When Riley got back to the main area where the fighting with the HST’s was the worst, he left the thought of going back after Buffy behind. He’d have to deal with her later, his comrades needed his help containing the HST’s that Buffy had released.

There was gun fire and screaming coming from all over the complex, he grabbed some weapons from the armory and joined in the fighting.

When the HST’s were all finally either contained or destroyed, Riley surveyed the damage. Most of the men were dead, all of the doctors that worked in the restricted areas had been killed by the HST’s as they had no weapons or way to escape the assaults. He continued searching for Dr. Walsh, but hadn’t found her. The final area for him to search was area 314. It normally had the most restricted access, but now, HST’s had torn the door from its hinges, leaving the once secure area completely open. He entered and found even more doctors and technicians dead, in the very last room he found Dr. Walsh, stabbed through the chest. He fell to her side, checking her pulse. She was cold.

Riley felt a rage build inside of him like he’d never felt before, I’m gonna kill that mother fucking bitch if it’s the last thing I do! I’ll feed her blood to her vampire friends! What had she called them? Spike and Harmony, that’s it. Maybe I’ll tie the little Slayer up and let SPIKE and HARMONY do their worst! Killing would be too good for her! I’ll let them turn her, then I’ll dust them all!

Riley was shaken from his plans for revenge by someone behind him yelling, “Soldier!” Riley looked back and saw a man he didn’t recognize. “Fall in soldier! We’re getting out of here. The operation’s been compromised, we’re abandoning the project. Move it – bug out in ten minutes!”

**~**

Buffy trudged up the stairs, Spike still on her shoulder, and headed for the bathroom. She put Spike down as gently as she could in the tub and collapsed to her knees beside it. She laid her hands on the edge of the tub, let her head fall onto her hands and closed her eyes. She couldn’t remember ever being so tired in all her life.

She was glad that Annie was at her mom’s, at least she didn’t have to worry about her right now. Buffy leaned over and turned on the water, she knew it would be cold to start, but she didn’t think she could lift Spike out of the tub to wait for warm water to make it through the old pipes.

Spike jumped when the cold water hit him. “I’m sorry, baby. It’ll be warm in a second.” Although Buffy knew cold doesn’t usually bother vampires, and certainly wouldn’t kill them, they do feel it, and warm is much more comfortable than cold.

Buffy pulled the stained and ripped sheet from around him, letting the shower beat down on his prone form to rinse as much of the grime and blood from him as possible. She dropped her own clothes and stood between his feet, using the hand-held shower to rinse the grime off herself, too, before putting the stopper in the tub and filling it with warm water. Buffy slid into the tub behind him, his back to her front, as she took a wash cloth and soap and started washing the remaining crud from their bodies, careful to avoid re-opening any of Spike's wounds. Spike came in and out of consciousness, Buffy shampooed his hair and rinsed it with the hand-held, taking care not to let soap run in his eyes and then did the same to her own hair. Finally convinced she’d gotten them both as clean as she could, she let the tub drain then used the hand-held shower one last time to rinse any remaining soap off.

When she was done, she carried Spike back to their room and laid him on the bed. She dried him off with a towel as much as she could and covered him with the sheet and blanket. Going to the other side of the bed, she called Giles and gave him the Reader’s Digest version of the events of the last few hours before crawling in next to Spike and collapsing into an exhausted sleep.

**~**

Giles sent Xander and Oz to Dr. Walsh’s office on campus the next morning after Buffy’s call. There was a sign posted that classes were cancelled until further notice, that Dr. Walsh had to leave unexpectedly and classes would resume when a replacement had been selected. They also stopped by Riley’s frat house. The place was completely empty, as if no one had ever been there.

**~**

Buffy heard something pounding and covered her head with a pillow, but the infernal noise wouldn’t stop. “Buffy!? Buffy are you in there? It’s me, Willow, can I come in? I have fooood and bloood.” Willow sing-songed the last words trying to tempt the silent occupants of the bedroom into rising.

“Willow?” she heard Buffy moan her name from the other side of the closed door.

“I know I’m not supposed to be up here, Buffy, but Giles called and told me what happened . . . I thought you might need some help. I’ve got something for you to eat. Can I come in?”

Buffy moaned, uncovered her head and looked over at Spike. He was still under the blanket. It didn’t look like he had moved at all since she laid him down last night. Buffy pulled on a t-shirt and shorts and got up to let Willow in. “Buffy, you look terrible! Your knees . . . God, your hands! Buffy what happened?”

“It’s a long story, Will . . . a long and painful one.” Buffy sat back down on the bed and closed her eyes.

Eying the still form in the bed, Willow asked, “How’s Spike?”

