TITLE: Burning Down
AUTHOR: Roseveare, t.l.green@talk21.com
RATING: hard R
WARNINGS: m/f non-consensual, hints of m/m non-consensual, f/f slash, inappropriate humour
SUMMARY: Fred, Lilah, Angelus, and the apocalypse.
SPOILERS: Nothing solid beyond 'Apocalypse Nowish', but based on early spoilers.
NOTES: Part 1 of a series. The germ of this idea was a reaction against the spoilers around the time 'Spin the Bottle' and 'Apocalypse Nowish' were airing, a lot of which turned out to be inaccurate or misleading. It's therefore set a handful of episodes in the future from that point, with the assumption of various events having occurred. In other words, AU with a cherry and a paper parasol on top.
THANKS: To Katta and Princess Twilite, for beta-reading, and to the other folks who read this before posting and encouraged me to send it out.
DISCLAIMER: Not mine, never will be, and after this one they're probably very glad of it, poor things.

Burning Down


Fred woke with a blockage in her throat threatening to choke her. An evil taste around it confused her until she recognised, and remembered, and wished she hadn't. A coldness sat heavily inside her stomach, and even though she told herself the nausea was only psychosomatic, she couldn't quell it. But she mustn't vomit - mustn't - a rolled-up wad of cloth blocked her mouth, stuffed to the back of her throat by another rag stretched in a tight circle, pulling back the edges of her lips almost hard enough to split them. Vomiting might kill her.

Her hands were twisted behind her. This too, she remembered. More rags looped around her wrists, tight enough to hurt, and she'd struggled and screamed as he tied them there. Her legs were numb from her curled-up position, abandoned slumped half on her knees against a wall at her back.

The tapping that had woken her sounded again, and she blinked her eyes open. Turning her head shifted the gag, forcing it further back. She froze, a low, hawked groan reaching no further than the back of her teeth, and moved just her eyes.

He was still there, of course. Hanging back from the door, concentration on his face. Her skin crawled at the sight of him, and her heart skipped with fear - but it couldn't be Wesley on the other side of the door. Wesley wouldn't knock on his own door. What had Angelus said before he near-asphyxiated her? "Only half the party." Was this, then, the other half?

Oh, God...

Whoever it was, they had a key to the lock. It rattled in there now; stopped, discovering it open. Fred tried to make a noise, to warn the person on the other side, and received only a glare from Angelus and further constriction to her airway.

The door opened to admit Lilah Morgan. Angelus' hand shot out to grab her wrist. A brutal twist and the gun in her hand was on the floor, another twist and Lilah was swung around, her back pressed against Angelus' body and his hand around her neck. Angelus kicked the door shut after her, bent her down with him to retrieve the keys from the floor, and locked the door with his free hand.

"There's a nice way to greet your ex-lover," he said as he tossed the keys into the furthest corner of the room.

"What the fuck did you do with him?" Lilah asked, struggling. She actually sounded as much worried as furious.

"I haven't done anything... yet. He wasn't home. So we're all having a nice quiet get-together while we wait for our mutual friend."

Fred felt herself burn with shame as the lawyer's eyes settled finally on her. "Oh, great. You bagged the Texas Twig. So you know all about that little hiccup in our relationship - you don't need me. You want to, what, let me go and be evil elsewhere? 'Cause it's not like I'm going to stop you. You can have Wesley. My blessing." Lilah managed to smirk a little at the joke. "Have fun."

"That's why you came all the way here when you got my page," Angelus said, deadpan. "Because obviously that stuff about wanting to talk, and my relationship troubles with Winifred here - which, by the way, seem to have cleared up nicely; leastways I wasn't feeling troubled when I had my dick down her throat - they wouldn't have had any effect at all on your stone-cold heart."

Lilah paled a little. "You bastard-"

"Yeah." Angelus bounced on his feet, bobbing her up and down too. Her eyes rolled with the changing pressure against her neck. "Silly Wesley left his pager. I just love modern technology... and hey, I bet your people came up with text messaging anyway. So guess what? You were invited to the party. I wouldn't want to leave either of you ladies out, would I? Seeing how he made me the man I am, I wanted to arrange a nice, you know, surprise for him when he gets home. Show the appreciation properly. Haven't you wanted to see which one of you he'd really choose when it comes down to the torture and, oh, the important stuff?"

"You don't give a shit about us," Lilah said, realisation dawning on her fear-stretched face. "This is just another way to fuck with Wesley. Like that thing with your other former associate. Gunn."

Fred blanched at the reminder, retreating back into the wall.

"That one was fun." Angelus' sigh was dramatic. "Man, Wesley gets around. And would you believe, dear old Charles still thought I didn't know, right up to the point I snapped his neck? Like I couldn't smell it on them all that time the other year."

Fred blinked.

He saw it. "You see? Some of us just don't pay attention." He drew something from his pocket. "Recognise these, Lilah? Heh? You should. I found them in his closet. I bet there're some fond memory-associations here." He waved the handcuffs in front of her nose before clicking one ring onto her right wrist and twisting her arm behind her to bring the other around to meet the left, then shoved her onto the couch. She bounced half off again and almost onto her knees in front of it. "Good position for you. I like it." She struggled half-upright, rump in the air. "And again. All the possibilities," Angelus put in, before she managed to awkwardly turn and sit.

Angelus looked bored at her composure and retrieved her spare set of keys from the corner he'd thrown them, wandering off into the kitchen with a parting shot of, "Play nicely with Winifred while I'm gone."

Fred and Lilah looked at each other.

"Shit," Lilah said succinctly. Fred didn't say anything.

After a moment, Lilah got up.

Fred could see Angelus in the kitchen. No, she thought futilely. He'll hear the door. Don't... To say she didn't like Lilah was more than understatement, but she didn't want to watch what would happen if Lilah made Angelus mad.

But the lawyer didn't go for the door. She crossed to Fred, bent her knees so that her buttocks were practically brushing Fred's ear, and tugged at the knot of the gag. It was tight but simple, and the cloth pulled loose almost at once. Lilah cast it to the floor. The wad inside Fred's mouth was planted too firmly inside to shift when she tried to spit it out. She gagged and gasped and almost choked. Lilah inserted thumb and forefinger and pulled out the sodden thing with the tips of her perfectly manicured nails. Her face wrinkled in distaste as she dropped it.

"Thank you," Fred managed, gasping and finally breathing, her voice tiny. She felt like such a small, shivering thing, in front of her. The evil lawyer bitch, flawless skin and shoes and nails and hair and clothes and composure. She tried to act less cowed.

Cowed. She knew all about cowed. She wasn't going there again, no matter what Angelus did.

"We seem to be in the same boat," Lilah said without much emotion, and went back to sit down.

And besides, Fred filled in, one mouth more to talk back to Angelus. One more responsive victim. Fifty percent less chance he'll ignore me and move straight onto her.

Angelus wandered back in presently with what looked and smelled suspiciously like a perfectly ordinary cup of coffee. He looked displeased when he saw Fred's gag removed, but said nothing, just sprawled expansively next to Lilah on the couch, making her shrink minutely into herself, shoulders pulling in.

He frowned at Fred. "What's this? No more 'I know you're still in there, Angel', 'You can beat this, Angel', 'Just like you did in Pylea, Angel'? Oh, please. I'm sure I could show you some more fun uses for that mouth."

