AU from Primeval: As Buffy faces off with Adam, the spell is performed but the demons break through. Buffy gets distracted and tries to save her friends, but fails. Spike gets her out and they battle their way out of the Initiative. Adam assembles his army and the world is doomed…or so it seems.

DISCLAIMER: All BTVS characters belong to Joss, I'm just borrowing them. Couple of OC's in there that are mine.

Two hours had passed since they had left the compound, and Spike was in front of her, scouting the way, his keen sense of smell keeping alert for any demons or otherwise. They hadn't spoken since their departure, and Buffy had spent most of that time thinking of a good way to start a conversation. He had seemed intent on keeping quiet, but she knew at some point he would get bored. He had to.

He was Spike. And Spike, by definition, got bored with things quickly.

But time was still passing, and he still wasn't making a sound. She was keeping her eyes firmly on him in case she lost him, and she had more than once noticed the ripple of his muscles under his clothes. Whilst he was skinnier than he used to be, his muscles were by no means diminished, and she found herself wandering into territory her mind should not be taking her. She frowned to herself and coughed, clearing her throat. The tunnels didn't smell overly pleasant and she could only imagine how bad it must be for the vampire in front of her.

He stopped and waited for her to catch up. She knew she was blushing from the direction her thoughts had been taking, but he didn't comment, instead pointing at the wall ahead of them. The passage split two different ways here, and unfortunately, no one had been kind enough to stick a sign post pointing the right way. Buffy looked up at him and noticed for the first time that he was vamped out.

'You okay?' She asked and he frowned.

'What d'ya mean by that?' H asked and she pointed at his face.

'You're all grr.'

He looked confused for a minute and then realised what she meant. He shook his head and smiled a little, which was always odd to see on his demon mask. 'No, it's just easier to see and stuff.'

'My eyes kinda adjusted whilst I was living down here.'

'I just wanna keep alert to everything. Don't want anything jumping out on us.' He said, looking away. Buffy sighed. He was still as tense as he had been earlier, but she didn't want to comment. She knew she'd have to get it out of him sometime or another.

'So which way?' She asked.

'I don't know. I didn't come this way getting here. But then, I'm not entirely sure how I made it to your camp after I left Pennsylvania. Those demons jumped me, and I just…wandered.'

'Good thing I found you.'

'Yeah.' He said, softly, watching her intently. Then he shrugged and looked upwards, spying a manhole in the top of the sewer. 'How about I go up there and see if I can, well, see anything.' Buffy frowned. He frowned right back, and started towards the ladder. 'It's the only way we're gonna know where we are going.'

She nodded and watched him climb up. He opened the cover quietly and looked out, peering around. Buffy looked on from below, her gaze hitting the one place she shouldn't have been looking and she looked away quickly, blushing, trying to keep her mind out of the gutter. Mind you, she was currently standing in a sewer, so if she wanted an excuse…

No. Bad Buffy. She scolded herself. It had been so long since she'd…with anyone…and Spike was undeniably a hottie. But she wouldn't use him. Not like that. No matter how big she thought his muscles were.

He dropped back down and pointed to their left. 'Its that way. Up there's the main road outta the city and I gotta tell you, it doesn't get any creepier than a deserted road with deserted cars.'

Buffy didn't acknowledge what he said, her mind still focused on other things. He noticed and snapped his fingers in her face.

'Earth to Buffy.' He said, and she started, looking at him. Her face was flushed for the second time and he frowned. 'You okay?' he asked, showing more concern than he would have liked. Buffy looked at him and nodded.

'Which way?' She asked.

'Left.' He said and she smiled brightly, moving past him. As she did so, he froze, an unmistakable scent wafting to his senses and he suddenly felt like a man starved. He stared after the Slayer in confusion, feeling his own reaction to her presence. What in the hell was she getting all worked up for? Not like they were in a particularly nice place. And it was him.

