A/N: You may be interested to know that this is the penultimate chapter in what has become a truly epic season rewrite! Thanks again for sticking with me.

Spike paced and prowled around the foyer of the plush apartment building, his hackles well and truly up. Last time he was here, he was a broken, bloody mess who barely made it out in one piece. This time he was going to kick some hellgod arse or die trying.

'Are we all clear on our roles?' Giles asked one last time. Everyone nodded, some looking more confident than others. Willow's eyes shone with determination and excitement but Tara, now dressed again in clothes hastily grabbed from her dorm room, looked ready to vomit.

Giles turned to Mary. 'And the spell you discovered, to force Glory to retreat into her human host?'

'Right in here,' Mary said, tapping her jacket pocket.

'Alright then,' Giles nodded, 'let's not delay any further.'

They all piled into the enormous lift and Spike found his face pressed up against Ereshkigal's generous bosom. He turned his head away and stepped back.

The goddess laughed. 'Do you not like women, lightning hair?' she asked, smiling cruelly.

'You bet I do,' Spike retorted. 'Only I like them a bit more my size, y'know.'

'Do you find me unattractive?'

'Actually, you're what I'd normally call a right stunner,' Spike said, 'except for where you make me feel like a little tiny worm wrigglin' about on a hook for your amusement. 'Sides which, if the woman currently hosting Your Highness found out I'd been pressed up against your assets, she'd rip my nadgers off and use them as castanets.'

Ereshkigal laughed again. 'I like you, you odd little man.'

'T'riffic,' Spike said, relieved when the doors dinged open onto a silent hallway, painted in cream with a thick, plush carpet.

As the penthouse suite door burst open, Glory glanced up in surprise from a velvet-covered chaise longue. She looked annoyed at first, then furious when she saw Spike. Then her eyes fell on the tall dark-haired woman behind him and her lipsticked mouth fell open.

'Ishtar,' boomed Ereshkigal. 'This must end. I grow weary of your pathetic struggle for power. I am here to finish it, once and for all.'

'Yeah? Well, maybe I'll surprise you,' Glory sassed as she stood, though Spike detected a trace of fear in her eyes.

'You never have yet,' Ereshkigal sneered.

As he watched the two hellgods facing off, Spike was suddenly reminded of himself and Angel; one tall and dark-haired, powerful and muscular, full of confidence and authority; the other smaller, scrappier, fair-haired and full of swagger.

In the corner behind a screen and unnoticed by Glory, Willow and Tara clasped hands and began chanting a spell designed to protect Ereshkigal. Beside them the three British witches began the spell to weaken Glory and force her human host to emerge; Mary held the Dagon Sphere in one hand and they channelled the spell through it, augmenting its effects.

'What are you waiting for?' Glory said to her hovering minions, pointing to her old enemy. 'Kill her a lot.'

Dreg and the others rushed Ereshkigal but instead ran into Giles, Xander, Anya and a vamped-out Spike, each wielding a weapon. Ereshkigal brushed past as though they weren't there, her eyes locked on Glory.

Spike tried to keep one eye on the two gods even as he fought Glory's underlings – he'd never seen hellgods fighting before, but he reckoned it would be quite a spectacle. He saw them begin trading bone-crunching punches; Glory was clearly coming off worse, weakening with every blow.

When there were only a few wrinkled minions left, Spike found himself thinking, This ain't right; it's all been far too easy. Suddenly he felt a shiver of unease like ghostly fingers down his spine. His enhanced hearing picked up the faintest moan, then another, louder. He glanced out into the hallway and saw the electronic numbers displayed above the elevator doors counting upwards. The elevator was on its way up, the moaning getting louder every second…

'Watcher!' Spike yelled, 'they're bringing up the zombies!'

'Oh shit!' Giles exclaimed, his accent much closer to Spike's than usual.

Then the doors were pinging open and a wave of shuffling, groaning, ravenous zombies was upon them.

'Protect the witches!' Giles shouted, heading for the vulnerable group in the corner.

Spike laid out the last minion with a powerful punch just as he felt clutching fingers grasp his coat. He turned his head and despite himself couldn't suppress a shudder at the sight of a decaying face just inches from his own. He elbowed the zombie, knocking it back, and twisted its head off with a violent wrench. He dropped the head like it was on fire, wiping his hands on his duster.

