Author's Note: A very delirious AU version of 'Not Fade Away' with an entirely different finale. For one thing, Spike's the one who got graunched (simply because I wanted to kill him off), and….oh, just read the story, okay?

Gunn knew he was dying, a fact he accepted with the same resignation the former gangbanger felt towards everything else occurring in his vicinity: their battlefield in Los Angeles, the horde of demons just down the street that were going to charge any second now, and the forlorn huddle of his friends preparing for their last stand just a few yards away in the alley, with Angel, Wesley, and Illyria holding their low conversations among each other as they awaited the end. Spike had already died (for the what, third or fourth time?) bringing down the Black Thorn earlier today

Lying back against the building wall where he'd been gently placed, with his arms holding a crude blood-soaked bandage over the horrible wound in his stomach, Gunn absently noted the growing coldness in the center of his body, accompanying by his vision beginning to dim, all while barely hearing the scattered words being uttered between the trio still on their feet and paying no attention to him.

"…potential weapon…never used…" Illyria seemed to tear off part of the material from her body-suit at the front of her upper left arm, and the pure demon showed whatever she was holding in her right hand to the vampire and former Watcher dubiously considering her possession. The God-King continued with what seemed to an incurious Gunn an incomplete statement, "…manifestation of will…unlikely…"

Staring at the no-longer-human woman in the reddish-blue costume, Angel seemed to say, "…how to…successful?"

Having a more blank expression than usual, Illyria only shrugged, and answered, "…unknown…look and concentrate…"

As his consciousness began to fade and darkness gradually overcame Gunn, he idly noted with his last thoughts how brightly the object held by the being that had formerly been Fred Burkle was now glowing in her hand, plus as the switching-off synapses in his brain fired their nerve impulses for the final time, Charles Gunn really wished for one last chance to…

Several minutes later, the entire forefront of the demon horde was running for their lives, with hundreds of these fiends having already perished due to being crushed underneath by their rampaging foe making his implacable way towards the leaders of this monstrous army at the center of their mob of followers. Trying unsuccessfully to halt their soldiers' panic, the demon generals sent in their mightiest warriors, lead by the hundred-foot tall ogre and the dragon flying overhead that Angel had expressed a wish to bring down. However, their forces' wavering morale immediately plummeted at first seeing the terror on the features of their giant champion having to face something far more formidable than itself, and then at watching how just a single kick in the crotch instantly defeated the ogre, with it then crumbling to the ground, moaning in agony as the monster curled itself around his talons holding its aching testicles.

Seeing this, the dragon overhead now swooped down, to hover with beating wings in mid-air several hundred feet above the ground, and then it blasted from its gaping jaws a massive stream of fire that struck directly its target, the enormous, hairless skull of the three-hundred-foot tall being that now stood stock-still in the middle of the Los Angeles avenue, while flames crowned this giant, all without harming him the slightest.

Keeping his face deadpan, the immobile being taller than most of the buildings surrounding himself only allowed his mouth daubed with his war paint to have his lips thin slightly with annoyance, while examining just above and beyond his head the attacking reptile that had suddenly realized it was now in real trouble. Frantically flapping its wings, the dragon attempt to soar away. Alas, it was far too late for this mythical creature, as the giant's right arm the diameter of the Holland Tunnel now lifted from his side, to swing his terrible weapon that smashed with incredible force into the dragon, instantly killing it and sending the broken corpse crashing to the ground right onto the demon horde's leaders, wiping them all out.

As the entire army of darkness now broke and ran, the giant eyeing his fleeing foes now opened his mouth, to speak in a tone of thunder that shattered windows for blocks around, a stern admonishment of:


An enormous, thirty-stories tall clown dressed in an outlandish circus costume the size of a football field then stepped forward in his ludicrously-long bright red shoes to start stomping again his helpless enemies into smears on the ground, while the slapstick comedian's prop dangled ready in his right hand, the inflatable rubber bladder bouncing up and down as Homey D. Clown continued the eradication of every hostile demon in the 'hood.

The remaining Fang Gang members standing at the alley front watched all this happening further down the street, with most of that group having jaws gaping down to their belt buckles. Even Illyria looked a trifle bemused, even when Wesley standing next to her turned and addressed her with absolute incredulity in his voice, "You couldn't have channeled Fred for ten seconds and warned us that there was the risk of a Ghostbusters finale scenario? I remember quite well when we had our movie nights at the Hyperion and she picked that film during her turn, with Fred giggling all through her popcorn at the part where the Stay-Puft Marshmallow Man was created!"