Fred pressed her lips quite firmly together, still able to taste him amongst the cloth fibres adhering to her throat.

Angelus set his cup down on the coffee table with a clank. "Nobody's any fun anymore. I'm bored." He looked at Lilah, who looked back, taking an equally silent approach. "Lilah."

With that growl of her name, the chipper persona vanished, as Fred had seen it vanish before. He wasn't in vamp face, but she knew, as before, that she was looking at a demon. Angel wasn't in there. "I was going to save this until later - give Wesley a front row seat - but, hey, there's room for variety. And since he's so crass as to make us wait this long, I guess he'll have to live with missing the first act."

Fred must have let out a gasp, for the next thing she knew, Angelus had swung around to pin her with those demon's eyes. "You see?" he said, slapping Lilah's thigh apologetically, and taking the opportunity to give it a lascivious knead. "There was a reason why we had the gag."

Then he was on his feet and standing over her. Before Fred could say anything, he'd retrieved the cold, damp wad and he forced it back inside her mouth, tying it in more tightly this time. He gave her a shove as he turned back to the couch, and she landed on her face on the floor, where she almost passed out as for several seconds the new angle her throat had been compressed at had her airway blocked completely. She gasped soundlessly, chest heaving against the floor without drawing in more than a fraction of the necessary air.

"I like her better like this," she dimly heard Angelus say. "And, hey, this almost makes it just you and me."

He did something then. There was a muffled sound. Fred rolled over, fighting to breathe still, needing to see.

Angelus had knelt in front of Lilah and, taking a leg in each hand, pulled her forward, legs out to either side of him, leaving her buttocks perched precariously on the edge of the couch. Her upper body had fallen heavily back onto her cuffed hands, curtailing any possibility of resistance.

"Bastard-" she choked. Her shoulders rocked uselessly as he rolled her skirt up and her panties down. "You don't need me here. Hell, Wesley doesn't give a shit anymore. Why not focus your goddamn energies on the Twig over there?"

Angelus, his back to Fred and one of Lilah's knees tucked under each arm to leave his hands free, appeared to admire the scrap of black lace he'd just tugged over her shoe and pretended not to listen. "Oh? Winifred?" He flicked the lace away and looked bored. "I think you underestimate yourself, Lilah... not to mention Wesley's attachment to you. Besides, Lilah, I know how much you wanted me." Fred heard the sound of a zipper, saw his arms move in a brief rhythm made awkward by his grip on Lilah's knees. "Ahh. You tried so hard all these years to set me free. Well, here I am. It would be impolite, after all you've tried to do for me, not to give you what the soul never would."

The noise she made as he dragged her forward onto him was really more a squawk than anything else.

"Uhnk-" she gasped as her head thudded down onto the seat of the couch. Angelus grunted and manipulated her lower body for a better angle. With his vampire strength, he seemed not to care about the awkwardness of it all. He shifted and jiggled. Lilah's breasts jiggled with him. Her feet jiggled, stuck out ridiculously behind him in the air.

Fred had never expected to see Lilah Morgan so completely stripped of class. She imagined her eyes must be as big as saucers. She could not watch... she should not...

"Mm," Angelus said. "Are you happy yet? I'm very happy."

Lilah's shoulders already hung on the very edge of the couch. He dragged her all the way onto the floor, and there apparently tired of talk.

Fred closed her eyes and pressed her face to the carpet, reducing the frenzied rise and fall of Angelus' hips to harsh grunts eliciting swallowed moans. She pressed her face harder to the floor as their volume rose.

A shriek involuntarily flew her eyes wide again, to see Angelus sucking and nuzzling at Lilah's neck as he withdrew. Lilah moaned and writhed, and after what seemed like far too long - why wasn't she dead of blood loss by now? - Angelus raised his head, his jaw smeared scarlet, and shook his face back to human.

"W-what?" Lilah's eyes opened. Fred saw in them her surprise at not being dead.

Angelus zipped himself up, tidied his disarrayed clothes, and combed his fingers through his hair with vain concentration. "I wouldn't kill you, Lilah. I just thought, with that throat fetish of yours, you might find that kinda fun."

"You bastard-"

"Yeah." His hand ran up her thigh, reached her crotch and burrowed roughly. His face stretched in malice as Lilah gasped and a shudder ran through her. "Don't try to tell me, now, that you didn't like that."

Fred wanted to close her ears to the sticky slurp as he withdrew his fingers. He wiped them on Lilah's skirt.

"Poor Lilah. All revved up and too late to go anywhere." Angelus caught her unceremoniously beneath the shoulders and knees, negligently tossing her back onto the couch before turning to Fred. "So? Did we enjoy the show?"

She struggled - not that there was anywhere to go - as he came towards her, and a squeak escaped the gag. Her skin wanted to crawl away from his touch as he set her back upright against the wall. He ran a hand through her ragged hair, jerking her head when his fingers encountered tangles he paid no heed to.

He put his face very close to hers before he said, in near a whisper, "Don't worry, Fred. I'd rather fuck your mouth than that scrawny body of yours any day. Besides, you want it too much. You've been panting for this body since the soul brought you out of Pylea. Hey, you even liked the demon. And speaking of which - five years as a slave in a demon dimension? I figure none of this is what you might call unfamiliar. I'm not so interested in used goods, Winifred."

She whimpered silently in humiliation. It was true. Although she failed to see in what way that didn't also apply to skanky-ho-lawyer, free-rides-for-promotion, can-I-tempt-you-into-some-evil-with-my-legs Lilah.

Angelus continued, "And, frankly, if it's between you and Lilah - Wesley's crazy." He turned and bounced back to the couch. On it, Lilah looked pale and shattered, and there wasn't much left of the perfection or the composure. "Now, Lilah. There is one thing I was planning to do before Wesley gets here... hey, don't look like that. It'll be fun. Should play right into that sadomasochism kink." He looked around the room critically. "Best not ruin Wesley's carpets, huh?"

He hefted her as before and carried her through into the kitchen.

Fred couldn't see what was happening, the half-open door blocking her view once she'd seen enough to extrapolate Angelus had set Lilah down on the table. After that she heard the rattle of cutlery and drawers being searched through. She shivered, guiltily glad that it was not her.

A little after that, when the screaming started up, she couldn't manage the guilt any more. She tried to sink back and disappear into the wall. Invisible, invisible, invisible... It had been disappearing that had saved her in Pylea.


Angelus was too busy with Lilah in the kitchen to hear Wesley's return. The door of the apartment opened with a stealth that indicated Wesley was somehow aware a trap waited within. He shut the door behind him, leaving a gap of an inch or so. He glanced towards the kitchen, the noises still emanating from within probably all that had really drowned out his entrance from Angelus' notice.

Fred resisted the impulse to move, to make any noise that would draw his attention to her. It might also draw other attention. The next moment, he saw her anyway, and moved silently to her. The gun in his hand (they were still aiming to capture, then, rather than kill) was replaced quickly with a knife he used to slash the gag and, kneeling, the ties at her wrists, before it was replaced with the gun again.

She tried to keep silent. Silent. Not to gasp or heave or spit as she tore the wad out of her mouth, or try to speak. Not to whimper with the pain of her hands' returning circulation.