Buffy followed Willow's eyes to her husband’s body, laying motionless in the bed. “Apparently, still undead and still unconscious.” Buffy’s eyes started to well with tears. “They beat him bad, Will.”

“Oh God, Buffy, I’m so sorry.” Willow put the tray of food down on the dresser and sat down next to her friend to bring her into a hug. Buffy hadn’t allowed herself to cry since finding Spike in the Initiative, and all the emotions of the last few days, her fear when he was gone, her anger at the commandos when she saw him in the holding cell, beaten and naked, with Harmony, then the fight to get out and her exhaustion trying to get him home, started coming out as she cried onto her friend’s shoulder.

“Every man’s fantasy, two beautiful birds in m’ bed, and I’m too knackered to do anythin' ‘bout it.”

Willow blushed and stood up quickly as Buffy turned to her husband. “Are you ok, baby?” Buffy wanted to throw herself in his arms, but was afraid she’d hurt him if she did that, so she settled on cradling his cheek in her hand.

“Been better,” he replied tiredly and winced as he tried to sit up against the headboard. Willow gasped when the blanket fell away from his chest to reveal the burns, cuts and bruises there, which made his swollen and blackened eyes look like nothing more than window dressing.

Taking Buffy’s hands in his, he turned them face up and surveyed the damage from the long crawl in the air duct. Buffy tried to hide her knees under the cover, but he caught it and stopped her. “They’ll heal. I’m fine,” she said at his questioning look.

“Did we win?” he asked.

Buffy shrugged. “Didn’t really stay around long enough to find out.”

“I think you did.” Both warriors turned exhausted eyes to Willow, now standing next to the dresser where she’d set the food down. “Dr. Walsh and Riley are gone, the whole frat house has been cleared out. I think you might have won.”

Buffy and Spike nodded and Willow continued. “You should both eat – look, I brought food and blood!” she waved a hand at the tray piled with waffles, eggs, bacon, OJ, and a mug of blood. “It was warm, now maybe not so much . . . you want me to re-warm it?”

“No, it’s fine, Will, thanks so much.” Buffy got up and gave her friend another hug. “I think we’ll eat and then rest a little more before I go pick up Annie from mom’s. Maybe we can have a debriefing with the gang tonight or tomorrow?”

“Listen to you, one night fighting the military and you’re all 'debriefing' and everything!” Willow smiled at her friend. “I’ll tell everyone to meet here tomorrow around three, ok? You’ll feel better then. Get some rest.” Willow turned and left, closing the door behind her.

Buffy turned to Spike and asked, “Can you feed?”

Spike cocked his head and looked at her, brows knit together. “Feed? From a mug? Yeah, think I can, luv.”

“No, feed from me,” Buffy corrected. “You need more than pig's blood.”

“Think you need your strength now, luv. I’ll do on the pig's blood,” Spike assured her.

“I told you, I’m fine. You’re not. Com’on, don’t argue with me.” Buffy looked at him, not sure what position she could get in that wouldn’t hurt the hell out of him but allow him to feed. “How ‘bout I lay down next to you and you can just roll over me, would that be easiest?”

“Buffy, really, you don’t have to . . ."

“I know that,” she cut him off. “I want to, you need more strength than pig's blood can give you.”

Buffy laid down next to him, taking her t-shirt off, pulling her hair out of the way and tilting her head to bare her neck to him. “Com’on, baby.”

Spike winced as he rolled over and laid across her body, she put her hand on the back of his head and pulled him down to her neck. His demon face came up, then his fangs were in her and she could feel him pulling her blood into his mouth. That familiar heat started growing in her core as she shuddered under him in anticipation of what was to come. Closing her eyes, she let the feeling that was building in her take over her entire body as she began to writhe beneath him, her back arched and all her muscles tensed in an involuntary reaction to the building orgasm.

Spike slid a hand under her shorts, slipping a finger between her outer lips, he pressed down hard on her engorged clit. Her hips bucked against the pressure of his hand as she pulled his mouth even harder against her neck and climaxed with a long scream of pleasure.

When her body started to relax under him, Spike pulled his fangs out and switched back to his human face before he licked the wounds on her neck to close them. Despite his weakened state, his cock was throbbing hard from the pleasure of her bucking under him and the power of her blood, which not only sped his healing but was also a strong aphrodisiac.

Buffy took his cock in her hand and began a slow stroke up and down the hard shaft. Spike moaned at her touch and she stopped. “Am I hurting you?”

“No, luv. You feel bloody wonderful.”

Buffy helped him lay back down on his back before starting again. Taking the shaft in her hand, she dropped her head and swirled her tongue around the sensitive head, flicking it lightly over his slit and licking the pre-cum from it before taking the whole head in her mouth and sucking hard.