Don't forget that kiss, mate. He smiled, remembering her lips on his. God, what he wouldn't do for another round of that. Of her. She was so fucking…

Now he'd gone and done it. Walking around with a hard on wasn't the most comfortable thing in the world, especially when your jeans were tight. But he had no choice now. Couldn't exactly relieve the tension with the slayer five feet in front of him.

'Spike?' Her voice pulled him out of his reverie and he pulled his coat around his hips, hoping it would cover his pride. He could only pray that her eyes hadn't adjusted too much. 'You coming?' She asked and he walked to catch up with her, his hand buried deep in his pockets.

'Yeah, I'm coming.' He said, frowning as another dirty innuendo formed in his mind. Buffy noticed the frown, but didn't call him on it as they moved on side by side.

Silence consumed the air around them again and Buffy sighed, looking straight ahead. She could feel the tension falling off of Spike in waves and she desperately wanted to start a conversation with him to break the quiet. But he was focused straight ahead of them, his eyes not gracing her once. And again, she thought about the change in him.

It's like he's a different vampire.

'So how'd you lose your coat?' she asked and he frowned. Okay, maybe that hadn't been the best conversation starter she could have come up with but she needed something. They'd been walking for two hours, and whilst she wasn't tired, she was immensely bored.

The vampire regarded her for a second and then sighed, a strange habit for someone who didn't need to.

'I gave it to someone. She was cold.' Buffy nodded, feeling unexpected jealousy flare inside her gut at his explanation. Come on, like he wouldn't do that for you?

He spoke again. 'Not like I needed it. Don't feel the heat or cold much.'

'Is that why you're huddling in your coat as if it's snowing?' She asked and he looked away sheepishly. He dropped his hands from his pockets and she smiled in triumph. He scowled at her, thanking the gods that her question had prompted the loss of a painful erection.

Yeah, now just keep your mind out of the filth and we won't have any more uncomfortable situations. He scowled again, this time at his own thoughts. The Slayer fidgeted as she walked and he looked at her, sensing her boredom.

'I'm sure we'll come across something to kill soon, Buffy.' He said. She looked at him, with a hint of shock in her gaze.

'It's not that.' The Slayer replied, and then stopped, before carrying on walking again. 'Actually no, it is partly that, but I just…can we talk?'

He seemed taken aback by her outburst. 'Talk? Talk about what?'

'Anything. Our adventures. Funny stories. Jokes. Why you're so different.' The last suggestion would have knocked him off his feet if he had been a human. Of course, he hadn't hidden his changes, the things that had happened to him had cause everything in him to be review and revamped, pardoning the pun. But he could honestly admit, he never thought Buffy would care enough to notice everything. She'd noticed a few things, as indicated by their earlier conversations, but he didn't realise she'd seen the true extent.

'Lot's happened, Slayer.'

She looked at him sharply. There it was. That infamous nickname. Yeah, a lot had happened. But he was a vampire. Shouldn't have affected him. Not like this.

'How'd you get that scar?' he asked, gesturing to her cheek.

She held up her machete. 'From the guy I stole this from. Well, the demon. Ugly guy, had all these piercings. He was one of theirs.' Spike winced at the venom in her voice. 'Adam sent him after me. I killed him, but not before he got in a lucky blow with a pocket knife. It just never healed properly.' She raised her other hand to trace the scar. 'I hate it.'

'I think it adds character.' He said, gesturing to his own scar on his eyebrow. 'My first slayer gave me this. Enchanted blade or something. But it's part of my persona now. Don't think I'd like it if it disappeared.' Buffy looked at him for a long hard moment. He knew what she was thinking. 'Doesn't make you any less beautiful.' He said, his voice low. Part of him hoped she didn't hear, but the look on her face told him she had. Her expression softened and she smiled gently.

'Been a while since I heard that.' She whispered.

'Well, it's a good thing I'm here then ain't it?' he puffed himself up, smiling broadly. 'I got my uses.'

She smacked him playfully on the arm. 'Suppose you have, you big lummox.'

