Disclaimer: I own nothing besides the original characters, Joss and Mutant Enemy are the lucky ones.

Summary: Angel and his group took out the Thorn, but they opened up a whole new can of worms.

Pairings: Spuffy, Fresley, D/OC. Others might present themselves.

Warning: There will be cursing, violence and a smidgen of sex in this story.

Chapter One: Fade to Black

Hyperion hotel - Back alley

Angel looked upon the horde of demons, most of which even he didn't recognize; as they advanced upon him and what was left of his "family". 'Wesley should be here, and Fred, Doyle and Cordy...' a voice in his head screamed. He didn't actually want them in this battle, since it looked like it was the last one they'd ever have. But they should see what all their hard work and pain had accomplished. They hadn't destroyed evil; but they'd taken away their all star line-up. The Senior Partners would spend a long time replacing the Circle and it's members. At the very least, they'd given the world a break from some of the badness.

He looked to Spike, his grand-childe had the look of a kid in a candy store. William had always been a fighter, he never relished the pain and torture like Angelus did; it was all about the hunt. No matter what Angelus did, or how many times he beat him, Spike always smirked; gave him that little two finger salute, and came back for more. Of course now, he always had some little comment about Angel's hair. This coming from the guy who hadn't changed his hairstyle in twenty some odd years!

Next he looked at Gunn, the man looked like he would keel over any minute; Angel's senses told him that wasn't unlikely. But he knew he'd fight until he died, or ran out of demons. Gunn had once told him they weren't friends, just partners in this fight. But Gunn had slowly gotten over his misgivings about Angel's vampirism. The only other member of the Fang Gang who knew about everything, well, most of it.

He hadn't been around for Doyle, and he'd forgotten about Connor; he glanced at Illyria, and frowned. The only emotions he had ever seen upon Illyria's face were anger, confusion, and arrogance. Which was understandable considering her being one of the oldest demons alive on the planet; that he knew of.

And her empire being the dirt upon which civilization now rested. But now he saw the tell-tale look of pain, like someone had ripped out her heart and crushed it in front of her. A look he had worn more times than he could count. He almost thought he could smell Fred's scent coming off her, he looked back at Spike and saw the same surprised expression mirrored back. They'd have to check into it later...if there was a later.

Now was not the time to ask questions, it was time to finish this.

"Let's go to work"

Same time - Cyrus Vail's mansion

Any L.A. detective would scratch his head over the scene in Cyrus Vail's study. A white male in his mid thirties dead on the floor with a stab wound to the gut. An old red skinned man who looked like a bowling ball had been launched through his head dead as well. The walls covered in ancient weapons, text's and various mystical item's. But what happened next would have surely made any uninformed human's head explode.

The body of Cyrus Vail jerked and spasmed, as a black smoke began to pour out of it. Electricity bolted out of the corpse and struck the walls. The lights faded in and out as the foundation shook. The body rose and stayed suspended in mid-air as the smoke left the body; it started to crumble and disintegrate.

The smoke then proceeded to spread out, creating a fog that covered the entire room, as if it was looking for something, suddenly the smoke condensed and focused it's energy on one spot, again the lights flickered, the mansion trembled and electricity blasted out in all directions.

As the smoke cleared, a massive wave of energy was released; the windows shattered, books and priceless artifacts fell to the floor. Several moments passed where nothing moved, then the eyes of Wesley Wyndham-Pryce opened.

One member of the Black Thorn still lived, in one form or another; and he would have revenge on Angelus, and all who stood with him.

Some time later - Alley behind the Hyperion hotel

Spike grabbed a small hairy demon with his bare hands and tossed it at the semi-circular line of demons waiting for their moment to knock him to the ground and go in for the kill. The fur ball knocked down three of the larger demons in the line. A yellow skinned demon with Mohawk like hair saw an opening and leapt at Spike brandishing a short-sword; right before it made contact Spike's arm shot out and grabbed the demon by the neck.

"Sorry mate, I'm not dating right now, but thanks for the sword."

He then grabbed the sword and thrust it through the demon's chest, spraying the others with the viscous blood running through it's veins. The demon growled as it's eyes rolled back, Spike pulled out the sword and kicked the demon in the chest propelling him backwards toward the group of demons. It also caused the demon to spit blood all over Spike's duster. The demon crashed into the group knocking them back several feet, but not down.

"Bloody hell!" he looked at the dead demon lying on the ground "Your damn lucky this isn't the original."

