DISCLAIMER: Buffy the Vampire Slayer is the property of Joss Whedon, Mutant Enemy etc. I just enjoy playing with the ladies.
ARCHIVING: Only with the permission of the author.

A Different Road
By AnyaRocks

Part 1 (The Crush)

Willow sat in the library with Xander, Cordelia, Buffy, Giles and Oz. Oz, oh yeah, the guy she'd been talking to but not yet gone out with, the guy she thought she could never get but now there was a problem.

Last night they were introduced to the new slayer, Buffy was bent out of shape needless to say but oh well. The girl was taller than Willow by a few inches, leather pants, boots, jacket and a revealing top that showed her well toned tummy off.

"So we're clear on what to do as to the number of vampires?" Giles had finished asking the group when Willow looked up having not a clue as to what was being said but did a good fake job. "Very well then, do be careful." Everyone stood to head for class.

Willow walked into the Bronze that night, not really into helping Buffy and Angel in whatever they were fighting. She sat down at a table barely noticing the fact that Oz and his band was playing. The reason for her not noticing was that Faith was dancing provocatively with a bunch of guys. Willow hung her head knowing this gorgeous brunette would never like her, heck she'd just realized she liked girls. Girls, oh Goddess, she began to grow nervous at the thought of what everyone would think.

She was so wound in her thoughts she didn't notice Faith walk up to her and tapping her arm finally was what brought her out of thought. "Red," Faith motioned to the dance floor. "Why you sitting here alone? Have some fun."

"That's ok, I was just," she looks at the floor.

"You wanna hang with me awhile?" Faith asks putting her jacket on. "I'm gonna do a sweep then get a pizza and see what's on the tube at my room."

"I thought you'd be slaying with Buffy." Willow said in a small voice as Faith laughed.

"She'd rather slay with the vampire. Big vamp deal going on and I'm not wet enough behind the ears G-man says." Faith heads for the door and Willow follows her catching the slight resentment in Faith's voice.

They walk down the street with Faith telling her about Boston, her training there and how men are only good for a quickie lay and nothing more.

A vampire with cloven feet lumbers out of an alley hissing Faith's name. She stands there frozen in her tracks and Willow begins to freak. Maybe she isn't ready, why isn't she doing anything, he's going to kill us or worse yet turn us. She thinks speedily in her head. "Faith do something!" She screams as he grabs her.

Faith's mind flashes back to this seven hundred year old vampire killing her watcher and her being unable to do anything but watch. She knew he was after her and planned to get here to seek help from Buffy. That's out, she thought. B and I didn't click from the get go. Now I have to stand here and watch him kill another. Hell with that, I'm the slayer now not B.

Faith catches him with a hard right and kick to the groin causing him to drop Willow. He lunges at Faith growling angrily shoving her into some bushes.

Willow had hit her head pretty hard when she hit the ground so just lay there watching. The punching, kicking and colorful banter from Faith was all different than Buffy's style. She had a rage to her fighting, a reckless attitude, and did she say something about a dead mother, Willow thought as the two fighters went sprawling across a lawn before Faith proceeded to pound on him like there was no tomorrow then finally driving the stake in.

She got up, dusted herself off and glanced at her arm which was bleeding before going to help Willow stand. "Thanks," Willow said shaking her head. "I'm ok, wow you fight different than Buffy, it's really cool."

Willow noticed the once dancing eyes of Faith didn't look so dancy anymore and she was very quiet. They walked a bit in silence with Willow trying to figure out what to say. Something told her Faith wasn't one to spill her guts and didn't like to be bothered when in these moods but she had to try.

Maybe if she showed her friendship and was able to keep her ever-growing crush in check they could be friends and maybe Faith would be her friend just cause she was Willow and not because she was smart, a computer geek or into magic. Then again, who was she kidding, no pretty, well hot looking girl who could have any guy in town would want to be her friend besides Buffy, and oh Goddess did I just think Buffy is hot, she thought. "Red," Faith said whistling pointing to the intersection. "You want me to just walk ya home?"

Willow's head quickly spun and wove around like it could mentally burst as she thought of what to say. "Um, well I'm kind of hungry and I'm sure you are too and, I would like to buy you a pizza to thank you for saving my life and maybe hanging out would help you relax." Good going Rosenberg, you always say to much.

