DISCLAMAIR: All things Buffy belong to Joss Whedon, Mutant Enemy, and lots of people in expensive suits. Iím not making any money here, just trying to create a happier Buffyverse for my favorite characters.
AUTHOR'S NOTE: Adheres to Buffy canon up to "Who Are You?" Spoilers for S4 after (and including) "This Yearís Girl" and the Angelís episode "Sanctuary."† Many thanks to Val for the beta and encouragement.
ARCHIVING: Only with the permission of the author.

LearningCurve
By Rebelrsr

 

Chapter Nineteen

Willow woke slowly. Stretching and rolling onto her side, she tried to go back to sleep, but something nagged at her. The sun was hitting her in the face, but her bed in the dorm was nowhere near the window. Reluctantly opening her eyes, the young witch smiled. Buffy lay inches away, dressed in her fluffy cow pajamas. Raising her head to peer over the sleeping blonde, Willow saw that it was already after eight. She reached out with her senses, checking the locations of the others. So far, Joyce was the only one up and about. The elder Summers was in the kitchen. A slow smile spread across the young girl's face, and she slid out of the bed, careful not to wake her girlfriend.

She padded across the room, stopping right in front of the door. The witch knew she needed to copy the spell Tara had employed the night before. Testing her reserves, the young witch smiled. She was ready to go. Carefully drawing in power, Willow quickly completed the spell, warding and insulating the room. Turning away from the door, the redhead thought, Now, I wonder if Buffy has anything appropriate. She rummaged through the Slayer's dresser drawers, blushing at the sight of the blonde's impressive lingerie collection. With a triumphant smile, she yanked a lace G-string and a matching bra from the disordered drawer. It took seconds to replace her pair of sweats and T-shirt with the tempting underwear. A wave of uncertainty crept in during the short walk to the bed. Buffy looked so peaceful asleep, but years of being a Scooby told Willow to make sure she didn't let this opportunity pass by.

Shaking with a mixture of desire and nervousness, Willow went to the other side of the bed and climbed in. She scooted across the expanse, finally kneeling mere inches from the sleeping Slayer. A shaking hand tentatively reached out, stroking gently from Buffy's left shoulder down to her fingers. Growing bolder at the fuzzy feel of the sleepwear warmed by the blonde's body heat, Willow moved even closer, her knees just touching the other girl's stomach. The pressure of the caress increased with each repetition. After several minutes of this, Willow could see that Buffy was waking up. The aquiline nose twitched and she mumbled inaudibly. The witch nearly cheered when her girlfriend rolled onto her back, exposing more for the redhead to stroke. Although still impeded by the black and white spotted pajamas, Willow firmly ran both hands up Buffy's stomach to her breasts. The Slayer moaned and arched slightly. Expecting to see hazel eyes staring back, the witch glanced up from Buffy's body. No, the blonde was still mostly asleep.

"Buffy?" Willow said quietly. "Baby, I've got a surprise for you. Come on, sweetie, we don't have much time, and I want to play." She finished the last sentence with her lips brushing the blonde's right ear. Getting no response, she blew warmth breath into the opening before beginning to nibble the Slayer's earlobe. That finally got a clear reaction. This moan obviously had nothing to do with sleep. Letting go of the piece of flesh, the witch trailed her tongue along Buffy's neck, stopping to nip lightly at the Slayer's chin.

"Will? What – Oh, God…What are you doing?" Buffy choked out. Her breathing was heavy, interspersed with groans of pleasure.

Sitting back on her heels, the redhead glanced coyly at the panting blonde. "Why, Miss Summers, I thought that was obvious. I distinctly heard the doctor say you would need further medical care." She bent over, lips hovering over Buffy's. "Nurse Willow is here to take care of you." Not waiting for a response to her outrageous statement, she kissed the girl beneath her. Unlike their kisses at the hospital, there was nothing gentle or sweet about this. This was a rough, no-holds-barred expression of desire. The redhead's tongue plunged into the Slayer's mouth, sliding along her teeth before tangling with the blonde's eager muscle. Willow felt her wetness dampen the small patch of fabric between her legs and whimpered into the kiss. She pulled away just long enough to take a quick breath before diving back into another duel with the blonde's mouth.

