Date written: Sun 4 Sep 2016

Authors: Starway Man and Ironbear

Emails: theop at hotkey dot net dot au

Acknowledgments: Thanks to Greywizard and Bill Haden for beta'ing this fanfic. And thanks to Buffyworld, too, for the episode transcripts and shooting scripts consulted in the writing of this story.

Category: AU, Action, Adventure, Angst, Romance

Symbols: "word" indicates speech, { word } indicates thoughts, and «word» indicates telephone voice.

Feedback: Doesn't every fanfic writer want this? So please don't be shy, and tell us what you thought of it!

Disclaimer: We don't own any of the Buffy the Vampire Slayer and Angel references, they belong to Joss and his gang of writer idi... er, geniuses, and all associated entities. Likewise, those parts of the story that are more or less taken from the BTVS season 7 and Angel season 4 TV episodes belong to Joss et al. as well. Anything from the 2003 BtVS game 'Chaos Bleeds' belongs to Eurocom Entertainment Software and Vivendi Universal Games and whoever else it is. Anything else you recognize, it belongs to whichever legal entity owns it. This is a work of fanfiction, and no remuneration is expected or will be received.

Rating: Overall R, most parts PG-13

Warning: Some very adult situations/concepts and bad language are present in this story. So if you're underage, don't read this!

Summary: The First Evil and Jasmine have gone too far. Whistler gets a clue, and recruits help to make sure things happen very differently during late 2002. The focus of his actions? Xander Harris, and the amnesiac version of Cordelia Chase...

Title: Memory

"Proverbs 24:6. O, by wise counsel, you shall make your war."


"This child – Angel, it's the one good thing we ever did together. The only good thing. You make sure to tell him that."

(Darla, ANGEL)

"Save the cheerleader, save the world."

(Hiro Nakamura, HEROES)


Sunday, May 5, 2002 – emergency lane of the Pacific Coast Highway, Malibu; evening:

A small segment of southern California was currently frozen in time between one moment and the next; apart from the silver-metallic armored demon calling himself Skip, and the human Seer known as Cordelia Chase.

Or so they both thought – most likely, that was why neither the human nor the demon noticed the medium-sized, lugubrious-looking man standing not far away. Well, you could sort of call him a man; he was human on his father's side, even if his mother had been a pureblood demon...

Skip looked somberly at the Seer and said, "The Powers are waiting for you to join them, Cordelia, if you decide to do it. So what'll it be?"

Glaring at Skip, Cordelia replied, "I ever come face-to-face with those Powers That Be, we are going to have a talk; a big talk."

Skip smiled slightly. "I don't doubt it. So?"

"I'm scared," Cordelia said, biting her lip. "But I know it's the right thing to do. I know that somehow, it's all gonna be alright if I do this." Sighing, she looked at him and said, "What exactly do I have to do?"

"Just say yes."

"I already have." Right on cue, golden sparkles appeared around Cordelia as she started to float upwards in a column of white light. "Oh, wow... "

Skip vanished. Still unnoticed, the eavesdropper's head tilted back as he watched the Vision Girl ascend in a glowing column of light, still surrounded by those golden sparkles. The man then said quietly...

"Holy crap. How did this happen?"

Sighing heavily, Whistler – for that was his name, at least lately – watched the Seer vanish with a brilliant flash of light up high in the heavens. Afterwards, he looked down, removing his pork pie hat and turning it slowly in his hands, staring down at it. { Well, here goes nothing... }

Whistler attempted to access his powers of precognition, a gift from the Powers That Be. They didn't always work; just whenever his bosses wanted them to. And a few moments later, he foresaw one possible future –

– one that was dark and grim, not just for Los Angeles but for the Earth as a whole, and one that the Messenger instantly wanted to prevent from coming to pass at all costs.

"Yeah. Pretty sure I'm gonna need some help on this one."

A while later – abandoned residence, Sunnydale; night:

Whistler was hunting a witch.

Hunting only in the most general sense of the word, of course, as he was not interested in actually killing her or burning her at the stake. She was a rather special witch and so killing her would be a waste of potential, or at least that was what his bosses thought. Whistler, himself, wasn't so sure.

{ Eh, whatever. } The Messenger for the Powers entered the basement of the building where his prey was located, and looked around carefully. He had heard what this particular witch had gotten up over the last six months or so, and thus it paid to be careful.

He finally found her huddled against the wall on the other side of the room, looking like a complete mess.

"Well. Look at you. All strung out on the magicks – kinda like a crack addict," Whistler said neutrally.

"Who are you?" Hazel eyes filled with misery opened to look at him, proof that his arrival had not gone unnoticed.