'I'm not that big.' He said, then cocked his head thoughtfully. 'Well, I am in some departments…' The blush from earlier returned and he smiled at her reaction.

'You're disgusting.' She stuck her tongue out at him. He chuckled.

'Been a while, has it slayer?' He asked and she nodded.

'Hasn't been anyone…not since…' She fell quiet and Spike flinched inwardly. You stupid git.

'Riley.' He said, refraining from his usual nicknames.

'There are rumours he's still alive, but he's one of them now. I couldn't save him.' She looked away, not wanting to show her weakness. Spike reached out, touching her arm gently.

'You tried pet. And that's more than some of us can say.'

Silence covered them again, before she looked at him, mirth dancing in her eyes once more.

'What about you then, Mr. I'm-So-Great?' She grinned. 'When was the last time you got any?'

Spike scowled at her. 'Harmony.'

'Huh?' Buffy looked at him.

'Hasn't been anyone, pet. Not since I rolled back into ole Sunnyhell. Not since it all kicked off.'

'What happened to Dru?' She asked, regretting it as soon as she saw the pain on his face.

'She died. Adam doesn't rightly like the vampires of this world either.' He grimaced, focusing on their path. Rats were crawling along the walls now, and Spike found himself wondering how the wildlife of the world had not succumbed to Adam's evil intentions. But then again, there were some places that even demonoids might not venture. He'd heard tales of some surviving at sea in captured cruise ships. But then, they were only tales and most likely told to keep children's hopes alive.

Another thing he could admire the human race for. Their resilience. The way they clung to hope. The vampires had nothing – they had been all but wiped out by Adam. He hadn't encountered another in months. The only one he knew for definite was still alive, was Peaches.

He realised Buffy was talking again, about her mom, and how things were going in Louisiana. '-of course they had to leave central New Orleans. It's becoming impossible to escape by the coast anymore and most of us seemed to have flocked underground. The demons I encounter all work for them. Minions. Lower creatures. Adam wants us all dead.'

'That's true.' Spike agreed. 'But I'm sure we'll find a way. We know where he is hiding now; we just need to formulate a plan. Peaches and Psycho-bint are already in Washington, from what little communication I've received. They got a whole merry men thing going on or something.'

'Merry men?' Buffy queried and then made a face of realisation. 'Robin Hood. Kevin Costner. Got ya.'

'Although, I always found Men in Tights far funnier.' Spike grinned to himself.

Buffy stopped suddenly and grabbed the other, frowning deeply. 'I got tinglies.'

Spike sniffed the air none-too-graciously and frowned, his golden eyes glittering with anticipation. 'It's a demon.'

'Darn. I was so hoping for a vampire. Gives unrest to my cause, what with all you lot dead. Can't be a vampire slayer with no vampires to slay.'

'Hopefully, this one will be big enough and ugly enough for the both of us.' Spike ignored the vampire comment and hushed her, turning to creep along the sewer wall, shifting the bag hanging from his shoulder. Buffy could almost feel the anticipation crawling along her skin, and knew it was most likely the same for him. The rush of the fight, the adrenaline, the mind numbing power thrumming through her veins. Except his veins didn't thrum.

She followed him, waiting for his signal. And he did something completely unexpected. He straightened and turned to her.

'We're not killing this one.'

'You said it was a demon.'

'It's not even big enough for one of us.' He stepped aside and showed her their prey. It was a demon, humanoid in shape except blue, but only a child and it looked up at them with fearful black eyes. 'S'alright mate. You get to live another day.'

'What if he's working for them?'

'A child? Buffy…'

'But he might….' The child yelped as she stepped forward, shielding itself with its arms.

Spike grabbed her and held her back, stepped in front of her and dropping to his knees. 'It's okay. She ain't gonna hurt you. And neither am I. Where are you from?' The vampire asked, taking in the boy's dishevelled appearance, the rags he wore as clothes.

'The camp.' He whimpered, looking at the vampire again. 'You're a vampire.' Spike smiled as Buffy stood behind him and hissed.

