Breaths held tandem with the quiet, calculated yet rushed sloshed footsteps, that interrupted darkness's hold in the sewers. Rats scattered with shrill squeaks as both Slayer and Watcher waded through the ankle-deep sewage, water as dark and dank as their surroundings.

"How can you see where we're going?" She whispered, hand trailing alongside the wall, blind guidance as she strained to follow his breathing.

"Ghar'mon's renewed strength," he replied hushed, fingers finding her jacket and giving her a quick tug, inciting her to hurry.

She stumbled again, biting back a curse as she rushed to keep up with him - with her Watcher. With her demonic Watcher. With her demonic Watcher now infused with a surge of power. Her breathing quickened as her mind flipped through possibilities of him leading her astray to dispose of her.

She was running, but she still wondered if she was running from the wrong person. She tried to relieve her hand from his grip, twisting her fingers but he held on tightly, pulling her along instead.

The idea of a demon with a renewed strength worried her, and she found herself falling back. Now with energy reserves probably capable of unleashing terrible damage, Buffy wondered about the demon's…and Giles' intent. Had Quentin been right all along?

"Giles, enough!" She stood, fists clenched and ready for battle, eyes darting through the pitch blackness that engulfed them. It was silent now, save for the water settling. Save for the hiccup like breaths from both bodies, clasped in a deep, dark, dank enclosure.

"They've picked up our scent," he whispered, emotion excluded from his words. It was a statement, one he knew she needed to hear. One that perhaps would help her differentiate friend from foe.

She swallowed her gasp, his voice closer than she had expected.

"They're only coming closer. The longer we stand here, the closer they get. Each second ticks, they are closer to slaughter." He gently slid his fingers down her arm, slipping down the leather material until he reached her wrist. Feather-light; fingertips splayed open until his hand dwarfed hers, before interlocking fingers together.

Time had slowed down, even her heart, she had noticed. That whispered moment, that renewed connection bonded them for the time being. She sniffed courage and blinked back fear, giving a nod through their visual blanket.

They continued wading through the now thigh-high water, darkness soaking them as easily as the murky sewage that penetrated through their clothing, clinging putrid stench.

"Next time, we take the high and dry road," she whispered, vomit on the verge of slipping up her esophagus.

Finally, a faint light could be seen through the cloudy shadows, as they continued pushing through the now thicker liquid. The light slowly became visible, born from a small bulb protruding from the cracked walls. The yellowing decaying light, though anemic in intensity was strong in contrast to their previous darkness and she squinted, her eyes having just adjusted to the pitch black that had engulfed them.

Grabbing hold of the rusty metal ladder, she began to climb, ignoring how the rough metal scraped at her palms, leaving them tinted with a sickening copper tone. She grimaced, feeling her wet pants cling to her legs, the stench causing her insides to churn. The ladder moved beneath his weight and she let out a shaky, startled breath. She swallowed her trembles as she felt his chest brush against her back as his long legs helped him climb faster, taking two steps at a time.

The soft clanking of their boots against the metal was interrupted by shouts and furious, quick tempo sloshing as Quentin's men gained ground.

"Almost there."

The gentle, calm reserve of his voice unsettled her and she found panic rising within. She reached the top and tried to push the cover off, hitting it with the palm of her hand when it wouldn't comply. Her eyes watered with fear and anxiety as she continued with her attempts.

He pressed his body against hers, holding balance and keeping her shielded against the ladder. Snaking his hand through the gap between steps, he aided her efforts, as they both began lifting the manhole cover off its hinges.

Giles glanced down, as Quentin's men began their climb towards their victim. Taking a deep breath, he closed his eyes and channeled his power. "Buffy…close your eyes." He knew his whispered statement would not be adhered to, so he pressed his hand over, robbing her sight for a moment.

A bright, blinding light seemed to explode from his body.

His hand over her eyes, Buffy stopped struggling, feeling the light's heat against her skin. It was warm, and for a brief moment reminded her of a sunny beach, of comfort, of picnic baskets and red-and-white checkered table cloths. The sensation slowly dissipated as she felt his hand being removed, fingers trailing whispered caresses along her eyelashes. It was only then did she realize that the manhole cover had been blown right off, a loud thunderous clanking noise being heard a couple of moments later as the large metallic piece fell hard on the concrete.

Buffy was still visibly shaken by what had occurred, more so that Giles was being so casual about the situation. She glanced down, hearing the gasped pains of the men below, as they clawed at their eyes, almost wanting to rip them from their sockets. She couldn't witness the finer details, but she could smell a faint whisper of burnt flesh. She gripped the ladder tightly, as she continued to watch with a tormented curiosity.

"Buffy?" His mouth was close to her ear, lips lightly brushing against her sensitive skin. "W-were your hurt? Can you…um, c-can you see?"

