A/N: Please note Gargoyle wings in the cartoon were tiny. Not even enough to glide were it not for cartoon-physics. The ones I'll describe are probably still too small actually, but closer to what would actually be needed to do more than go SPLAT on the concrete below. More information on the wings and other thoughts on Gargoyles – which will probably contain hints/spoilers for this story – can be found in the Series Info screen. (on TTH)

Chapter 2.

Xander yawned and stretched. What a weird dream he'd just had. Amy had been a witch and was trying to kill them all and then her mother had cast a scary-sounding spell. There had been darkness and a bright tunnel. Then the tunnel disappeared and it was just like waking up from a bad dream. He opened his eyes and looked around.

And that was when the screaming started.

"Ahhhh!"

"Ah!"

"Eek!"

"Monster!" There was pointing going on all around.

"I'm not a monster! You're the monster!" More pointing.

Xander would recognize that last voice anywhere. Willow.

"Willow!?" he asked as he sat up. The monster in front of him was wearing Willow's clothes and had red hair, but that was where the similarities stopped. For example, Willow did not have green skin or glowing red eyes. The monster's feet swept back to a false knee much like a dog or a cat's feet did. From there they came forward to the true knee which was topped by a sharp spike that looked like it came out of the kneecap. From there, the legs went up to short but powerful-looking thighs. The monster's elbows also had sharp spikes on them and the hands sported three sharp talons and a fourth 'thumb' talon. Its head was decorated with three pairs of small horns going up its forehead. Behind it, well Xander wasn't sure what he was looking at, but it looked to his teenaged nerd brain like two ninja swords sticking up from the monster's back.

"Xander!?" the Willow-voiced monster asked. Its face contorted in confusion and the red glow started dying down. Her Xander-shaped friend (as Buffy had put it earlier that day) was no longer Xander-shaped at all. In fact, he looked kinda demony-shaped. The glowing white eyes were a dead giveaway.

Xander looked next to himself on the floor where a blonde haired monster was cowering with a fireman's ax. He remembered landing on a blonde girl right before they all... "Amy?"

She nodded. "I think my mother—"

"Giles!" Buffy screeched and cut off Amy's explanation. The monster in question looked over to see another female monster. But its hair was not blonde as Buffy's had been and was, instead, a soft chestnut. It was looking at its talons. "She turned us into monsters!" the Buffy-monster screeched.

Giles got to his feet, pulling off a blood-stained handkerchief and examining the torn shirt beneath. He was astonished to find that the rather serious wound he had just received was no more. He rolled his shoulders as he stood and wings snapped out to either side. The small science lab they had awoken in wasn't wide enough for them to fully expand, though, and he clumsily tried to retract them. The other four monsters in the room quickly started looking over their own shoulders for evidence of wings. Xander spun around and swept the table behind him clean of glass beakers. Instinctively, his wings came up to protect his face from the flying shards of glass as the beakers hit the ground. Wings and tails started moving clumsily this way and that as the monsters got used to moving their new appendages.

"I don't think we're monsters, Buffy," the British librarian said, rather more calmly than he felt.

"Giles! I look like the things I slay!" Buffy complained. She was in the back of the room and could see the mirror over the teacher's desk reflecting her image back at her. At least her eyes had stopped glowing red. That had been... shudder-worthy.

"We're not monsters, Buffy," Willow said as she examined her own delicate wings, the small horns above her eyes, and the pieces of stone 'shell' around their feet. "I think we're gargoyles."

The newly christened gargoyles were gathered around the main table in the library. Gargoyle-Amy was still clutching her ax like a security blanket, never mind the fact that her talons were now likely stronger and sharper than the ax.

"As Willow was saying, I don't believe we are monsters. Obviously, we each remember who we are and none of us have the desire to feast on human flesh. Correct?" he asked while Willow typed carefully on the keyboard. It was her second keyboard; they had borrowed it from another computer after her new talons had accidentally destroyed the first. She was also typing slower than normal due to the fact that gargoyles only have four digits on each hand. She never really realized how much she used her pinky fingers for typing until she didn't have them any more. "The council has been tracking this since they've re-emerged. But Slayers are not the only force fighting evil in the world, just one of the strongest."