"Sure," Faith said turning down the road that led to her hotel room which should have long ago been shut down.

After eating the pizza and cleaning up Faith's arm Faith got a quick shower while Willow browsed through the few TV channels available. She looked around the room as quietly as she could and saw Faith had very few belongings. Some clothes she knew would be drool worthy on the slayer, stakes, crossbow, sword, that was about it.

She wondered how it must feel to Faith to come here and see Buffy getting to live in a nice home, wonderful mom and have plenty of whatever she wanted.

As Faith stepped out of the shower she wondered how easy it would be to get Willow in bed. She'd always found that women were a much better time in bed. She felt something drawing her to the cute geek though and wondered if maybe bed was a bad idea.

Faith came into the small room and sat down on the bed next to Willow. "Sorry it isn't what you're probably used to. Not all of us have the luxuries the mega-slayer has." Damn it Faith, she thought, you just had to let your thoughts slip out.

"I've always wondered about all that," Willow said trying to relax and not stammer so much. "Your fighting is different, your personalities, the look in your eyes when you fight. It intrigues me and," Willow blushed back the thought of how sexy Faith looked, she had to be, hands down, the hottest girl in Sunnydale. Then her thoughts quickly shifted back to why was she thinking this about a girl.

"So is B right? We fought once together, she says I need to learn more, I'm not up to par. Not in those words but I know what she meant." Faith said opening a Pepsi and handing Willow one.

"No, I think you're a great slayer, maybe you have the edge Buffy has lacked in, she gets to emotional and you, well it's like a fighting machine who doesn't give a damn." Willow blushed again as Faith touched her hand.

"Do you always compliment girls this much Red?" Faith smiled as Willow grew more red and began to panic inside.

"I-I-I'm sorry I'll," Willow's insecurities had gotten the best of her and she got up to leave thinking she'd just made the biggest idiot of herself as she possibly could.

Faith, being a woman of few words, displayed her motto and quickly spun Willow around pulling her to her kissing her. It didn't stop there, after all the motto of the dark slayer is, "want, take, have."

Part 2 (Helping Faith)

Willow and Faith had been spending time together now for two weeks. They'd not yet told the scoobies, not to mention her parents, what was going on but Willow thought being as they were always together surely someone had a clue.

Faith hadn't yet talked much about her past, just that she came from a troubled home and her mom died. The one thing she picked up on is no mention of a dad.

She went into the library one night while everyone was out on patrol. Giles had long since given her a key to get in for emergency research plus the library was open for quite awhile anyway. A nice gift to the students from the school she suspected, or at least to her it was nice.

After a couple of hours coming up with nothing in some old news papers she headed for the computer lab. Jenny had given her a computer to secretly work on when she needed it, well not exactly given but she had permission to use it. Although Jenny was gone Willow still took advantage of her privilege with the key Jenny gave her.

She got her disk out that had the code for getting into the council's files and began. After a short time, what she uncovered, saddened and shocked her. The files read a very brief yet telling description.

Faith Davies

Mother Caroline, avid drug user, prostitute, kept Davies in the slums to meet her own needs.

Father Michael Walsh. Science major, in a family line of wealth, whereabouts unknown but he signed all rights to Davies off and paid her mother $5,000 to never contact him again.

It is our belief that although Davies shows promise as a slayer, she has the will, the fight, the attitude, she is also in need of counseling. Her inability to convey emotions is surely to cause trouble added with her inability to follow orders. We will keep a close watch on this one and terminate her powers if she bucks against the system to much in light of the death of her watcher especially.

We feel this slayer has the ability to outdo them all with her sheer determination power, but we feel her emotional trauma could hinder this. One of our annalists noted a certain rage in her eyes that chilled him to the bone when he pressed her on issues pertaining to herself.

Willow sat there staring at the screen for a moment before printing the document as Buffy came bursting in limping badly. "Will, those vampires did a number on us, we got them but as you can see I'm pretty banged up. I'm not sure about Faith, she's all close up girl so you might want to check on her when you go home." Without speaking Willow hands her the paper and Buffy reads. "Wow, she's in trouble isn't she. How can they just terminate powers?"

"I don't know," Willow says frowning.

"Well, she needs this counseling, Giles is right she shouldn't be slaying alone." Willow gives Buffy a disgusted look then leaves.