His hands guided her to her feet, gentle touch expressing the affection and concern he could not give voice to. When he'd ascertained she was relatively steady and unharmed, he glanced at the part-open door, then leaned in very close to her ear to whisper, with barely any sound, "Get Lilah out as soon as you see opportunity. Don't come back. Find Cordelia."

She wanted to protest, but didn't. When the time came, she would put him to rights with her actions rather than words. Instead, she nodded. Wesley pressed the gun into her hand, and drew another from somewhere. Even she never knew how much concealed weaponry he was wearing.

She looked up sharply as she realised the noises from the kitchen had reduced to a softer half-moan half-sob, and Wesley looked up with her. Angelus stood in the doorway.

"Wesley. You made us wait long enough. Gee, we had to make our own fun. Lilah was pretty obliging. Can I just say, that breakup? Not nice. You know the bitch deserves better than that. In fact, I might even keep her myself."

He ducked back into the kitchen and grabbed something - Lilah. He yanked her into the doorway and shoved her into Wesley's arms. Lilah was heavy enough, and Wesley slim enough, for her impact to knock him over, leaving them both sprawling on the floor.

Oh, God... Lilah - Lilah's face-

Fred did not have time to think of such things. Shutting out distraction, she aimed the gun and fired into Angel's - Angelus' - broad chest. Once, twice, three times before he'd lurched close enough to rip the weapon from her hand. It fell somewhere out of sight. Angelus smashed her back against the wall, and she sagged bonelessly to the floor, movement temporarily not an option.

Another gunshot rang out. She saw, hazily, Wesley raised onto one elbow, Lilah curled bloodily on the floor at his side. Angelus snarled and, before he could get off a second shot, grabbed onto the back of Wesley's collar and used the grip to stuff his face into the carpet before dragging him upright and shoving him back over the coffee table, onto the floor in a mess of long limbs. A blade extended and retracted with the impact.

Angelus followed, vaulting the overturned table. The same blade shot out to embed in his chest as Wesley sat up to meet him, battered but furious. He twisted the blade in Angelus' chest, craned around the vampire's form to shout to Fred.

He shouted, "Go!"

She saw Angelus, his face twisted with pain, reach out a hand and snap it brutally to one side as it connected with the arm extending the blade into his chest, audibly breaking the bone.

Wesley screamed, as well he might, and jerked his other arm forward. A stake shot out, ill-aimed. Angelus moved enough that it scraped off his thigh to hit the far wall, rattling when it fell to the floor. Angelus' movements moved the blade speared through his chest, coaxing a horrible mewling noise from Wesley as his twisted arm was twisted further.

Fred managed to regain her feet and stumble a few steps. She looked down at Lilah, curled on the floor muttering something incoherent, her hands uncuffed now but clutched over the mass of blood that was her face.

"Fred-!" roared Wesley. He seemed to be deliberately trying to keep himself and Angelus skewered together, no matter the cost in pain.

"I can't leave-" Fred didn't want to do this. Not for Lilah - not for Lilah- "Wesley?"

He made no response. Angelus had torn through his shirt and jacket, exposing pale, scarred flesh and the straps and fittings that married the hidden blades to his body; was tearing at the straps.

She had to leave. Now.

She bent and tried to lift Lilah - a task when the other woman was several inches taller and more than a few pounds heavier than her. Luckily, Lilah was coherent enough to support her own weight once Fred got her standing up, otherwise it wouldn't have been much of an escape.

Behind Lilah, Angelus was still undressing Wesley, who still struggled, and she should... she had to... but she couldn't linger. She couldn't let Angelus capture Lilah again, not when he'd more or less implied he planned to turn her. The bitch might be evil, but she didn't deserve that.

"I'm sorry, Wesley!" Fred wailed, as she wrapped an arm around Lilah's waist, feeling the lawyer's own arm settle over her shoulders. She supported the taller woman as they staggered, out of the door, through the hall, down the stairwell and outside to freedom.

Two battered women wasn't an unusual sight anymore on the streets of LA. Not unusual enough to draw more than a few stares. Nobody offered to help. Amid all the looting, and the demon population who'd seemed to take the apocalypse as reason enough to come out of hiding and inflict even more mayhem, and the sky an angry orange-black all the time now with or without its frequent bursts of combustible rain, it was all pretty much anarchy. People looked out for themselves and their own. The world, as her father might say, was turning to shit.

Gunn's truck had traps enough, though, that it was still where she had left it earlier that day, and Fred loaded Lilah up into the passenger seat, guiding her shaky legs. She noticed that although Lilah's panties and pantyhose had gone, her stylish, expensive shoes had still managed to either remain on or find their way back onto her feet.

The keys were in her pocket. Her hands shook, turning them to start the engine, but she couldn't see any sign of Angelus running out to recapture them.

She pressed her foot down, and as the truck moved, the ground moved as well underneath them. A gathering low rumble - which she'd been aware of, come to think of it, for perhaps a minute already, just on the edge of audibility - became a steady roar. She swerved the wheel as the road in front of them split and cracked, just making it across the narrowest part of the jagged tear before it grew big enough to swallow a wheel.

Looking around frantically, she could see other cracks, the world shaking itself apart.

"Earthquake," Lilah croaked, with the matter-of-factness of someone who'd lived a while in LA.

"No," Fred said, frightened. "No. It's not. Angelus was summoned to prevent the apocalypse. He escaped. He's been too busy torturing and murdering all Angel's friends and acquaintances to do any preventing of any sort. And the apocalypse - this must be it. This is the end."

Lilah swore. "I didn't fucking plan on spending the last minutes of my goddamned shit-for-a-life with you."

Fred's lips moved soundlessly a moment. "Well, if it's any consolation," she began angrily, but didn't even bother finishing that. She swerved the truck around smaller cracks, around a car trying to do much the same as her, and a parked SUV half-fallen into one of the chasms. She said, bitterly, "I guess you'd rather be spending them with Angelus."

"Fuck, no." After a while, as Fred guided the truck down the more open space of a wide street almost empty of cars, trying to avoid falling debris from the buildings, she added, "Thanks."

"That's all right. I guess. I'm glad you're okay." I had to leave Wesley behind for you, you bitch.

Lilah swore pretty extensively at that. "Do I look okay?"

"No, y-you look like hell. But you're still alive and kind of intact, and I guess that'd be one up on most everyone else that's encountered Angelus the last few days."

"Check," Lilah murmured.

The tremors seemed to have died down again, but Fred didn't know if it was only a temporary respite. She kept driving, waiting to put space between themselves and Angelus.

And Wesley.

She'd left him. She'd left him to Angelus. Would Angelus rape Wesley? He'd looked kinda halfway to it when they left. Torture him, certainly. Turn him?

"Earthquake," Lilah repeated positively, drawing her thoughts away.

Fred didn't say anything. Perhaps it had been an earthquake.

She thought furiously, trying to break through all the fuzz in her brain, telling herself all those certificates and IQ tests meant something, and she should be able to do better than this. They needed a plan.

"God, I need a shower," Lilah said suddenly, intently.

Fred melted at the concept. "Oh. Oh." She swallowed dryly, tasting the ever-reminding taste still in her mouth. "I need a drink."

"Amen. Fucking Amen."

"I didn't mean - I mean, water... something to wash away... anything, really." She sighed.

"At least three quarters of a bottle of the finest fucking Scotch to blur the last two hours."

