Buffy quietly made her way into the lair, stake in hand. This was it. Finally, her big confrontation with the Master. She stopped to take a look around before slowly making her way down to the floor below. Stake raised, she felt her vampire senses tingle, and they told her that her foe hid somewhere behind her.

Then, she heard a loud hiss. Forgetting her training, she froze, and somehow, she dropped the stake. She retreated as the Master emerged, his ugly naked mole rat face on full display, twisted into a wicked grin as he skulked towards her. She tried to kick. She tried to punch. Her limbs just wouldn't move. She could only stare in fear as he reached out and clasped a bony hand around her neck. She barely had time to react before he went in for the bite.

Finally, she found her voice. It came out in the form of a bloodcurdling scream. "NO! NO!"

She sat up with a gasp and found herself back in her bedroom. Joyce sat on the edge of the bed, having been trying to shake her awake.

"It's time to get up for school," she said with a light chuckle.

Buffy drew a breath, suddenly very relieved to see her. "Mom?"

Joyce registered her anxiety and put a hand on her shoulder. "Are you alright?"

Buffy briefly considered simply saying she'd had a nightmare, but then, it occurred to her that she'd probably have to make up a nightmare on the spot as she couldn't explain it had been about a vampire. Too many awkward questions.

"No," she stammered before trying to brighten. "Uh, yeah! Yeah! I'm, I'm fine! Oh… School! Great." She plastered on a big cheerful smile and leapt out of bed.

Joyce stood up, bemused. "You wanna go to school?"

"Sure! Why not?"

Shrugging, her mom opened the blinds to allow some sunlight in. "Okay," she said, deciding not to spoil the good mood. "Good day to buy that lottery ticket." She looked at her daughter again with a slightly more serious expression. "I spoke with your father."

Buffy's smile became less forced now. "He's coming, right?"

Joyce nodded. "You're on for this weekend."

"Good."

Buffy walked with Willow into Sunnydale High clutching her backpack, explaining the situation to her.

"So, do you see your dad a lot?"

Buffy shook her head. "Not a whole lot," she said, walking down the halls with her to the lockers. "He's still in L.A. He, like, comes down for weekends sometimes."

"When did they get divorced?"

"Well, it wasn't finalized till last year, but they were separated before that."

"Musta been harsh."

Buffy shrugged as they reached her locker. "Yeah, that's the word you're looking for," she said as she worked the combination. "I mean, they were really good about it around me, anyway, but still…"

In truth, it was much more complicated. Her dad sometimes seemed very disinterested in being a parent, something that became increasingly clear as she got older. Coupled with his irresponsibility with money, sometimes it amazed her they hadn't split much earlier. While they still put in the effort, sometimes Buffy thought it a relief the divorce finally got finalized. Her mom was much better off.

Willow looked despondent. "My parents don't even bicker. Sometimes they glare. Do you know why your folks split up?"

Opening her locker, Buffy decided to keep her answer simple. "I didn't ask. They just stopped getting along. I'm sure I was a really big help, though, with all the slaying and everything. I was in so much trouble. I was a big mess."

Willow tried to look supportive. "Well, I'm sure that didn't have anything to do with him leaving."

"No." Buffy kind of believed that. Her parents would've split whether she was the Slayer or not.

"And he still comes down on weekends."

"Sometimes."

Not really up for talking about this anymore, Buffy led her to their next class.

Jesse sat at his desk in Health and Human Development going over some homework before the bell rang. He felt half-decent about it for a change, having actually put some decent studying in it the night before. He glanced up as Xander went to sharpen his pencil, and then he made sure not to look to his left at Cordelia checking her makeup in her mirror. He hadn't said a word to her in almost two months – a personal record for him. He knew he had to keep it up if he ever wanted to really move on from her, but it hurt like hell to quit the habit of a lifetime.

Then, he heard her voice. "Hello? Doofus! You're in my light!"

Used to being the one Cordelia usually called 'doofus', he glanced up and saw her glaring at Wendell, who stood by the window to get a better look at his own homework in the sunlight.

Xander, naturally, came to the other boy's aid. "Wendell, what is wrong with you?" he chided lightly. "Don't you know that she is the center of the universe, and the rest of us merely revolve around her?"

Wendell seemed grateful, while Cordelia just savaged him with one of her usual better-than-you sneer. "Why don't you revolve yourselves out of my light?"

The bell rang, sending the students to their seats. Wendell and Xander sat by Jesse, who grinned at them in amusement. Willow and Buffy entered around the same time and sat with them.

"Wendell, you crazy reckless fool," Jesse grinned playfully.

"Yeah, I know, I was careless," he replied.

Willow looked perplexed. "Wendell? Reckless? Of all people?"

Xander cleared his throat. "Uh, Wendell was in Cordelia's light."

Wendell hung his head. "I'm so ashamed."

"Stay frosty, friend. We'll visit you in prison," Jesse assured him, patting his shoulder.

Willow looked less amused. "Why is she so Evita-like?"

Buffy grinned mischievously. "I think it's the hair."

"It weighs heavy on the cerebral cortex."

As the teacher, Miss Tishler, readied her lesson plan, Xander leaned in close to his friends and whispered conspiratorially. "Hey, guys, was there any homework?"

"We're doing active listening today," replied Willow.

"Cool!" Xander said brightly before frowning. "What's active listening?"

Willow rolled her eyes. "That would be the homework."

Buffy held up her textbook and showed him. "Chapter five? Active listening? Where you put on your big ears and really focus on the other person?"

Even Wendell weighed in. "Ms. Tishler demonstrated it yesterday."

Jesse prodded his friend's forehead with the eraser end of his pencil. "Remember that thing you and her did yesterday morning? Where you stood there like a dope and tried not to drool over that tight sweater?"

Xander lit up. "Oh, the midnight blue angora! See, I was listening."

Buffy and Willow gave him a withering look, but Jesse and Wendell just nodded. As far as teachers went, Miss Tishler had a sort of 'hot mom' vibe to her while also being one of the more pleasant teachers at school. Thankfully, she'd been on staff for years, and they were pretty sure she wasn't a praying mantis.

Speaking of which, Miss Tishler left her desk and started the day's lesson. "All right, take your seats. In a moment, we will choose partners and practice what we read about in chapter five."

Just to prove he had, in fact, been paying attention, Xander cupped his ears with his hands while smiling and shaking his head around like Stevie Wonder.

Miss Tishler gave him an amused smile. "Good, Xander, that's the spirit!"

Jesse shook his head at his friend's antics while Willow and Buffy gave each other amused looks.

"Before we do," she continued, "let's review. Isaacson's research led him to conclude that one of our most fundamental needs after food and shelter is to be heard."

Buffy dropped her pencil and bent down to pick it up. While Miss Tishler asked Wendell to read the first two paragraphs on page seventy-eight, she straightened and saw a young boy, maybe eight years old, standing in the doorway.

Then, she heard Wendell scream and drop his book on his desk. She let out a gasp at the sight of several tarantulas crawling out of it. Miss Tishler and the students closest to him screamed and quickly got out of their chairs and away from him, the tarantulas crawling all over.

"Get 'em off of me!" Wendell screamed. "Help! Help! Get 'em off of me! Help me! Oh, please help me! Please!"