'There aren't any demons at the camp.' Spike looked over his shoulder at her.

'We've come about ten miles, Buffy. Moving continuously. Maybe there's another camp.' He looked back to the boy. 'Where is it?'

The child pointed down a side tunnel. 'We hide from everyone. The humans and the bad robots upstairs. Because they all hate us.'

'They don't all hate you, mate. Just gotta be careful is all.'

'We're the good demons. My uncle told me so.' The child seemed a little more relaxed now, but it was obvious to Spike that he was still wary of the Slayer glowering at him over his shoulder.

'Why don't you show us this camp?' Spike asked and the boy hesitated. 'It's up to you. But we're here to help. Going to kill the 'bot in charge.' The child smiled, tugging Spike's sleeve and indicating he should follow him. As the two followed the child along the tunnels, he talked excitedly.

'You're really going to kill the demon king?' He asked and Spike grinned at the nickname.

'Demon king?' Buffy asked and the vampire flashed a grin at her.

'It's what some of the survivors call him. Although, I'd call him more of a tyrant than a king.' The Brit clarified and Buffy nodded, focusing on their small guide. He darted into a passageway and she followed, behind Spike. She was still pondering how it was she hadn't heard of this place. But then, the majority of humans had classified demons on a whole as evil after the world had gotten taken over.

'Down here.' The boy started running ahead and the two kept up to his pace, stopping when he did, in front of a solid door. The child knocked on it and after a few seconds, it opened, revealing a larger scale demon, the same breed by the look of it. He glared down at the boy, a frown tinting his face. Then he spotted the two travellers and his gaze narrowed. He sniffed the air.

'Crem, you brought home a human and a vampire.' He stepped out further into the sewer. 'Are you mad? We are trying to stay hidden.' Spike stepped forward at that.

'We came across him by accident. We don't mean any harm.' He raised his hands in a non-threatening gesture. 'Name's Spike.'

Recognition flashed across the demon's face and he stood back, opening the door. Crem darted between his legs and disappeared. 'My apologies. I didn't know it was someone so well known. Especially someone who helps the cause.' Buffy shot Spike a confused look, knowing she had to dig an explanation out of him later. The vampire ignored her and stepped forward, shaking hands with the large blue demon.

'S'alright mate. Can't be too careful nowadays.'

'My name is D'Ran. I am in charge of this settlement.' He peered past Spike at the small blonde, who was fidgeting uncomfortably. 'Who is your companion?'

'The Slayer.' Spike said, flippantly. The demon tensed and frowned. 'The Good One.'

Buffy frowned at him and then remembered Faith and her indiscriminate killings. Buffy knew there were shades of grey in her world; not all demons were die hard killers. The demon smiled warmly.

'Buffy, I presume. I have heard of the other. Needless to say, you are both very welcome.' Spike motioned for her to follow him as they stepped inside the complex. She kept close, her hand seeking his in a gesture of comfort. Spike smiled to himself, but thought nothing more of it. If it made her feel better, he wouldn't pick at it.

'We set up this camp away from the humans. This whole cyborgs business has made them skittish of us and personally I don't blame them. Adam has given us a bad name. It's hard to tell who is on who's side, so it's better to be careful. They don't even know we are here, and it's likely they won't ever find out.' D'Ran spoke softly, but loud enough for the two guests to hear as they were taken through the complex. Buffy looked around warily, seeing the similarities between this and the other human camp. Families of demons, mostly humanoid looking, some with spikes, some with scales, but all looking equally frightened and vulnerable.

'You had much trouble?' Spike asked, distracting Buffy from her inspection.

D'Ran nodded. 'They keep trying to recruit. But we are all peaceful; we have no interest in megalomaniacal plans. We just want to…'

'Survive.' Buffy supplied, her eyes connecting with Spike's for a brief second. He smiled and squeezed her hand reassuringly.

The larger demon nodded. 'I have heard stories. That they are trying to defeat Adam in Washington. Volunteers are leaving every day to join the fight. I assume that's where you are headed.'