Faith is in her room cleaning up her cuts. She'd gotten banged up pretty good in the fight and she seems very angry as she recalls it.

Buffy and Angel had instructed her to stay behind, taking orders from a vampire she thought angrily. She'd stayed behind with Xander while Buffy, Giles and Angel went into the tunnel to scope out this group of vampires and hopefully find out why they were traveling in a pack as they staked.

So here she was, the now chosen slayer being forced to stand look out with Xander. Anyway she was doing as told but the vampires came out from a side opening and ambushed them. There were fifteen of them in all and several had grabbed Xander while around nine or so got hold of her.

She managed to get three staked after being pretty bloodied herself then went to aid Xander in his very fast down hill battle against the others. So then Buffy comes racing out shouting for her to get away, she'll handle it.

Faith's eyes fill with rage that burns down in her stomach as she recalls those words. "Who the fuck does she think she is?" She said aloud as a knock drew her out of thought.

She got up and opened the door anger still showing all over her face. "Hey Faith," Willow said holding out some ointment she'd picked up from the pharmacy along with a bag containing burgers and fries. "Buffy told me you got hurt."

"Oh I bet she did," Faith said angrily not knowing if she even wanted to let Willow in. She was probably with them and only hanging around to spy is what was running through her raging mind.

"Ok I can see something's bothering you," Willow said tentatively wondering if she should step inside or not. "I-I-well," she holds out the ointment for Faith to take. "I don't know what happened but, if you want to talk I am a good listener."

"Is that so? You gonna run back and tell saint Buffy what I tell you?" Faith moved her hand as if she were going to hit Willow but stopped just in time.

Willow felt uneasy, not knowing what Faith was capable of but she slowly pressed on. "No Faith I swear. I'm not here for that, I-I like you and I thought we, well I thought we had something. I guess I was wrong." Her face fell

"I'm the called slayer not B, so what does she do? She leaves me with Xander to get ambushed while her and fang-puppy play hero! They don't think I'm up to par, who the hell is she to decide what up to par is for a slayer? Who put her in charge? If I weren't here who would've been left with Xander, her? I don't think so somehow, he'd get in her way. Am I right Red?"

Willow tries not to show her fear as Faith only seems to grow more angry. "Yes you're right Faith." She says in a small voice trying desperately to think of something to calm the angry slayer. "She thinks she's the only one who can do this sort of thing. It's arrogant of her and I know you never thought that way. When you came you tried to work with her but she had to act all superior-slayer on you. I'm on your side Faith, please don't shut me out. I promise I won't double cross you."

Faith looked at the trembling redhead. She knew Willow hadn't told Buffy things they'd talked about, what little Faith had opened up about that is. Otherwise Buffy would have used it in one of their verbal wars. She also knew, she'd almost hit Willow, like her mom used to do to her and she never wanted to be that way. "Red," she says nothing more, just takes the ointment and walks into the bathroom pointing for Willow to sit down.

Willow sits waiting for Faith with all sorts of things running through her mind, should she stay, should she tell her what she found out, is Faith dangerous, but how can you leave someone you're falling in love with?

A tear trickles down her cheek as Faith comes back out and sits down next to her pulling her gently into her arms. "Red the deal is, I don't want to be mean to you. I just sometimes feel pushed into a corner and I lash out. My mom used to take everything out on me, the one she was supposed to care about. So I almost did that to you. See you were doing something good for me and I had to go and screw it all up She kisses her several times in an apologetic way stroking her hair then they get ready to eat..

Her mind flashes back to a time when she was about 13. Her mom is yelling at her, calling her a little bitch because she didn't get enough money from the streets to buy her a daily fix. Her mom strikes her across the face hard knocking her backwards and tells her she's nothing but a screw up, she has screwed everything up by just being born. It was then when Faith first felt something raging inside her, a surge of strength, power, like this wouldn't happen to her much longer. It was then when the slayer dreams that haunted her ever since she could remember picked up to almost a nightly basis.

It was two weeks later, her mom had hit her hard knocking her to the dirty hardwood floor in a house with a busted window and there was no heat. It was the middle of winter. Faith got to her feet and hit her mother hard, so hard it knocked her out. She walked out of the house and never looked back. She went to live with Sandra who'd been talking to her after school about demons and vampires as well as teaching her some marshal arts moves.

She lived with Sandra, trained hard, kicked her dope habit although still drank, for almost three years till she was killed.

