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Willow walked quickly through the cemetery her eyes darting toward every sound she heard. Her body was racked with shakes and her face was flushed. Withdrawal was a bitch.

It was late, almost one in the morning. She was coming from the campus library and had turned into the cemetery; taking the same short cut she took every night, the one she took before she gave up her magic, back when she wasn't helpless. It had been stupid to take the same path now, when not only could she not use her power but her body was also betraying her, it was so weak with fever and small seizures that she could barely stand up straight, let alone fight a vampire off. Cursing at her stupidity Willow hurried past the tombs, hoping she would not be stopped.

Halfway through the cemetery, near the Lasser family tomb, Willow heard laughter, almost hysterical giggling, coming from behind her. Slowly she turned around and saw several vampires walking her way. She could sense their demons and knew that they saw her. It wasn't a spell or any conscious act of magic. It was just natural talent, a talent that she could not turn off like a light switch like everyone seemed to think.

The vampires continued to walk slowly toward her, their bodies held arrogantly with a cocky air surrounding them. They had found fresh meat, a helpless girl, in the cemetery, at night. It was almost like people delivery. The vampires laughed at the pun as their prize began to run. They laughed more when she tripped and went down, hitting her head on a gravestone. Her body shook with a coming seizure as she sunk into unconsciousness.

The vampires eventually caught up to their unconscious prey. The leader, a tall man built like an ox with a scar running down one side of his face, put there by a whore he had trired to rape when he was human, barked orders at the others and a lackey picked the girl up and threw her over his shoulders in a fireman's carry. Two other's scurried around picking up her belongings, making sure no trace of her showed near the grave. She was a prime kill, one of the slayer's friends, the witch without magic, but they had to be careful or they would be dust before they could enjoy her.

Willow woke abruptly later that night, the sun was just beginning to peak out from beyond the trees, soft and pale it stretched its fingers over the tombstones where Willow had met her fate. Excruciating pain burned through her body as soon as she gained consciousness. Willow let out a long scream as she felt her blood flowing from holes at each of her pulse points. There was a vampire attached to her neck, one to each of her arms and two at her groin. She could also see several vampires waiting their turn at the Willow buffet.

Willow giggled hysterically at her thought and tried to pull enough power together to cast them away from her but she had lost too much blood and could not call on her magic. Slowly she felt herself drifting away into the swirly nothingness that was trying to surround her, shock, the blissful peace of shock and coming death, but another vampire bit into the fleshy underside of her elbow causing a new sharp twist of pain to Willow's already over sensitized body. A single tear fell down her cheek as she was wrenched from her peaceful state and then the leader, though not their master, even a weak Willow could recognize the lack of power in him, called each one to a halt. The other vampires stilled in their ravaging and looked up toward the scarred vampire standing a few feet away.

"The sun will be up soon, my people, go to bed. Sleep away from the sun's killing blows and tomorrow we will feed again. Leave this one with me." The vampire said. He waved his arms about his body as if he was on stage. As soon as he had finished each vampire licked their individual bites, stilling the blood with the coagulant that was in the pockets of flesh as an anti-coagulant was stored in their hollowed fangs. The vampires then left as one, like they were a part of a larger being instead of separate entities. They acted like a hive after being given an order by their Queen, or in this case king, and like a hive as soon as they were out of sight of their master, they broke formation, each one rolling their eyes at his overdramatizing.

Their leader watched as they filed past him toward their daytime resting places and then, when the last one had left the room, he turned his attention to the dying redhead who was wrapped up, once again, in shock.

"I am going to finish what my minions have started and drink you dry." He said to the inattentive girl. His voice was smooth as caramel, a contrast to his ungainly bar-room brawler appearance. "Then I am going to fill you up with my own blood and we will rule the night together."

Willow was not paying the slightest bit of attention to him. Her mind had realized the horrendous torture that was being committed to her body and had shut down. There is only so much pain a body can take before the mind takes over and allows no more feeling to come through. So when the vampire leaned his head down to her neck and bit into the pulse point over a nasty red wound that had just closed a few minutes before, she continued to stare incoherently at the ceiling. Immediately the blood swelled into his mouth and ran down his throat. He closed his eyes and whimpered in ecstasy. The blood of a witch was a heady thing. The blood of a witch as powerful as this one was like a high greater than any drug could ever give you. It made the vampire feel invincible and he continued to drink, his mouth and throat muscles working together to milk every last drop of blood out of her. Willow did not feel any of this, nor did she feel when he pulled away just before she took her last breath. Quickly he bit into his own wrist, forcing the blood to the surface and shoved it into her mouth. Willow didn't taste the blood that was flowing down her throat; she just clenched her muscles in an instinctive gesture and swallowed. The vampire pulled his wrist away and sat back on the heels of his feet, she'd had enough and he was beginning to feel dizzy, he couldn't afford to miss the opportunity to witness the human's death and the birth of his new queen.