"Wait, what happened to 'One Girl in all the World'?" Xander interrupted.

"Well- well there's obviously only one girl in all the world who's the Slayer at any given time. You didn't take that to mean that there's only one person in the world fighting demons and evil, did you? Because that would be ridiculous. We'd have been overrun by demons millennia ago." Giles shook his head at that silly notion.

"Oh? Uh, no. Of course not," Xander denied quickly.

Giles nodded. "If I may then? Where was I? Not the only force fighting evil. Yes. Many centuries ago, there were beings known as gargoyles who guarded humans while they slept. They were living creatures that turned to stone during the day. Over the years, many clans of gargoyles took up residence on castles."

"You mean that those statues on castles and churches are flesh and blood?" Buffy looked unconvinced. She was pretty sure she had seen lots of those statues at night when they would have been alive.

Giles shook his head. "Not all of them. In fact, almost none today are. At first, many were imitations rather like insect species that imitate poisonous relatives to ward off predators. And more and more became imitations as true gargoyles became rarer and rarer, falling into myth and legend. The council has recently become aware that a clan has become active in New York City, of all places." He indicated the computer screen where Willow had brought up a whole host of pictures and news articles about gargoyles and people in New York who they had saved and/or attacked, depending on which article you read. Apparently, she'd been following this story as well. "There's also a largish clan in Japan that hasn't been killed or gone into hiding—yet," he finished.

"So, gargoyles are good guys? Were you planning on telling me this before or after I slayed one?" Buffy prodded.

"Before, obviously." Giles frowned at the accusation. "But seeing as you weren't planning on traveling to New York or Japan any time soon and they didn't look to be coming here presently either, I thought it best not to confuse you with the idea that not all that stalks the night might necessarily be evil. As there is almost certainly nothing attracted to the Hellmouth that you wouldn't want to slay on sight. Anyway, back to the point: gargoyles are not evil."

There was several seconds of silence after that. "That's it? Your point is that gargoyles aren't evil?" Xander asked, his tone full of accusatory exasperation.

"Well, that was the point I wanted to make before Buffy attempted to slay us all. Which seemed rather prudent at the time." Giles shrugged. "Now that she knows not to slay us, we can discuss other things."

"Like changing us all back?" Buffy pointed out.

"I vote for chopping her head off. The spell book thing didn't quite cut it last time," Xander said coldly.

"Indeed." Giles nodded.

"I- I- I'm not sure that will work," Amy spoke up.

Willow went over to Amy, her dark green skin and red hair contrasting with Amy's dark golden skin and pale blonde hair. "I know she's your mother, Amy, but—"

"No," Amy cut her off. "I mean, I know she's powerful, but I don't think she's this powerful. And I don't think her spell would have turned us into gargoyles. It sounded like we were going to be turned into stone."

"Which is what gargoyles spend their days as," Giles pointed out. He was holding onto hope that the witch had done this, simply for the children's sake if nothing else. Quite frankly, any other cause of this situation would likely be beyond his ability to research, much less his skill to undo. Not that he would tell them as much.

"So, we find the witch and slay?" Xander gently took the ax from Amy at last.

"I slay," Buffy said, taking the ax from Xander somewhat less gently.

Xander frowned but decided against playing tug of war with the ax. "Says who? 'Cause newsflash for you Buff, but ya ain't the Slayer no more."

Buffy looked down at her mottled brown and green body.

"Oh, dear lord. He's right, Buffy, poor grammar aside. For the time we were stone, it is entirely likely that the Slayer essence deemed you deceased and moved on to the next Slayer."

"Wait. So I'm free?" Buffy asked incredulously.

Giles shrugged noncommittally. That was not the point he was trying to make. "Possibly. Once we are returned to our true form, we can call the council to confirm. But for now, perhaps you and Xander can arm wrestle. If the two of you are close in strength, then it is likely that you are no longer the Slayer."