Spike then buried the sword in a previous kill and glared daggers at the other demons as he carefully took off the coat and rest it on a crate, daring them to try something. He then ripped the sword from the corpse and swung it experimentally.

"Alright, let's pick it up where we left off, you..." He pointed at the largest one of the group, a seven foot tall demon with pointy ears and albino white skin. "...you were about to die horribly" as Spike smirked and brought out his game face. The demon charged swinging a club with spikes protruding all out the top. Spike kicked out at it's mid section causing it to double over in pain. Spike kept his sword pointed at the group as he addressed the demon.

"You know, it's a bit ironic, what with you wielding that spiked club, and my name being Spike and all, maybe you've heard of me"

Spike smiled, hoping to get a reaction or at least a little eye bulging from the demon and his buddies. The demon instead spit upon hearing this and straightened up to it's full height, swinging the club and knocking Spike into the wall.

"Yeah, you're the slayers bitch, killing your own kind, drinking pigs blood, GETTING YOUR SOUL!" he roared as he got down in Spike's face, causing spit to land square on his cheek "YOU MAKE ME SICK!" it brought the club up ready to throttle Spike within an inch of his unlife.

"Yeah!" Spike drawled while snorting some blood that had dripped out his nose. "Well you make me wanna invest in breathe mints" he dead panned while turning his head to the side and staring right into the Goliath's face.

'Even Buffy would be impressed with that pun' a voice in Spikes head said. This made Spike think of Buffy, causing him to forget about Frosty the snow-demon. The demon roared as it tossed its club away, picking up Spike by the arms and raising him up to eye level. "I'll make sure to say hi to that Slayer slut for you!" the demon smirked as his buddies closed in, ready to rip Spike to pieces.

Spike's eyes seemed to glow for a second as he said evenly. "Be kind of hard without vocal chords...mate." He wrenched one of his arms free and wrapped his hand around the bastard's throat, tightening it until he felt the flesh tear and his fingers slip inside the wound. He ripped his hand away, bringing back a handful of flesh. The demon dropped him to the ground and fell to it's knees.

"Course..." Spike said as he picked up his sword. "...you could always learn how to sign" Spike brought up his hand and gave him the British version of the finger. He swung the sword, slicing the demons head off.

'Not as good, but still pun-worthy' the voice said

'Shut your gob, m'trying to cause mass violence you ponce' Spike angrily thought.

'Oh quiet, you've just got your knickers in a twist cause I brought her up'.

Spike had deliberately tried not to think of Buffy ever since his and the poof's Italian adventure. 'Moving on' as Peaches had so lamely put it. Spike shook his head to clear the inner struggle he seemed to have sporadically ever since getting the soul.

Looking at the demons Spike sighed, "Now, where..." suddenly a whirlwind of leather and blue streaked in and sliced the demons surrounding him. As the parts of all different species dropped to the ground, Illyria stopped and shook the gore and viscera from herself; "...were we" Spike said depressingly. He brought his hands over his head and shook them in exasperation. "Bugger, fuck, damn it all Lyri, you don't just swoop in and kill a man's prey, s'not sporting" Illyria smirked and stepped closer to Spike. "There is still much sport to be had...Blondie Bear" she said without emotion; although her smile widened. Spike's eyes bugged and he pointed at her "YOU...have been spending way too much time around Harmony!"

He brushed past her, deciding to find Charlie-Boy, see if he was still kicking and needed a little back-up; hacking at demons along the way. The fight had centered him, until Old Blue had decided to hog the demons for herself. A little ultra-violence had always put Spike at peace, as weird as it sounded. It allowed him to forget about the past victims, and feel the adrenaline or whatever demons had rushing through their veins. His demon basked in the bloodshed, while his soul rejoiced at making up for past sins. Duking it out with a baddie was the only thing that ever allowed him a reprieve from the voices of the dead damning him to hell. 'That and Buffy' his inner voice said innocently. "Shit!"

Charles Gunn had forgot how good it felt to get his hands dirty, 'Why did I ever resent doing this?' he thought cheerily. 'Because you wanted to be the big gun' a traitorous voice said mockingly. It was true, he'd always wanted to be the one to take down the resident "baddie", or discover the spell or prophecy that would sort out the latest apocalypse, he wanted to be more than just muscle. In the process he'd become arrogant, despondent and aloof to the suffering of people in the real world, and he'd started using words like aloof. He chuckled as he split the head of a troll like demon; causing his ribs to cry out in protest.