Buffy gave in to the passion sizzling in her veins. Using Slayer strength, she grasped Willow by the waist and lifted her. The move pulled at the damaged muscles of her back, but the Slayer knew the slight discomfort was worth the results, when she settled the redhead astride her body. Yanking her head away, breaking the voracious kiss, the blonde panted. She turned dazed hazel eyes to the passion-dark green ones above her. "Will, I love you." The normally confident blonde hesitated. Shyly, a blush climbing up her neck and face, she said, "I- I haven't ever…"

Pressing a slim finger to the other girl's lips. "Shh, baby. I promise, this is the easy part. And," she flashed an impish smile, "I haven't ever, either."

Eyes widening at the admission, Buffy took a long look at the redhead seated on her stomach. Rumpled red hair fell across Willow's forehead. The freckled face was flushed, sweat gathering at the hairline. Continuing her slow evaluation, the Slayer tried to swallow in a suddenly dry throat. "Hey, baby, the lingerie looks a bit familiar."

"Well, I wanted to make sure I was properly dressed for my patient," Willow slid lower until her wetness pressed against the crotch of Buffy's pajamas. Both girls groaned at the contact. "Do you like it?"

"Oh, God, you can't tell?" Buffy panted. "Please, Will, help me out of the cow jammies. I need you to touch me."

The redhead scrambled from her perch and started to undo the buttons on the front of the Slayer's sleep shirt. It took far too long, but she finally slipped the spotted top off Buffy's shoulders. She sat transfixed at the sight of Buffy, topless, stretched out before her. "Oh, Goddess, Buffy. You are so beautiful." She forgot all about removing the matching pants. Stroking tentatively over one hardened nipple, the witch smiled in satisfaction at the hissed encouragement she received for her efforts.

Not wanting the other breast to feel neglected, Willow leaned down and slowly ran her warm tongue over the puckered nub. The Slayer arched violently at the contact. "Yes. Please, Will…"

"It's OK, baby. I'm right here. I've got you," the redhead murmured against her new toy. A wicked glint entered her eyes. Renewing her caresses, both oral and manual, Willow drove the blonde's desire higher. Knowing Buffy was too far gone to notice the change in sensation, Willow right hand slipped beneath the drawstring of the pajama pants while the witch continued to stimulate the smaller girl's breasts.


Faith stared at the blonde witch in exhaustion. Sweat dripped off her trembling body and the Slayer was devoutly glad she wouldn't need to move for several hours.

"Wanna go again?" Tara smirked at the useless mass of Slayer next to her.

The brunette didn't try to formulate an answer. Conserving the last of her energy, she simply shook her head. "Hmmm. Too bad. But, I suppose I should let you rest. You have a big day ahead of you."

"Oh, hell, Blondie. That's just some demon ass-kicking. Doesn't matter if he's some overgrown science experiment. I think I just had my 'big day' right here."

Laughing, Tara scooted closer to the younger girl, wrapping her securely in her arms. "You doing OK, sweetie?"

The brunette thought a moment before answering. Her voice lost its usual innuendo-laden cant when she said, "I've never been better, Tara." She smiled a bit when the witch's head came up at the sound of her full name. "You're pretty amazing, Witch." The Slayer lazily tucked blonde hair behind the older girl's ear. "How about you, T? You didn't let me scratch your itch more than a couple of times. You sure that's enough?"

Surprised at the concern evident in the husky voice, the blonde quickly answered, "I'm big on quality, not quantity, Slayer. You scored big in the first category, sweetie." She brushed her lips over the soft skin of Faith's shoulder. "We should probably get some sleep, Faith," she commented quietly.

"True, Blondie. You need to recharge your batteries before we find Adam."

Relaxing against the Slayer's warm body, Tara nestled her head onto the other girl's shoulder. As sleep tugged at her, the witch murmured just loud enough for the brunette's sensitive hearing to pick up, "I know we rushed things a bit, but, please, don't leave until we have a chance to talk." A yawn broke off the statement. Finally, several heartbeats later, the blonde whispered, "I love you, Slayer.

Faith closed her eyes at the quiet declaration. Tears trickled slowly down the sides of her face. Finally regaining some semblance of control over her raging emotions, the Slayer tenderly kissed the blonde head resting on her shoulder. "Ah, Blondie. I'm not worth your love."


A sharp knock yanked Tara from sleep. "Girls, breakfast is ready," Joyce's voice came through the door.

"Hell, Blondie, I thought you said you blocked the noise in this room." The Slayer's normally husky voice squeaked endearingly on the last words.