"Good question, kid. My name's Whistler. Well, since '96, anyway. And no need to tell me your name; I already know you are."

"What do you want?" the witch asked hollowly.

Whistler shrugged, taking off his hat. "I'm here to talk to you."

"Not interested in talking."

"OK, then you'll listen."

"Why should I?"

Whistler shrugged. "'Cause here and now? This is like a turning point for you, ya know?"

The witch shut her eyes again. "I have no idea what you're talking about."

"Not surprised. That's my curse, y'see; nobody understands me." Whistler shrugged. "Anyway, what I meant was – way I figure it, you could go one of three ways."

The witch remained silent.

"OK, I'll say it for you; which ways are that? Well, one, you could end up dead after OD'ing on the dark magicks once too often. Two, you could go completely evil; and we're talking total black hat beyond salvage, and who needs to be put down like a rabid dog. Or three, you could actually become somebody. Somebody who's hit rock bottom, sure; but who can still claw her way up to fight the good fight. To become someone who actually matters."

The eyes opened again, but this time completely black orbs stared back at him, with the witch's face twisted by rage. "Leave. Me. Alone!" Her growl echoed through the room.

"Scary," Whistler replied nonchalantly. "Still, I've faced worse than a witch addicted to what that scumbag Rack has to offer. Betcha that guy would be laughing his ass off if he was here right now, huh?"

Black eyes became hazel in color, again laden with misery. "Just leave me alone," the witch whispered.

"Can't do that, sorry. See, things are happening. Can't go into details here and now, of course, but I need you – or someone like you – to help me restore the balance. And you might wanna help out 'cause, well, let's face it; the whole good versus evil thing? Some really big nasties are coming, and the side of truth, justice and puppies is gonna need all the help it can get. So, unless you want the apocalypse to happen in about a year's time... "

The female figure slowly rose to its feet, shoulders slumped, head bowed, face hidden behind a curtain of dirty brown hair. "Why can't you just go away, and leave me alone?" she asked him.

"What, am I talkin' to myself here? Like I said, I need your help. And in return, I'll help you escape this hell you've created for yourself, kid. Who knows? Maybe you'll make amends for some of the not-so-nice things you did this year. Find a way to maybe be happy again, someday."

She looked at him, briefly shaking her head. "Happy? I don't even know what that is anymore."

Whistler held out a hand to her. "Maybe you can learn. After all, what have you got left to lose?"

After some hesitation, Amy Madison took the half-demon's hand – and they both vanished from sight.

Wednesday, May 9, 2002 – Kingman's Bluff, Sunnydale; morning:

Xander Harris knew that he (and the rest of the world) was in big trouble.

It had been one hellish year so far, all things considered. He'd done all sorts of stupid stuff, all of which had seemed like a good idea at the time –

Like bringing his best friend Buffy Summers back to life, which meant tearing her soul out of Heaven. Walking out on his wedding to his fiancée, Anya Jenkins, and causing her to become a vengeance demon again. Freezing after Buffy was shot by that asshole Warren Mears, and letting his friend Tara Maclay die from a stray bullet during the killer nerd's rampage.

Not to mention being unable to prevent his other best friend, Willow Rosenberg, immediately going down a dark path of hate and revenge –

Willow had absorbed all the dark magicks she could before she had flayed Warren alive, and then mercilessly killed that gun-toting maniac. She had also tried to murder Warren's sidekicks, Andrew Wells and Jonathan Levinson, who most likely had run for it out of Sunnydale by now. It had gotten so bad that Rupert Giles had teleported back to the Hellmouth from England to stop the semi-crazed witch, before she went too far...

Unfortunately, that hadn't worked out too well – Black Magic Willow had drained all of Giles's borrowed power, and then come up with the terrible idea of destroying the world in order to end everyone's pain.

As she funnelled the life-force of the planet into a demonic statue in order to burn the world into a cinder, the ritual was suddenly interrupted as Xander got in front of the green beam of light. The black-eyed, black-haired, vein-y version of the woman he loved like a sister just glared at him and said, "What do you think you're doing, Xander?"

"Not too sure, myself," he admitted, feeling winded already. "All I know is, Will, you don't wanna do this – "

"Get out of here," Black Magic Willow interrupted coldly, looking like she was in no mood to argue with him.

"Ah, no. You're not the only one with powers, you know. You may be a hopped-up über-witch, but – this carpenter can dry-wall you into the next century," Xander grinned weakly.

"I'm no joke like you, Xander. Get out of my way. Now." She sent a bolt of magic at him; it lifted him off his feet and threw him to the ground at the base of the statue, but it wasn't enough to make Xander give up. As Black Magic Willow started sending that green life-force into the statue of Proserpexa again, he staggered to his feet and blocked the flow of magic once more.