Those vamps had fought dirty, which didn't surprise him, they were evil, it's what they did. He was enough of a threat that they deemed him worthy of all they had, that made him dangerous. But not as dangerous as Illyria, demon god was on a roll! She would drop by every few minutes and thin out any demons attacking him, curtly nodding and then jumping back into the fray. She seemed even more Illyria like than usual, probably because of Wesley.

Damn!, that stung more than the wound on his side, Wes and him had been through quite a bit in the few short years they'd known each other. Man had taken a bullet for him and his crew, that wasn't the kind of thing Gunn could forget. Life on the street was about respect and survival, and risking one had secured the other in Charles eyes. Then Fred had come along, he could see that Wesley dug her, so he backed off and waited for English to make his move, which he hadn't. Then the ballet happened, he'd never seen anything as elegant as her. So bright and warm, but still with that little mousy nervousness that just made him smile.

After that him and Wes's relationship had become one of boss/employee. The beginning of the end came when he killed the professor, which he'd do again in a heartbeat. Fred had seen something dark in him, no pun intended. After that things got complicated with the beast and he'd found her and Wesley macking in the office. At that point there wasn't a whole lot more to say. Things had ended between him and Fred and his relationship with Wes reverberated back to a more comfortable atmosphere.

Before she died, they were back at being real friends, not just co-workers. But he'd played a part, no matter how small in her possession/death. And he deserved whatever he got, the stab from Wes hadn't hurt, but the look of betrayal shining back in his eyes nearly killed him. Then he'd gotten out of the Leave it to Beaver torture realm and Wes just forgave him, which was more unnerving than anything.

Now he was dead, and he'd never know just where they stood. As Gunn thought over this he was constantly swinging his axe in a wide arc, clipping any demon who got in his safe zone. He was tiring though, and soon some demon would get too close and it would be curtains. Possibly one dressed all in black and giving off radiation from his 80's hairstyle.

"Hey Billy Idol!" he yelled hoarsely while motioning him over, using his axe like a crutch. "Over here!"

"Would people stop bloody relating me to that wanker, I'm the one that thought of...never mind!" He deflated as he put a hand on his shoulder. "How you feeling Chuck?" Spike said worriedly "Like ground Chuck" Gunn replied dejectedly.

"You seen any sign of Captain Forehead"! he said sarcastically. "Not since he climbed the roof to attract the dragon!" Gunn yelled as he hacked at a demon coming up to his side.

Same time - ?

Angel had been in some really tight spots over the last few hundred years, every time he ran into Holtz, the box at the bottom of the ocean, those cheesy leather pants Angelus wore. But none of them came close to being inside the belly of a dragon. This wasn't exactly what he envisioned when he said he wanted to slay the dragon. He figured he'd just stand on the roof; wait for the dragon and jump on it's back, hack it's head off, fall to earth and land gracefully while the body crashed into the mass amount of demons in the alley, saving the day.

The plan had gone great up until the jumping on it's back part, the dragon had twisted it's head while he was flying towards it. It opened it's mouth wide, intending to catch him in his teeth and rip him apart. Angel had barely managed to tuck himself into a ball and went straight down it's gullet. He dug his sword into the top of it's stomach, managing to keep himself from falling into it's stomach acid. Stuff probably burned worse than holy water.

How did he get here? Being stuck in there his mind wandered off, it might be a stupid question, but one he had to ask. Is this what Cordelia had intended when she'd transferred that final vision to him? It was hard to believe, maybe he'd interpreted the vision wrong, maybe Cordy was wrong, something he also wasn't willing to believe. So there must be a perfectly good reason why he was halfway to becoming dragon crap, he just couldn't think of it.

Hyperion back alley

Illyria could not understand how a simple human's demise had done this to her. 'Not just a simple human, Wesley'. She had witnessed the death of countless beings, most of which she had caused, why did this one matter? 'Because it was Wesley'

"I know who he was!" Illyria yelled as she ripped the heart out of a Fyarl demon. It looked at her quizzically as it fell to the ground dead. She could not stand whatever this was inside her, at first it was only when she wore the Burkle persona. The nagging conscience had slowly wormed it's way into her thoughts. Telling her truths, secrets about life and these humans and half-breeds she associated with.

But earlier, when Wesley lay dying in her arms, she slipped into the Burkle persona, yet she was not in control, the voice seemed to take hold of her body, and she was the one stuck inside the shell. Only as her fist started towards the sorcerer Vail's face did she regain control of her body. 'Not your body, my body, our body!'.

Only then did Illyria accept what she had been suspecting from the start.

'Winifred Burkle, are you there?'