"Yeah." Fred gave in. "I'm gonna see if I can find somewhere selling liquor. Shouldn't have any problem getting business doing that right now, I suppose, so I guess there should be something. Then we need to get you some medical attention."

Lilah seemed to retract into herself. She drew her bloodstained shirt together and wrapped her arms over her chest. "I don't want to go to a hospital."

"For your face," Fred said, after a beat.

Lilah's head sagged and her hair hung over the blood. "They won't see something this superficial. Not with everything else. Private is out. There's nothing left of Wolfram and Hart to use for influence and all my credit cards are in my purse back at Wesley's or at home. I'm not going back to either. Angel - Angelus - knows where I live. I have nothing. But I'm not going back."

"All right."

Fred was going back. Had to. Later, she would go back. First, she had to make sure Lilah was safe.

And that sure wasn't a thought she would ever have imagined herself thinking.

"Then we find medical supplies. Alcohol's as good a field anaesthetic as most we might use, I guess, so we're still on for that part of the plan... damn it. Wesley said to find Cordelia. He knew we were in trouble... she must have had a vision about Angelus. But..."

"But?" Lilah prompted.

"I don't want to go back to the Hyperion. Angelus knows where that is, too, and besides, I don't think it's safe to drive so far across town, through all those built-up streets. Even if that was just an earthquake, there might be aftershocks still to come. But I should call, tell her to get out of there. She's in no condition to fight, and Connor's still beat up from the last round." She drew the truck to a halt outside a run-down bar that looked open, despite the whole apocalypse and the fiery death and all. "I'll use the phone in here, and get some spirit of some kind for you." She felt nervously around the edge of the seat in the cab, breathed relief when she found the crossbow still there.

She held it out to Lilah while with her other hand she continued to search under the seat for the spare bolts.

"You'll need it," Lilah said, not uncrossing her arms.

"I'm in better fighting shape."

"You're an unarmed woman heading into a bar full of drunken louts at the end of the world, who'd probably be as happy as Angelus to, well, get a happy. Take the crossbow."

Fred blinked. "Well, you're an unarmed, injured woman sitting in a truck out in all the demon-rampaged streets. You should-"

"You're going inside that armpit of a bar. Take the crossbow, come back safe with some fucking alcohol, and don't damn well be long."

Oh. So it wasn't anything like gallant selflessness after all. "All right," Fred said. "I don't feel right leaving you here, though." She climbed out and shut the door, a little louder than necessary.

Lilah tapped on the passenger window, and she walked around to the other side of the truck as the glass wound down.

"What is it?"

Lilah looked stonily at her, and pointed her at the wing mirror. "You've got cum in your hair."


Fred upended the whisky bottle, rolled the burning liquid around her mouth and spat. The next mouthful, she swallowed. Ten seconds later she was hunched over the sidewalk, being violently ill.

A warm pair of hands rubbed comfort into the centre of her back. "It's all right," said Lilah's voice, a little croaky. "Come on, any more to let go? It's all right."

The hands retreated as Fred straightened and determinedly took another swig, which this time stayed down. She gave the bottle to Lilah.

It had been surprisingly easy to obtain. Not all men, apparently, possessed the characteristics Lilah seemed convinced of, and when she'd gone inside the bar, hair tied back with string Lilah had found in the glove compartment to disguise the fact Angelus had evidently wiped himself off on it after she'd passed out, the majority of the patrons had been surprisingly gallant, in a drunken sort of subdued way. They seemed to instinctively know more or less what had happened, for all her tidying up. Maybe they'd been seeing too much of it.

She'd bought the whisky, but hadn't even been charged for the call. The lines by sheer chance were working - their reliability lately had been spotty at best - but there was no answer at the Hyperion. Her insides felt cold as she listened to the phone ring and ring.

Now she sagged next to Lilah at the edge of the street, back resting on rough brick that grated her skin through and around the thin cotton of her dress. She became aware she had bruises developing, on her arms and shoulders, around her jaw (and maybe that was how they had known, in the bar). Her throat felt raw, dry and scraped. Whisky would not improve the dehydration.

The ground shook slightly. She felt it through her planted buttocks and the wall at her back.

Lilah raised the bottle again to her lips. Fred noticed with some alarm that over three inches of its contents had already disappeared. She snatched the bottle, prying it away.


"We need to get going again. You've drunk enough to anaesthetise. You have to be at least functional if we're to stand any chance at all."

"It's not enough. Give me it b-"

Fred scrambled to her feet and stepped back out of the way of Lilah's lunge. "No. We need to find somewhere safe. We can't stay here. We can't just sit here and get drunk. If we're gonna survive-"

"Oh, yeah." Lilah sneered. "The day I need survival lessons from the purer-than-pure Texas Twig... Wesley's little Madonna to my whore..."

"I wasn't... I'm not virginal. I haven't been virginal in - why does everyone keep thinking that?" Fred heard her own voice rise to an indignant squeak. "I mean, there was the hell dimension, sure, with the rape, and the slavery, and the torture and the rape and the hiding in caves - and the rape. But, I mean, I went to college! I went to grad school! Does everyone think that I didn't have any dates in all those years of student parties and substance abuse?" She wound down her ire, noticing that Lilah was looking... well, it would be amusement, the twist of a smile there beneath the blood on the near-intact skin of the right side of her face.

"Hit a nerve?"

Fred took an annoyed hiss of breath. "I know a thing or two about staying alive, okay?"

"I thought I did." Lilah's voice was muffled. "Now? I'm not so sure I even want to."

"Don't talk like that."

"Why not? Everything I worked for has gone. This body-" She choked, and forced the next words out. They grated on the sharp edges of her teeth, ribbons and shreds of words. "It was an asset. I made it an asset. Angelus took that away. My work, my money - the goddamn world is ending. I don't even have my self anymore."

Fred pressed her lips together, feeling the stab of that pain, even if she didn't want to. Sympathy for the devil, indeed. She reached out and cautiously touched Lilah's arm, ran her hand down the smooth skin. "It's not you."

"What would you know?"

Angelus' words echoed inside her head and she lowered her eyes. She'd never been sure what Gunn and Wesley had seen that drew them to her. Wasn't sure that it was not, after all, that mythic purity, all her attractions built around a thing that didn't exist. Angelus - with all his appetites and perversions, with no illusions - Angelus had tossed her aside like a rag.

Lilah was eying her with something approaching suspicion, or perhaps her gaze was just glued to the bottle that swung from her hand, Fred wasn't sure. She made efforts to pull herself together. Someone had to see them safe, and Lilah was a mess, which didn't leave too many options.

She said, "We need to go. There are things we need. Medical equipment - antiseptic, bandaging, and I'm pretty sure you're gonna need a lot of sutures. If I can do a decent enough job, though... maybe... maybe it won't scar too badly. I'll try."

A grudging acquiescence. "Thanks, Twig." Lilah held out her hand again stubbornly for the bottle.

Fred shook her head. "You'll need it later." She gestured towards the truck, its passenger door standing ajar, as Lilah must have left it when she climbed out to offer that odd show of sympathy.

Grumbling under her breath, Lilah climbed back aboard looking as though movement hurt. Fred climbed in the driver's side, very much wanting to drink from the bottle in her hand but beset by the feeling it would be vaguely unfair. Not trusting it anywhere near Lilah, she set the bottle down at her feet, where it fell over and sloshed around when she started up the engine, interfering with the pedals and needing to be constantly kicked aside.