Muffling her laughter against Faith's smooth skin, the witch realized she had never been happier. Bringing shining eyes to meet the sleepy chocolate ones above her, the blonde explained, "The spell kept our sounds from disturbing the rest of the house. But, we needed to be able to hear outside noises in case something was wrong." Stretching and slowly untangling from the covers, Tara slid from the bed. Looking down at the younger girl, she couldn't resist the pouting lips. Sitting down on the edge of the bed, she initiated a gentle exploration of the other girl's mouth.

Faith's hand slid through her hair, tugging her in closer. The Slayer tried to deepen the kiss, drawing the witch's body onto her own. But the blonde's hands flattened against her chest in clear refusal. Body humming with desire, she moaned, "What the hell, T? What's wrong with morning sex?"

Tara managed to keep her reaction internal. Despite knowing the Slayer wasn't ready to become emotionally involved in a relationship, it still hurt to hear their tender lovemaking referred to as sex. "Nothing wrong with it, sweetie. But Mrs. Summers and the gang will be heading downstairs for breakfast. We need to join them." She poked the concave stomach she leaned against. "I'm sure I heard this beast roar not too long ago." She pushed herself off the bed again, offering her hand to the prone brunette. "Come on, let's throw on some clothes and join everyone. We can shower after we eat."


Buffy and Willow were just emerging from the room down the hall when Tara and Faith headed to breakfast. The older witch noticed the power draining from the other room and couldn't restrain a bark of laughter. "Good morning," she greeted the other couple.

"Hey, Tara," Buffy said. The senior Slayer looked much better than the day before. "You guys sleep OK in the guest room?"

The witch felt Faith begin to answer, but Willow's voice broke in. "Oh, I'm pretty sure they managed just fine, baby." Green eyes stared fixedly at the bruises and teeth marks visible above the collar of the younger Slayer's shirt.

"Now, look, Red-" Faith began.

"No, Faith. It's OK. Will, I thought you were over this," Buffy commented. "Do we need to go back into the room so I can remind you who your girlfriend is again?"

Willow blushed furiously at the question. "Ah, no, no, we're good. Sorry, Faith," she mumbled.

Chuckling, the brunette slapped her sister Slayer on the back. "Gonna have to show me how you do that, B. Blondie here doesn't seem to understand whose supposed to be in charge."

 

Chapter Twenty

The four girls clattered down the stairs, laughing at Tara's reaction to the brunette Slayer's comment. "C'mon, T. I didn't mean nothing, honest," Faith pleaded. She absently rubbed the spot the blonde witch had smacked.

"Oh, you're not getting off that lightly, Slayer," her witch threatened.

"I'd watch out if I were you, Faith," Buffy joked. "Tara sounds really scary."

The younger Slayer snuck another glance at Tara. Despite the glower twisting her features, the blonde's blue eyes sparkled with laughter. She winked when she caught Faith peeking at her. Relaxing, the young girl told the other Slayer, "She is, B. Damned if the witch didn't tie me to the bed and have her wicked way with me."

"Faith!" Tara smacked the brunette on the same arm she'd punished earlier. "Would you please just stop!"

Buffy and Willow were leaning against each other, giggling madly as the quartet burst into the kitchen.


The group sobered quickly once they sat down to breakfast. Game faces replaced gaiety as the Scooby gang prepared themselves for battle. "OK, guys, what's the plan?" Xander asked.

"Yeah, B, what's the plan?" Faith seconded.

The older Slayer frowned. "Well, we need to find a way into the Initiative," she began.

"Hey, baby. This isn't really my area of expertise. How about I clean up while you masterminds make your plans?" Willow wrinkled her nose. "It was nice to have clean clothes and get some sleep, but I haven't showered in a couple of days."

"Wow! That's what that smell is." Xander grinned goofily.

"Sure, Will. We'll just hammer out some details and get the equipment together while you shower." Buffy hesitated. Blushing slightly, the blonde dropped a quick kiss on her witch's lips. "Don't be long, OK?"

Nodding, the redhead hurried from the kitchen and jogged up the stairs.

Once her girlfriend had gone, the Slayer turned back to the gathered Scoobies. "It'll be easiest to get in through Lowell House. There's an elevator from the main floor of the house into the lab."

"Buff?" Xander raised his hand as if he were in school. At the blonde's questioning look, he said, "Elevators are a big security risk. I'm betting they'll have locked the controls and made the cars inaccessible."