'No, I went out for tacos, of course I am you leather clad bitch, you're like the oldest living thing alive, you'd think you would have spent more time reading instead of killing and ruling mankind'

'Insolent shell, I existed in the time before the written word'

'Well at least that explains why your such a dimwit!' As Illyria argued internally a Hell-hound came running up behind her and launched itself at her, just before it hit her a blur of black and platinum tackled the beast to the ground, the ruckus managed to snap her out of the trance and her attention came to Spike as he wrestled with the beast. He grabbed it's head and twisted with all his might, causing the hound's head to spin all the way to the other side, the spinal cord splintering in the process. He threw the thing aside and jumped to his feet.

"Best be on your guard pet, wouldn't want some nasty thing scratching your s and m get-up." he said boastfully, realizing he'd just saved Illyria's ass. She didn't address him, she just stared off. "Blue!" he clapped his hands in front of her, still she said nothing. Fred's scent wafted to his nose and he regarded Illyria strangely.

Timidly he called "Fred?" Illyria's head snapped to attention and she gave Spike a glare to rival anything Willow or his mother had ever thrown his way... although Dawn's could make him listen to Britney Spears, with a hangover. Bossy bint might be an ancient key who's blood could cause realities to merge together, but she was also a Summers woman, nothing held a candle to that.

Illyria got right into Spike's personal space, and being Spike she had to get real close. "Do not call me by that name!" Spike might be hard-headed, but even he knew to let it drop. There was a demon army to defeat. "Guard Chuck yeah? I'm gonna see if I can locate Angel" Choosing to use his real name other than a well crafted attack at him. He was ready to collapse, and he could sense daylight about an hour off. If they were gonna get him and the Poof to shade; and Charles to a hospital, it better be soon.

"I choose to do so not because you command it, but..." Spike jumped onto the fire escape and made his way up to the roof searching for the dragon as he interrupted her. "Because it pleases me." Spike droned in his best Illyria impression. "Yeah, yeah, just stay tight and hold the fort, got it?" He didn't wait for an answer, just slipped over the roof.

'Foolish half-breed, who is he to speak to me in such a way' Illyria thought as she made her way to Gunn 'Well, judging from the verbal spanking he just gave you...I'd say he's your daddy...he he'.

Wolfram and Hart Offices

The remains of the Wolfram and Hart building finally stopped shifting, the dust coming to rest. Eve stood in front of the building, wishing she'd stayed behind.'That's not what Lindsey would have wanted' her mind told her. This caused her to sob again, wishing she hadn't signed away her immortality. She might not be super in anyway, but not being able to die would've come in handy for what she'd like to do to Angel. It didn't matter, he'd get his, her former bosses would make sure of that. She had more important thing's to worry about. It wasn't easy bringing someone back from the dead.


Spike stood atop the roof of the Hyperion, trying to see any sign of the dragon, scanning his peripherals to make sure no baddies followed him up. He'd never admit it, but this past year had done a lot to heal his broken relationship with Angel. He didn't want him dead, annoyed and smacked around yeah, but not dead. They'd never been close, not in a way that was healthy anyway.

Sharing camaraderie while maiming and killing wasn't what Rockwell was always envisioning in his little Americana portraits. But they were family, and Spike would do anything for his family, something he'd proved time and time again. The rain finally started to thin, and as a bolt of lightning streaked across the sky, he saw the winged beast making a pass of the alley; no Angel visible on it's massive frame. Spike shook his head and clenched his jaw, he'd kill that dragon, and he'd enjoy it.

Same time - Across town

Lorne sat in LAX, waiting for his early morning flight to taxi in so he could get out of Hell-A. 'Maybe I'll go back to Vegas? no, too fake. He needed to go somewhere real, where people lived and loved, and there wasn't the constant threat of an apocalypse or other deadlier, less fashion keen demons milling around. Or where he at least wouldn't have to know when those things happened. Where he could just be blissfully ignorant of all the pain, and evil the world held. He'd finally had enough, first Cordy, then Fred, but Angel asking him to take care of Lindsey, like some mafioso.

That had been the straw that broke this camels back, and heart. But he'd done it, not because he was certain that Lindsey's destiny was to be evil. That boy was too hard to read, as if his destiny was locked away from the prying eyes of any empath. In the end, he'd done it because he didn't care either way. Lindsey's life didn't mean anything to him, nothing did.

And if Lorne, also affectionately known as the Host of Caritas, could stop caring about even Lindsey McDonald, than what point was there. As he heard the stewardess announcing his flights arrival, two thoughts came to him. 'What a waste of pipes' thinking of Lindsey's singing ability, and 'I wonder if Carnival Cruises is hiring?'