Buffy looked back at the boy in the doorway. He looked very scared, but not of the spiders. "Sorry about that," he said quietly, before departing the increasing chaos.

The next day, Joyce dropped Buffy off once again. Buffy had been having more nightmares lately, and her mother had come to check on her twice during the night. Buffy once again pretended she couldn't remember her dream, focusing more on the upcoming weekend with her father.

Despite her legitimate concerns about her dad, Buffy still wanted to look forward to spending the weekend with him. "H-he's picking me up here, right? A-at 3:30?" she asked worriedly.

Joyce frowned. "Honey, are you worried your father isn't gonna show?"

"No! N-not really." She couldn't help her worried expression. "Should I be?"

"Well, of course, not!" Joyce stammered. "I-I-I just, I-I know it's a hard situation. You just have to remember that your father adores you. No more than I do, by the way," she added with a slight grin.

Buffy allowed herself a small smile. "Goodbye." Giving her mother a brief hug, she grabbed her backpack and headed into the building.

She'd barely rounded the first corner when Willow hurried up to her, followed by Jesse and Xander.

"Oh, Buffy," the shorter girl exclaimed, "we've been looking for you."

Jesse and Xander frowned. "We have?" asked Jesse.

Willow nodded emphatically. "Oh, about the spiders, did you talk to Giles about…?"

Xander grinned as he realized. "Oh, the spiders! Willow's been kind of, um, what's the word I'm looking for? Insane about what happened yesterday."

Willow glared at him. "I don't like spiders, okay? Their furry bodies, and their sticky webs, and what do they need all those legs for anyway? I'll tell you: for crawling across your face in the middle of the night. Ewww! How do they not ruffle you?"

Xander shrugged cheerfully. "I'm sorry! I'm unruffled by spiders. Now, if a bunch of Nazis crawled all over my face…"

Jesse patted her shoulder. "Will, relax – you don't bug the spiders, and they won't bug you."

Willow still shuddered. "It's just so… ugh. I don't know how Wendell was able to come into class today. He must be mentally scarred for life."

"Well, the Hellmouth," Xander reminded her, "the center of mystical convergence, supernatural monsters: been there."

Buffy gave him a side eye. "Little blaze, there, aren't you?"

"I'm not worried. If there's something bad out there we'll find, you'll slay, we'll party!"

"Thanks for having confidence in me," Buffy smirked.

They entered the library, dark and dreary as ever, with Willow determined to find out what Giles had found about the spiders.

Buffy scanned the dusty landscape for her Watcher. "Giles?"

"Maybe he's in the faculty room," suggested Willow.

"And interact with the other teachers?" chuckled Jesse. "Perish the thought."

Just then, Giles staggered out of the stacks and looked around, bewildered.

"Hey, Giles!" Buffy teased. "Wakey, wakey!"

Giles looked around, almost looking dazed. "I was, uh, in the stacks. I got lost," he said, as if surprised by his own actions.

"Did you find any theories on spiders coming out of books?" asked Xander, while reaching around Willow's shoulder with his arm while wiggling his fingers. "Big, hairy, crawly…" Seeing the wiggling fingers, Willow jumped, then twisted around and hit Xander, who only grinned. "It's funny if you're me."

Giles just looked mildly confused, either at Xander's behavior or his own findings. "I couldn't find anything, uh… particularly illuminating," he admitted. "Um, I think perhaps you'd best have a chat with Wendell himself."

Buffy gave him an odd look. Giles just seemed so out of it. "Okay," she agreed. "If he can still talk."

They waved goodbye to Giles and left, noting he still looked very out of it compared to his usually composed self.

The quartet of teens managed to track Wendell down, finding him sitting outside on a bench. He looked a million miles away, and frankly, they couldn't blame him. Poor guy, just minding his own business, trying to do well in high school, and he gets rewarded with a face full of murderous tarantulas.

They approached him cautiously. "Hey, Wendell," said Buffy gently. "How are you?"

Wendell snapped out of his thoughts, surprised to see them. "Huh?"

"You okay?"

Wendell still stared blankly, as if not comprehending the question.

Xander rolled his eyes. "Good talking to ya, man," he said, patting Wendell on the back and trying to leave. Jesse hooked his arm and stopped him in his tracks..

Wendell still looked a little lost. "Do you guys want something?"

Undeterred by his standoffishness, Buffy soldiered on. "We just thought you might wanna talk about what happened."

Willow nodded despite not wanting to discuss it. "You know, yesterday? With the spiders?"

Wendell shrugged helplessly. "I don't know what to say about that."

"There's nothing to say," said Xander. "You saw two hundred insects, you Gonzoed, anybody would have."

Wendell's expression turned annoyed. "They're not insects. They're arachnids."

Xander frowned. "They're from the Middle East?"

"Spiders are arachnids. They have eight legs. Insects only have six. Why does everyone make that mistake?"

Jesse held out a hand to calm him. "Easy, Cujo. Do you have a history with spiders?"

Wendell nodded, a little embarrassed by his outburst.

"Anything like yesterday?" asked Buffy.

"Lots of times."

Willow made a face. "Ew! You must hate spiders more than I do."

To their surprise, Wendell smiled and laughed. "I don't hate spiders. I love 'em. They hate me."

Then, as if from nowhere, Cordelia walked up from behind Wendell and stopped to talk to Buffy. "I hope you studied for the history test."

Buffy looked startled. "What history test?"

"The one we're having in fourth period right now." She smirked viciously and walked off.

Buffy floundered for a moment, looking between her friends in hopes one of them would have an explanation. "There's a history test? Nobody told me there was a history test! I haven't… I…"

"Just go," Jesse waved her off. "We've got this."

Buffy nodded frantically. "Okay, I'll catch up with you guys later," she said before she ran off.

Willow and Jesse both sat down on either side of Wendell. "What do you mean, you love spiders?" asked Willow.

"It is platonic, right?" chuckled Xander uneasily.

Wendell's eyes acquired a faraway look as he remembered something. "I had the best collection in the tri-county area. Browns and tarantulas and black widows… Then my folks shipped me off to wilderness camp. All my brother had to do was maintain their habitats." His expression darkened. "Instead, he left their heat lamp on for a week. When I came home, they were all dead."

Jesse winced. Despite thinking that collecting spiders had a major ick factor, he could sympathize with coming home and finding your pets all dead.

Wendell continued. "That's when the nightmares started."

"The nightmares?" asked Willow.

"It's always the same. I'm sitting in the classroom, the teacher asks me to read something, I open up my book, and then there they are. They're comin' after me." His voice became thick with emotion as the thought washed over him. "God, can you blame them after what I did?"

Xander looked between his friends. "And that's how it happens? Every time?"

Wendell nodded, still uneasy. "Yesterday in class, I thought I'd just nodded off again. But then everyone else started screaming, too."

Willow, Jesse and Xander looked at each other thoughtfully.

Buffy couldn't work out why she suddenly didn't know which room contained her history class. Had History always been her first class of the day? She found Cordelia waiting by the door, holding it open. "You don't know where the class is, do you?" she grinned, clearly amused by Buffy's distress.

Buffy stammered in confusion. How did Cordelia have one over on her?

"Hardly a shocker. You've cut history just about every time we've had it."

"Well, I was there the first day. I think."

"It's in here."

Buffy swallowed as she peered into the classroom. "I haven't been to class, I haven't read any of the assignments, how am I gonna pass this test?"