Willow was trapped in a world of swirling white light filled with streaks of blues and greens and sunny yellows. She could hear nothing, and could feel nothing; all that existed were the swirling colored lights. As her heart quit beating Willow noticed a blue streak float languidly across her eyes, when her lungs stopped breathing she saw yellows and greens meet with the blue for a quiet dance. If Willow could have felt something she would have smiled but inside her head she felt nothing, a peaceful nothing.

Willow's dead body slept throughout the day, her sire had her moved into his private chambers and laid across his bed. Finally when everything was settled again and the stage was set perfectly for the next night, he lay down next to her and allowed the sunlight to push him under.

Willow woke the next night and looked slowly around the room she was in. She took note first of all the exits and then of all the brilliantly crafted wooden furniture and gorgeous Asian rugs that decorated the room that was obviously the backroom of a crypt. Finally, when she had seen her fill she looked in on herself. She felt for her heart to beat, a calming feeling that had kept her from panicking many times in highschool. When she couldn't feel it, Willow stopped and listened to her lungs only give the occasional breath. She no longer needed the creature comforts that she had been so attached to. Willow smiled; she was free.

Willow attempted to sit up in the large Victorian bed that she was lying in but she found that her hands were chained to the headboard. Willow heard someone enter the crypt and pouted her lip out toward the person who had walked in, her sire.

"Unchain me." She said. Her voice was matter of fact, as if she could not even fathom anybody disobeying her.

"I'm sorry, my queen, but it is not quite time for that."

"Unchain me." She said again, this time in a firmly authoritative voice as her face slipped into a vampiric, naughty version of her famous resolve face.

"No, now don't ask again." Her sire's voice was very firm and there was a slight tug deep inside her to obey him, she easily ignored it and rolled her eyes at him. Smirking at him in an expression that could have beat Spike's for amusement and hidden exasperation, Willow muttered a quick spell and the chains dismembered themselves, falling useless to the bed.

"Willow, my dear," He said in a soft voice full of untapped fury. "You will be my queen and we will rule but I am still king and you will obey me!" He walked quickly toward the red-headed fledgling and using his massive strength threw her back onto the bed. When she was once again chained down he stalked back to the opposite end of the room, readying for his part in the ceremony that would maker her his queen.

"You are weak." Willow said scornfully as she once again muttered the spell to unchain herself and stood up from the bed. Using the footstool, the bed was that high, she climbed gracefully down to the cement floor. She opened her mind and allowed his to roll through hers. He was over a century old and yet he still felt like a fledgling. He would never have the power she craved and in her mind, if he could no longer help her advance her power, then he was no longer useful. "You don't have even half the power I will have once I feed. You are a small, unimportant nobody, who will never get his fifteen minutes of fame even for turning me."

As she was talking, her voice full of strength and violence, she stalked closer to him, her hips swaying as if she were wearing six inch heels instead of the tennis shoes that were still on her feet. The vampire realized his mistake and began to back up away from the newly turned vampiress. After a few steps he ran into the wall farthest from both the door and sewer entrance. Smiling, Willow continued toward him as he tried to sidestep her all the way to the door. She quickly grew tired of the game though and with one leap had him by the throat, lifted off of his feet, and slammed back into the wall.

Frantically he screamed for his minions and like good little foot soldiers they came running. Willow had to hand it to him he had trained them well. Which was perfect for her because now she didn't have to take the time to do it herself. The nest of vampires threw themselves at Willow and she quickly held her free hand up to the small mob of the undead.

"Thicken." She called out and suddenly an invisible wall of particles was between her and them. She slowly winked at the vampires banging on the wall as if to break it down and turned back to her sire. Without a moment of hesitation she tore out his throat and buried her face in the blood, feasting.