Lilah jerked and gave a gasp, although the needle had barely touched her. Her eyes slid to follow the metal, gleaming in the not-ideal dim light of the cheap motel room. She reached a blind hand to the side, head held near motionless (she was trembling), tendons standing out from her neck around the patch of gauze covering the bite wounds, her gaze still on the needle.

"I need more fucking alcohol, you bitch."

"It won't make it any better. You'll only get drunk."

"Yeah. And that'll make it much better."

Fred sighed and ignored the reaching arm; pulled the needle through, watching the trailing thread cinch the edges of the deep cut together. She winced herself, but there was no point in lingering. The faster she was finished the better, for all that Lilah might curse her. She sank the needle in again, drew it through - a nip of torn skin flicking out and back with the tug, making Lilah's eyes glisten wetly and Fred's sting in sympathy - to pin the other edge of the cut and draw them, again, together.

She tried her best to make the stitches neat and small, to not misalign and pucker the skin. She was no craftsman, though, not in any sense. They looked clumsy to her eyes, and probably would look more so to Lilah's.

The cuts were extensive. Barbed. Jagged. But at least they were linear. She could put the jigsaw of their ragged edges back together, after a fashion. Some spots, little round nicks that looked more like Angelus had poked the tip of the knife in and twisted it to core out a tiny bit of flesh, there was nothing she could do about those. She tugged the last piece of the jigsaw into alignment, and finished off the stitch, cut away the thread. The moisture that had been brimming on the edges of Lilah's eyes broke the banks and dribbled down.

Without thinking, Fred reached out to gently wipe the trail from her left eye, catching it before it could reach the wounds. The unmarked skin below Lilah's eye felt like silk beneath her thumb. Then Lilah shifted and reached up a hand to catch hers, pulling it away as a trailing finger accidentally touched the raw flesh of her cheek.

"Sorry." Why was she whispering?

Lilah was still holding her hand. Lilah's fingers felt big-boned, solid and strong for all the rest, wrapping her own bird-frail digits.


She would have pulled away as the memory of the insult hit her, but Lilah was raising her hand. Lilah's lips pressed against her fingers. "Thank you."

Lilah's breath was warm against her skin.

Lilah, she reminded herself, was more than a little drunk. Stammering, she extricated her fingers and tried to still their trembling - apparently Lilah's was contagious - because she had to use them yet to apply gauze and bandaging to protect the cuts as best they were able with their limited supplies.

When it was done, Lilah flopped back on the bed with a groan. Fred gave in and let her have the whisky bottle. After a few long swallows, Lilah shuffled up onto her knees and crawled across the covers to where Fred was standing at the end of the bed. She held the bottle out. "Here," she said brusquely. An offer. An attempt at generosity even, if not much of one.

"No. I - I shouldn't. I should stay alert. One of us - I don't want to get drunk."

"Oh, come on. Don't give me the martyr crap. I know Angelus fucked you in the mouth. Take the edge off."

"I'm all right."

Lilah sat back and stared at her until it got awkward. Then Lilah kept staring, and Fred got very uncertain and started staring herself - around the room, trying to think up something to say. But it was Lilah who spoke first. "Yeah," she said. "'Cause this... this happened to you before, like the bastard said."

"Pylea. It was a demon dimension-"

"Yeah, right." Lilah flicked a hand. "I've read a file on you this big-" An expansive gesture that almost upended the bottle still in her grip "-'cause, evil... remember? Plus, with Wesley's crush and... everything? I've kind of spent a lot of time trying to figure out the most appropriate revenge."

"So why ask?" Fred demanded harshly. "You know all about me."

"I know some facts. I don't know much about Pylea, what happened there - Wolfram and Hart is finite, as recently demonstrated, even if what it represents isn't. And whole different dimensions? Not much exchange of information going on there." She went quiet, and Fred thought for a moment that she'd finished, but then she near-whispered, "And besides. Hard facts? I don't need to know right now."

"Then what do you need to know?" Fred snapped.

"How you're still here. How you... live... knowing. How you keep drawing breath. How you keep wanting to. How did you get through it? How do you?"

Fred was shocked into silence herself for long seconds, until the bitterness took over and found her voice for her. "I didn't, remember? I went insane. I guess you should know about the part where things get bad and I end up mumbling to myself and writing on the walls? Angelus didn't want me. Someone who's already been broken isn't much of a challenge."

"You're not broken." Lilah's voice was surprisingly hard. "But you have been. And now you're not. Angelus is a fuckhead lying dickwad, and you'd do well to remember it. Besides - shit, would you rather he sliced up your face with a bread knife? He wasn't interested in breaking you because he knew he was too much a shit-lousy amateur to get anywhere near to it, and don't you ever tell yourself any different. You got through five years in hell. What can he do?"

"Apart from torture and kill all my friends-"

Lilah winced, drank, and pulled a face. "Friends. I knew there was a reason why I didn't ever have those."

Their eyes met. Held. Something besides irritation registered from Lilah's speech. The Evil Lawyer Bitch had said things... comforting things... Things that, upon evaluation, sounded rather like kindness.

Her mind shied from dealing with such an extreme shift in worldview.

After a moment, Lilah turned away and tossed the capped bottle into the pillows. "Fuck it. Let me at that shower, while I still have the energy to move."


Lilah, being (obviously) evil, used all of the hot water, so Fred subjected herself to a brief, cold drenching under the shower head (colder in Pylea, colder hiding in the forests, exposed to the elements) that concentrated largely upon her matted hair.

She wasn't sure why it made a difference, but she didn't want to face Angelus again still so... unclean.

She walked out of the bathroom towelling her hair furiously, her stained dress back on and feeling greasy against her skin in a way that had to be psychological, as it was not nearly so begrimed as all that. She discarded the towel over a hook on the back of the door and tied her hair back again, squinting into the mirror that reflected the dingy room, the pool of the bedside lamp seeming to cast more shadows than light, the edge of the bed just visible in the corner of the glass. The string was hardly efficient. How quickly an apocalypse tore down hundreds of years' development in beauty products.

Lilah was sprawled in the double bed staring up at the ceiling, still looking vaguely shell-shocked, naked below the covers, a slice of bruised shoulder showing.

Clothes. She would have to try find them both more clothes. Lilah's were in a terrible state, torn and bloodied and otherwise stained. Her own dress was little more than a summery scrap of cloth, wholly inappropriate.

Fred could only see the whole side of Lilah's face from her current angle; nose pointed up at the ceiling, familiar haughty perfection. After her efforts of the last hour or so, she didn't want to think about the other side. How it would scar and mar that beauty. She should have done a better job... she should have done something else... there must have been a way...

When Fred picked up the crossbow from the dresser, her intent must have been clear. Lilah shifted and hitched herself up on her elbows in distinct alarm.

"You're going?"

Sharp voice full of warning bells. Scared. Lilah, scared.

"You're going back," Lilah stated into the silence, her voice harder, before Fred could respond.

"I have to. Wesley-"

"Fuck Wesley. Hell, we both have already and so has Angelus by now. The whole reason Angelus fucked the two of us up good was because of that bastard, or did you forget? To hell with Wesley." Her expression gave the lie to the harsh words, even with its restricted mobility.

"I'll bring him back," Fred said.