Cordelia's grin broadened as she followed her in. "Blind luck?"

Swallowing down her dread, Buffy went straight to her desk, and in a hazy flurry of activity, she suddenly acquired a test. Looking around at the other students working, she bit her lip and turned the test over.

The teacher walked by, keeping an eye out for any wandering eyes. When he looked the other way, Buffy glanced over at Cordelia, who apparently didn't have any problems with the test. The other girl turned the page, looked back at Buffy and went back to taking the test.

The teacher came by again and stopped to glance at Buffy's work. He continued, apparently satisfied.

Buffy flipped through the short answer test. Every page was blank. She glanced up at the clock. 11:20. She looks at the space for her name. At least she knew that much.

But when she started to write, her pencil broke. She let out an exasperated breath, grabbed her sharpener and sharpened her pencil. She looked back up at the clock, and saw it was now 12:10 already. Confused and a little bit panicked now, she looked around, but no one seemed to notice the sudden jump in time.

She saw her teacher watching her intently and tapping his pencil. She looked back down at her test, and the bell rang, making her jump. All around her, the students got up and began turning their tests in as she just sat and watched, confused.

And then, she saw the little boy again at the door, looking in. Buffy saw how sad he looked before he walked off down the hall. Buffy sat at her empty desk, alone. Even the teacher had disappeared.

That afternoon, more bad news came through that sent Buffy and Giles to the hospital. A girl in Buffy's class, Laura Egler, had been attacked by something in a secluded part of the school and subsequently beaten horribly. They came down the hall carrying a small flower arrangement, searching until they found her room number.

"Do you know the girl?" asked Giles.

"To say hi to. Laura's nice enough. Nobody saw who attacked her?"

"Well, I was rather hoping that Laura did."

They knocked on the door, and after a moment, Buffy poked her head in. Laura looked so pitiful, covered in cuts and bruises, with a plaster over her right temple. She glanced up when she saw them.

"Hey, Laura."

"Hi," she responded quietly.

Giles held out the small potted flowers. "I hope we're not intruding, um…," he said awkwardly while letting Buffy take the arrangement and set it on the end table by her bed.

"That's okay," said Laura gratefully. "I don't wanna be left alone."

"You understand we're anxious to make sure this doesn't happen again," Giles continued.

Buffy sat in a chair by her bed. "Can you tell us what happened?"

Laura nodded, remembering. "I was in the basement. I went down for a smoke. There was… someone there."

"Someone you knew?"

Laura shook her head. "I've never… seen anything like it."

That word made Buffy look at Giles. Definitely dealing with something otherworldly here. "It?"

"Can you describe it?" asked Giles.

Laura closed her eyes. Whatever had attacked her had left her too terrified to even think about it.

Buffy leaned forward and patted her arm. "Hey, that's okay. Don't worry about it."

Giles nodded in agreement. "Yes, you just rest now."

A nurse entered, prompting Buffy to get up again. As she and Giles made for the door, she asked Laura, "… If you remember anything? You can tell us. Even if it may seem weird."

But as Giles and Buffy started out the door, they heard Laura say, "Lucky Nineteen."

They stopped and turned around. "I'm sorry?" asked Giles.

"It's what he said, right before…," said Laura. "He said 'lucky nineteen'. That's weird, right?"

"Yes. Yes, it is."

Buffy smiled sympathetically. Wishing her a speedy recovery, they stepped back out into the hallway. They found Laura's doctor outside, looking at her charts.

"Doctor, is she going to be alright?" asked Giles.

The other man nodded. "She'll recover. She's got a couple of shattered bones, a little internal bleeding… She got off pretty easy."

"Easy?" repeated Giles. "Have you looked up the word lately?"

The doctor led them to another room. "Well, the first one's still in a coma."

"First what?" asked Buffy.

"First victim." He looked into the room and shook his head. "They found him a week ago. Exact same M.O. as the girl, only he's in worse shape. If he doesn't wake up soon…" His expression turned grim. "Somebody's gotta stop this guy."

Buffy nodded. "Somebody will."

Back at school, Willow, Xander and Jesse walked down the halls to their lockers. They'd heard about Laura's incident as well, and after their encounter with Wendell, they tried to piece together how the two might be related.

They heard one of the cool kids going on about something to his other cool kid friends, wearing leather jackets and sunglasses indoors, like well-adjusted cool kids totally do.

"Listen, I'm not afraid of him. Hey, if he wants to fight, then I'm takin' him down. I'm not backin' off on this. This is about honor. I'll break his neck!"

Ignoring his antics, they continued past and went to Willow's locker. "I'm just saying," Willow was just saying, "Wendell had a dream and then that exact thing happened."

"Which is a fair wiggins, I admit," conceded Xander, "but do you think that ties in with Laura?"

"It does if Laura dreamed about being attacked," said Jesse.

They heard activity coming in the direction of the cool guys, and they saw the punk's mother suddenly appear in the hall, pinching his cheek and coddling him in front of his leather-clad cohorts.

"Oh, there's my little baby!"

"Mom, what are you doing here? Mom…!"

"How's my little pookie?"

"Mom, mom, please don't kiss me in front of the guys! It's embarrassing, mom! Please!"

Jesse and Xander exchanged amused glances as the punk tried to shrug her off while she tried to spit polish his sunglasses. They continued to grin as Willow shut her locker and led them to their next class.

"It could be a coincidence," Xander suggested. "Y'know, Wendell finds a spider's nest, and we all wig because he dreamt about spiders. So it may not be connected."

Then, as they entered the classroom, the students looked in their direction and immediately erupted in mocking laughter.

It took Xander a moment to register everyone looking at him. "If there is a connection, it doesn't sound like anything…" Then, he finally realized all eyes were on him. "What?"

Jesse and Willow looked at each other in confusion, and then looked back at Xander, whereupon their mouths fell open in stunned shock. His clothes had disappeared, and he stood in the doorway in his underwear. He finally realized the situation himself and tried to cover himself up.

"Xander!" exclaimed Willow, eyes wide. "What happened to your…?!"

"I-I-I dunno! I was, uh, dressed a minute ago!"

The laughter only seemed to be getting louder and more mocking as fingers pointed. Someone somehow acquired a camera, and the bulb flash went off.

Jesse took off his backpack and held it out in front of his friend's exposed nakedness. "Okay, go about your business, people!" he shouted over the noise. "There's nothing to see here!"

Xander tried to make himself smaller behind the small cover and began pinching himself. "It's a dream. It's gotta be a dream. Ow!" It didn't work. "Wake up! Ow! Gotta wake up!"

"Xan-man," Jesse grunted, "maybe we should go somewhere else until you wake up?"

With few other options, Xander immediately ran from the room screaming. Willow and Jesse chased after him.

Having returned from the hospital, Buffy ran to the library to see how Giles was getting on with his research. After seeing what happened to Laura, she wanted answers as quickly as possible. She entered to find him fumbling with various papers on his desk.

"This can't be happening. This can't be…," the Watcher muttered to himself.

Buffy immediately didn't like that tone. "What's the word?"

Giles looked up, startled but still frenzied. "Oh, uh, I've got back issues of the, uh, papers, um, to try to do some research."

"Did you find anything?"

"I don't know."