And all at once, his stuttering brought her back to a time before when she could honestly proclaim her trust for this man. It reminded her of tea and biscuits, of libraries and researching and teasing and stern looks. It allowed her to remember the mild-mannered reserved and stuffy British librarian who had to adhere to his own calling.

She closed her eyes tightly, pressed against the warmth of his chest, pinned against the cold, rusty ladder. "Good. I'm good. Let's go."

"After you, my dear."

She whipped her head around, glanced over her shoulder, holding his gaze. His eyes lacked their usual warmth and it left her even more unsettled. She climbed the rest of the way up, happy to now be standing on firm, waterless ground. She stood observing him; perhaps to make sure that he was okay or to make sure that he wasn't planning an escape. She was still uncertain about her feelings towards him, towards this situation.

A gunshot echoed through the dank sewers and Giles gave a cry, losing his footing slightly, as he gripped the metal bars to hold himself up.

In a second, Buffy was down on her knees, grabbing hold of his arms. Digging her heels into the soft gravel, she pulled at him desperately.

He scurried up with her aid, holding on to her with a weakening grasp as he ascended the rest of the way. Once on solid ground, he collapsed, rolling over on to his back, his breath coming out as quick gasps.

Buffy looked down, startled to see the metal bars almost chewed through, seemingly as if acid had stripped away the mineral. She glanced back at her Watcher, kneeling down beside him. She reached a hand for his injured leg, unable to fight her loyalty towards him.

"No!" He interrupted her intent, grabbing her hand and moving it away from his injury. "No…n-not yet." Voice lowered, his eyes still conveyed a level of thanks. He turned his leg towards her, showing the affected area.

She stumbled back, hands to her mouth in shock. The material of his pants had disintegrated, leaving a sickening view of the bullet lodged into his flesh. The skin around had turned a violent red and it seemed to slowly spread around the bullet.

He breathed heavily as he dug his fingers in, blood squirting out of the wound. His blood hissed and fizzled as it hit the ground, creating holes in the gravel as the acid disintegrated the small rocks.

She frowned, a hand on his shoulder, much to steady him as it was to steady herself. She watched as he continued to extract the bullet with his fingers, trying to ignore his breathed cries. Something was different about this bullet -

"- it's poisonous to him," he answered her silent question. "Compacted," he grunted, eyes closed tightly and breath short, "oxygen…is deadly. Quentin's done his research," he bit back a morose chuckle. He finally managed to remove the bullet, letting it drop to the ground. It bounced, a small puddle of blood cushioning its fall. Buffy watched as the blood seemed to retract from it. It reminded her of those dishwashing liquid commercials where a drop could scatter grease.

"Good?" She asked, hooking a hand underneath his arm, helping him stand.

He limped a little, but nodded. "Good." He looked at her when she stopped him, a hand to his chest. "Buffy?"

"Are you…indestructible? Immortal?" She chose to let the uncertainty shine in her eyes.

"I am…now. Ghar'mon isn't." He cocked his head to the side, exhaling a small laugh. "I…it shall all be explained to you, once suitable shelter is found. I propose we best hurry for Quentin is a man of many resources. It won't be long until he picks up my scent." He watched as she stared at him with a mixture of defiance and an untrusting air that he had somewhat expected to occur. "I promise you, I shall not harm you nor our friends, Buffy. I…I don't know what will happen, but your safety has always been my priority, no matter who or what I am."

Taking off her jacket, she pressed it against him until he held it. She removed her t-shirt, leaving her in a rather skimpy camisole which did little to hide her sports bra underneath.

Giles raised an eyebrow but said nothing as she kneeled down in front of him. He felt her hands steady on his hips, sliding downwards until her left hand reached the area above his wound. He let out a silent breath and closed his eyes, head tilted back as he felt her warm breath against his crotch, right through the material of his pants.

She gripped his right thigh with both hands now, careful not to touch the wound. She turned her shirt inside out and twisted it into a tight rope. She wrapped it around his thigh, securing it tightly with a knot. "Immortal or not, I think it's better to avoid infection, huh?" She glanced up at him, closing her eyes briefly as she felt his fingers thread through her hair.

He glanced up, his eyes growing wide a second later as two headlights seemed to approach them at a terrific speed. He grabbed Buffy by the shoulders and threw her to the side just as the white van collided with him, sending him flying about ten feet.

"Giles!" Buffy yelled, standing up and rushing to where her Watcher now lay, in a crumpled pile. "Giles?" She refrained from touching him, remembering his warning and drawing her own conclusions when it came to his blood. Seeing that the wound had not opened again, and that there was no blood, she rolled him onto his back, checking his pulse.