The blood lust reared up inside Willow with a vengeance. She couldn't control it. So instead of wasting her time trying, Willow let out a small sigh and reveled in the warm blood flowing down her throat. Her eyes closed in ecstasy at its sweet taste and the feel of it running down her chin and onto her neck. Her hands dug into the vampire's throat pulling out chunks of flesh and sucking them dry of blood. She smiled wickedly into his frightened eyes as he attempted to struggle though his spine had been snapped and all of the nerves cut. A gurgling sound bubbled out of his mouth along with a small pool of blood. Willow ignored him as she ate. Her mouth now attached to the gaping wound searching for every last drop of blood. She drank long and deep, her attention never wavering. Eventually she felt him grow weak, his blood no longer flowed freely and his skin grew dry, less supple. Not quite satisfied Willow sat back and looked at the thing that had once been an immortal creature of super human power and was now barely more than a husk. As she gazed down on it, it burst into dust and scattered on an invisible wind.

Spike laid down on the sarcophagus in the middle of his crypt and stared blankly at the soap opera that was playing on his television. His thoughts were, as usual, on the slayer.

His mind danced from frustration and anger, to love, to sorrow and back again. He could feel her strong legs wrapped around his waist like a vice as he pumped into her but before the memory could turn into a full fledged fantasy his mind flipped to a more painful one. She never wanted to see him again. She thought him disgusting, beneath her, not even human. Well, the last part at least was true, and possibly the others too. Spike screamed wordlessly in fury and pounded his fists into the stone under him, cracking the top into spidery like veins identical to the rest of the sarcophagus.

Not able to sit inside feeling sorry for himself any longer Spike left the crypt in search of something he could maim and torture. Stomping through the cemetery Spike beat up on anything that wasn't human, he even found a stray dog he could feed on. Steadily, he worked his way through Sunnydale, methodically dismembering anything he could. Violence was a great stress relief.

It was well after midnight before he tired. When, he finally looked up to observe his surroundings he found himself on the Sunnydale campus for the first time in months.

What the hell am I doing here? Spike thought angrily to himself. He turned to storm off of campus and to head back to the crypt when a flash of pale skin and bright hair caught his attention. Was that Willow? He thought. Curious, Spike headed toward the sight. He had this nagging feeling that something was up.

Smiling happily Willow walked quickly through the quad on campus and toward her old dormitory. Her sire hadn't been powerful enough to sate her but she had a feeling about who would be. Quietly she stood to the side of the dormitory until she saw someone coming. Quickly she moved as if to buzz up to a room. The girl that had been leaving the dorm opened the door and let her in.

"Hey, Willow. Are you okay?" The girl asked looking worriedly at Willow's appearance. Her skirt and blouse were covered in mud and her hair was in tangles, a couple of dead leaves sticking out of it. Several scrapes were still unhealed on her face and a bruise was blackening over her jaw. Willow smiled sheepishly at the girl.

"I took a spill. I think I have a change of clothes in Tara's room. Do you know if she's up there?" Willow said brightly to the girl.

"Yeah, I think she is. She said something about a huge exam in psych on Monday." The girl said before walking out the door.

"Thanks!" Willow called after her before heading to the elevator. She reached the third floor and magically her smiled faded away to a trembling bottom lipped pout and her eyes flooded with tears that threatened to spill over, an Oscar winning performance in the making.

Willow knocked on Tara's door and waited a moment, she didn't answer. She knocked again, this time a little frantically. Again nobody answered. This time Willow pounded on the door, fearing that the girl had been wrong and Tara was not here but this time the door swung open and a disgruntled Tara looked out into the hall.

"Willow? Oh my, what happened?" Tara cried her expression now worried and a little panicky.

"C-can I come in please?" Willow asked in a lilting voice, thick with tears.

"Of course, come in. Where have you been? Buffy said you never came home last night." Willow stepped into the room and shut the door behind her, she was shocked by the lack of emotions she felt at seeing the person she loved most in the world.

"I was attacked, they knocked me unconscious. I don't know why they didn't kill me. Something must have scared them off." Willow said her voice still small and wavering. Tara turned from her.

"I'm go-going to call Buffy." Tara said and reached for the telephone. When her back was completely turned Willow's mask of fear faded away until it was blank, only her eyes revealed the anticipation that was running through her body.

"No, that's not a good idea." Willow said. Tara paused, her back tensing. Something about the voice made her nervous. She didn't know what but some inflection; some implied threat had her turning around to face her ex-lover. As the blonde's body turned Willow's game face slowly slipped into view. Tara screamed when she saw Willow's face and began to weave a spell with her hands in front of her body. Willow rolled her eyes and flicked her hand toward the girl. She went flying into the far wall, knocking down a shelf filled with candles, crystals and other Wiccan tools. Tara fell to the floor, barely conscious and moaning, staring up at Willow with horror in her eyes.