"You haven't a chance in hell." Raw, vulnerable edges Fred had certainly never expected to see shifted under the stretched-thin mask of 'bitch' still remaining. "Wesley's dead, or as good as. Angelus has had him for hours. Dead, turned, broken... one or the other, and it makes no difference which. We don't stand much chance of repairing any of them."

"Faith had him for hours too. Cordelia told me." Fred eyed Lilah uncertainly; the awareness of just how evil the woman was capable of being suddenly much closer to the forefront of her thoughts. "You sent her, didn't you?"

Lilah shrugged. "Okay. If Wesley's alive then maybe he's not broken. But he's still in a fucking mess. I'm still not going with you. I'm sure as hell not going to pick up those pieces. Not... right now."

"I didn't ask you to. I can't leave him, Lilah." The lawyer's name felt odd on her tongue, maybe the first time she'd called her it to her face and not spoken it like an insult. "I promise I won't leave you either, though. Unless - unless something happens, I'll come back. I promise."

"Sure. That's just what I was fishing for." A little of the fear in her face had allayed though. Scepticism flooded in to take its place. "Yeah. You'll be back. Like something's really not going to happen."

"I've got to try." She felt as frail as the thread of her voice. She didn't want to do this either.

But Lilah nodded slowly, and slumped back deep into the bed. She turned onto her side, offering a view of her back. "Fuck that bastard up for me," Fred heard, muffled but undeniably heartfelt.

"I'll sure as hell give it my best shot."

She realised, looking down at the crossbow, that she was going to kill Angelus. After seeing what had been done to Lilah... and if Angelus had hurt Wesley as she feared... after what had happened to Charles...

But Angelus was Angel, and she surely couldn't kill Angel... could she?

Wesley had been ready to, to save both their lives. Could she do any less?

Angel. Her friend. Her saviour. The knight who rescued her from Hell and helped her to get sane again after. She understood his dichotomy of living with so much wildness. He'd meant so much to her.

Angelus was supposed to prevent the apocalypse.

But Angelus had done unforgivable things. She understood Holtz now, too, as she never had. And so far, Angelus had proven pretty much uncontrollable and not especially motivated towards stopping apocalypses. She swallowed, and set her determination as she checked the crossbow. If it was Angelus or Wesley... she knew which she would have to choose.

She hoped she would have the strength not to hesitate.

Fred drove Gunn's truck back through the gathering darkness - real dark, rather than the eternal partial twilight-dark the world had become since the Beast first opened up the Earth and made it rain fire. Partly as a distraction, she gauged the interludes between the continuing aftershocks of the 'quake.

They were getting closer together.

She strongly suspected that the earthquake was a symptom - as all these other things were - of the imminent end of the world. Not aftershocks, but the gathering storm, the first tremor only the opening rumble of thunder.

She wondered at herself for her lack of logic or reason in running off to try save someone when the world was ending anyway.

She wondered what Cordelia and Connor were doing. If they'd received her message and gotten away safe yet.

Another tremor, the longest and most fiercely felt since the initial one, shook the ground as she drew the truck up outside Wesley's apartment block. She glanced around the street nervously, and parked the vehicle clear of the view from the apartment's windows. She could only hope nobody had been looking out to witness her approach along the road.

Crossbow in hand, she jumped down from the truck and headed over into the building.

The first floor apartment's door was ajar as she hadn't noticed in their mad dash for freedom and inside Fred found the body of a thirtyish blonde woman with two holes in her neck. She did not pause to look in any other of Wesley's neighbours' homes after that, ignoring further unlocked doors to only carry on up the stairs, trying to blank her mind to the horror of it. Lilah had screamed long and loud, and nobody had complained, called the police or come to investigate. It should not surprise her that it was because they couldn't.

The whole building seemed to be frighteningly still. As if there really was nothing left inside but corpses...

No! With the violent burst of denial, Fred charged through the door with a cry much less cautious than she had intended. Only silence greeted her on the other side.

She checked all of the rooms, methodically, quietly. She was good at this. Listening... creeping... hiding... had played this game with enough demonic hunters in Pylea.

Nothing... nothing... nothing...

Angelus had gone. Her knees began to shake.

So had Wesley. There wasn't even a body to bury. And what that might indicate... she didn't like to think about.

Fred's shoulders sagged in defeat and she backed off towards the door, blinking eyes that stung furiously. Something caught and rolled underfoot, almost tipping her balance - straps tangled her ankle, the clink of metal sounding beneath her flattened heel.

She picked up the weapon harness and ran her hands over it. The leather possessed a slight oily feel, smelled faintly of Wesley's sweat. She draped it over her shoulder and hunted for the stake that loaded the spring device. She found one of the discarded guns from the earlier fight first, and seized it up gladly. They would need weapons.

She wasn't, however, enough convinced of the urgency of that need to spend much more time trying to improve their armoury, or even to search the cupboards for the ammunition she knew Wesley kept somewhere. Angelus might come back and she was shaking, her throat constricting with the memory of him. She did not want to be caught again.

Lilah was right. This had been a mistake. There was little she could do against Angelus and she wasn't strong, wasn't even close. She had failed Wesley - not fast enough, not brave enough, lingering with Lilah until he was dead and lost or worse.

It was still the crossbow and not the gun that she held as she descended carefully back down the stairs and left the apartment block. The weapon that could kill him. She was too afraid for mercy, too angry for friendship.

Wesley was gone. Soon everything else would be gone. She was powerless, surely the most powerless one of them to have been chosen to remain intact in the midst of all this carnage, and it was too late... there was nothing left for her but failure, now-

The earth tremor caught her up and threw her to the sidewalk as it made the buildings along the street jump and waver, and started walls and trees toppling like dominoes.

Fred steered the truck faster than she ought back through a city crumbling into ruin. The world was cracking, burning. The rifts opening in the ground - they didn't just lead under the earth. There were whole other worlds down there. She'd seen the things that crawled from them.

With the world ending, she was not sure why it was she even tried, yet the panic in the back of her mind was stuck on Wesley's last words to her - his plea that she get out, that she get Lilah out. She'd seen the anger with which he reacted to what Angelus had done to Lilah. She'd been aware all too often, these past weeks, of the odd contemplative look he'd get sometimes when they lay together after, a look that imagined the presence of another, as she now very much feared. Which one of them had he loved, in the end?

He had asked her to look after Lilah. He was dead now, or she hoped he was dead because it was surely the best thing that could have happened to him in the circumstances, but she would do as she had been asked. Maybe she could get them out yet. Maybe if it all ended with a whimper, and not a bang, they could survive a while. Maybe long enough for Angelus' abuse not to be the last thought on either of their minds.

Fred eased the truck to a halt outside the place where the motel had been. Her heart skipped a beat when she saw the pile of smoking bricks and the jagged peaks of wall that still stood precariously up from its midst. Then Lilah ran up to the passenger door, wrapped around in bed sheets, one hand clutched to gather the ends together at her breast, her clothes and shoes swinging from her other hand. She dropped most of them opening the door and cursed, the sheet slipping and sliding and coming close to absconding altogether as she bent to pick them up and tossed them one by one onto the floor of the cab.

"Are you all right?" Fred asked, as she climbed in, tripping on the ends of the sheets.

"The fucking whisky's at the bottom of the rubble," Lilah growled. She slammed the door.

Fred took this as more or less an affirmative, and let go of her concern with some relief.