Willow speaking draws Faith out of her thoughts as they finish their food. "Hey, are you ok? You zoned out on me."

Faith puts her empty wrappings in the garbage then lifts her shirt up. "See here Red?" She points to a scar running a good ways down her side. "That's where I got knifed trying to protect mom from a drug dealer she didn't pay." She points to another scar, actually two of them on her back. "Those are from where mom hit me so hard with a belt. She always called me a screw up ya know? So I used to cry at night when I'd be trying to sleep in the floor of the latest roach slum house we were in. When I was ten the tears stopped, they became anger, hatred and rage. So I'd get her money the best way I could and plan for when I was big enough to fight back. I did, I hit her hard, knocked her out cold then I left. So then she dies when I was fourteen, I didn't cry Red but I wanted to. That was my mom ya know?"

Willow sits looking at Faith as she talks not wanting to interrupt or comment for fear she'll close back up but sadness shows in her own face as she looks into the beautiful dark eyes of the slayer. As she finally gets to know the real Faith and so wants to help her.

"So when Sandra died, she had taught me I could care, but she died and I swore I'd never open up again. No one would hurt me again, ever. Then I get here and See prissy ass B who has everything I never got, all the things slayers couldn't have, then she treats me like a dog begging for a bone. See all that rage just built up and it almost exploded tonight Red. If it ever explodes I don't know what I might do but there will be no going back that much I do know."

"Faith, I want you to learn to trust me and if you help me, keep these uglies with fangs and such away from me, I'll be ok. I won't die Faith and I promise if you just care for me for who I am, not the magic girl, but the geek that no one likes, not the girl who makes herself be important to be liked but the girl who just wants to be liked, I'll care for you with all I have. See we both are looking for the same things, trust, love, stability, family. Since we can't get it with our own maybe we can get it with each other if you just try to trust me a little." Willow finishes speaking as Faith pulls her into her arms kissing her for a long time.

"I'll try Red." The make out session grows more intense by the second then the two make love till almost dawn.

Part 3 (Deception of The Worst Kind)

A tall, medium build, dark haired man with brown eyes hung up the phone and turned to his colleague who was sitting at a computer. "My cousin phoned me from Sunnydale. It seems her suspicions may have been right about the young wiccan girl who is very good with a machine." He spoke as the man stopped his work pinching his lips together in disapproval.

"Your daughter, the chosen slayer?" He asked in a concerned tone.

"It appears that someone from the high school tapped into the council's records and got my name. So I assume either Faith is looking for me or it's probably Ms. Rosenberg trying to do a good deed." Michael Walsh said rather angrily.

"Are you prepared to do what is necessary?" The other man asked.

"She's only carrying my blood type, she is nothing to me. She was created in a one night stand with a whore. I will not do anything to jeopardize our mission. As a matter of fact, I've got a plan in the works. I will tell you when it's safe to capture Ms. Rosenberg without any interference from my daughter." He finishes speaking walking confidently out the door.

Three days later, Willow is in the library with Giles looking at the paper she obtained from the computer. "Yes, this one is much more disturbing than that." He holds out another sheet of paper.

It is my observation that Michael Walsh is embedded in a secret government organization. Professor Walsh at UC Sunnydale has been in constant contact with him regarding the slayer [Faith] and the witch [Willow Rosenberg]. At my last writing they suspected Ms. Rosenberg of tapping into secret files and obtaining information. If you find this, I've most likely been killed but I thought you were the best hands to put it in.


Riley Finn

Giles looks at Willow and wipes his glasses. "You've got to tell Faith what you've done, her sole purpose must be to protect you so we can," Faith walks into the library and Giles stops speaking immediately.

"Hey Red," she gives her a kiss looking at Giles. "So where's the not so chosen slayer, off doing my job?" She hands Giles a sheet of paper and he reads.


You don't know me and for that I'm terribly sorry. My name is Michael Walsh and I'm your birth father. Your mother never told me anything about her being pregnant but upon coming across a paper which told of her death and a child I did some investigating.

I'm truly sorry of the life you most assuredly had to live but I want to do what I can now to make up for it. So I'm sending you this $500.00 check and a ticket to Arizona where I've lived for the last ten years. I hope you can come and we can get to know one another a little better.