Xander agreed and sat down across from Buffy. They both gently put their elbows on the table as everyone's elbows and knees now held rather sharp, boney spikes. Xander had been expecting to either slam her hand into the table or get his own slammed down but that was not to be. For whatever reason, he hadn't been mentally ready for gargoyle strength from both of them. A quick surge by Buffy was met by his own, forcing their hands back to the middle. Buffy redoubled her efforts and Xander responded. Soon both of them had their wings rigidly propped out from their backs but still folded. Their talons and elbow spikes dug into the table to gain more leverage, each trying to push the other's hand toward the hard wood.

Giles broke them apart. "Alright. That's enough to prove that Buffy is no longer the Slayer."

Buffy huffed as she let go and stood up. "So now what?"

"Well, we need to end this spell yet. In the only way left to us." He cast a sorrowful glance at Amy.

"It's alright. I understand. She stole my body from me. Twice now. But would you mind if I stayed here? I don't think I could actually do it," Amy requested.

"Me too?" Willow added. "I don't think I could... do it either." Also, she didn't want to leave Amy alone. She really needed a friend right now, and while Willow hadn't been that great of a friend recently – what kind of friend doesn't notice when that friend gets possessed? – she could be that friend for her now.

Giles nodded. "Of course. We'll be back before daybreak even if we can't find her. Hopefully we'll know the spell is ended when we all change back. In the meantime, Willow, do you think you could start helping Amy research this? Just in case." She nodded and he turned to leave. "Where are you going?" he asked the two who were supposedly coming with him. They stopped and turned back, having been walking the opposite direction.

"To the roof of course," Buffy answered, pointing up.

"Yeah. The one time in our lives where we have wings." Xander unfurled his slightly, as much as he could with other gargoyles and furniture in the way. "And I'm not going to miss out on taking them for a spin."

"Oh, very well," Giles sighed and followed the children to the roof.

The staircase up to the roof was old and rather narrow. Luckily Giles had a key, so they didn't need to break in, but the climb up was tight and rather cramped. Stepping onto the roof, the three of them instinctively separated before unfurling their wings fully.

"Ow, ow, ow!" both teenagers started yelling.

"Come over, let me see," Giles said. They came over and turned their backs and wings to him. "Ah, I see the problem. The holes our wings made in our clothing were not large enough to accommodate the rest of the webbing once the wings were unfurled."

"In English?" Buffy asked the night sky. She felt a slight pressure, then heard a ripping sound and felt a slight breeze on her back. A second ripping sound hit her ears a second later. She gave a soft mewl at the sound of her top being ruined. Well, ruined more than it had been already.

"It means that there is webbing on our wings that extends down to each of our hips. Without this, we would not be able to fly," Giles said as he repeated the process for Xander.

"I'm going to kill her," Buffy growled. "Kill us, turn us into monsters, fine. But ruining my clothes is just evil."

Once Buffy had ripped Giles' clothing for him, they all spread out and opened their wings again. Each wing was huge. Nearly twice each of their heights, so that each of their combined wingspans measured no less than 24 feet across, and Xander and Buffy both had longer wings than Giles. For reference, Giles thought to himself, in the United States, a residential street with two lanes for driving and one for parking generally measures 28 feet from curb to curb. This means that we should need to stay well above the ground in urban areas.

The wings jutted from the gargoyles' backs rather like another set of arms. The muscles that powered the wings were quite large, especially the ones closest to the back, where most of the leverage came from. It was much like a chicken wing, wherein the meat/muscle is right where the wing joins the rest of the body, and there is less muscle the further down the wing you go. The same is true for gargoyles. Right on their backs and the first foot or so of the wing were large and powerful muscles – their biceps, so to speak – that were very strong. The rest of the limbs were much like normal arms and legs until you got to the 'hands' and 'feet.' Apparently gargoyles had evolved with only 4 digits per limb and the wing was no exception. Three digits in each wing were elongated and connected by a flexible membrane which also connected to the body from 'armpit' to hip. When they spread the digits of these 'hands' the wings unfurled. The fourth digit, what could be called a thumb, stuck up from the wing and could probably be used for many things. Giles found that their primary purpose was to clasp each other when not in use to keep the wings out of the way, either behind the back or in front of the chest. Hanging the wing arms over their shoulders and hooking their 'thumbs' together would make the wings look rather like they are wearing a cloak wrapped around them.