'Yeah.' Buffy said, her courage to speak increasing. The demons were no different from the humans she lived with. They just wanted to live was all. She was seeing many of the strengths of her own species in them. 'Seeing as this whole thing is my fault, I guess I should be part of the backlash.'

Spike frowned, as did D'Ran. 'This isn't your fault pet. You tried. Again and again. You lost all your friends and damn near lost your family in the process.'

'You sound like you're far to harsh on yourself. Being the Slayer is not an easy calling. Going up against Adam alone could not have been easy; as it will not be going with an army.' The demon smiled and Buffy nodded.

'I guess.' She shrugged and Spike glowered at her, a reprimand on his tongue. D'Ran coughed and he stilled, but the look in his eyes told her she was going to get a mouthful later.

'I can give you a room if you wish. I'm afraid we don't have much space, but there's a bed and a wash basin. We managed to connect to a nearby reservoir for water. It's not a great set up but it's good enough for survival.' Spike thanked the larger demon as they came to stop outside a room similar to the one they had been sleeping in the past three nights. Buffy walked inside straight away, as the two males stood outside the door.

'If you need anything, do not hesitate to ask. A fighter against the cyborgs is a friend here.' The demon smiled and Spike thanked him once more before stepping into the room and shutting the door behind him.

Silence greeted him as Buffy stood across the room, checking her hair in a worn mirror. Spike cleared his throat and she turned, looking at him in surprise.

'What?' She asked, her tone a little harsh. He pointed to the bed.

'You wanna take that?'

'It's up to you.' She said, turning back to the mirror. He sighed and sat down on it, needed a break from using his healing leg.

'No, it's up to you. You're the boss. I don't do good with decisions. If you remember.' He smirked at his own comment and Buffy looked back at him over her shoulder, a sly smile creeping across her face.

'You be okay on the floor?' She asked, leaning against the sink on her hands. He nodded and she smiled gratefully. 'Okay. It's not too cold in here, so we should be fine. Rest up for now, gather some information and so on.' She seemed pleased with her plan and moved to sit next to him on the bed. She bent down, pulling the heavy boots she wore off of her feet and rubbing her soles through her socks.

It came as a shock when Spike moved and knelt in front of her, taking the offending limb in hand and removing her socks. He began rubbing his thumbs over her flesh expertly. She tensed and then relaxed, her back sagging against the wall. She looked down on him with a slightly confused look.

'Don't they…Ooo….smell?'

He grinned. 'Lil bit. But your feet are probably aching from all the walking. Plus I'm sure those boots aren't the right size.'

'None of my clothes are. But I make do with what I can scavenge.' She shrugged. 'Mmm…that is so gooood. Where did you learn how to do that?'

'Just picked it up.' He stared at her foot intently, one hand supporting her ankle whilst he worked on the arch of her delicate appendage. She closed her eyes and he smiled, knowing exactly how to hit the right spot. And if it kept her sweet, even better.

'So how come D'Ran has…mmm…heard of you?' She asked, her eyes still shut. Spike glanced up at her briefly before concentrating back on the job at hand.

'Not all the civilians I escorted were human. Everyone needs saving, Buffy. And you know as well as I do, not all demons are evil killing machines.' He stated the last bit with slight venom in his voice and her eyes snapped open, staring at him, her gaze hard. He squirmed as she pulled her foot out of his grasp and sat up, ducking her head so her eyes were level with his.

'I don't think you're an evil killing machine anymore, Spike. I can see you've changed. And I'm sorry for all the crap I put you through in Sunnydale.' She waited for a response, seeing the conflicted emotions in the ocean of his eyes.

He stood up, and looked down at her. 'Why don't you wash up and stuff luv? I'm going to go scout some food and then maybe we'll see about finishing that massage.' He turned, leaving the room and a stunned Buffy to her suddenly cold feet. She frowned, pulling her socks back on as protection against the cold stone floor, then tip toed over to the basin again. She ran some water and splashed it on her face.