The über-witch glared at him again for it. "You can't stop this."

"Yeah, I get that. It's just, where else am I gonna go? You've been my best friend my whole life. World gonna end... where else would I want to be?" Xander asked her.

Black Magic Willow just looked at him scornfully. "Is this the master plan? You're going to stop me by telling me you love me?"

He resisted the urge to shrug and replied, "Well, originally I was going to walk you off a cliff and hand you an anvil, but... it seemed kinda cartoon-y."

"Still making jokes," she sneered at him.

Xander straightened up and shook his head slightly. "I'm not joking now, Will. I know you're in pain. Heck, I can't even imagine what you're going through, after watching Tara die that way. And now you're about to do something apocalyptically... " He paused, glancing back at the statue. "Well, something apocalyptically stupid, in a nutshell." He spread out his arms. "But hey, I still want to hang. You're Willow."

"Don't call me that!" she snarled angrily.

Xander shrugged. "Why not? It's who you are. Remember first day of kindergarten? You cried because you broke the yellow crayon, and you were too afraid to tell anyone. Sure, you've come a long way since then – and ending the world like this? Not exactly a terrific notion, in my book. But wanna know the truth? I still love you, despite the whole attempted apocalypse thing. I loved crayon break-y Willow, and I love... scary, vein-y Willow. So if I'm going out, it's here. If you wanna kill the world? Well, then start with me. I think I've earned that much, after all these years together."

Black Magic Willow briefly looked upset, before her enraged mask settled back into place. "You think I won't do it?"

Xander told her tenderly, "It doesn't matter. I'll still love you, no matter what you do."

"Shut up!" she gestured angrily. Immediately, his head jerked to the side as if he'd been hit.

{ Ow! What the-? } He could feel cuts on his cheek, as if he'd been clawed by a wild beast. He put his hand up to them, and then looked at his blood-stained fingers. { No, never mind. Concentrate! }

Xander could see Black Magic Willow watching him, panting and looking a bit nervous. So he looked back at her, and said the only thing he could:

"I love you."

Immediately, she made another slashing gesture and he fell to his knees. Panting, he slowly got up again, ignoring the bleeding claw marks on his chest. Xander couldn't help grimacing from the pain, but he nonetheless faced the über-witch again and said pantingly, "I... love y-"

"Shut up!" Black Magic Willow screamed, throwing a blast of magic at him.

{ The heck? } Xander thought to himself, as he staggered backward but didn't fall down. { That was – well, it hurt, but not as much as I expected. } He could see Black Magic Willow still holding her hand out, looking surprised and anxious. { Maybe I'm finally getting through to her? } Xander moved slowly toward her.

"I love you, Willow."

"No! Stop!" She sent another magic blast at him, but this time it was so weak it barely affected him at all.

{ It's working. I'm getting through to her! } Xander continued walking toward the dark witch. Black Magic Willow continued gesturing, but this time, nothing happened. Either she'd run out of juice, or he'd –

{ Yeah. C'mon, Will. I know the real you is still in there! } He could see her start to get teary...

"I love you."

"Stop... "

She started to cry and, as Xander finally reached her, Black Magic Willow started hitting him with her fists. He knew better than to move or try to defend himself; so he just stood there and took it. After a few moments, she stopped hitting him and started to sob hopelessly. She fell to her knees and Xander knelt down with her, putting his arms around his best friend and holding her while Black Magic Willow cried and mourned the dead woman she loved.

The next moment, the blackness vanished from her eyes and hair and the black veins on her face disappeared – and finally, the real Willow Rosenberg was restored. Xander heaved a big sigh of relief as he held his sobbing best friend, but he said nothing.

He never noticed Whistler and Amy standing not far away from Proserpexa's temple, both of them invisible witnesses to the entire emotional show –

Later, though, as Xander escorted the semi-comatose Willow back to the ruins of the shop known as the Magic Box – he thought to himself wearily, { Like Danny Glover always used to say – I'm getting too old for this shit... }

Friday, August 30, 2002 – somewhere in the Higher Realms; night:

Cordelia was starting to get desperate.

She had been stuck in – well, she couldn't exactly call it 'limbo', but 'misty magic land' didn't quite qualify either – for months now. The boredom had quickly set in not long after her arrival; and sooner rather than later, she had called out to Skip, to the Powers, to everyone and anyone she could think of – even her old high school boyfriend, Xander Harris – but to no avail. No one could hear her or answer her. The only thing Cordelia could do here was watch the events taking place on the earthly realm, and indirectly intercede whenever she could.