"Saint Buddha, these things are huge!" Xander exclaimed as he finally got to stretch his wings out.

"They must be, in order to support our weight without our falling out of the sky," Giles replied, looking up from examining his own wings. "Bird wings vary, but all are measured in multiples of their height." Their wings were rather bat-like and he was wracking his brain for facts about the larger bat species. Specifically, how they flew and the comparisons of wingspan to height. He knew that there had been species of Pterodactyl that weighed far more than any human and yet flew, so he knew flight was possible despite his weight. There was nothing for it now but to be the first to test them. If nothing else, perhaps they would simply allow him to glide to the ground.

Buffy gave hers a test flap and found herself blown backward into Giles. Or rather, Giles' wing, but he used the new appendage quite skillfully to put her back on her feet/claws/whatever. She flashed him a fangy smile of thanks before looking around. "Wow. I've never been up here before. You can see the whole town from up here," Buffy noted.

"Yes, yes. Now if we can get on with jumping to our deaths?" Giles bit out sarcastically. "I will go first, and the two of you will follow me. We will be landing short of the Madison house as this will be the first time for all of us landing, and it's likely to be a bit rough. Don't be embarrassed if your landing isn't perfect. Any questions?"

When there were none, Giles turned and ran for the roof ledge. Reaching it, he crouched and pushed off with all his might. It surprised him just how high he was able to leap in his new form. He guessed it had to be 15-20 feet off the already tall building. At the apex of his jump, he snapped his wings open, then dove. Shortly above the level of the roof, his wings caught the wind properly and started to provide lift as he glided away. Glancing backwards, he saw the other two following his example. An instinctual flick of his tail adjusted his course over the residential streets. Not having to follow the mostly grid-layout of the main streets of Sunnydale would save them considerable time. And the heat of the day radiating off the houses and streets was giving him added lift. He gazed far off to where he could see the subdivision the Madison house was in. He was surprised to find Buffy and Xander pull even with him. "How-?"

"We have wings, Giles," Buffy chided gently. "Flap them occasionally and we'll get there faster." She grinned, showing off her new, sharper teeth.

"We'll get there soon enough just gliding and we'll be less tired for it," Giles countered.

Xander watched as first Giles and then Buffy launched themselves from the roof without crashing to the ground and dying painfully. Okay. I can do this. Just stop thinking about it. Run and... Jump! His mental reminder came almost too late as he nearly overran the edge of the roof. Newly empowered muscles launched him up in the air with terrific force, nearly leaving his stomach behind in the process. He spread his new wings instinctively, and they caught the air and gave him support as he floated above the city.

The sensation is hard to describe to those who don't have wings. If you can remember your childhood and had a parent who would lift you in the air by your arms, it's a bit like that. Except that the wings were attached to Xander's entire torso by webbing so it felt more like laying on a giant trampoline and doing a Superman pose so that only your stomach was supported by the nylon. The webbing connected down his side and pulled his stomach taut with the force of the air pushing his wings up. Every minute change in his wing shape had an effect on his flight. If you've ever held your hand out the window of a car going at highway speeds and felt how moving your hand in the wind provided lift or down force, you have a slight idea what that felt like to Xander.

Speaking of Superman... Xander grinned as he thrust both fists forward and started humming the Superman theme song from the old TV show. "Da da daaah, da datadata daaah!" Then, "Look! Up in the sky! It's a bird! It's a plane! It's Xanderman!" He glanced up ahead but neither of the other two gargoyles looked back, so they probably hadn't heard him. He tucked his wings back against his body and could actually feel the improvement in aerodynamics reflected in his airspeed.

As he looked up ahead, he saw Buffy beat her wings a couple of times. Xander gave the signal to his own wings to copy her and instantly regretted it. Not only did he nearly leave his stomach behind on the downbeat—though it wasn't quite as bad as when he jumped off the roof—but at the apex of his trajectory he felt that completely weightless feeling and nearly lost the meager contents of his stomach anyway.