"I got the hell out of there," Lilah said. Her eyes, even in the dim light, looked freaked. "I felt the first tremors and... it was like I knew. Something was screaming at the back of my brain to get the fuck out. I just grabbed my clothes and ran. I'm barely out of the door and the place falls down on my heels." Her expression cleared as she looked longer at Fred, the sight of reasoning returning. "I guess this caught you before you could get there, huh? Well, it's... it's probably just as well."

She didn't look happy.

"No." Fred forced the bitter admission past her teeth. "I got there. There wasn't anybody there." She swallowed, stopped trying to look away and made herself meet the other woman's eyes. "There was no body, Lilah. Wesley... there was no body."

Lilah swore. Her eyes closed and she rocked slightly in her seat. For a moment Fred thought she might cry. She was mistaken, of course. Lilah straightened in her seat, looking pissed, and surprised her utterly by asking, albeit hoarsely, "Do you know where he might have gone? If we can stop him - stake Wesley before-"

Fred shook her head. "You think we could find anything in this?"

"No." Quietly. "No. You're right. We can't do anything for him now. He's gone. We have to think about ourselves."

"Anyway, maybe... maybe they're crushed," Fred suggested. "I mean... over half the city is." She'd seen such terrible things on the drive back. Had not stopped, had not helped. Her instincts for personal survival steered her past them, and she was familiar enough with the principles of triage to know the injured weren't going to make it even if this end was not a final one. Hell had descended on earth and it would be hard enough for the able-bodied. Fortunate Lilah, after all, that Angelus had targeted only her face and her pride.

Assuming, of course, that the ones meeting their deaths here and now weren't the lucky ones.

A shell-shocked man stumbled in front of the truck, his chest bloodied. He raised a hand to hit the window, flattened palm leaving red streaks, desperate mouth moving but his voice impossible to hear through the fabric of the truck, amid the noise of flames and screams and the continuing falling masonry outside.

"Drive," Lilah said tersely. The dressings on the ruined half of her face reflected off the glass, overlain almost atop the man's face on the other side, overlain atop darkness and fire. "We can't afford to pick up strays. Shit, we've seen enough these last days to know we can't trust strays."

Fred didn't want to admit her agreement. Even so, the fact Lilah was saying it made her want to argue the opposing view. "Perhaps we could-"

The next, increasingly angry, slap of the man's hand birthed the smallest of cracks in the glass with the desperate strength of the doomed. Fred slammed her foot down on the pedal, straight into reverse, and backed them in a crazy zigzag across the street, then turned them out and away.

Lilah looked a fraction bemused, and all but forced a snicker. "Didn't think this heap of parts meant that much to you."

Fred pursed her lips. "It was a very expensive truck."

The nod and silence did nothing to confirm or disprove whether Lilah knew it had been Gunn's or not. But Lilah had spent three years making herself the thorn in the side of Angel and his team. She knew everything about them. She must know.

Fred eased them around cars on the road, almost empty now. Looking across at Lilah, she thought about Gunn's truck, and reluctantly reached under her seat.

"I brought this back for you. I think Wesley would have wanted you to have it, and I guess... I guess it's pretty practically useful, even so."

Lilah stared dully at the weapon harness a moment, then accepted it silently.

It rested in her lap as the minutes stretched by to the engine's hum. Her hands curled around it, two betraying fingers reflexively stroking the sweat-greased leather.


They kept driving. There was nowhere to stop, so they just kept going, looking for... anything, nothing, the ruins of LA passing by like something unreal, as if the truck's windows were just television screens and all this destruction mere special effect.

The rubble of the Hyperion made for a harsh stab of reality amid it all. Fred didn't want to get too close. She could see the space distorting as she squinted into the darkness, strange flares of light and energy, movement amid the shadow of things inhuman. Some kind of dimensional rift, perhaps. Thought blanked at the concept, narrowing to words, diagrams and figures, but she didn't have a marker pen.

Lilah stared out with irritable pursed lips over the mess. Perhaps she was annoyed it hadn't been her work.

Fred changed gear and turned them away from the hotel, and she headed back out again, away from Connor and Cordelia (assuming they were even alive), away from Lorne (hoping he was, but she wouldn't know where to start looking for him), away from Angelus and Wesley (hoping they weren't; wishing them dead under tons of steel and stone). Away from everything she'd known since Pylea.

Los Angeles was dying. If they stayed, they could only die with it.

Neither she nor Lilah spoke. Their course was clear. With Lilah all silent venom and torn pride sobering up in ill grace in the passenger seat beside her, Fred joined the tail of exodus blocking the interstate, and the traffic queue took them sluggishly out through the night.

Anarchy ruled in the ownership of vehicles and petrol alike. The gun Fred carried on the dashboard saved them more than once from being relegated to the bottom of the food chain. She had to watch helplessly, though, as their harassers merely moved on to easier prey.

Humans, she thought. No demons or monsters, these. She wanted to weep for humanity.

Then Lilah sarcastically remarked, "I always did wonder at times why my people were even needed," and Fred wanted to knock the smirk off her face, shove her out of the door and leave her in the road like those other poor unfortunates.

The queue slowly drifted into less and less congestion, like gas released into vacuum expanding and dispersing, as they progressed further from the city. Cars peeled off and away at exits or were left behind, out of fuel, jamming the ever-dwindling space of passage, increasing the disaster in their wake.

And still too there were the occasional tremors. On one occasion, cracks split the pavement like a jigsaw directly behind them. Lilah, who could afford the attention to crane back and watch, did so, relaying that the cracks increased as two further vehicles achieved passage, then swallowed up the third without a trace. The abrupt braking of the fourth resulted in a pile-up even as the scene disappeared into distance and dark. Further on, past San Fernando, cars swerved to avoid a larger rift, the traffic stream bottle-necking down to one lane on the wrong side which an ever-widening tributary of the rift crept slowly across.

A while after they had exited the city and departed for open country, where the other traffic thinned almost to nonexistent, Fred eased the truck off the tarmac and over the dust. Took them far enough out that they would not be spotted from the road and targeted by anyone in need of gas, and finally killed the engine.

Back the way they had come, she could see an orangish smudge on the horizon. Not the dawn, though that couldn't be far distant now either.

Los Angeles. Burning.

"Well, fuck," said Lilah, her eyes fixed on the blemish, her croak of a voice giving lie to the flippancy. "I kinda liked Tinseltown."

They tried to steal a few hours sleep in the back of the truck. Sleep was the dull black of coal dust, and it didn't last for long. When she woke up, the world was still there, defying expectation, in grey-dark pre-dawn shades.

Her arms were full of evil lawyer.

Fred's initial reaction would have been recoil, but she stifled it. Lilah would certainly need what rest she could get, and swift movement would only wake-

Raising her head slowly, she encountered - barely visible in the darkness - two heavily-lashed, half-open eyes washed with exhausted, arch amusement.

"I didn't want to wake you," Lilah said, her voice muted, echoing strangely when the night stifled it, wrapping around it in thick woolly layers. "You're driving. We both need you rested and refreshed."

Embarrassment crushed down on her as Fred realised it was she, not Lilah, who had moved. She was the one of them accustomed to sleeping all night beside another body; to holding, touching.

Lilah, though taut and tired, did not look drowsy, and Fred could feel tension still fierce in the muscles beneath her hands. "You haven't slept?"

Lilah's expression was uncommunicative as stone. "I wouldn't have anyway."