Buffy frowned. "You don't know if you didn't find anything?"

Giles lowered his head, embarrassed and frustrated. "I'm having a problem."

"What is it?"

After a tense moment, Giles gestured around the papers pathetically. "I-I can't read!"

Buffy stared at the distraught librarian sitting in front of her. "What do you mean? You can read, like, three languages."

"Five, actually, on a normal day," Giles automatically corrected. "Th-the words here don't make any s-sense. I-it's gibberish!" He stepped away from the papers, briefly running his hands through his hair in an effort to expel some of that nervous energy.

Buffy watched him in disbelief before looking at the papers. Maybe she could read some of the details to him so he could make sense of it all. However, her eyes fell on one paper in particular that had a photo of a very familiar boy. "That's him."

Giles looked up from his pit of despair. "Who?"

"The kid I've been seeing around school." She picked up the article with the photo and read it. "'Twelve-year-old Billy Palmer was found beaten and unconscious after his kiddie league game Saturday. Doctors describe his condition as critical.'" After pausing to read the date – which was last week – she looked at Giles pertinently. "It says he's in a coma in intensive care. This is the boy from the hospital!"

Giles tilted his head curiously. "The first victim? You've seen him around the school?"

"Yeah, first when the spiders got Wendell, and then when I didn't know a thing on the history test. I thought it was weird seeing this kid around, but I forgot about it."

Giles looked at the photo. At least he didn't have to read to look at it. "The boy's been in a coma for a week. How can this be possible?"

Buffy shrugged impatiently. "What am I, Knowledge Girl? Explanations are your terrain."

A little flustered, Giles started racking his brain. "Uh, well, um, there's astral projection, uh, the theory that while one sleeps one has another body, an astral body, which can travel through time and space."

"Billy's in a coma. That's like sleep, right?"

"In a manner of speaking, although one doesn't always awake from a coma."

"Could I be seeing Billy's asteroid body?"

"Astral body," Giles corrected, to her annoyance, "and I don't know. As usual, one doesn't have an inordinate amount of information to work with."

Buffy sighed. "Lucky nineteen…," she murmured. What could that mean?

Then, she heard the door open behind her, and she turned to see, much to her shock, her dad, Hank Summers, walking into the dreary library.

"There you are! I've been looking everywhere. Why aren't you in class?"

Buffy jumped up in surprise. "Dad, what are you doing here? Y-you're not supposed to pick me up till after school. Is something wrong?"

Hank looked a little awkward. "Well, I, I need to talk to you."

Buffy's heart froze in her chest. Nothing good ever followed that sentence. "Something is wrong. Is it mom?"

"No, no, it's not your mother, she's fine." His eyes flitted briefly to Giles, and he lowered his voice. "Could I speak with you for a moment? Privately?"

Suddenly remembering her Watcher's presence, Buffy nodded vigorously. "Um, sure! Yeah. I'm sorry. Dad, this is Mr. Giles, the librarian. Uh, this is my dad, Hank Summers."

"My pleasure," Giles nodded, shaking her dad's hand.

"Likewise," Hank replied with a quick smile.

Assuring Giles she would return, she guided her father out the library and back to the exit. They stepped outside into the warm air, with Buffy trying not to freak out too much in her father's presence. Walking alongside him, she tried to gauge his mood. Forced smile, downcast eyes, it really didn't do anything to reassure her.

At last, he spoke. "I came early because there's something I've needed to tell you. About your mother and me – why we split up."

Buffy shrugged nervously. "Well, you always told me it was because…"

"Uh, I know we always said it was because we'd just grown too far apart."

"Yeah, isn't that true?"

Hank wrung his hands briefly, clearly a little anxious about what he had to say. "Well, c'mon, honey, let's, let's sit down." They sat on a nearby bench, and he took a deep breath before continuing. "You're old enough now to know the truth."

Buffy furrowed her brow. "Is there someone else?" The idea of her dad being with another woman really made her skin crawl, especially if it happened before the divorce. Even if her parents weren't soulmates or anything, she still didn't like the idea of him having an affair.

Hank shook his head, however. "No. No, it was nothing like that."

A little relieved, Buffy asked, "Then what was it?"

"It was you."

Her heart froze in her chest at those three words. "Me?"

Hank nodded, seemingly finding the words easier to say as he said them. "Having you. Raising you. Seeing you everyday. I mean, do you have any idea what that's like?"

Buffy could already feel her throat constricting, signaling that her tears would start pouring any second now. "What?"

But her dad didn't seem to hear her. "Gosh, you don't even see what's right in front of your face, do you? Well, big surprise there, all you ever think about is yourself. You get in trouble. You embarrass us with all the crazy stunts you pull, and do I have to go on?"

Buffy shook her head, the shock proving too much. "No. Please don't."

"You're sullen and… rude and… you're not nearly as bright as I thought you were going to be…" He trailed off as he seemed to run out of insults. "Hey, Buffy, let's be honest. Could you stand to live in the same house with a daughter like that?"

A tear finally grew too heavy and rolled down Buffy's cheek. "Why are you saying all these things?"

Hank shrugged, a sad smile on his face. "Because they're true. I think that's the least we owe one another."

Now she couldn't help crying. More tears ran down her face, and she began to sniffle.

Hank tilted his head condescendingly. "You know, I don't think it's very mature, getting blubbery when I'm just trying to be honest. Speaking of which, I don't really get anything out of these weekends with you. So, what do you say we just don't do them anymore?"

She had no response to that. She could only stare at him in shock.

Hank patted her on the leg, shaking his head disappointedly. "I sure thought you'd turn out differently," he sighed sadly, and he got up and walked away.

Buffy just couldn't process this. Her own father had just casually rejected her in the cruelest way possible, and then walked off like it was nothing. She watched him walk away, the tears still pouring and unable to stop them. This was her worst nightmare come true. This was…

She stopped for a second. Her worst nightmare. She looked up again and saw the boy again. Billy Palmer watched her from across campus. They locked eyes momentarily, then he turned and left.

Fighting back the tears, Buffy got up and walked in his direction.

Seeing as how the school hadn't bothered with adding a shopping mall with a clothing department, Xander had to make do with his gym clothes. Clad in a red t-shirt and red shorts with the school's logo emblazoned on them, he followed Willow and Jesse to the library to seek Giles' wise sage.

"G-Man, I don't suppose you can tell us what the hell's going on?" Jesse asked hopefully.

Giles, unfortunately, didn't look up to dealing with their drama, looking around nervously at the stacks of books and papers. "Uh, she, she just stepped out. Her father came by early. He needed to talk to her." He trailed off when he finally registered Xander's appearance. "Where are your other clothes?"

Xander snorted. "Oh, don't I wish I had the answer to that question."

Jesse put a consoling hand on his shoulder while also trying not to grin. "Xander's clothes are MIA, so we had to improvise," he explained. Then, he leaned closer and whispered loudly, "In front of the whole class."

"Except my underwear."

"Yeah!" laughed Willow. "It was really…," she changed gears when she saw Xander's face. "… bad. It was a bad thing."

"'Bad thing'?" Xander repeated. "I was naked. 'Bad thing' doesn't cover it."

"Your undies didn't cover it much, either," added Jesse, trying to keep the tone light.

Willow shuddered. "Everyone staring? I would hate to have everyone paying attention to me like that."