Like making sure the destiny-less version of Angel, the vampire with a soul, shut down that stupid-ass futures trading scheme happening inside that Las Vegas casino. Making sure the twin sister of a prison guard in Stockton took over her dead brother's destiny properly. Making sure the evil fairy godmother got all the insurance money that was owed to her for the destruction of the Magic Box. Oh, and making sure that Xander didn't do anything stupid after Giles had taken Willow away to England, and the Doofus had witnessed his ex-fiancée getting her demon groove on again by granting various Wishes!

Damn it – this whole ascension gig had been nothing like what Skip had promised her...

The next moment, Cordelia felt a... a presence appear close by. "Oh, thank God! Listen, whoever you are, can you please show me the way outta here? This has obviously been some sorta huge mistake, and I – "

The 'presence' suddenly enveloped her completely, invading her ruthlessly – and a moment later, Cordelia started screaming in agonized pain as both her body and mind were viciously raped by... something.

And unlike what had previously been meant to be – it took months before the bad guy was able to force Cordelia's body to descend from the Higher Realms, even though it managed to get her memories suppressed almost immediately.

Sunday, November 10, 2002 – attic of the Natural History Museum, Los Angeles; early evening:

Cordelia was confused.

Less than a week ago, she had shown up inside the Hyperion Hotel with no memory of who she was; and she had quickly discovered that her life was... pretty complicated, to be perfectly honest. Hard as it had initially been to believe, she'd learned that she was a warrior and a demon fighter. That she lived in a world containing vampires and demons and super-powered people –

Including the human son of two vampires named Connor, whom she had decided to move in with while she attempted to get her life back in order.

Cursing her amnesia, and her inability to keep her hormones in check during their recent battle against the undead, Cordelia sat on the bed next to Connor. She sighed and said, "Look. About what happened... earlier. The non-CPR mouth-to-mouth "

Nodding eagerly, Connor interrupted, "When you kissed me."

Cordelia grimaced and replied, "Right. See, that's the thing; I shouldn't have."

Immediately looking confused and upset, Connor said, "But "

"Connor, I don't know who I am, much less where I belong, or who with," Cordelia interrupted, looking miserable. "And there's a picture over there when you were a baby it's less than a year old. There's a lot I need to figure out. I'm sorry." Connor looked down, visibly upset as she added, "I'm gonna "

"You're gonna go back to him! Aren't you?" Connor cut her off this time, jumping up angrily.

Cordelia stood up, shaking her head at the mention of Angel – Connor's father. "I just need some time to think, OK?" She walked out, leaving the furious-looking youth punching at the nearby support post in sheer frustration.

A while earlier – City Hall rooftop, Sunnydale; early evening:

The First Evil examined the length and breadth of the Hellmouth, invisible and inaudible, as it contemplated its next move.

Ever since the mystical forces surrounding and protecting the Slayer line had become altered – vulnerable – it had put into motion a plan to exterminate all the potential Vampire Slayers in the world, before killing the two active Chosen Ones and then opening the Hell's Maw located in this town. Its reasons for doing this were many and varied; but in a nutshell, the First Evil really wanted to destroy this world which the so-called Elder Gods and Lesser Gods watched over so carefully.

This time last year, the First had thought its plans were foolproof –

But then, someone just had to come along and create a better fool.

That half-demon annoyance currently calling himself Whistler – he had recruited that imbecilic witch a few months back, and convinced her not to give in to her desires for either suicide or evil megalomania. With the idiot girl's permission, he had gotten her clean of those addictive magicks, and then turned her into his personal assistant; helping to augment her powers significantly.

Whistler had also kept them moving around enough so that they couldn't be targeted properly. But that wasn't the real aggravation. No, the worst part was that Amy Madison had chosen to let that Messenger for the Powers do what he did.

Free will.

The First metaphorically spat in annoyance. Humans had it, damn them, and there was nothing it could do about that... yet.

Luckily, most humans pissed it away along with the rest of their miserable existence, doing stupid shit of some kind or other. That so-called law firm, Wolfram & Hart, was an excellent example of that. Those damn fool lawyers sold their souls to that ancient dog, goat and deer just for temporary power and riches, here on the mortal plane?

The First pseudo-sighed. { The Wolf, Ram and Hart are irrelevant. At least for now, } it cogitated to itself. { That may change if that rogue Power actually succeeds in manifesting itself here in this realm, of course – but the other Powers will no doubt guide that undead moron, Angel, into taking care of the problem eventually. I have other business to concern myself with. Such as getting inside the mind of that newly souled vampire, and bending him to my will. Not to mention weaken and debilitate that resurrected Slayer as much as possible. }

The First vanished from Sunnydale, and reappeared in Mexico. { Plus, getting that trusting fool to return to the Hellmouth – and unleash the Turok-Han from their prison. }