It's a conspiracy, Willow thinks, staring at the ugly lemon yellow wallpaper from her vantage point on the bed.

All hotels look exactly alike.

This one is exactly like the one she had in Las Vegas when she went to find Xander…the same as the one in New York when she went to find Dawn…

The colors are different, but for all intents and purposes, it's like being stuck in the same place night after night--but without the comfort of that place being home.

She's always moving, and yet somehow, always standing still. Like she's stuck in a hamster wheel.

It'd be funny if it weren't so pathetic.

A breath escapes her in a melancholic sigh and she thinks about getting up and going out to find something to eat.

She glances at the door for a moment before her eyes slide back over to the wall to resume staring at the same exact spot they had been studying before.

She may be hungry, but she just…doesn't feel like it. The effort of getting up and going somewhere to find dinner isn't very appealing, no matter how good the aforementioned dinner might taste.

Besides, Willow rationalizes, it's raining. It's all muddy and yuck outside.

She stares at the wall for several moments more, wondering if she really wants to spend the energy it would take to reach for the phone and order a pizza.

It just seems like so much trouble for something as trivial as avoiding starvation.

Yet…she turns and reaches for the phone.

The witch doesn't bother with the phone book--that's what information is for, after all--gets ahold of the nearest pizza joint and places her order.

When she's finished, she doesn't make the effort to set the old rotary phone back on the nightstand, she just allows it to stay on the bed, resting next to her thigh.

She blinks lethargically and spends an indeterminate number of minutes staring at the wall.

You would think it was her favorite pastime, often as she indulges in the activity; but this is that chronic, heavy depression--both hers and that of her friends that she has relieved of their pain--pressing in on all sides making itself known.

A knock at the door shakes her out of her blank staring and like the last time she was engulfed in depression, she forgets the danger that may be lurking on the other side.

"Come in."

And just like the last time, he stands there.

His posture isn't the same…he isn't giving her a predatory look…though he does have his hands braced on the doorframe…

He looks…very un-Spike-like. He looks worn and washed out.

He looks the way she feels, that's how he looks.

The second the thought flutters across her consciousness, she wonders if she really feels that badly but Willow pushes it away.



She's silent, staring at him instead of the wall.

He stares back for a few moments.

Willow stands, kneecaps protesting the movement. "Spike…"

"We've already established what our respective names are, pet."

He instantly turns from weary to snarling as she tries to approach. "Don't even think about it. I want to know what you did."

The way he snaps at her cuts at her heart, leaving a sting in her chest to know that she'd made him this angry. "I was just trying to…trying to lighten the load."

"Don't need my loads lightened, thanks. Been carryin' 'em long enough to like their weight just fine." He shakes his head forlornly. "Why? Why did you try to fiddle around in my head, Red? Didn't those Initiative buggers and their little knick-knack do enough damage?"

"I was just--"

"S'pose you did it to the others as well, didn't you? You daft bint, when are you going to learn that people don't like magic scrambling their brains?"

"You…you all need to rest. You too, Spike. You more than anyone!" The words are out in a frantic sob, her emotions and the emotions of the others finally overwhelming her as she collides with him, searching for comfort that only a familiar face can give, tears finally overflowing as they've been trying to do all along.

She doesn't want to collapse--knows she shouldn't show any weakness with someone like Spike within earshot--but she can't stop herself.

For a split second, she gets the feeling that he's going to pull back and she clings all the harder, but he doesn't retreat.

Instead, one of his hands finds itself on her shoulder and the other buried in her crimson locks, stroking her hair soothingly--if a bit awkwardly.

"None of that now." His voice is cold steel with its authoritativeness. "Where'd my Red go under all that blubbering mess of emotional woman, hm? The vivacious one…the irrepressible annoyingly optimistic one?"

She laughs sharply and hiccups. Willow forgot what it was like to be that one long ago…but to be reminded of the fact that's how he sees her is equal parts sweet and bitter.

Sweet because that's how he's trying to drag her out of her depression, by reminding her of the girl she used to be…

Bitter because she can never be that girl again.

Her shoulders are trembling as she takes a shuddering breath and looks up at him with her eyes streaming. "I just wanted to make things easier…let you rest."

Spike's expression softens by such a tiny margin that if she'd been anyone else, it would have gone unnoticed, and he cups her chin with one hand.

"Didn't anyone tell you, Red?"

His upper lip curls ever so slightly upwards into that trademark ironic smirk that used to be so much a part of her everyday routine she couldn't think of what life would've been like without it.

"There's no such thing as rest for the wicked."


A/N: I will never know why I keep sending weeping women careening into Spike. -debates- To continue or not to continue, that is the question...

Nah. End. Better to end on a good strong finishing line than on an anemic one later.