"With nudity!" Xander continued ranting. "It's a total nightmare."

A moment passed between them, and Willow's eyes widened as she spotted the common factor. "Well, yeah Xander! I-it's your nightmare!"

"Except the part with me waking up goin' 'it's all a dream'. It happened."

But Willow continued her train of thought. "Like it happened to Wendell. That thing with the spiders? Wendell had a recurring dream about that."

Giles furrowed his brow, looking around the room as he followed her logic. "I-I dreamt that I got lost in the stacks and I… I couldn't read…" His eyes lit up. "Of course!"

Xander frowned. "Uh, our dreams are coming true?"

"Dreams? That would be a musical comedy version of this. Nightmares, our nightmares are coming true."

"But how? Why?" asked Jesse.

"Billy."

The three kids stared blankly at him, expecting more than that.

"Well, that explanation was shorter than usual," said Xander. "It's Billy! Who's Billy?"

"He's a boy in the local hospital. He was beaten. He's in a coma. Somehow I think he's crossed over from the nightmare world he's trapped in."

"That's a thing?" asked Jesse. "A little kid can just hex the whole world from his coma?"

Giles straightened his glasses in retaliation to the young man's mangled description of their situation. "Things like that are easy when you live on a Hellmouth."

"Well, um, we have to stop it," said Xander urgently.

"And soon," agreed Giles, already leading them towards the library exit. "Or else everyone in Sunnydale is going to be facing their own worst nightmares."

Buffy wandered aimlessly around the school grounds, the tears having finally slowed. To hear her dad say those things to her, confirming her very worst fears, proved too harsh a reminder that, for all her grown up responsibilities as the Slayer, she was still a sixteen year old child. Wrapping her arms around herself, she sniffled back some snot and glanced around for a distraction.

It came in the form of the small boy – Billy – walking down some stairs towards the gym. As the students poured out and walked past him without seeing him, she knew she needed to talk to him. He slipped inside, and she followed after him.

Stepping into the gym, she looked around until she spotted him sitting in the stands, staring vacantly ahead. Trying not to look too much like a scary adult, she gingerly approached him. "Billy?"

He looked at her for a moment. As he didn't run away, she took a chance and got closer.

"Are you Billy Palmer?"

"I'm Billy," he confirmed quietly.

"Why are you here?" He didn't answer, instead staring off into space again. Buffy sat down next to him. "Did something bad happen to you after your game?"

"Something bad?" Billy repeated. He pulled his hands through his hair, almost like he wanted to pull it out at the roots. "I, I don't remember."

Buffy gently prodded. "Do you remember playing baseball?"

"Uh huh. Yeah. I play second base."

"Are you 'lucky nineteen'?"

Billy looked at her. His expression remained fixed, but she saw fear in his eyes. "That's what he calls me."

"Who?"

"The Ugly Man. He wants to kill me. A-and he hurt that girl."

Buffy's mind flashed back to Laura and her bruised face. "Why does he want to kill you, Billy?"

Billy hesitated. "He's…" He faltered, his eyes widening.

"Billy, it's okay! What? Just tell me."

But Billy's eyes looked past her now. "He's here!"

Before she could even think, something clubbed her over the head, and she fell to the ground. A bit dazed, she looked up and saw the aforementioned Ugly Man – a tall, hulking figure in dark clothing with a bald head and deformed, burnt face. It had a fleshy club in place of one of its hands that put her in mind of a baseball bat.

The Ugly Man hit Buffy in the face, knocking her off of the stands and onto the floor. She quickly got up as he tried another swing and missed. She ducked a third swing, kicked him in the jaw with a high side kick and followed up with a spinning out-to-in crescent kick to his face. It didn't even faze him. He swung again with his club arm and hit her squarely in the back, knocking her into the stands. He swung again as she got up and knocked her legs out from under her, making her fall backward and onto the floor again. She rolled out of the way as he swung again, got up and quickly followed Billy, who'd wisely already gone out the door. Ignoring the pain in her leg, she limped away.

Once outside the gym doors, Buffy slid a discarded hockey stick through the door handles to slow the Ugly Man down. He pounded on the door as she leaned against it, knowing she couldn't stay there forever. She looked around, saw Billy and went over to him. "Billy!"

Billy looked at her fearfully. "I'm sorry, I can't help it."

"Who is he?"

"He's the Ugly Man."

Buffy glanced back at the shaking doors. "He's too strong! I can't fight him! We have to find my friends. They can help us."

Billy nodded. "We have to hide."

"No! He'll find us!"

"Yes, but we have to hide," Billy explained. "That's how it happens. We hide, and then he comes."

Willow swallowed down her fear as she came down some stairs. They needed to find Buffy to tell her their discovery, but with so much school to cover, Xander had suggested the four of them split up. Faster, but not necessarily safer. Did they never watch a Scooby-Doo cartoon?

She came down to find some commotion down the hall. Cordelia Chase – her hair frizzed beyond belief and looking terrified – was being dragged by some nerds into the chess club. "No! What are you doing! Hey, no! You don't understand! I don't wanna go! I'm not even on the chess team! I swear, I'm not!"

Willow smiled impishly at the sight Sunnydale High's resident mean girl getting dragged into Nerd Central Station. As the door shut, however, her joy ceased as she heard someone calling her name from the door to the basement.

Turning toward the voice, she went to the basement door, opened it and looked inside.

"Willow!" the voice shouted.

"Buffy?" she called down hopefully, starting down the stairs. "Hello? Buffy?"

Reaching the bottom of the steps, she looked around.

Deciding to lie to herself to ease her nerves, Willow spoke to herself. "I'm not afraid. You'd think I'd be afraid, but I'm not."

She'd barely made it ten steps into the room before a hand grabbed her shoulder and pulled her away as she screamed.

Jesse wrapped his arms around himself in the deserted hallway. He'd searched five classrooms for Buffy, but she remained unaccounted for. The longer he walked, the more distorted the hall looked around him. Almost as if the furthest end twisted due to some sort of structural damage. Frowning, he kept walking, but the hallway didn't feel any shorter.

Then, something in his mouth felt a little off. He made a face as if he'd sucked on a particularly sour lemon, and then, to his alarm, something cracked in the back of his mouth. Eyes widening, he felt something moving around across his tongue, and he held up his hand, spitting the object into it. A single tooth sat in his palm, perfectly pristine. He ran his tongue over the gap in mounting horror.

"Just a dream," he tried to reassure himself. "I mean, not a dream, but it's still sort of a dream."

When he closed his mouth, he felt the same sensation again, only this time, it happened at the front of his mouth, and he felt another tooth fall out. Horrified, he looked around for any witnesses, but all he saw was a conveniently-placed mirror that showed the empty gap where his front tooth used to reside.

"Oh crap," he gasped before taking a moment to calm down. "No, thtop. Jutht a dream. Jutht a – dammit!"

Pocketing his two teeth, he ran up the hallway in terror.

Buffy led Billy by the hand up a hallway, but the school seemed to be playing tricks on her. The hall that normally led to the library now seemed to lead to only more hallways. Then, instead of taking them inside, they walked outside.

"Could've sworn this went to the library," Buffy muttered.

She looked to see if Billy could help, but he saw a couple of students playing on the other side of the fence. Tossing a baseball between each other. Laughing and shouting. He stared at them, transfixed.