“God, Buffy! Yes!” Spike’s hips bucked up to meet her as she took more of his length into her mouth and continued sucking hard and flicking her tongue along his shaft as she went down. Moving her hand down, she feathered touches over his balls and across the sensitive skin all the way to his tight ass. Taking her finger and dipping it deep into her pussy, she came back with it dripping cum and circled his ass with it as she continued a slow fuck on his cock with her mouth.

As her strokes up and down his cock increased in speed, she pushed her finger into his ass and started pumping it in and out to match her mouth’s strokes on his cock. “Fuck! Buffy, Jesus, Fuck! Yes!” Spike’s hands were on her head now, directing her speed and depth on his cock as his hips rose to meet her on each of her own down strokes. Spike spilled his cum to her mouth with a final cry of “Yes!” as he held her head down hard on him. She continued to suck hard on his cock and fuck his ass with her finger as she struggled to swallow his cum. When he was finally spent, his hold on her head eased and she pulled her finger from his ass, but ran it up and down the sensitive skin there with feather touches, causing Spike to tremble beneath her mouth. Pulling up slowly, she licked up and down his length, ending with another slow swirl around the head and a hard lick across the slit, making Spike’s hips jerk involuntarily and bringing another “Christ!” from his lips before she pulled off completely.

Spike pulled her up to lay her head on shoulder, his arm encircling her and holding her body close to his. She ran her fingers tenderly across the burns and gashes on his chest, which had already started to heal. She knew the blood she’d given him would speed that healing even further.

“Why?” she asked quietly as she continued outlining the injuries with her fingers.

“Didn’ give the wankers what they wanted,” Spike answered, just as quietly.

“Harmony didn’t have a mark on her,” Buffy observed.

“Yeah,” he answered simply.

“So, she gave them what they wanted?” Buffy pressed.

“Suppose.” Spike really didn’t want to have this conversation.

Changing tacks, Buffy asked, “How did you end up in there with Harmony?”

“Wrong place, wrong time for both of us I suppose. She was in the alley when I went out for a smoke. Got us both at once, guess they assumed we were together.”

“Oh.” Buffy considered this a moment before continuing. “Why did you shut me out?”

“You didn’t need to see that, feel that.” Spike spoke quietly.

“I might have been able to help . . .” Buffy protested.

“You helped, you got me out. I knew you would.” Spike pressed a kiss onto the top of her head.

“What did they want?” Buffy didn’t give him time to answer before continuing. “I mean, they had you in the Motivation Study group, so obviously, they wanted to study your motivations . . . . and you and Harmony were in the only cell that had more than one prisoner in it . . . and, you know, most demons not big on the clothing, but you were the only vamps who were stripped . . .” realization of what they wanted to study finally dawning on Buffy.

 “I KNEW they were fucking PERVERTS!” she exclaimed, rising up on one elbow to look at Spike, who couldn’t meet her eyes, which told her everything she needed to confirm her theory.

She laid a hand on his cheek, her voice was soft, “Spike, it’s ok.”

Spike raised his eyes to hers. “Wouldn’ do it,” he said simply. “Wouldn’ play their little game.”

“So they beat you,” Buffy whispered, now fully realizing what had happened, what it was that he wouldn’t give them that they wanted. “You should have just . . ."

“NO!” His exclamation made Buffy jump. He took her hand in his and started again more softly, “No. I knew that’s what you would say ‘n that’s why I shut you out, luv.”

Holding his left hand up to show her his wedding band, he continued. “I made a vow to you and I intend to do everything in my power to keep that promise, and this, this was within my power. I broke a promise to you before, I won’t do it again.”

Buffy felt tears building in her eyes and fought them back. “But they could have killed you . . . and . . . and me and Annie, we need you.”

Spike kissed her hand. “I knew you would come, Buffy.”

“But, what if I had been too late?” The tears started falling now from Buffy’s eyes.

Spike wiped the tears away with the pad of his thumb. “If ‘ifs’ and ‘ands’ were pots and pans, there’d be no work for the tinker’s hands.” Spike smiled at her, Buffy looked at him like he’d just spoken Chinese.

Spike rolled his eyes and started again, “ 'If wishes were horses, beggars would ride; If ‘ifs’ and ‘ands’ were pots and pans, there’d be no work for the tinker’s hands.’ It’s all part of the same sayin’, luv. It means there’s no use wishing fer things that aren't and no use second guessin’ what’s done. You weren’t too late, so no need to worry ‘bout it, right?”

When Buffy didn’t answer, he asked again, “No worries, right?”

Buffy smiled wanly and said, “Right,” before laying her head back down on his shoulder.

“But I thought if wishes were horses, we’d all have horses . . ."

Spike smiled. “You’re not wrong.”