Willow slowly stalked her prey; her eyes were transfixed on the terrified girl. She had never felt such fear directed toward her. It was intoxicating; the smell of it invaded her senses and overwhelmed her. She couldn't get enough of it. Her only coherent thought was that she wanted more.

Having reached the girl, Willow bent down and took her lovingly into her arms.

""Love is hard, it rips you in two, but death, death is easy. It won't hurt, baby. I promise. I'll make it easy, it'll feel good. I always make you feel good, don't I?" Willow whispered softly. She stroked Tara's hair and smiled lovingly down at the girl that had made her so happy. A bloody tear ran down her cheek and fell, landing on Tara's terror stricken face as she realized that she no longer cared.

Tara began to struggle, fear lodged tightly in her chest as her best friend, her lover, whispered into her ear, describing her death to the last breath. Her struggles ceased though, once she was caught in the bright green gaze of her soon to be murderer. She lie still and trembling, not able to move. It was a silent death, a quiet tortuous death.

Willow walked out of the dorms an hour later, licking the excess blood off of her hands. As she walked magic slowly turned her mangled appearance to that of a dark vixen. Her skirt became black leather pants, soft and supple, her blouse faded into a long sleeved silk shirt opening at the front to reveal a belly ring and rose tattoo that hadn't been there a minute before, and her hair untangled and glistened, bits of dirt faded away from her body.

Spike watched from the bushes off of the brick path that Willow walked. He watched her transformation from a pathetic, hurt, little girl, to a goddess. In fascination Spike crept out from his hiding spot and followed her. What the hell was going on? Spike wondered.

Without hesitation Willow walked toward the magic box, where the rest of the Scooby Gang was most likely hanging out. She glided down main street in a walk so liquidly graceful that the street quieted and all turned to stare as she walked by. Magic danced at her fingertips and she threw out a ray of sparkling moonlight to fall over her and the crowd. Her power rose up and her demon suddenly slipped into view. She had never felt this wonderful, this connected to the darkness that surrounded her. She felt unstoppable.

Finally she reached the magic box and stepped inside, her human face once again disguising the beast beneath. She stood just inside and looked at her friends as they stood around the cash register staring down at some book. It was all so familiar, so oddly comfortable Giles spoke with an air of importance as Buffy attempted to listen and Dawn tried to sneak a glance at the pictures. Anya ignored them all and balanced the daily intake. The only one missing was Xander.

"Hey, Wills. You're looking exceptional this fine evening. Got a date?"

Willow turned to see the previously missing Xander standing next to her with a book in hand. His face was shining with happiness. It was a wonder what love could do to a man. It had changed him from a young boy who covered up his feelings with a joke into a man, responsible and intelligent; he was an integral part of their operation.

"Xander." Willow said. Her face changed back into the demon. Before her best friend had a chance to realize what had happened she reached out and, because she was still full from Tara, broke his neck. Soundlessly her one time love fell to the floor, a broken heap.

Willow stared down at the young man, curious to see what he looked like in death. His expression was so different from Tara's, while she was resigned and almost at peace when her last drop of blood and left her body, he was filled with the moment of surprise that Willow had allowed him and a slight disbelief that this was happening. It was interesting, almost worthy of a research project if she decided she was so inclined.

As she looked at the boy and contemplated researching the affects of death on different people (by killing as many as possible,) Willow felt as though she had just ended a part of her life that she once held dear. With that one act she could never go back to what she was. At one time she would have grieved, but now it was only a fleeting thought that barely registered in her mind. It was no match for the thoughts of power, death, and blood that were dominating her thoughts.

Then the screaming came and Willow lifted her head. Dawn stood slightly apart from the rest of them her eyes filled with horror as she stared down at Xander. Her screams pierced the night and caused Willow to flinch. The girl could almost break glass with that voice. Willow thought.

The rest of them looked up to see what was happening and slowly expressions of shock crossed each of their faces.

"What did you do to my Xander?" Anya said. Her voice was filled with accusation. "What's wrong with him? Xander, get up. Get away from her. Xander!"

"Willow?" Buffy asked quietly.