Inside the Dragon

Angel was getting fed up, the entire group could be dead, and he'd be cooling his heels in the belly of the beast for all eternity, or until it got a nasty case of heartburn. It was time to get out, he'd claw, he'd bite, hell he'd bust out some Manilow if he had to; anything to make the dragon spit him up. Suddenly a thump sounded over head. Hoping for the best, Angel brought forth the bumpies; and bit into the flesh right next to where the sword was keeping him perched atop the dragon's stomach, all the while wrenching the sword around, deepening the wound.

The dragon rolled and dived, hoping to stop the piercing agony in it's stomach. Outside Spike struggled to hold onto the wing he'd just latched himself onto. He hadn't even scratched the thing and it was already trying to throw him off. Well not today, Spike had failed to stop Doc from cutting Dawn, and it had caused the most painful time in his and the Scoobie's lives. This time he'd be smarter, faster...'Buffy', no gotta concentrate.

"Nice to meet you scaly, name's Spike, and you killed my..." Spike stopped as the dragon seemed to seize in mid-air. Only flapping it's wings enough to keep it airborne. Suddenly it started hacking as if it had a hair ball, Spike didn't know what to make of the things behavior; all he knew was it was distracted. He climbed up it's neck to the spot on top of it's head, right between it's ears.

He raised his sword, ready to plunge it straight into it's brain, when the dragon spat out a pissed off master vampire straight up into the air. Causing Spike to lose his balance and plummet unceremoniously toward the earth. As he fell, he had the chance to see how high the dragon had climbed in his short trip on it's wing. He could still make out the Hyperion, but the alley and the battle still going on below seemed like a group of ants fighting over a sugar cube.

Suddenly a great weight slammed into his back causing him to spin and roll. When he finally righted himself he hazarded a look around, thinking the dragon had attempted to snatch him out of the air; he was surprised to find Angel falling along with him. Even more bizarre, he was smiling.

"Poof, what the bleeding hell are you smiling about? Were hurtling towards the pavement at un-godly speed, about to be turned into vamp-paste. What, did the dragon give you a happy, are you evil?" Spike said hoping to unnerve Angel, but he kept the goofy grin pasted on his face. "What is so bleeding amusing you fucking ponce!"

Angel blinked than said "I'm just happy you didn't kill my dragon."

Even with the predicament they now found themselves in, Spike laughed at the top of his lungs, Angel always had to be the hero. "You know what I wonder?" Spike questioned Angel. "How bad is this going to hurt?" Angel said as if it was too obvious. "No" Spike said matter of factly. "With the amount of wind speed were traveling, how can your hair stay so well coiffed?" Spike's face at that moment looked like a cherub angel, without the wings; sadly. "Go to hell, William!" Angel shouted, without any hint of venom in his voice.

"Save you a seat, grandpa!" Spike bellowed back. The two nodded at each other, resigned to the fact that they'd never see each other or anyone else again. The force with which they hit the pavement might not kill them, but there was still a very large group of demons on the ground, hungry to tear them apart; and the sky was starting to light up as the sun neared the horizon. There would be no finding of shelter what with the pulverized state they'd be in upon landing, sorry, impact!

Angel couldn't help but think, 'At least I won't be digested by a damn dragon.' He looked to Spike ready to tell him as much, but the look on Spike's face made him take pause. It was the same look he'd given him when he'd raised his hand at Wolfram and Hart, ready to throw it all way to help Angel in his cause. That look that said, "What the hell, might as well."

"What is it Spike?" Spike didn't bother to answer, he just grabbed Angel and wrapped his arms around him, spinning them, shielding Angel from the quickly approaching ground.

"Spike, What.." But he realized what the boy had in mind. He started to struggle against his grip, but his time in the dragon's stomach had weakened him. "No, William..." Angel pleaded. "No sense both of us getting liquefied Liam!" Spike said, certainty like steel in his voice. Angel took the briefest second to think about the fact that Spike had never called him by his human name that he could remember, always a put down, or just Angel. "But why?" Angel looked right in his grand-childe's eyes as they came within a few hundred feet of the ground.

"Cause someones gotta back up Blue and Chuck, cause it's what Buffy would do...what a champion would do." Spike said this with the conviction of a man ready to give his life for the greater good; Angel had never been more proud to know William the Bloody.

Then they crashed through the roof of the Hyperion.

A/N: I would appreciate reviews to let me know if I'm headed in the right direction