Michael Walsh

"So I guess I'm out of here, B can have her precious throne back." Faith said looking at their faces which didn't show any happiness.

"You're just gonna up and leave me?" Willow asked, for a moment, forgetting the fact that the situation was becoming dire and only thinking of the fact that Faith was willing to walk out on her so quickly.

"There are more pressing matters to attend to," Giles said taking watcher tone rather than friend.

"Red, I'm not gonna leave you. I figured I'd go see him, he'd give me some money and I'd come back home or wait for you to come there. At any rate B will be happy." Faith said kissing Willow gently.

"Faith," Willow choked out. "Well, see I wanted to help you and in my quest to help, I sort of ran across some things then Giles ran across some things." Willow handed her the papers.

Faith read the papers twice over and it was evident to Willow and Giles the look on her face was not that of a happy camper. "You were messin' in my life and didn't bother to tell me? How long have you known this?" Anger rang in her voice.

"Faith, I was only trying to help." Willow said in a small voice knowing she probably should have tried to tell Faith from the beginning.

"Screw this," Faith says slamming her fist on the table making a noticeable crack. "So now I'm gonna have to go there and do something to a dad I never knew and you expect me to forgive you when you keep important stuff like this from me?"

Giles laid his hand on her shoulder to try and calm her but was pushed back hard as Faith turned and glared at Willow. "I'm gone Red, don't follow me."

She spun round and headed out the door with Willow following after her with meek protests from Giles.

As Faith walked rage boiled inside her. She thought her and Willow had something but keeping things like this from the one you're with was certainly no way to show it. All she could think was screw it all, maybe Willow was trying to catch her dad with Giles and she was used.

Her eyes went cold the only emotion showing in them pure and utter rage as she spun around to face Willow who'd ran to catch up to her. "I figured you all out." Faith yelled her head drumming hard with anger as she swung and Willow hit the ground. "Fuck you all!"

As Faith turned to go a firm hand grabbed hold of her. "It's not that easy Faith." Buffy said angrily punching her and was quickly met with a punch from Faith.

"Get out of my face!" Faith yelled. "I'm leaving, you all got what you wanted." She hit Buffy again.

"All of us but Willow!" Buffy yelled her fury coming out in her punches as the two women began a furious fight. "She gave her all to you, believed in you when none of us did and this is what you do?"

"Fuck that B!" Faith yelled finally wrestling her to the ground. "She withheld information from me, that's not giving your all to someone!"

Buffy glanced away from Faith noticing Willow was gone and immediately put up her hands in surrender. "I'm going after Willow. If you're going to treat her this way, you get out of town and don't look back or I'll kill you I swear I will kill you Faith!" She turned and raced up the street leaving Faith stand alone in the darkness.

A man shoved Willow into a van and sped up the road as another was on the phone. "Yes, she knows, but how it came out, we nabbed Rosenberg, we think Faith will come over to our side." He said with a sly smile before hanging up.

Part 4 (her greatest challenge)

Willow was taken into a small room where a man who looked much like Faith stood smiling. "Rosenberg," he stuck out his hand. "I'm Michael, and you're the one meddling in my business. Where'd you get that bruise? Faith has a temper I gather."

Willow refused to look him in the eyes and tried to be brave. "Faith and I will be fine, it's you that won't when she gets here."

"you betrayed her trust, that's not the right thing to do with a girl who has so much rage bottled up." He laughs taking out a notebook. "You're the one we're after anyway," he smacks her hard and then again when she tries to escape.

Faith stood at the airport waiting when a short plump man walked up to her. "You really are the image of your dad. He sent me to pick you up, he had some business to attend to." She follows the man to the car silently.

They arrive at a small home, picket fence, swing set where undoubtedly kids had played. This made Faith's blood boil. Here he left her, he could've gotten her out of those slums and taken her in to be raised better but if he was evil he may have known of her calling and wanted rid of her.

As they entered the living room she saw something, a jacket that was bloodied and it looked all to familiar. "He'll be in to greet you in just a minute." The man said turning to leave.

Faith held back her rage that was building up inside her, pulsating through her veins like a drum. She knew if she blew her cover to quick it could mean Willow's life and maybe her own. So she sat calmly on the couch, as calm as she could that is and waited for her father.

A few minutes later a man she knew had to be her father walked out. He looked the girl over and for a split second softened wondering all the what if, what could have been and so on.