The Slayer stared at her friend in shock. "It's really the only way in, Xan. The sewer entrance was sealed off a few weeks ago."

"I brought some climbing equipment," Giles put in. Seeing the gang looking at him, he explained, "I thought perhaps we might have to climb down one of the old access tunnels under the University."

"Whatever the reason, G-Man, it was a nice save." Faith smiled at the older man. "What about once we get there?"

"We sneak into an armed military base to a super secret lab and kick Adam's ass," Buffy summed up.

"Right up my ally, B."

"OK, then. Let's get moving." Buffy led the gang out of the room. The weapons chest in her bedroom closet yielded several stakes, a hand axe, and a couple of short swords. Carrying the arsenal back downstairs, the blonde Slayer dumped her armful into a large duffel bag. Giles added a large gourd, a spell book, and what looked like mountain climbing gear.

Faith stepped up and grabbed the heavy bag, looping the strap over her head and shoulder. "So, once Red comes back down, what's next?"

"I'm here, Faith," Willow said from the bottom of the stairs. "Now we go find Adam and explain that you don't get to beat up on my girlfriend without the Scoobies returning the favor."


Buffy opened the door to Lowell House and waited for the rest of the gang to join her inside. Usually, the faux frat house teemed with off duty soldiers pretending to be college students. But the large house was eerily silent and empty. "OK. The entrance to the underground base is this way." She walked quickly through the main room and down a hallway. Stopping in front of a large mirror, the senior Slayer turned to face the six people committed to the fight.

"OK, guys, game faces. We're going in." She lashed out with a booted foot, shattering the mirror. Behind the broken glass lay an empty elevator shaft.

Faith dropped the duffel bag on the floor and quickly unloaded the climbing ropes and gear. It took a bit of Slayer strength to mount anchoring pitons in the floor of the hallway, but the gang quickly kitted out after that. Faith and Willow were the first two to begin the descent into the Initiative. The brunette Slayer was nervous as they rappelled slowly into the dimly lit shaft. It was too dark to see the pair of climbers above them.

About halfway down, the redhead's foot slipped from the wall, and the witch squeaked as she banged into the side of the elevator shaft. Faith reached over, gripping the line tightly, making sure Willow didn't continue to swing. After a few attempts, the older girl managed to get both feet planted firmly against the wall. Glancing at her companion, the junior Slayer asked quietly, "You doing OK, over there?"

"Super. What was I thinking using stairs all this time?" the redhead responded.

A few more minutes passed in uncomfortable silence. "Red… I mean, Willow?"

"No, really, Faith. It's not as scary as I thought." Willow had a death grip on the line in front of her and panted slightly from the exertion.

For just a second, the Slayer contemplated remaining silent. "That's good. Um, but it wasn't really what I wanted to talk about." Seeing the wide-eyed look the witch was giving her, Faith concentrated on her boots as they scrabbled for purchase on the slick surface of the wall. "I just –" She blew out a frustrated breath. "I just wanted to say I'm sorry. I hate how messed up things got last year."

Willow opened her mouth to respond, and the younger girl braced in anticipation. "Ya know, Faith, it wasn't entirely your fault."

"Huh?"

The redhead giggled at the look on the Slayer's face. "Don't think I'm letting you off the hook, though. Still mad, here." Unwisely, the young witch took her lead hand off the fixed rope and waved it at the other girl. Realizing what she'd done, Willow paled and quickly returned the errant hand to the rope. "Being held at knife point and threatened isn't something easily forgotten."

Faith basked in a tiny bit of hope. So Red might be able to forgive me? Maybe she'll stop trying to turn me into a crispy shell? "Yeah. About that whole knife scene…It wasn't anything personal, really. I wouldn't have killed you."

"Could have fooled me."

"It was supposed to, Willow." Damn, Red always did push my buttons. Taking a deep breath, Faith continued, "Look, the Boss was getting real unhappy with you. I knew B was gonna come after you, so I was tryin' to make sure none of the Mayor's bully boys tried to do the Boss a favor by killin' his biggest headache."

The usually talkative redhead was silent for a minute, thinking about the explanation. "OK. Maybe I could have misinterpreted the whole thing with the knife. But what about the big fight with Buffy? You tried to kill her," she accused, furious at the memory.