He locked his wings and started gliding again. He wasn't sure he ever wanted to do that again and rested for a few seconds as his stomach settled. Up ahead, he saw Buffy was flapping again and gaining on Giles. Xander set his jaw. He couldn't let Buffy think he was weak; too weak to fly. He steeled himself and started flapping away, ignoring his stomach's protests until they went away. Which was about the time that he and Buffy caught up with Giles.

"I have a question," Xander spoke up. "Out of the five of us, including three girls, why am I the only one who's colored purple? I mean, I would have been fine with anyone's coloring except my own. Why is that?"

"Because you're picky," Buffy teased. "I think it's a pretty color."

"I look like Barney," Xander complained.

"An evil, scary version of Barney, maybe," Buffy quipped back.

"I say! I resemble that remark!" Xander laughed. "Besides, Barney is evil and scary enough on his own."

"Totally," Buffy agreed.

"No one knows how gargoyle colorings are chosen. It seems to be somewhat independent of their parents' colors, if what I remember from my books is correct," Giles broke in before a fight could start. Still, he was happier with his royal blue coloring and didn't begrudge Xander his discontent with his colors. Luckily, the good-natured bickering helped pass the time and meant that they weren't brooding on the fact that they'd just been transformed into monsters. "Here we are," he announced as he started diving towards a park. He tried to land like he would land an airplane, slowing as he reached the runway, and then using his feet like wheels, gently slowing him as he ran. Unfortunately, his feet couldn't keep up with his landing speed and he crashed, going head over heels several times before finally coming to rest. He looked up from his back to find Xander and Buffy back-winging expertly to land gently next to him. Well, more gently than he had in any case. Xander hit rather hard but still stayed on his feet. Buffy's landing was arguably flawless.

"Don't be embarrassed if your landing isn't perfect," Xander parroted back at him with a grin.

"Oh, do be quiet," Giles growled as he climbed to his feet and tucked his wings around him.

"You okay, Giles?" Buffy wondered somewhat worriedly.

Rupert checked himself over as his wings folded up on his back almost automatically. It was surprising that such large wings could take up relatively little space when folded properly. "None the worse for wear, it seems. Though next time, I think I shall attempt your type of landing."

"Hopefully there isn't a next time," Buffy said coldly as she fingered the ax she had carried from school.

"Quite right. Shall we?" he motioned towards the Madison house.

Willow pulled the books she thought were most likely to hold clues to undoing their transformation and sat them on the table in front of Amy. She knew that Giles was probably just trying to keep them busy so they didn't think about what had just happened. But unfortunately for her, her mind was more than capable of focusing on two things at once, including a thought at the back of her mind that was constantly changing her name to 'Mrs. Xander Harris' over and over again. That particular thought had been running nonstop since the 1st grade – a new world record, though nobody knew it. Even as she searched, she couldn't help but think that this was all her fault. She was supposed to be Amy's friend. Probably Amy's best friend. And she never even noticed that she'd been switched out for her mother? What kind of horrible person didn't notice when someone switched bodies with their friend? She shook her head. She wouldn't brood on this. Giles and the rest would fix it and then everything would be like it was. Until then, she would concentrate on the books like Giles suggested. She picked up a book and started reading, pouring all her concentration into it.

Amy wished and hoped and dreamed that this wasn't happening. That her mother hadn't just turned them all into stone and possibly monsters. It was all her fault. She should have fought harder. She should never have let her mother steal her body. Not that she'd let her in the first place. If only she hadn't been such a coward and fought back at all. Just like in the science lab, she hadn't fought at all. She just stood there like an idiot until Xander had tackled her. And why shouldn't he have? She'd been holding an ax and hadn't done anything with it. She hadn't even tried to stop her mother.

She sighed as Willow set some very thick and old-looking books in front of her. She was grateful for the distraction as she sat down to read.

A/N: I despise the "Xander-shaped friend" trope. But this time and this time only it's appropriate, because Episode three is the one and only time it's used in canon.

A/N2: Do not own the evil purple dinosaur named Barney. Or Superman.