"Wha-?" She withdrew her hand quickly, having felt fingers push back as she had come into contact with Giles' skin. Her mind whispered back to the moments in the sewers, where they had borrowed blind faith and hid in plain sight, nestled underneath a darkened jacket. She had felt something there - an emotion in her heart but a physical caress against her cheek.

Giles groaned, rubbing the side of his head. He immediately checked for any blood before looking up at Buffy, who was kneeling down by his side once more. He dropped his hand to her thigh, allowing himself a moment's rest as he caught his breath.

"Stay away from her!"

He craned his next, staring at three forms standing in front, silhouettes against the headlights. "Xander, for the last time, I'm not a vampire." He exhaled, dropping his head back down with a thud.

Xander cleared his throat, pocketing the crucifix that he had been holding out. "I knew that."

Buffy reached for him, helping him stand. "It's good, guys." She took a breath, casting a disapproving glare at her Watcher. "Complicated…but good. At least I think."

"Or you hope," Giles supplied, eyes crinkled closed as he felt his ribs ache. It burned to breathe and he coughed, almost doubling over.

"So not helping, Demon-guy."

"Wait! So he is a demon?!" Willow took a step back.

"I thought you said everything was good! You lied? Why would you lie? Are you under his spell?" Xander squeaked, taking a step behind Willow.

"Think lesser of two evils," Buffy added, helping Giles into the side of the van.

"I'd rather think of no evils," Cordelia answered, climbing into the passenger's side.

"Not that I don't want you here…because I don't," Buffy paused, eyes searching for the right phrasing, "…want you here, that is, but um, why are you here?" She looked to Xander who holding out a bottle of Holy water, poised to use it. "Why is she here?"

He quickly pocketed the bottle, offering an embarrassed smile.

"She has a remote cabin up in the woods that you and your demon can hang out in," Cordelia replied in a huff. "She is doing you a favour."

"Cordelia willingly doing us a favour?" Buffy glanced at the brunette. "Are you possessed too?"

"Blackmail," Willow supplied proudly. "I found out that at one time, Cordelia's parents were one welfare, for a month before they managed to win their riches back."

"Hey! That's top secret information, Rosenberg. The deal was I ask no questions, and you give no answers!" Cordelia groused, arms crossed over her chest.

"Good job, Wills! You'll be working for the CIA soon!" Buffy congratulated her friend as she helped Giles settle into his seat.

"Or being investigated by," Giles offered, as he rested his head against the back of the seat. "I don't suppose reminding you lot that we are now being chased by a deranged power-hungry lunatic so perhaps we should gabble less and consider our journey to this hideout?"

Cordelia wrinkled her nose as she rolled down the window. "Has anyone told you guys that you both smell like a toilet at a gas station that hasn't been cleaned in over ten years, located right beside a Taco Bell?"

"No, but your colorful description is quite touching, Cordelia." Giles didn't even bother opening his eye to cast her a glare, deciding it would fall on muted sight anyway.

"But kudos to you Buffy, to have that much blind confidence to go out with hair like that." Cordelia added, smiling to herself.

"Hair? What's wrong with my hair?" The Slayer touched her blonde locks, looking to her red-headed friend for support.

"It's probably full of spiders or something," Cordelia commented, glancing back at Buffy.

"Cordelia? Buffy is the Slayer. She fights vampires and demons of epic proportions on a daily basis. I highly doubt a tiny spider is going to scare -"

"- I think I saw something move!" Cordelia gasped, interrupting the Watcher.

A series of shrieks broke out as Buffy's infectious flails caused a domino effect within the van's confines, as all three girls whipped and jumped around, causing the vehicle to teeter from side to side.

Giles watched as his Slayer batted her hands, fingers raking through her hair as she tried to rid herself of the invisible pest; also known as paranoia, he mused.

The cries slowly died down, save for a higher pitched one that still echoed with panic. Giles silently observed all three girls, his eyes darting from his Slayer, to Willow and finally to Cordelia - all three who were now staring with a somewhat slack-jawed expression at the young man sitting in the driver's seat.

Xander calmed down, hiccupping his final shriek as he realized the mass hysteria had dissipated. Silence reigned, awkward and still as all four eyes were still resting expectantly on him. "What? I really hate spiders, okay?" He mumbled his excuse.

Any more explanations were interrupted as the passenger's side mirror cracked with a bullet's ping - the offending object still smoking as it lay nestled amidst the shards.

"Holy cheese and crackers!" Xander exclaimed, leaning over Cordelia to examine the damage. "I just got that replaced!"

"I assure you there will be a lot more damage done, and not just to your vehicle. My recommendation is to perhaps vacate the area as soon as possible." The Watcher remarked, anxiety and warning in his voice. He glanced around, letting out a tense breath as he watched Quentin's men sneak into hiding, preparing for an ambush. "As in perhaps now!" He added, teeth clenched.