If the brunette had had a way out of the elevator shaft, she would have disappeared. "About that…well, see, I…" This wasn't as easy to talk about. "Ah, hell, Red. I wasn't any threat to your girlfriend," she finally blurted out. Knowing she had to say this before her brain convinced her to shut up, she rambled on. "The reason I knew B was throwing the fight in the Church was because I'd done the same thing that time at the apartment. I'd hit bottom so hard, Red, I wasn't sure which way was up anymore. Right or wrong, I got B so mad 'cause I wanted her to just help me stop the pain. I fucked everything up from the time I got off the train in SunnyD. That night on the roof, I was hoping to get B to kill me." A single tear slipped down her cheek as a vision of Buffy's face, twisted in anger, filled her mind. "She stabbed me, but it wasn't enough to finish the job. And, when the knife went in, I knew I couldn't let her kill me. She wasn't a murderer. I jumped off the building on my own."

When Faith fell silent, Willow mulled over the younger girl's story. There was a small part of the witch screaming, She's lying. You can't trust her. The larger part that was just Willow, friendly hacker and novice witch, finally looked at the events of her senior year in high school and saw that none of the Scoobies had been blameless. She relinquished her hold on the lead rope, and grabbed the Slayer's nearest arm "Faith, all of us help screw things up last year. I-I don't know that I can forget, but I think forgiving is an option." The relief in the younger girl's brown eyes caught Willow by surprise. Needing to reinforce her message, she awkwardly leaned over and caught the brunette in a tight hug. Unfortunately, releasing the fixed rope with both hands sent the entwined girls hurtling down the elevator shaft.

"Falling now," Willow stated unnecessarily. Adrenaline surged and she sought a spell to keep both of them from certain disaster. Finding an incantation that seemed helpful, the witch began to chant as her sneakers touched the floor. A little deflated that she hadn't gotten to save the day, she snuck a glance at her companion. The junior Slayer still seemed shaken; although, Willow wasn't sure if that was from the fall or the earlier discussion. Launching herself across the tiny space, she latched onto the brunette.

After stiffening at the friendly attack, Faith gingerly returned the embrace.

Seconds later, Tara and Buffy joined them at the bottom of the climb. Tara smirked, seeing her Slayer's unease at the hug. The senior Slayer decided it was time for a little payback. "So, Faith, what's with snuggling with my girlfriend?" she growled.

"Oh, ah, hey, B. It was all Willow. She just kinda grabbed me." Silently cursing, the brunette tried to move away from the clinging witch. "Look," she tried waving hands and arms trapped beneath Willow's. "No hands in inappropriate places. I swear!"

"Oh, I'm not worried about that. I was a little upset you didn't ask me to join in." Buffy grabbed both girls in a crushing hug.

Xander finished his descent and couldn't help staring at the group hug. "Um, Tara, what are they doing?"

Shrugging, the blonde witch answered, "I'm not sure. I thought maybe it was a pre-battle ritual. I'm kinda new at this Scooby stuff."

The trio of Scoobies broke apart as Giles and Joyce dropped to the ground. The blonde witch couldn't stop a slight smile at the confusion and tentative happiness surrounding the Rogue Slayer. The gang gathered around the closed elevator door leading into the Initiative. Using pry bars, the men grunted and strained to gain access to the government facility. Finally, Xander managed to slip the bar between the doors, slowly opening them.

"OK," Buffy addressed the group. "We stick together and everything should be fine. Everybody ready? The doors shifted suddenly, widening the gap. "Let's," the Slayer stared at the row of automatic weapons held by soldiers in the open doorway, "do this."

 

Chapter Twenty-One

The Scoobies marched through the base labyrinth of corridors under heavy guard. No one said anything, but Tara could sense the rising fear from the others. She glanced at the brunette Slayer at her side. The teen looked bored to death at the situation, walking with hands stuffed in pockets. Under the surface, however, Faith was a seething mass of anger and fear. It was a scary combination given the girl's history. Moving closer to the Dark Slayer, the blonde witch surreptitiously took the other girl's hand.

Faith tensed, but didn't pull away. Finally, they were led into a large room filled with computers, wall-mounted display screens, and a handful of military personnel. Their "escort" stopped in front of a conference table strewn with papers and maps. One of the guards tossed the duffel of equipment onto the table, and the older man waiting there opened it.

As he pawed through the weapons and climbing gear, Buffy said, "Colonel-"

"Shut up," the man snapped. "Do you and your friends think you can just keep sneaking in here?"