He walked up to Faith tentatively extending his hand which she took as a smile slowly crept over his face. "I didn't see you get up, so I gathered you're a bit like me, not into the hugging deal."

"Not my bag," she said thinking of how to approach the matter and hoping Willow was all right. "So what's the deal here?" She said as he looked at her questioningly. "Obviously you're not on the side of the slayer and her calling to do the good fight."

"I was hoping we didn't have to get into that so soon. We barely know each other, a lot of lost time." He sat down as he spoke.

"Yeah well I like to know my options. It's obvious to me there is no room for two slayers on the good fight road so I need to re-approach life ya know? Hell all I got from those do gooders was the shaft, lied to, you know the drill I'm sure." Faith finished speaking trying to gage his body language to get a feel as to whether or not she was doing this convincingly.

"I can help you be the number one slayer of all times Faith. Although I trust you, my colleagues need some proof that you're really on our side so if you can do this you will be a plus to our fight." He hands her a drink. "You see our fight consists of catching demons too, only there is more to it."

"Give me my task, I'll prove it." She said resigned to the fact that she was going to have to play this out in order to get on the inside and find out what was going on all the while hoping ms. mega-slayer didn't find them and botch up the plan.

Willow lay in a half darkened room wondering exactly what was going on, why they wanted her, what was going to be her fate and so on.

Just as she thought they were going to do some unspeakable act to her or let her die of starvation the big door opened and Faith walked in with a tray of food. "Oh thank God, we've got to get out of here, I don't know what's going on but," she stopped collecting her thoughts. "Why are you bringing me food?"

"Cause you ain't going anywhere Red. You bunch of scooby losers have messed with my head for the last time. You got five minutes to eat this and the clock starts now!" Faith spoke as harshly as she could and found it wasn't hard. She knew and had told Willow there was darkness inside her, she just had to learn quickly how to use her rage for the good rather than evil deeds.

Willow's heart sank and a tear dropped from her eye as she wondered how she let this happen. It'd all started out with her trying to help Faith, to build a relationship and it was probably going to end with Faith doing something bad to her. She'd really blown things but there was nothing new there. "Faith you don't have to do this, I was only trying to help." Her lips trembled as she spoke and tried to eat.

A nagging feeling crept up inside Faith. She wanted nothing more than to scoop the redhead up and bust out of there but knew that probably wouldn't do either of them any good at this point. "Minutes are ticking down Red." She said. "No time for crying now, you fucked it up not me!" She let the rage of Willow keeping the secret from her overtake her long enough to strike the girl. "You messed up Red, this is all your fault now finish your dinner before I change my mind."

Doing this was hurting Faith deeply. She'd come to care a great deal for Willow and could see she was cutting the young lady to the core with her words and actions which displayed rage and hatred.

Michael and another man stood watching on a small screen. "It looks like your daughter is safely with us."

"I'd say so," Michael chuckled. "Now we can tell Maggie to get moving on the Sunnydale plans. The quarters are built I'm told."

As Faith exited the room having not looked at Willow's tears that fell, Willow thought of something. Faith had said now she had to go do something to her evil father. She wondered if this was all an act, if Faith wasn't really being so mean on purpose and smiled inwardly knowing she'd have to play along and hope her conclusion that this was all a show was correct.

Part 5 (The Initiative)

Two men heavily armed led Faith down a corridor that had been opened by a secret door in the house. Once they entered what she saw made her quiver inside. She had the feeling they were up against more than she may be able to stop on her own.

Lines of cages with demons were along the back of the room, a huge encased area was filled with tubes, machines and what looked like two robots. "We work for the military in part. The government has a secret demon hunting operation, so they can test them to see what makes them tick. Our end of it goes further, we wish to create an unstoppable army. One which will enable us to take control of the government and run this country as it should be ran. You came highly recommended." He finishes speaking pushing some buttons on a computer making a robot rise.

"So what's with the witch?" Faith asks cautiously not wanting to give herself away but realizing time is of the essence and she needed to move quickly.

"She has the brains to stop us. We'd like her knowledge inside one of these robots." The other man laughs. "So her brain is needed but she's disposable."

Buffy is pacing around the library frustratedly. "Giles, we haven't heard a thing from Willow. Obviously something terrible has happened and that psycho Faith isn't anywhere either."