Buffy approached him, wondering if maybe he might be remembering something. The blank stare looked so… "They're just playing. What is it? What's bothering you?"

"Baseball," replied Billy. "When you lose, it's bad."

"Did you lose your game last week?"

Billy nodded. "It was my fault."

"Why was it your fault?"

"I missed a ball and I should have caught it."

Buffy frowned. "You missed one ball and the whole game was your fault? What, you were the only one playing? There weren't eight other people on your team?"

Billy shook his head. "He said it was my fault."

Buffy knelt down next to him, hoping to get some answers. "Who said? Billy, did he hurt you after the game?"

Billy looked at her for a moment, but then, he looked away again, not ready to say anything. "Can we go another way to find your friends?"

Buffy resisted the urge to sigh. She knew whoever put Billy in the coma formed some kind of basis for the Ugly Man coming after him. The boy would need to find a way to overcome his fear so he could face him, but she couldn't force him to. He would have to do that on his own. "Sure. Okay. We can go around the cafeteria."

She had just turned in the direction of school when the Ugly Man came in their direction and punched a student out, sending him crashing to the ground.

Buffy winced. "Bad idea!" She looked around frantically, trying to find a safe spot. Not a lot to choose from in all this open space. "Uh, this way! C'mon!" She pushed Billy ahead of her through some bushes. When they got through to the other side, they arrived in the cemetery, and it suddenly decided to be nighttime.

Buffy blinked to adjust herself to her new nocturnal surroundings. "What just happened?"

Billy looked around fearfully. "Is this where your friends are?"

"No, it's not." At least, she hoped it wasn't.

A show director pulled Willow through a door to a dressing room. She looked down fearfully at her new green kimono for the part of Cio-Cio-San, the title character of Puccini's opera Madame Butterfly. She had managed to work out that much information while they forced the costume on her.

"Man, I thought you weren't gonna show!" the director scolded her, making some adjustments to her kimono. "Aldo is beside himself."

Willow can hear the Emcee make his announcement on the stage. "Ladies and Gentlemen, we are proud to present two of the world's greatest singers!"

The audience applauded, and the director guided Willow onto the auditorium stage behind the curtain. "I hope you're warmed up," he whispered. "It's an ugly crowd out there tonight. All the reviewers showed up."

"All the way from Firenze, Italy, the one and only Aldo Gianfranco! And all the way from Sunnydale, California, the world's finest soprano, Willow Rosenberg!"

Willow could see this Aldo fellow onstage through the curtain, dressed in a tuxedo and holding out his hand to greet her. She backed away into the director. "But I… I didn't learn the words!"

The director responded by giving her a shove onto the stage, sending her stumbling through the curtains and bumping into Aldo. He shot her a look, to which she responded by looking terrified.

The applause died down, the spotlight shone on Aldo, and he began to sing the famous love duet from Act I that Willow had never heard of. "Bimba dagli occhi pieni di malia, ora sei tutta mia."

The spotlight moved to Willow, and she became stiff with fear and remained silent as she looked helplessly between Aldo and the crowd. Realizing she wouldn't sing, Aldo began again, and the spotlight shifted back to him.

"Sei tutta vestita di giglio. Mi piace la treccia tua bruna fra i candidi veli."

When he finished his bar, he gave her an annoyed look and stomped his foot. She still couldn't do it.

"My turn?" she squeaked meekly.

"Mm-hmm!" Aldo harrumphed back.

She turned to the crowd and let out a high-pitched squeak. Numerous murmurs come from the audience. Aldo, disgusted, turned away, leaving her to just quiver miserably.

Jesse finally decided to give up on making it down the never-ending corridor, and instead, he tried opening a classroom door to see if it would make a difference. Except, when he entered, he found himself not in an empty classroom, but a very busy fast food joint. He saw customers coming and going from the counter, placing their orders, and then taking their food to the tables and being generally rowdy and unpleasant.

Before he could try asking someone how he'd gotten here, a slightly-older man in a uniform grabbed his arm and dragged him behind the counter. "Get over here, McNally! We got customers waiting!"

Jesse balked. "Wait, what? Who? What'th…?" He trailed off as he realized he wore an apron and a visor now. Starting to panic, the other employee dragged him to the cash register.

"Get to work! We've got a busload of soccer parents coming in, and you know how they like to complain about everything!"

"But I don't work… here…," Jesse trailed off as he turned and saw the line of customers standing in front of him, all glaring at him with their rambunctious children dancing foolishly around them.

The first woman – dyed blonde hair, sunglasses and an oversized purse – said in a tight clipped voice, "Okay, listen up, I'll have a Number Four, no pickles, no onions, a Number Three, no ketchup, extra onions, a Number Nine, extra pickles, no onions, no mustard, and a Number Seven with everything but no bun. French fries with Four and Nine, tater tots with Number Three and apple slices with Number Nine. A large coke, two medium iced teas and a vanilla milkshake with no cherry. Do not make me repeat myself. Get to it."

Jesse stared at her. Then, he looked down at the cash register. None of the buttons had labels. In fact, the buttons didn't look remotely like they belonged on a cash register in the first place. He looked at her again. "Which one had pickleth, again?" he asked, wincing as he lisped again.

She heaved a severely put-upon sigh and removed her sunglasses at the same time. "I want to see the manager."

Meanwhile, in another part of the school, Xander seemed to be having better luck than his friends. He hadn't found Buffy yet, but he'd found several different chocolate bars that he liked. After the first two, he thought he'd just been lucky, but then, as he kept finding more candy bars, his 'weird radar' started going off a little. He figured he should be more suspicious, but he didn't want to ditch the chocolate just in case it really did turn out to be innocent.

He entered a hall full of draped hanging plastic, suggesting this part of the school needed construction of some kind. He saw some ladders, a few missing sections in the ceiling and a few hanging coils of wire.

He also spotted another candy bar on the floor – one that made him light up. "A Chocolate Hurricane! These are the best! I haven't had one of these since my…" He heard an incessant giggling coming toward him that made the grin fall off his face. "… sixth… birthday."

He looked around and saw a shadow come up behind another sheet of plastic, and a clown suddenly burst through. Xander screamed in terror as the clown held up a knife. He fell as he tried to get away and somersaulted backward into the next hall, crawling away fast.

Buffy kept Billy close to her side as they wandered the random cemetery. Astral form or not, she wouldn't let anything happen to the boy. She saw no sign of the Ugly Man, but she also couldn't account for the sudden absence of the sun, and the rest of the world for that matter.

Billy pointed straight ahead. "Look at this."

Buffy looked down where Billy looked and saw a freshly dug grave with an open pine coffin inside.

"I guess we're gonna bury someone," Billy murmured. "I wonder who died."

"Nobody died." At the new voice, they looked up in surprise. Standing behind, the Master grinned in the pale moonlight, his fangs glistening. "What's the fun of burying someone if they're already dead?"

Buffy almost took a step back in shock, but she managed to stay steady for Billy's sake. "You!"

The Master had no qualms with taking a few steps toward her. "So! This is the Slayer!" He tilted his head, taking her in. He nodded approvingly. "You're prettier than the last one."

Buffy glared. "This isn't real. Y-you can't be free!"

"You still don't understand, do you? I am free because you fear it. Because you fear it, the world is crumbling. Your nightmares are made flesh. You have little Billy to thank for that."