"Buffy," Willow smiled kindly. "I know you feel guilty right now, all sad and self-incriminating. But don't really. I mean it was your fault that I couldn't defend myself against a pack of blood thirsty vampires because I couldn't use my magic but it all turned out for the better. I'm better now. The magic no longer controls me. I'm its master and I'm more powerful than any witch has ever been." Buffy's eyes filled with tears and began to spill over. Her lips quivered, but her hand crept steadily toward the stake that was lying on top of the glass counter.

"I really don't think you need to have that. Freeze." Willow said immobilizing everyone, sans herself, in the store. She laughed quietly to herself and walked down the steps into the main section of the room. Her stride was strong and steady, all symptoms of withdrawl had disappeared and her pupils had darkened, drowning her eyes in pools of oblivion.

Buffy began to struggle in earnest when she saw Willow approaching Dawn. She forced all her slayer strength and stamina into her muscles, but they remained still and she realized that she was going to watch her best friend kill her sister.

"Willow stop!" Giles called, finding that he was still able to talk.

"Why?" Willow said in the mocking tone that she had adopted. She had reached the frightened teen and was softly petting her hair. "She's so pretty. And can you imagine all that power held up inside her. It's in her blood. Isn't that right, Buff? It's always blood. And now it's mine."

"You killed Xander!" Anya said in astonishment. "You can't do that! You're not supposed to."

"Would you just shut up?" Willow turned her head sharply and at her last word Anya's mouth closed tight, loose thread winding its way through her lips. The vampiress turned back to Dawn and pushed her head down to the correct angle. Slowly she bent and licked the girl, tasting the power she held through her skin. She opened her mouth and her fangs elongated, like little needles sticking out of her mouth. They pierced Dawn's skin and blood welled up in two big droplets. Dawn whimpered and tried to move back. Willow, who had now had a taste of all that blood could no longer contain herself. She drank heavily, swallowing as much as possible as fast as possible. She wanted to empty this girl of all her blood. She wanted to feel the power, fill her very being and then she wanted to destroy this town and everyone in it, starting with her precious friends.

Willow was lost in ecstasy, she heard nothing and saw even less. As she drank nothing penetrated her senses. She was no longer in the Magic Box and in a sense she still was. She was everywhere and everything yet she was not a part of it. She was outside it, above it. Then through the fog she heard that annoying bitch's voice, dragging her back into the real world.

"Xander!" Anya cried when the string sewn through her lips disappeared. Willow growled and turned from her meal. Blood dripped down her lips and she licked it off.

"I thought I told you to shut up!" Willow screamed enunciating the last two words. Anya felt her mouth begin to slam shut once again but the feeling dissipated. She continued to berate Willow for what she had done. Willow looked at the girl in confusion. What the hell had happened? Her magic had never failed her like this before.

"You have been using human magic." Giles said quietly as both he and his slayer began to fight their bonds. "You are no longer connected to the source that you once were. It's almost completely faded away. You are connected to something else, something dark. Your power comes from the dark." Willow closed her eyes and felt the pull deep within her. She could hear it calling to her. She could almost see it, taste it. It was there for the taking and it would make her more powerful then she had ever realized she could be.

"I can feel…" Willow started to say when she felt something go through her. Opening her eyes Willow looked down and saw the pointed end of a stake sticking out of her chest. Then the red headed girl who had once cried over broken crayons changed to dust and settled onto the floor.

Standing in her place was a blonde vampire still holding the stake. His gaze found Buffy's and he turned around. She was grateful, her eyes conveyed the feeling clearly but at the same time she would never forgive him for what he had done. He had killed her best friend and for that her love was closed off to him. Spike's head drooped and he was filled with regret and pain as he walked out into the chilly night air.

Inside the Magic Box the bonds broke and everyone fell to the floor. Buffy managed to pick herself up and ran over to her sister, who was passed out from blood loss.

"Call an ambulance!" she cried as she felt for a pulse. It was there, ragged and faint, but still there. Slowly she rocked her sister's body and looked up surveying the room. She watched through a haze of shock as Giles called for an ambulance, his glasses fallen forgotten to the floor. She saw Anya shaking Xander, telling him to wake up. He wouldn't, not ever. He was gone. Then Buffy's eyes settled on the floor, a few feet from where she sat, and finally tears formed behind her eyes.

"Willow." She whispered. And as the sound of ambulances cried in the distance she watched soft brown dust swirl out the open door and into the night.

The End
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The authors own nothing. Joss, UPN, WB, etc. own Buffy, the show, the characters, the places, and the backstory. The authors own any original plots.