Unaccountably upset, and additionally made to feel very exposed by the thought of Lilah watching her sleep, Fred tried to pull away.

Lilah's hold tightened. "Don't."

"Why?" Angry; a little scared. She was, after all, very, very close to the Evil Lawyer Bitch, the heart of Wolfram and Hart, the most evil woman she knew.

"It's cold." Lilah's tone was all disgruntled laziness.

Fred was taken aback. But the floor underneath her was hard and chilled, and Lilah was soft. Soft and warm and comfortable, and she was still very drowsy. So she relaxed into the hold, and slipped away into the abyss again within minutes, eyes sleepily noting the paling of the grey on the lip of the horizon as they drifted shut.

The second time she woke, Lilah's warmth was gone, although the world still remained. Still. Still and calm.

Stolen sheets tucked tight around her, wrapping her body as she tried to rise to her knees and then stand, pushing them away.

There was a wide strip of dawn across the horizon, increasingly fading out the burning city with its glow, colours tainted by the mustard-gas haze of a new, angrily discoloured sky.

Lilah was standing, arms hugged over her breasts. Her back was to Fred, but she looked cold, her form wavering with the occasional tremor, bouncing her dark hair gently on her shoulders. She still wore the tattered business suit in which she'd walked through the door of Wesley's apartment the previous afternoon. Fred's heart squeezed at the realisation. She should have remembered to find other clothes for Lilah than those.

She caught up the sheet around her ankles, took it to Lilah and draped it around her shoulders, patting automatically in comfort when she felt the shoulders jump under her touch.

"I'm fine." Lilah's assertion was forceful, resentful. But she didn't shrug off the sheet. After a moment, her hand disentangled and crept up to drag the corners tighter around her.

"You should have woken me before now." Fred could see the flare of the growing sunlight glinting off the occasional car passing on the road. They must not now themselves be so invisible as she had counted on last night.

"You looked so peaceful I thought I'd let you keep on snoring," Lilah said dryly, turning and leaning on the back of the truck, belly and breasts flattened against the edge, arms curled over the top. "Besides, it isn't as though there's a lot we can do. Places to go, people to see, whatever. The world's ending. You can't run from the apocalypse."

"The world's still here," Fred said slowly. "When was the last tremor you remember? And it's not as if we know what's going on. I mean, apocalypses - it isn't as though they're a precise science. Nobody's gonna have done a lot in the way of practical research-"

Lilah let out a bark of laughter. The sharp movement tugged at damaged muscles as much as the flinch that followed it. She wrenched her head to one side, and a wing of dark hair swept around to hide her face.

Fred realised the numbing effect of the alcohol must have worn off hours ago, and they had nothing else. The nerves of the face were sensitive. Lilah would be in severe pain. Possibly, too, that was the least of it. She hesitated, not wanting to pry - but they had fewer options now, and this had become almost as much her concern as Lilah's, since certainly the need to track down qualified medical attention would be a quest in itself.

"Are you, uh, all right, with the rest-?" She broke off, inclining her head and twisting her own face, cold science abruptly deserting her, leaving her unable to voice the hard, clinical words she needed.

"Huh?" Lilah's eyes had narrowed.

"You know. Angelus, and-" She made a gesture with her hand that caused her to blush and reduced her voice to a whisper. "Down there."

"Angelus and... down there." Lilah's sarcasm was full of flat disbelief, and Fred felt herself reddening all the more at the mocking mirror of her gesture. "Why? You really keen to do some more patching up?"

"No - well, maybe I should - I just - If we need to find a doctor, then-"

"It's all right." Lilah cut her off. She stepped from the truck, tension in the line of her shoulders, her gaze way over across the expanse of dry landscape.

"You're not in any pain?"

"Of course I'm in fucking pain. Did it look comfortable to you? I'm bruised all to hell. But I'll be fine."

"Oh." In the silence that followed, Fred tried to force down her embarrassment and to think. "If we don't need to find a doctor, that is, if everything's all right with your face - and if we find some basic supplies and keep the wounds clean there's no reason why it shouldn't be - then we need to decide what it is we are going to do."

Lilah's shoulders lifted and fell, uncommunicatively.

"We need to figure out how this is going to work," Fred insisted. "If it even is going to work."

"What the hell do you mean?" Lilah pivoted on her heels, finally attentive.

"Us. The two of us. I mean, you're evil, and I'm - well, I'm not. And all of this, maybe we're on the same side now, but I don't know. You've done some bad things to us, to my friends, in the past. If we can't figure out a way to work together..."

"There's only one truck," Lilah spat, cutting through to the essentials. "And if you think either of us would stand much chance of surviving out here alone-"

"I... I know." Fred tried to resist the impulse to shrink away. "We both need someone to watch our back. What I need to know is if I can trust you to watch my back." She swallowed, and blurted, "Are you gonna keep being evil?"

The question earned her a blank stare.

"That presumes I have something left to be evil for. Wolfram and Hart is destroyed, this dimension cut off from contact with the senior partners. Any demons we encounter will be as much out to kill me as you. Humans too, as likely. So yeah, I suppose I'm still technically evil, but what in the hell purpose it serves when the world's turned to shit is something I really haven't had the chance to figure out yet."

Her eyes narrowed at Fred's apparently all-too-evident doubt. "Besides," she added, menace creeping into her voice. "You don't think, do you, that you're just going to leave me out here?"

On the last word, her arm swung up and around. The blade shot out from her wrist and, wavering a little in none-too-practiced fashion, she brought it up to rest against Fred's throat in a swift motion. Forced back against the side of the truck, Fred gasped and tried to keep her skin from touching the sharp edge.

But then the blade wavered, Lilah's hold somehow wrong, and it seemed to fold in on itself. Lilah shook her arm irritably but achieved only the opposite effect to her intentions, causing the weapon to collapse fully and retract.

"Shit!" Lilah looked on the verge of stomping her foot. She shook her arm again, to no result.

Fred pressed her lips together, trying not to smile, unsure how the ex-Evil-she-supposed-now-Lawyer-Bitch would react.

Lilah composed herself stiffly and glared. "You realise I have no fucking idea how to use this thing, right? I had minions for this shit. So my threat quotient right now is pretty much nil in any case. Why couldn't you have given me the fucking gun?"

Unable to hold it in any more, Fred's giggle finally escaped. And, in freedom, multiplied. After a moment of looking put out, Lilah sighed and relaxed, and moved to join her, leaning tiredly against the side of the truck and shaking her head. Maybe she was too exhausted for anger. Or maybe the Evil Lawyer Bitch had been harbouring a sense of humour all this time that Fred never knew about because, when she came to think of it, she really didn't know Lilah at all.

Her mirth aside, her heart was taking its time to slow back to normal, and she wasn't filled with confidence by being threatened. But Lilah was right. Just now, they needed each other, and she wasn't about to abandon the other woman.

In this place and time, it was about survival. They could hammer out the details of the arrangement later.

"So what the fuck now?" Lilah asked eventually, evidently reaching the same conclusion, and extrapolating Fred's own - because, despite their differences, Fred supposed they were both creatures of logic at the end of the day.

She thought on the question a moment.

"Fucked if I know," she said finally.

She glanced up and exchanged Lilah a weary smile for a sage nod, and they leaned there, watching the last traces of the burning city become lost in the apocalypse dawn.