Buffy looked down, but Billy had disappeared. Dang astral plane.

"This is a dream," Buffy said firmly.

The Master's grin broadened. "A dream is a wish your heart makes." His arm shot out, and his long bony hand grabbed his neck. "This is real life." He pulled her around so her back was to the open grave. "Come on, Slayer! What are you afraid of?" He growled and bared his teeth, but he didn't bite. He threw her into the coffin at the bottom of the grave, and the lid slammed shut.

Slamming her fists into the lid, she panicked as she couldn't open it. "No! Help me!" she shrieked in the tight enclosed space.

But she could still hear his voice clear as a bell. "How 'bout being buried alive?" She heard his maniacal laughter as he started to shovel dirt into the grave.

"Somebody help me! Please! No! No! Please! No! No! No! Somebody help me! Please! No!"

In the hallway filled with more of the plastic sheeting, Willow came running through a door, still in her costume, being pelted with tomatoes. Squeaking, she shut it behind her and leaned against it, only to come face-to-face with a frightened-looking Jesse an apron.

"Are they gone?" he whispered.

"Is who gone?" asked Willow, wiping herself off.

"The customerth. They jutht kept coming… and coming… and they kept… wanting thingth… and I couldn't help them! And I've got thith thtupid lithp!" He showed her the missing space in his teeth, making her recoil in horror.

Xander came skidding up to them, disheveled and looking over his shoulder. "Did either of you find Buffy?"

Willow shook her head. "I had to sing! Very bad to sing!"

Jesse shakily got to his feet at the sight of his friend. "What happened to you?"

"Remember my sixth birthday party?"

Willow let out a laugh. "Oh, yeah! When the clown chased you and you got so scared that you had…" The smile left her face. "Oh!"

Bang on cue, the nightmare clown sliced through a sheet of plastic. Giving various cries of alarm, they started to run, almost colliding with Giles.

"No sign of Buffy?" he started to ask, only for the three teens to grab him and hustle him away. When he saw what they were running from, he mercifully joined in.

The end of the hall loomed, and, with nowhere to run, and also just tired of this crap, Xander turned on his heel, walked right up to the pursuing clown and just as it raised its knife to attack, Xander punched it dead in the face and knocked it out.

"You are a lousy clown! Your balloon animals are pathetic! Everyone can make a giraffe!"

To their surprise, the clown didn't get up again. It just stayed on the floor, out cold, allowing them to escape through a side door. They managed to dodge several other running students and teachers as the world around them seemed to fluctuate with energy and dark clouds.

Not that Xander noticed. "I feel good! I feel liberated!"

Giles eyed the running people around them. "You seem to be the only one. Things are getting worse. In a few hours reality will fold completely into the realm of nightmares."

"Well, what do we do?" asked Willow.

"The only thing I can think of is to try and wake Billy."

Xander held up his hand defiantly. "Uh, no, we can't leave without Buffy."

"But we've already thearched the whole school, Than-Man," Jesse lisped, trying not to lose his temper at his misfortune. "How the hell are we thuppothed to find her?!"

They looked at each other hopelessly until their eyes fell on an area of the school darker than the rest of it, despite not being in shadow. It contained a lot of headstones and monuments, and it looked altogether ooky and spooky.

"Excuse me," said Willow, "when did they put a cemetery across the street?"

"And when did they make it night over there?" added Xander.

They walk across to the cemetery, through a rift that took them there.

Jesse took in the various headstones. "Whothe nightmare ith thith?" he asked.

Giles stopped dead in his tracks before a gravestone that read: Buffy Summers 1981 - 1997. "It's mine," he said quietly.

They all gathered around the grave, staring at the freshly turned dirt in front of it, equal feelings of dread setting up camp in their bellies. This couldn't be real. They'd only known Buffy for a few months, each of them, but to see her name engraved in stone with her date of death made them all scared.

When Giles knelt next to the grave, however, they knew he felt the loss stronger than any of them.

"I've failed…," the Watcher mumbled numbly, his usual stammer gone, replaced with a heavy weight of grief and shame, "… in my duty to protect you. I should have been more c…," he briefly choked on the word, "… cautious – taken more time to train you. But you were so gifted. And the evil was so great. I'm sorry…"

The three teens gathered close behind him, respecting his grief but also trying to assure him that he didn't face this loss alone. He laid his hand on the fresh soil, as if hoping to make some sort of connection with her.

And then, a hand reached up through the dirt and grabbed his. Jesse and Xander barely reacted fast enough to tear him away as Buffy came up through the dirt out of the grave. They stared in shock as she made it to her feet and brushed herself off.

Giles almost allowed himself to feel relief. "Buffy?" he gasped.

She looked up. Her face now covered in lines, her forehead bulged, her eyes yellow, those two big horrible fangs…

Buffy coughed up some dirt. "I thought I was dead!"

"Buffy, your face!" cried Willow.

Buffy's hands flew to her face and felt the new ridges and bumps. Despite not being very expressive with 'game face' on, anyone could see the mounting horror in her yellow eyes. "Oh, God!" she cried, covering her face so they couldn't see.

Xander took a couple of steps toward her, hoping to reassure her. "Buffy…"

But she turned away, refusing to let him see. "Don't look at me!"

Giles finally recovered from his shock and approached from another direction. "You never told me you dreamt of becoming a vampire."

"This isn't a dream," Buffy reminded him from behind her hands.

Giles gently reached out and put his hands on hers, lowering them while she refused to look at him. "No. No, it's not. But there's a chance that we can make it go away. This all comes from Billy. Now, if we can only wake him up, I believe that the nightmares will stop and reality will shift back into place, but we must do it now! I need you to hold together long enough to help us. Can you do that?"

After a moment to compose herself, Buffy finally looked up at him, seeing the urgency in his eyes, but also the compassion and warmth. "Yeah. I think I can," she said at last.

"Thank you."

They both turned to face the other three. "Well, we better hurry… 'cause I'm getting hungry." And she set off in front.

Xander followed her, an uneasy expression on his face. "That is a… joke, right?" he asked.

Willow, Jesse and Giles brought up the rear.

"Are you sure everything will go back once he's awake?" Willow asked Giles.

Giles tried not to look too uncertain. "Oh, uh, positive."

"Well, how do we wake Billy up? What if we can't?" she continued worriedly.

Seeing the increasingly annoyed look on the older man's face, Jesse put an arm around Willow and hurried her along. "Will, let'th play the 'quiet game', 'kay?" he suggested.

Getting to the hospital didn't prove difficult in the dreamscape. Maneuvering through it proved during complete and utter chaos was much harder. They came running down a hall filled with panicking patients and orderlies, running around crazy nightmare scenarios played out. Screaming, shouting, fire, crows, insects, they all came at once.

Arriving at Billy's room, they found the doctor from earlier who'd shown them the young boy in the first place. He seemed to be one of the few people not freaking out. "Doctor!" called Giles. "Is the boy Billy still here?"

But the doctor turned around, his face full of horror. "My hands!" They saw now that his hands had fingers that stuck out at odd angles, the palms collapsed and rendered useless. He wandered away, still in a state of shock.

With no one blocking their path anymore, they hustled inside and found him still in his coma, exactly as they left him earlier. "What now?" asked Xander.