"Buffy do calm down," he looks at her with a concerned look on his face. "I've received word from Faith actually. We've got to stop a head quarters from being activated or stop the use of it if it has been. Now, Willow will be all right. Faith didn't say where she was but I spoke to Angel and the three of us will be meeting after school at his place to come up with a plan."

Willow is sitting in the room they have her locked in when a man comes. "Ms. Rosenberg, consider this your last meal." He slaps her hard against the wall. "Don't think about trying any last ditch magic spell, your powers are useless here!" He kicks her in the stomach as Faith comes up behind him jerking him against a wall.

"You're out of line dude, they don't like just anyone roughing up the guest now go on and find something to amuse yourself with." The man leaves the room. "Red," without saying another word she smashes an amulet on the floor. "We've gotta move fast, they're gonna kill you in twenty minutes."

"Faith I'm not good with magic, I mess everything up, I-I-I," she has a frantic look on her face.

"I need a simple sound barrier cast like now then you're gonna have to run Red."

Willow frantically does as asked then Faith rushes off as she runs Willow rushes out of the room only to be grabbed hard by Michael. "She won't succeed, it's to bad she isn't the smart slayer and you will be dead by the time she finds you bitch!"

Faith rushes into the demon cage where three demons and a robot are ready to meet her. One of the demons rushes her with a hard kick as another grabs her left arm. She beheads one with the sword she holds in her right hand kicking free of the other. She drop kicks one to the floor jamming the sword into the other's gut.

The robot moves methodically towards her reaching out its huge steel hand. She ducks under the arm rushing into the room with the large beast following after. "It's party time," she shouts lighting three sticks of dynamite tossing them into the center of the room quickly ducking under the robot but only after it stabbed her in the stomach hard. She slams the door shut before the beast can get out as the room rocks with explosions.

Moving quickly, wincing from the pain of her badly bleeding stomach she kicks out a near-bye window barely escaping the now inflamed home.

Michael has Willow dragged out of his car in the woods. His cell-phone rings informing him the home including the secret quarters with all their materials, demons and in progress experiments are up in flames.

He backhands Willow angrily. "My daughter will regret the day she crossed me. You're going to die, I'm going to transport your brain in this solution to the Sunnydale quarters and we will start over little miss Wiccan-girl."

His rage looks like what she saw in Faith's eyes the night Faith found out what she'd secretly done as he hits her over and over again. Tears fall from her eyes till they can no longer fall and the world seems to be spinning as suddenly she feels nothing pounding on her.

She strains her eyes which are very blurred and sees Faith standing with her father held up in the air. He pulls a gun but Faith snaps his arm backwards before he can use it then she stares at him for what seems an eternity. "Red's the only family I have, got that asshole!" She shouts, her own eyes filling with rage as she plunges the sword into the man that fathered her.

Faith and Willow have walked quite a ways till they get to a cheap motel room. They pay, go inside, get cleaned up and are relaxing on the bed. "Red, I'm sorry I hit you and said all that stuff." She pulls the still shaking girl into her arms. "I was mad that night and am still a little bothered but ya know, no one's perfect and I'll get over it." She kisses Willow who returns the kiss happily. "I missed this Red," she says beginning to explore Willow's mouth sensuously as she rubs her upper stomach.

"Faith," Willow says trying to pull away. "You're cut pretty bad, it took forever to bandage it, um, maybe," Faith paying no attention begins kissing her neck feverishly.

"Quit being practical Red," she moves on top of Willow who is enjoying this way to much to protest any further.

What neither girl knows is that the explosion at the main headquarters triggered the alarms to self destruct at the Sunnydale plant and totally destroyed the place thus ending the Initiative and their evil plans for a time.

Willow awakes the next morning to the smell of food, hot food that actually smells like its worth eating unlike the slop her captives have fed her. "Hey Red, how you feeling?" Faith says bringing the tray over to the bed.

"Better than I look I'm sure," she frowns knowing she has to be badly bruised from the pounding she took.

"You look just fine to me babe." Faith says leaning down to kiss her sitting down the tray.

"Faith, what about the council threatening to take your powers and do we have to go back to Sunnydale?" Willow asks in a small voice as Faith begins to feed her breakfast.

"Red, I'm trying to do the romantic deal, all that is for another day, another battle, work with me here." Willow smiles up at her then relaxes so Faith can continue her pampering.

The End

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