"Colonel, you have to listen to me," the blonde tried again.

"The Corps isn't in the habit of letting civilians waltz into its installations brandishing weapons," he pulled a handful of stakes from the bag, "and…" He hesitated. The next item to emerge from the duffel was the gourd for the spell. "What the hell is this?" he demanded.

"It's a gourd," Willow offered.

Giles mumbled, sounding embarrassed, "A magical gourd."

"What kind of freaks are you people?" the Colonel asked. He put the gourd down and stared at the group.

The situation proved too much for the younger Slayer. Tara had been too focused on the byplay to anticipate her companion's actions. Faith took two steps before the guards stopped her with raised guns. Still, the brunette was beyond caring. Glaring at the man in charge, she sneered, "We're the freaks that are gonna save your pathetic asses."

Examining her closely, Colonel McNamara said, "Oh, you're the other one – the other Slayer." He smiled unpleasantly. "Aren't the Sunnydale police looking for you? Murder, isn't it?"

A low growl burst from Faith' throat.

"Colonel," Buffy interrupted, trying to salvage the situation. "Adam is here, in the Initiative."

"Nice try," he responded, still locking eyes with the furious brunette Slayer.

The senior Slayer rushed on. "Those overcrowded containment cells – courtesy of Adam. He's pulling a Trojan horse on you, just waiting-"

"Every inch of this installation is under constant 24-hour surveillance," the Colonel retorted. He moved to tower over the diminutive blonde.

"Can't say much for your boys, then, Big Man," Faith taunted. "I mean, we got all the way down to the base before you snagged us. You don't even know Adam's got a secret lab in the house. Great job."

For the first time, the older man appeared less than confident. Leaning toward Buffy and lowering his voice, he asked, "What secret lab?"

"The one Adam's been using," the Slayer said disgustedly. "The one built for the final stages of the 314 Project." The blonde teen shook her head and grimaced at the blank look she received. "And you have no idea what I'm talking about."

"Hey, B," Faith had to add, "maybe we should leave Adam to these guys. I mean, wicked cool weapons they got. Way better than stakes and shit."

Nodding, the Colonel agreed. "Now, that's a fantastic suggestion. We'll just make sure you're turned over to the proper authorities, and then my men will take care of this Adam."

"Oh jolly good," Giles said. Pulling off his glasses and rubbing his forehead, the ex-Watcher glared at everyone. "How exactly do you plan to get close enough to Adam to remove his power source?"

Hands on hips, McNamara faced the Englishman. "Hit him simultaneously with multiple tazer blasts – incapacitate him with as much voltage as we can muster."

"Great plan." Xander joined in the conversation. "That's right up there with duck and cover."

"Adam feeds off the energy of a tazer, Colonel," Buffy explained.

Still surrounded by soldiers and weapons, Faith interjected," Let's just send the monster to an all you can eat buffet, Big Man."

It was all too much for the military officer. He ran his gaze over the assembled Scoobies. "Are you trying to tell me my business?" he barked at Buffy.

The Slayer responded urgently, "This is not your business. It's ours." She gestured at the gang. "You, the Initiative, the boys at the Pentagon…you're all in way over your heads. You're messing with primeval forces you don't even understand."

"And you do?" the Colonel sneered.

"Faith and I are the Slayers. You're playing on our turf."

At Buffy's words, Faith spun abruptly away from the armed men in front of her. The younger girl stared in disbelief at the other Slayer. Wow! I just got promoted to the First Team, the brunette thought. A little of the anger ebbed as she watched the continued confrontation.

"Up there, maybe," the Colonel allowed, gesturing at the ceiling. "But down here, I'm the one in control."

It might have been more effective if the lights hadn't gone out at that very moment. Seconds passed in absolute darkness before a hollow thud and a series of beeps echoed in the room. Emergency lights came on, bathing the area in tones of red and blue.

"Sir," one of the computer techs said. "The power grid's down. Back ups not responding." He looked up in fear. "We're locked in."

The Colonel started to reply when warning klaxons sounded, and the red lights mounted above the doorways began to flash.

"Adam's getting started without us, B," Faith commented. Gunfire and shouts filtered through the sealed doors.

The computer tech verified the younger Slayer's words. "Sir, the containment cells have been breached. The Hostiles are loose."

"How many?" The Colonel sounded worried as he bent over the terminal.

"All of them, sir," the young soldier replied.