Giles looked lost for a moment. He hadn't thought quite that far ahead yet. "Um…," he fumbled before bending down to Billy. "Billy! Billy?" he called.

"That won't work."

They all looked up and saw Billy's astral form standing by the curtains, looking so scared and so tired.

"Billy!" Giles exclaimed. "Uh, Billy, you have to wake up."

"No. I told her. I have to hide."

"Why? From what?"

Buffy's voice carried urgently from the hallway. "From him!"

They all turned to the window to look, and they could see the Ugly Man skulking down the hallway, waving his club-arm around threateningly at them.

"Well, he'th a hanthome fella," lisped Jesse.

Xander was less snarky. "Aw, man, what do we do?"

Buffy remained in the hallway, glaring at the creature. "I think I know," she said before taking off her jacket. She didn't care if she had a face like a demon naked mole rat. She was going to go down doing what she did best – kicking bad guy booty.

Willow heard buzzing outside and peeked through the blinds to see giant black wasps flying over the town. "Whatever it is, it better be soon!" she called over the noise.

Buffy stood her ground as the Ugly Man lumbered in her direction. "Glad you showed up! You see, I'm having a really bad day."

The Ugly Man slammed his club-arm against the wall, making the plaster fall. "Lucky nineteen!" he growled.

Buffy pretended to be impressed. "Scary! I'll tell you something, though. There are a lot scarier things than you." She took two steps forward, her two fangs glistening in the fluorescent light. "And I'm one of them."

The Ugly Man stopped in his tracks and looked at her, apparently not expecting a vampire to face him down. She roared and ran to attack. She jumped on him, knocked him down and punched him twice in the face. She tried for a third punch, but he blocked her and got his foot under her stomach. He pushed hard, and Buffy fell backwards. She got up quickly and roundhouse kicked him square in the gut, making him double over, but he pushed her into the window of Billy's room and then threw her into the opposite wall.

He tried to punch her with his club-arm, but she ducked, and his arm slammed into a wall. She came up behind him and sidekicked him in the back. He slammed into her, knocking her through the door into Billy's room and against his bed. She got up to face him as he came in after her. He swung again with his club-arm, but she grabbed it and roughly brought it down, breaking it over her knee. He wailed in pain, and she bodychecked him into the wall, where he hit his head and slumped to the floor unconscious.

Everyone just stared at him, waiting to see if he just suddenly popped back up and bit their faces off or something.

Billy came out from his hiding place by the window. "I-is he dead?" he asked hopefully.

Buffy, however, held out a hand to him, not caring if she looked fearful enough with her game face on. "Come here, Billy."

Billy almost backed away. "I, I don't…," he started.

But Buffy still reached out to him. "You have to do the rest."

Reluctantly, Billy slowly came around the bed and over to the Ugly Man.

"What are they doing?" Willow whispered.

Giles gestured for her to be quiet. But Xander smiled grimly. "I get it."

"We all have our own clownth to punch," Jesse murmured thoughtfully.

Buffy took Billy's hand. He looked up at her. "No more hiding," she told him.

Billy looked down at the Ugly Man. Buffy let go of his hand, and he reached for the Ugly Man's neck. He peeled back his face and a bright light streamed out, momentarily blinding everyone in the room.

When the light faded, everything snapped back into place. The Ugly Man disappeared, leaving no trace he'd ever been there at all. Buffy's vampire face disappeared back into her normal face, standing perfectly safe in the sunlight pouring in through the hospital room's window. She ran her hands over her features, smiling with immense relief. Xander, Willow and Jesse all had their normal clothes on again, and Jesse's missing teeth had all grown back. He ran his tongue across them gratefully.

Even more importantly, Billy woke up in his hospital bed – groggy, squinting, but more or less okay. He looked at them all with a curious expression as they gathered 'round. "I had the strangest dream," he croaked, his voice and tone flat from underuse. "And you were in it, and you… Who are you people?"

They all smiled. He would be all right.

Remembering himself to be the adult in the room, Giles cleared his throat. "Let's get a doctor." He, Xander and Jesse made for the door, only to come face to face with a middle-aged man in a light gray hoodie and a baseball cap with a whistle dangling from around his neck. He reacted with surprise when he saw them.

"Oh! Huh. Billy's got company." He took off his cap uncomfortably. "I-I-I'm his kiddie league coach," he explained. "I come by here every day, just hoping against hope that he's gonna wake up soon. He's, uh, my lucky nineteen."

Buffy shared a look with Giles. Suddenly, she knew the inspiration for the Ugly Man.

The coach took a cautious step forward. "So, um, how is he?"

Keeping her expression neutral, Buffy stepped aside to show him. "He's awake."

All the color seemed to drain from the coach's face. "What?"

"You blamed him for losing the game. So you caught up with him afterwards, didn't you?"

The coach tried to look innocent, unaware that Giles, Xander and Jesse had all formed a wall behind him. "What are you talking about?"

Then, Billy sat up in his hospital bed, having recovered enough to make sense of everything again. "You said that it was my fault that we lost."

Realizing the pickle he'd put himself in, the coach tried fleeing, only to crash right into Jesse, who stood his ground, while Xander grabbed him by the jacket and stopped him in his tracks. The two of them with Giles held him in place while Willow pressed the nurse button to get help.

"It wasn't my fault," Billy continued. "There's eight other players on the team. You know that."

His strength weakened, forcing him to lie back down, but Buffy smiled all the same. "Nice going!" she said with a smile.

Billy smiled back.

Relieved to have that adventure over and done with, Buffy and her friends departed school for the day, still blown away by everything they'd seen.

"I just can't believe a kiddie league coach would do something like that," said Buffy.

"Well, you obviously haven't played kiddie league," pointed out Xander. "I'm surprised it wasn't one of the parents."

"This is why I stay away from sports," agreed Jesse. "You see what it turns people into."

Willow shuddered. "I'm just glad he's behind bars where he belongs."

Buffy grinned at her two guy friends. "But you two were kinda heroic, grabbing him and all."

Jesse chuckled. "Wouldn't call it 'heroic'. 'Just happened to be standing there, and he walked straight into me' would be closer."

Xander, however, puffed up his chest a little. "Hey, if she wants to label it heroic…"

Their moment was interrupted when they heard a car honk in the distance. They turned and saw Hank Summers – the real one this time – getting out of his car and waving at his daughter.

Buffy beamed and said goodbye to her friends. "Have a killer weekend, guys!"

"And you have a kill-free weekend, Buffinator," Jesse winked.

They waved goodbye as she ran towards the car and hugged her dad. They talked for a moment before smiling and getting in and driving away.

Willow gazed up at Xander. "Personal question?"

"Yeah, shoot!" he replied brightly.

Fidgeting, she continued. "When Buffy was a vampire, you weren't still, like, attracted to her, were you?"

Xander blanched, especially as Jesse grinned knowingly at him, awaiting his answer. To his credit, he did his best to deny it. "Willow, how can you… I mean, that's really bent! She was… grotesque! Jesse, am I right?"

Jesse shrugged playfully. "Oh, I dunno, with a little concealer…"

Willow gave a sympathetic look. "Still dug her, huh?"

Xander nodded pathetically. "I'm sick, I need help."

"It's all right, Harris. You're amongst friends," Jesse chuckled, putting an arm around him and guiding him away.