**~**

The next day at three, the Scoobies gathered at the mansion, as Willow had promised.

“I’m just saying, I don’t know if it’s such a good idea for you to go back there.” Everyone sat around the table, but Buffy was addressing Spike now.

“’N’ I’m not lettin’ you go by yourself,” he countered. “Plus, they have my duster.”

Buffy rolled her eyes. “You’re worried about your coat?”

“Why don’t we all go?” piped in Anya. “You know, safety in numbers? Isn’t that what they say? Although, truly, killing all of us is probably just as easy as killing one. Never mind. Buffy, you go.”

“No, I think Anya's right, we should all go.” Willow looked between Buffy and Spike hopefully, then, giving up, looked at Giles. “Don’t you, Giles?”

“Well, it is certain that someone needs to go back down into the Initiative headquarters and make sure they are actually gone and didn’t leave anything . . . untoward . . . behind,” Giles offered and looked at Buffy. “Perhaps Anya is right, safety in numbers.”

Buffy sighed, they had been having this discussion for fifteen minutes and it was clear that Spike was not going to agree to her going by herself to check out what remained of the Initiative.

“Fine. We’ll all go. Plan to head out right after dark.” Turning her attention to Spike, who held Annie in her traditional Scooby meeting spot atop his bouncing knee. “I’ll call Mom and see if she can come over and babysit for a few hours.”

**~**

The group walked into Riley’s frat house, Buffy and Spike in the lead. As Oz and Xander had reported, the place had been cleared out, completely. There was not one piece of paper, not one stick of furniture remaining.

Heading to the hidden elevator that Riley had used to take Buffy down into the Initiative, Buffy searched for some key to making the mirror across it slide out of the way. Not finding one, she leaned back and kicked hard at the glass, sending it shattering to the ground around her feet. Behind it, where the elevator had been, was now a brick wall.

“You have GOT to be kidding me!” Buffy exclaimed, exasperated.

“Buffy, I know why Spike doesn’t like mirrors, but what'a you got against 'em?” Xander was behind her, looking perplexed as he swept an arm towards the broken glass at her feet.

“There was an elevator here the other day. Behind the mirror,” she explained as the rest of the Scoobies approached.

“Right here?” Spike walked up and put his hand on the wall.

“Yeah.” Buffy sighed, dejectedly. “Guess we get to go through the sewers. I hope I can find it again, I forgot my bread crumbs on the way out."

Spike leaned back and kicked hard at the bricks where Buffy said the elevator had been; they moved slightly under his strength. He kicked again, harder, and the mortar began to crumble. Buffy joined him and, on the third kick under their combined power, the entire wall crumbled, revealing the now empty elevator shaft.

“Ha! I told you it was here!” Buffy said triumphantly. Buffy looked down the shaft, about fifty feet, she estimated, to the bottom, “Look, there’s a maintenance ladder here on the side! Let’s go!”

**~** 

The group walked in silence in the huge cavern, it was the first time any of them except Buffy had seen it. Even Spike, who had been here, had only seen the small containment area. During their escape, he was too out of it to take in the enormity of the place.

Just like the Frat house above, most everything that could be moved had been cleared out, except the bodies, both demon and human, and piles of dust that had been vampires at one time.

“They just left them,” Buffy said with disgust as their flash lights scanned the large area. Spike and Buffy walked in front of the group, Giles followed them closely with Willow holding tightly to Oz’s hand behind him; Anya and Xander brought up the rear.

“Probably more cost effective,” Anya opined to the group in general, causing them all to turn and look at her for a moment before continuing on.

In room 314 they found Dr. Walsh's body. In the same room, on what looked like an operating table was a . . . a thing they couldn’t really describe. Part man, part demon, part machine. The group assembled around it trying to figure out just what it was.

“I know this . . . this part of it, we just killed one of those demons the other night,” Buffy said, pointing to the thing’s arm. “What the hell were they doing?” Buffy searched the faces of her friends for answers.

Spike answered her. “Building a better beast, it would appear, luv.” Everyone looked at him with wide eyes.

“To do what with?” Buffy questioned.

Spike shrugged. “Dunno, ‘s the military, right? Maybe use it to fight other beasties . . . or humans.”

“Certainly that would make sense,” Anya offered. “Build your own army, then you don’t have to worry about those pesky wars killing all the young, strong men, so they can be here to provide sex and orgasms for the women.” She smiled and squeezed Xander’s arm. Xander cleared his throat loudly, looking more than a little embarrassed.

“Right then,” Spike broke the ensuing silence. “Guess all the beasties down here are dead and the army brats are gone. I’d say we won.”

Then, turning to scan the rest of the room he said, ”I wonder if they left my duster . . .”

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