Watching with fascination as Homey kicked a few dozen demons into the Pacific Ocean several miles away, Illyria simply shrugged, and continued observing how the totally-unexpected result of a last-ditch gambit now bent over to more easily start clouting with his immense rubber bladder some of the bigger fiends that would have been excessively squishy under his trampling clown shoes. An actual approving glint now appeared in the God-King's eyes over witnessing the ongoing carnage.

Craning his head around to look back at where Gunn's body had been lying just before he'd disappeared in a flash of light, along with whatever the bloodthirsty Old One had used to create the colossal clown that had simultaneously appeared right on top of the first row of attacking demons, Angel shook his head in absolute disbelief, and muttered, "I didn't know Charles was also an 'In Living Color' fan. Thank God he didn't turn into Blaine Edwards or Antoine Merriweather."

Dead silence greeted this remark.

Snapping his head back, Angel stared into the astonished expression of Wesley regarding him with total shock. Even Illyria was eyeing the vampire oddly over what he'd just said, which only made Angel even more hastily blurt out his next words, "Not me personally! It was just an arrangement worked out among Angelus and myself a few years ago, when that program was on the air. I got to listen to Barry Manilow in peace and quiet, and when the show came on, that monster had the chance to watch the Fly Girls and his most favorite character."

"Which was…?" prompted a very interested Wesley Wyndam-Pryce in full Watcher-researcher mode.

Angel just sighed, knowing he was going to hear about this the rest of his unlife, and then he reluctantly answered, "Jim Carrey's oddball Fire Marshall Bill." Looking around at his boggled audience at hearing that, the Irish vampire snapped in a very exasperated tone, "Well, considering how much pain and destruction followed in the footsteps of that insane fireman, it's no wonder Angelus really busted a gut every time the phrase 'Lemme show ya something!' was used!"

Knowing this hilarious information absolutely needed to be added to the chronicles of the Watchers' Council, Wesley managed to keep a straight face over uttering in response to that, "Yes, quite."

The Englishman's mood turned a bit more serious as he now turned to Illyria, who'd gone back to watching Homey doing a soft-shoe number among the remaining demons now well on their way into being a film of demonic goo several molecules thick on top of the street. Ignoring how this was making the ground tremble around them, Wesley cleared his throat and managed a polite request for the God-King. "Illyria, can you turn Gunn back into, er, what he was before?"

A flicker of a very rare emotion for the Old One now flashed over her cerulean features, making a sudden chill pass down Wesley's spine, as he saw Illyria's expression change into something he'd really rather have not witnessed: uncertainty. The chill became even more intense as the pure demon now grudgingly gave her answer. "Perhaps. But, have you considered that the muck was about to succumb to his wound? In fact, he may have actually done so, since it was theorized when the weapon was created that only a sentient being's life-force could power the device to achieve its purpose."

A very worried Angel and Wesley now traded anxious glances among themselves, with the vampire then sighing, "I'm afraid we have no choice but to change him back, whatever the consequences. He gets turned back to his old, perfectly fine body, that'll be wonderful, and if Gunn doesn't survive, well, we'll do him honor and hold a hell of a wake for the guy. In either case, we have to act fast and do whatever's necessary to get rid of that!" Angel jerked an expressive pale thumb at where a giant a hundred yards tall was standing with his fists resting on his garishly clad hips and smirking down past his immense throat ruff at the puddles of demonic slime were the only remnants of his enemies.

"Ah, do you have a pressing reason for your suggestion?" tentatively asked Wesley, frowning at the ruthlessness being shown by their leader.

Angel seemed to take the Briton's objection in stride, holding up two fingers as he counted them off. "One, I just heard those-" The vampire broke off his statement, as a dozen news helicopters flashed overhead, heading eagerly towards what surely had to be the biggest (by all possible definitions) news story of the decade. Glumly counting off his other finger as an increasingly dismayed Fang Gang stared at where the mammoth Homey cheerfully waved at the oncoming helicopters, Angel continued, "-and two, even if we really wanted to reveal the whole supernatural world to the networks, I don't think anybody wants to know exactly what Homey D. Clown would do if he wasn't under the control of the Fox censors!"

At that exact moment, a maniac grin appeared on the massive grease-painted features of Charles Gunn, as the giant now turned around while looking over his shoulder, a terrifying smile still on his face, at all of the helicopters that had stopped to hover in mid-air while sending images of an impossibly huge clown worldwide, as this truly scary circus performer now bent over to present his gigantic ass directly at the aircraft filming all this, to then grab the elastic waistband of his baggy pants, and in the very next instant…