Maybe when Spike came back, he'd stop avoiding her and actually open up.

-I-E-H-

By the time he had returned to the room, his head a jumble of thoughts and dreams, the Slayer was curled up at one end of the bunk, her eyes closed tightly against the light. She'd covered herself with her jacket, her legs pulled up under her body to keep the warmth in and the cold out. Spike stood by the bed after he'd shut the door, watching her sleep. It had been an hour or so since he had left the room to search for food, and she must have been tired. They hadn't been travelling for long, but they'd made good time, covering the first twelve miles quickly. They needed to keep moving though, and he was going to suggest they head off tomorrow in the afternoon. If they had a couple of extra hours, they might be able to make it short of Trenton by sunrise the next day.

In order for them to do that, she had to eat and he wasn't keen on waking her up. She'd seemed exhausted when they had arrived, and whilst it looked like she'd indulged in a wash before falling asleep, it might be better to leave her to sleep for now and get her to eat in the morning. He hadn't been able to dig up anything for him to eat, but he was good for another couple of days. Vampire constitution lasted longer than usual, and he just needed to drink his fill once a week in dire circumstances.

And they rarely got any more dire than this.

He sighed and placed the food he had scavenged on the small table by the wall and unfolded the blanket he had managed to barter from one of the demons. It was a ragged old thing, but it would serve to keep her warm. He took her jacket off of her and she squirmed in protest, until he covered her with the blanket. Carefully, he folded her jacket up and raised her head, providing her with a pillow of sorts. Then he moved away, crouching against the wall, settling down for a night of silent contemplation.

Minutes had passed when she opened her eyes and looked at him. He stared back, waiting for her to say something.

'Spike…' She yawned a little and he smiled, not wanting to voice the opinion that she actually looked cute when she did that. She reached a hand out from under the slightly too large blanket and patted the bed. 'Would you sleep here with me?'

'I'm here, pet. Probably won't sleep anyway.'

'No…I mean, in the bed.' She looked sheepish as he cocked his head in questioning. 'I could use a hug.'

His face cracked into a smile and he stood up. 'Course I can pet. If a hug's all you need…' Not that I would object to anything more. He didn't speak further and slid in beside her, feeling his body warm as she snuggled into his side, her small frame moulding into his. The blanket covered both of them amply and when he was sure she was comfortable, he placed his arms around her, her head resting on his unmoving chest. He felt, rather than heard, the small sigh of contentment she expelled and the vampire smiled again.

He'd never seen this coming.

'Why the need for a hug, pet?' He asked, a little scared of the answer.

She didn't look up at him. 'It's good to have a friend around again. Someone I know I can trust.'

'How do you know that?'

'Because if you'd wanted me dead, I would have died in the Initiative. You've changed Spike. Doesn't take a genius to notice it.' His arms tightened unconsciously around her and he felt her burrow herself deeper into his embrace.

'I'm sorry I'm the only friend you got around.' He said, feeling tiny pinpricks of guilt at his involvement once more. He'd been an idiot and it was time for amends. He wasn't expected her to shift and look up at him, a wealth of trust in her gaze, something he never believed he would see.

'So am I. But I guess…bad things happen. All we can do is try to make amends.' Her thoughts were echoing his then. She sighed and moved her head back down. 'I've gone the last two years trying not to make any ties, terrified I'll fuck up again.' As the expletive passed her lips, he chuckled to himself, wondering why he had never heard her swear before. 'But I can't live my life like that. Not in these times. Not when everything is so hard.'

'We all need someone to lean on, pet.'

She nodded, a strange sensation against his chest. 'I just never thought it would be you.'