"Um, I don't know what the rules are in demon town, but I can't just go hitting people -" Xander began to explain, pointing to a group of three people standing in front of the vehicle, guns drawn.

"Watcher, I do not want your band of children. Come with us and no one else shall suffer any pains."

Giles ignored Quentin's condition, gripping the driver's headrest and pulling himself up forward. "You bloody-well hit me! Quite easily, might I add!"

"Uh, last time I checked, you are a demon! I thought you were trying to kill us -" Xander pleaded his case, looking for some support.

"- let me tell you, my boy, they are trying to kills us all right now -"

"- because of you!" The young man yelled, putting a stop to their squabble. The only thing that was left was the slight trembling breathing coming from him, mixed in with everyone else's breath, held in synchronized fear.

"Quite right, old chap," the Watcher murmured, opening the sliding door. "I've put you lot in senseless danger - this is my battle. There's music to be faced, yes?"

Buffy's senses tingled, and with a quick exhale, she grabbed him, wrenching him in the van, just as another bullet whizzed by, narrowly missing the Watcher. They both stared at each other, Giles on his back and looking up at her wide-eyed before his eyes softened with thanks.

"Scoobies stick together, guys." She glanced up, her face resolved with temporary loyalty towards her Watcher. "Giles…there's still a Giles in there…somewhere. If we go, we go together." She swallowed relief, receiving a nod from Willow and an indifferent shrug from the bold brunette sitting in the passenger seat.

"Whatever. I just don't want to, you know, die, so maybe we should come up with a plan." Laced with quite a dose of innocent sarcasm, the rest of the group rolled their eyes, though somewhat used to her acerbic tongue.

"Rupert, I hope you realize that these are not foolish games that we are playing. You are a threat, Rupert, and it is our job - the Slayer's job, to remove this threat. Give yourself up, seek the help you need, and your friends will not get hurt."

Again, the group ignored Quentin's voice, amplified by the loudspeaker that he held to his mouth.

"Perhaps it will be wise for me to commandeer the wheel, hm?" Giles offered, already moving to switch places with Xander.

The young man glanced at Buffy in protest, but she merely raised her eyebrows, daring him to defy both Watcher and Slayer.

Another bullet crashed through the right-hand window in the back of the van, causing the occupants to duck, arms criss-crossed above their heads as glass rained down on them.

"Now!" Buffy yelled and both Giles and Xander scrambled awkwardly to exchange places. As soon as he was behind the wheel, Giles keyed the ignition and gunned the engine, coaxing the old van past its limits. Tires squealed as the van took off, the distinct sound of gravel mixed with glass crunching beneath the wheels. Gunshots now rang out in succession, pings hitting the side of the van as Giles swerved, narrowly missing the men in front of him, who were shooting with no restraints.

Once on the highway, Giles continued his speed, pushing the van as fast as it would go.

"Giles, slow down…" Buffy tried to soothe her Watcher, feeling his anxiety and fear.

"They've got faster and better cars, Buffy," he mentioned, glancing in the rear-view mirror. "Bloody pillocks!" He exclaimed, hitting the steering wheel as he spotted their vehicle quite hot on their trail. "Black SUV, behind us," he clarified.

Another shot rang and everyone hunched, ducking behind the seats as the other back window exploded, shards crinkling inside the van.

"A cop! Giles, pull over! The cop will save us!" Xander leaned forward, pointing ahead where a cop car sat visibly, a radar aimed at the road.

"Good thinking, Xander!" Buffy cheered her friend before placing a hand on Giles' shoulder. "Pull over, Giles! Quentin'll be really stupid to keep shooting at us with a cop on our side!"

In the moment, Giles nodded and pulled over, slowing down quite abruptly, stopping a click or two away from the car. Lights began to flash and a siren blared as the cop car rolled down from the small grassy knoll on which it has been perched, and rolled to a stop behind their beaten up van.

The group sighed as they watched Quentin's SUV continue by them. Giles made a mental note of the license plate, hoping that the police would be able to help them.

"Right, so um, did anyone else think this through?" Cordelia asked, ignoring the collective sigh.

"What do you mean?" Buffy asked, her patience wearing thin as she spied the police officer get out of his vehicle.

She continued, still oblivious to Buffy's clipped response. "Well maybe it's just me, but doesn't it seem strange that a beat-up half-naked old guy is driving a broken down, bullet-holed van with a bunch of high school kids?"

There was utter silence in the car: no one moved, breathed nor blinked.

"Bloody hell," was the only noise, whispered by the Watcher has he crossed his arms over the steering wheel, laying his forehead in despair.

Giles eyes met Buffy's in the rear view mirror as the police officer rapped the end of his flashlight against the window before shining it in.

--TBC--