Summary: A continuation of All That's Good and Bad. Spike has to face what he has done. Will he finally be able to overcome the obstacles to become a redeemed warrior of light and help fight the forces of evil that threaten to take over not only Sunnydale but the whole world?

A/N: I have had major writer's block with the story for some reason. Don't know why! I have gone back and revised the first 6 chapters after revising and reposted the prequel to this in hopes it would help. We will see. Please Read and let me know whatcha think. Much appreciated. And thanks to all of you who read All That's Good and Bad the first and second time around and all of you that reviewed it.

Disclaimer May contain spoilers for future shows. None of these people, unless I created them, or places in this story belong to me. They all belong to ME and its creators especially one Joss Whedon. Darn!

/OOoOO/

Spike remained kneeling on the cold basement floor, rocking back and forth while spent tears dried on his face. "I failed her, a moment of weakness and I failed her."

Dawn was crumpled up in Giles' arms as the other three stood together, looking at the spot where just recently Buffy hung precariously to the edge of the hellmouth opening.

Spike slowly pulled himself up, stumbled to the crevice that remained opened, steam continuing to flow out in wisps. He leaned over as if ready to jump in when suddenly he was grabbed and yanked back, falling atop somebody.

"What the...sod off. Let go of me." He struggled to get up.

"What are you doing, Spike?" Xander still held onto Spike's arms firmly.

"It's all my fault. Should go after her, I'm going in after her. Bringing her back or taking her place, whatever I have to do to right my wrong. Whatever."

He finally broke away from Xander's hold but the boy, Willow and Anya placed themselves between him and the opening. Spike's shoulders slumped and his head hung down.

Dawn sobbed. "No, no you can't leave, too. We'll think of something, right Giles?"

"Yes, of course we will. We'll find someway."

Spike began to growl, trying his best to make them all hate him for what he believed was all of his doing.

"Don't be a stupid git. You're all so pathetic, thinking that there is an easy fix to this. Sticking up for one another, by each others' sides til the very end, thinking everything can be fixed just from love and friendship and family and all that rot."

He dropped to his knees, covering his face with both hands, trembling with silent sobs.

"Stuff and...nonsense...It's all...a bunch...of rubbish," he hissed between sobs. "I don't...need any...of it. Don't...need...any...of you. Can't...love...an evil...thing...like myself."

Silence filled the room as the occupants contemplated what Spike had announced. Dawn stood forcefully and marched over to him, lowering herself directly in front of him.

"Now you listen here. I don't care what you say, I know better. I know what kind of person you were before and after you were turned, and I know what kind of person you are now. I know what you really want. You want to be loved and forgiven and trusted and accepted. You want to be a good man. This," she looked around at the others to make sure no one said anything. "...this is not your fault and nobody's blaming you."

Spike looked up at the little girl who didn't seem so little anymore. "What do you know? You're just a child. I was weak, let that evil thing take over me because it knew my true side, knew it could just slip in and use me as its puppet."

Dawn was becoming frustrated. "Believe me, I know a lot more than you think. Remember, I am actually older than you and I haven't told anybody this, but something is changing, something inside me. I know certain things, can do certain things that I never knew I could before. I think there's something about this whole key thing. I'm stronger, quicker, I know more things, I'm more perceptive. I believe I'm being prepared for what's to come. Maybe you are, too. Maybe this is a test. Did you ever think that?"

"Piffle, a test of what? Faith? Balance? Structure? A test to see which side we'll choose to be on in the end?"

"Possibly, possibly all of it. Don't give up on us, you're family. You've come this far. If you really love any of us, really love Buffy, you will go beyond the call of duty. We're all stronger when we fight together, and we need you. We can overcome the bad. Don't be going off all half cocked and jumping into the fire alone. That may be the way you try to get things done, but it could make things worse than they already are. You understand?"

"Yeah, bit. Yeah, I do. I may need some help to start out with. Giles, our discussion we had before...before all of this mess. Is it still possible?"

"Yes, I believe it is. I do think we need to get it done as soon as we can. I truly believe it was your downfall this time, your main weakness. Best we get it nipped in the bud when we can. I will call him tomorrow morning to verify the time and location."

"OK, is this some kind of vampire/watcher code language, cause I'm completely lost here," Xander was a bit perplexed.

Spike cleared his throat and looked at Giles not knowing what to do. Giles continued to stare at Spike. He turned his attention back to Xander.

"I think it best to wait to fill you in afterwards. Just to be cautious, not that I don't trust any of you. Spike needs my help right now and I plan on giving it to him. Now all I ask is for your trust and patience."

"Ok." The four agreed.

/OoO/

Buffy felt heaviness all over. Too hard to breathe. Was she still alive? She could hear things going on close by, felt hot and sore. Her head hurt, her mouth was dry. She opened her eyes. They even hurt. It was dark of course and she seemed to be immobilized somehow. But she was still standing.

As if right on cue, she heard a door shut and footsteps approaching. The room she was in was becoming brighter. A man, clearly human, stood before her.

"You are the chosen one, are you not?"

"Don't you know?" Her voice came out in a rasp.

"Most clever. Strong and witty. I like you."

"Where am I?"

"Don't you know?"

"I don't like you. Is this hell?"

"Let's just say a part of the netherworld. Sort of like perdition."

"Why am I here?"

"You're out of the picture now. You were a thorn in my master's side, a hindrance. You've succeeded in quelling us once before. You had a weak boyfriend then as well. Lucky for us, your boyfriend now happened to be at war with his demon and his soul." He chuckled evilly. "Well, really he wasn't. That pesky soul of his was an abomination. Come to find out he had an electronic device implanted in his brain. We can do wonders with technology nowadays."

"So you brainwashed him?"

"That's such a nasty term. We like to think of it as making choices for him. He is very strong as well. Almost couldn't touch him. We got him when he was weak. I mean, come on, he just got a soul, is hopelessly in love with a slayer, plus is handicapped from a government chip. We found him at the right time."

"So now you've left him with the guilt and shame of unrelentingly aiding you to take out the slayer?"

"Mmm, not in so many words. We knew we couldn't get him to kill you so we had him do the next best thing. Bring you to us."

"And who is us?"

"Don't you know?"

"Oh, don't start that again. Just tell me flat out, who are you?"

"We are the First."

"Ahh, so I have defeated you once before. I remember that very well."

"I wouldn't say that really. You just...weakened us for a short time."

"I don't call 4 years a short time. What brings you back to Sunnydale?"

"There seems to be a flaw in the dividing line of the balance; an unsettling. The host, my master, wants to take over the world, and what better place to start. The other hellmouths have been closed for so long. This one, yours, seemed to be the one to start with. Sorry if you have any objections. You really don't have a say in the matter."

"Actually, I do. This is my town. I am sworn to protect it and the hellmouth. It is my sacred duty that I am bound to it for eternity or til I die. And no matter what, I will find a way."

He chuckled as he walked away.

"I think we may have a visitor soon. I wonder how you will react to him. Be fun to see."

The light dimmed slowly as a door shut loudly. She was left hanging there, alone and very frustrated. She needed to do something but what?

Meanwhile, a new day was rising over Sunnydale and things were not going to get any simpler anytime soon.

TBC