"It's Adam," Buffy said urgently. When McNamara turned to look at her, she continued. "Look, Faith and I are the only ones who can defeat him. Get your people out of here."

It seemed to be the wrong thing to say. Looking over his shoulder, the Colonel ordered several of him men to follow him. Voices sounded around the room as the Marines grabbed weapons and got ready for battle. Nodding in satisfaction, the officer turned to the group of soldiers still guarding the Scoobies. "These people are under arrest," he said to one of the group. "Do you understand?"

Coming to attention, the young Marine snapped, "Yes, sir." He and his men moved in tighter around the civilians as the Colonel led his strike force from the room.

Catching Faith's eye, Buffy gestured minutely at the guards around them. Smirking, the younger girl nodded. In a blur of fists and feet, the two Slayers disarmed the small group left behind. "Will?" the blonde Slayer said. "Can you take care of these guys?"

"Sure, Buffy." Willow sounded glad to be included in the roundup. Drawing in a slight amount of power, the redhaired witch mumbled and pointed her hands at the frightened soldiers. As the witch finished her chant, the men stumbled into one another and seemed locked into place. Dropping her hands, Willow grinned. "That binding spell sure is handy." She turned to Faith. "Thanks for helping figure that out."

A bit wide-eyed, the young brunette said, "Uh, yeah, Red. Happy to act as your practice dummy."

"OK, guys, we need to find Adam," the blonde Slayer called.

"According to the map, we need to get across the main part of the base," Xander said.

The Scoobies looked up at the bank of monitors hanging from the ceiling. Each screen displayed fierce fighting and growing numbers of casualties.

Giles looked away first. "The enjoining spell is extremely touchy and volatile. We can't risk it being interrupted," the ex-Watcher explained. "We need a place that's close to Faith, and quiet."

"Well, quiet could be a problem," the young hacker announced, gesturing with one hand at the grisly episodes playing on the monitors. "But we could use 314 itself for the spell since Adam is using the lab right behind it."

"Right, then." Buffy smiled at the group. "Now all we have to do is get there."

Xander and Giles grabbed guns from the magically bound Marines. Faith took the lead as they burst from the room. Mrs. Summers and the two witches huddled in the middle of the group. The large open space outside of the control room blazed with light from dozens of electrical fires. Demons and soldiers flooded the space, and the sound of machine gun fire exploded from all directions.

Their progress was marked with frequent stops as Faith dealt with the horde of demons blocking their path. Finally, though, they hit a free stretch and picked up the pace. Running all out, the gang entered a gated off section of the underground base. Out of the corner of her eye, the brunette Slayer saw a Marine aiming a machine gun their way. Without thinking, she altered her path. "Red! Look out!" She threw herself at the witch, tackling her to the ground. Bullets sprayed over their heads until a demon wrenched the gun away.

"Come on!" Xander shouted. He and the rest of the group had past the prone girls. Faith climbed off Willow, pulling her to her feet. They raced after the others, reaching the lab section of the Initiative. The door to the facility was unlocked, thanks to Adam. Hurrying inside, Giles slammed the door behind them and Tara incanted a spell to seal it closed.

A short walk down the corridor completed their journey to Room 314.

The lab was eerily silent and lit by only a single emergency light. Rows of steel gurneys with arm and leg restraints marched down the center of the large room. Ignoring the setting, Buffy said, "OK, it should be over here." She, Faith, and Willow ran to the far wall. Moving equipment out of the way, the blonde Slayer pried at the wall panels until they swung open.

Faith glanced through the opening before turning back to the other Slayer and her witch.

"Right, B. Barricade the door once I'm in."

"Faith, wait," Buffy said. She looked over her shoulder, calling to Giles. "This place OK to be magic central?"

Peering out the tiny window in the door, he replied, "It should do."

"As long as we don't get blowed up or nothing," Willow said sarcastically.

"Yeah, what are the odds of that happening?" Xander mocked.

Faith smirked at the brunette boy. "Sounds good, then. Hey, Red, how long do I have before the magic kicks in?"

"Um, about five minutes or so," the witch answered.

"B, take care-" the younger Slayer stopped.

Nodding in understanding, Buffy said, "Don't worry. I've got it covered." The blonde touched Faith on the arm. "I'm sorry you have to go alone."

A slow smile brightened the brunette's face. Glancing around the lab at the Scoobies, she replied, "I'm not alone, B."

Part 22

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