Copyright- I do not own any of these characters , they belong to the mastermind that is Joss Whedon. But don't I wish I owned Spike *Sigh*. :)

Angelus was hungry. Fleeing to Sunnydale after he'd been freed from his whimpering-soulful-pathetic-excuse-of-a-vampire alter ego Angel was the best idea he could remember having in a good century or so. Almost as good of an idea as his choice of entree for the evening. His intentions were to suck the slayer dry, but seeing the morsel that was his former lover's younger sister alone and vunerable at The Bronze was too tempting an offer to pass up. She had always like that pitiful buffoon Angel , so he figured this would be all too easy. Just a little excitement before he played with Buffy's bones. He sat in the shadows. They fit him almost as well as the leather duster he left at the hotel his "friends" had him caged inside of. But he was too busy staking out his prey to notice someone else lurking in the shadows. Another character was watching Dawn intently.

Angelus sauntered over towards dawn, putting on his "Angel" guise and trying to act as good natured as possible. He moved silently until he was directly behind her. He could smell her shampoo and the vanilla scent she had inherited from Buffy, but Dawn didn't even sense his presence. He rested one hand on her shoulder and bent down to whisper into her ear. "hey sweetie."

"Angel!" Dawn exclaimed spinning around into his tight grasp. She looked into his eyes and saw something different, a look she had witnessed years before on the same handsome face. The look Angelus' eyes always held.

"Angel?" She repeated, this time her enthusiasm replace with a quavering, shaky fear. He tightened the grip he had on her wrist and she knew that if Angel didn't let go, her wrists would easily shatter into splintered bone.

"What?" Angelus asked with mock innocence. "Not happy to see me, baby sister?" He pushed the frighetened teen into the wall and pinned her in place with her arms. Dawn looked around for something made of wood, anything. Seeing nothing, she tried screaming but the music seemed especially loud tonight and no one paid any attention to anything but themselves.

Angelus dipped down and laid his face in the arch of Dawn's neck and deeply inhaled the smell of vanilla and fear. He had each of his thumbs on the pressure points in her wrists and he felt her pulse speed up. He listened to her heartbeat and the flow of blood going though her body, faster and faster, making him grin. He increased the pressure on her wristbones until they got to the point that one more precise push would shatter her wrists inwards, crushing the major veins , but knowing that this alone would kill her, he didn't allow them to break.

Slowly Angelus lifted his head until he was looking into Dawn's tear- filled eyes. Then he tilted his head back further and listened to the music playing. It was a song called "Bitch", one that reminded him of his slayer. He put his lips next to Dawn's ear, so close that Dawn shiverd as he exhaled chilling, unneeded breath. He recieted the upcoming line, probably his favorite and most suiting at the time.

"When you hurt, when you suffer, I'm your Angel undercover." He smiled back up at her, true face released, eyes glowing and fangs bared.

"Please, no, Angel." Dawn sobbed. "Don't do this." She closed her eyes and cried softly as Angelus prepared to sink his fangs into her. Then she heard him gasp along with a soft whoosh and she felt him release her from his grasp. Dawn opened her eyes and saw Spike standing in front of her with a broken pool cue in hand. He grinned and sung along with the song quietly.

"Im a bitch.... "

AUTHORS NOTE- I have nothing against Angel, I watch the show, read the books,pledge the cults, etc., it's just that Spike isn't very fond of Angelus and I heard this song in the car ( "Bitch, by Meridith Brooks, which I don't own either, for the record) and I knew it would make a great fan-fic on how Spike defeated his Grand-Sire, if the time came.Plus I couldm't get the idea out of my head so I had to write it down. I also wanted to write a short fic showing Spike love for Dawn. FIN