The conversation ended then and he stilled himself, listening to her heart slow and she fell back into the slumber he had disturbed. And as sleep threatened to take him, a small smile graced his lips and he found himself thinking how glad he was that it was him after all…

-I-E-H-

Her skin was clammy when she woke up and she was alone in the bed. Spike wasn't next to her anymore and from the looks of it he wasn't even in the room. Buffy sat up and disentangled the sheets from around her legs, wiping at her forehead. She was cooling down now, and knew she was likely all worked up from the heavy dream she'd been having. It was one she was used to having most nights, an endless torment she could honestly say she probably deserved.

She was watching. Back in the Initiative, she was watching her friends die, watching Riley being turned into a demon cyborg. And Spike wasn't there to help her this time. She always woke up after that, she never got out. It terrified her to think that she might have been turned into one of those things and somehow, it scared her to think that maybe her friends were still out there, but not how she had once known them.

A shudder worked its way through her system and she stood up, walking the shaking from her limbs. She made her way to the basin and splashed cold water over her face in an effort to wash the remnants of the nightmare away.

The door opened behind her and the tinglies in her neck went mad. She relaxed, turning to face her companion, who smiled in return and flopped down onto the bed.

'Where've you been?' Buffy asked, walking over to the table and noticing the food he had brought in last night. She picked at it, her stomach rumbling for more. He watched her for a second before realising she had asked him a question.

'Couldn't sleep. Went for a wander. It's just past midday.' He said, fiddling with the sheets on the bed. Buffy nodded sitting down in the rickety chair that squeaked under her weight. 'You were having bad dreams?'

Buffy shrugged, not meeting his gaze. 'No worse than usual.' Silence met her statement and she knew he knew she was lying. The dreams were always bad and always took her back to a time she had no pleasure in revisiting. But Spike didn't need to know that; she decided to change the subject. 'When you left…I told you to go…outside the Initiative…you said if you saw me again you wouldn't help me.'

Spike grimaced and leant his head back against the wall. 'Thought we covered this pet. I've changed, you've changed. The whole world has changed. We can't afford to be the people we used to be.' He sighed. 'I know being evil and all I shouldn't care about helping…somewhere along the line that changed.'

'I just worry you're being like you used to be. Just looking out for number one.'

He looked at her hard. 'Don't get me wrong Buffy…sometimes that's the best way to be. But you said last night you trusted me. And I'm not gonna dishonour that by betraying you. The greater good's what's at risk here.' He looked away briefly. 'Remember when you went up against Angel that time and I helped out?' She nodded in affirmation. 'Well, I meant what I said then. I like this world…or I liked the way it was. I want that back.' He stood up and began to pace. Buffy saw the tension in his limbs and briefly wondered if he would ever relax fully. 'Back when I was taking a pop at you…I hated you. Blamed you for Drusilla leaving. But in the end she was right and now I'm on your side.' He sighed. 'I'll help you. Until you tell me to piss off again.'

She smiled and stood up, placing a hand on his chest to stop his pacing. He stopped and looked at her, something deep in his gaze that made her hesitate.

'I won't tell you to "piss off". I'm glad you're here. I know you've changed. I said as much last night. And I do trust you. I just…it's difficult to understand how someone so evil suddenly turned into a white hat.'

The atmosphere in the room shifted and Spike grinned. 'I was evil wasn't I?'

Buffy smiled in kind and patted his arm. 'Yes. Yes you were, you big evil fiend you.' Her patronising tone was taken as jest and Spike moved away, sitting on the bed again, an effective smirk on his face. Buffy watched him for a second, her own smile fixed in place. 'What time did you want to head out?'

'Soon.' He fished his lighter out of his pocket again.

'Well, just let me get my bearings okay?'

'No problem. Just let me know when you wanna leave. It's pretty much tunnels for the next thirty miles, which should take us into the night. If we continue till morning, we might make Trenton. D'Ran said there's another camp there. He's not sure if it's human or demon but it shouldn't matter too much.' Spike lay back on the bed and began throwing his lighter in the air and catching it.

Buffy watched him for a few seconds before sitting back at the table, picking at the plate of food again. She didn't notice him sit up and watch her until he spoke.

'And you can eat all of that. Keep your strength up.'