four."

"And she taught you to respect magic and that it always has consequences. I know this to be true as I can sense that in you. That is what we hoped to do for Willow. However, it seems that despite Rupert's continual efforts to instill these values in her much older self, she has chosen to not only ignore them, but to lie to and steal from the man that has tried to be a mentor to her."

She held up her hand to halt the protests from both the girls. "I'm not saying that Willow is bad, or evil. And perhaps there is something driving her to behave this way. But when it comes to the Magics, Willow has proven time and time again that she cannot be trusted."

"So you're going to what, take her magic from her or leave it bound forever?" Dawn asked angrily. She had trusted this woman because she was a friend of Giles. Now she was planning on taking Willow's magic.

"No Dawn. I am not saying that at all. What I am saying is that this is beyond either Agnes or I, or anyone else at the Coven. However, there are three sisters in San Francisco, and their mentor, who might be able to help. And you both must accept the possibility that if given the choice of losing someone as powerful as Willow to the Dark Magics or taking her magic from her, then her magic will be taken. This is not a decision made lightly and it is a very last resort."

Dawn looked like she was about to argue more when Tara placed a gentle hand on her arm. "Dawn, Ms. Harkness is saying that if left unchecked Willow could become a Big Bad. Then Buffy and Giles would have to fight her. You don't want to put them in that position do you?"

"No, but can't they teach her?"

"That's why we need to take her to San Francisco. Tara, I'd think it best if you came with us. She will need someone she loves and trusts near her."

"Why can't they come here?" Dawn asked.

"Because of the hellmouth," Agnes said. The two girls turned to her in surprise. It had been so long since Agnes had said anything they had assumed she'd left the room.

"Perhaps if we took Willow away from the hellmouth, the negative energies would go away or be removable."

"Well, at any rate, we should discuss this with Rupert first. Although I am going to strongly insist we take Willow with us, in the absence of her parents, it is really his decision."

Jane made a final check on Willow to ensure that she was still sleeping peacefully and that the magical binding was still in place. Once satisfied, the four women went downstairs hoping to find a calmer Watcher.