'You have to take off their heads, or else destroy the brain,' Spike shouted to the others, ducking another pair of dead hands.

'You mean that's not just in the movies?' Xander shouted back, clubbing a zombie as hard as he could with his baseball bat.

'Sometimes Hollywood gets things right,' Spike replied, shaking zombie brain off his boot. 'Just don't get me started on Anne bloody Rice.'

'Xander!' Anya shrieked, and Spike turned to see her trapped by three of the undead. One had her hair in a rotting fist, yanking her face towards its gaping mouth. Without stopping to think Spike pushed aside the corpses nearest him, making a grab for Anya's attacker. He pulled it away with all his strength and Anya yelped when a fistful of her hair went with it. The zombie fell and Spike went down, shoving his fist through the decaying skull as he landed painfully on his shoulder.

Spike looked around but all he could see were shambling feet and a forest of legs. Dozens of grasping hands appeared, all reaching for him, the sound of the groans in his ears drowning out almost everything else. He looked for Glory and Ereshkigal but couldn't see past the horde, and suddenly he was fighting for his unlife as yet more walking corpses streamed into the room. He tried to get to his feet but there were too many zombies, weighing him down, trampling his hands, pinning him to the carpet. It was all he could do to evade the hands and mouths that were everywhere he looked.

He heard another scream, recognising it as Tara. With a roar he surged upright, a whirlwind of platinum and ebony, striking out at anything nearby. He punched and kicked, snarling unconsciously, putrid body parts thudding to the floor all around him as he fought his way towards the witches. He saw Mary lying on her back, pale and unconscious with a trickle of blood at her hairline; beside her the Dagon Sphere lay smashed and useless. Willow, Tara and the other witches had surrounded Mary and were valiantly staving off their attackers, but were close to being overwhelmed.

'You okay?' Spike shouted, putting his fist through a wide open mouth.

'Yes, Mary's the only one who's hurt,' Tara shouted back, dodging a grapple and bludgeoning the corpse with her mace.

'Where the bloody hell is Giles?' Spike roared. 'Could do with a little help here!' Glancing around he saw Giles in a crumpled heap, Anya standing over him with fierce determination on her face, swinging her axe like the vengeance demon she'd once been. Xander had her back, striking out at any zombies that got too close.

'Mortius fluctus!' yelled Fionn suddenly, and a wave of energy burst out from her body in a widening circle as she collapsed heavily. The zombies were bowled over but the others remained untouched - all except Spike who found himself thrown to the ground, head colliding hard with a coffee table.

Iris turned to Willow, eyes wild. 'Willow, you have to do the spell on Glory,' she gasped, holding out the scrap of parchment. 'I'm too weak to do it alone.'

Willow's eyes widened. 'Me? But, what if I…I mean, I don't know if I can…'

'You have to!' Iris persisted. 'We don't have time for you to doubt yourself; I've seen how strong you are, now just do it!'

Willow took the parchment in trembling hands as the zombies began to rise. The words were unfamiliar at first, but became more fluid as she repeated them. She felt power singing in her veins, crackling in her bones, and her voice gained strength and confidence.

Spike struggled to his feet and looked around for Ereshkigal; he saw her lying on the floor, Glory straddling her, punching gleefully with bloodied fists.

'Who's the big guy now, huh?' Glory cackled, fists cracking bone. 'Not so scary with half a head!' Then suddenly her face began shimmering; one moment it was the man who'd rescued Spike, the next moment Glory, but the hellgod still seemed to be in control.

Ereshkigal turned her head and saw Spike. 'The transformation is beginning…you must…act now…' she told him weakly, bubbles of blood on her lips.

A red haze descended on Spike; he knew it was Ereshkigal taking the damage and that the spell should leave Buffy untouched, but that didn't matter to his heart. He leapt over the undulating carpet of corpses, grabbing Glory in a vicious tackle that slammed her to the floor. She was stunned long enough for Spike to pull his knife from his boot, but before he could use it Glory had thrown him off.

'You again,' she snarled, the young man emerging for a second before disappearing again. 'I knew I shoulda just cut your guts out in the first place.'

'You could've tried,' Spike sneered, spitting out blood, realising that at least one healing rib had rebroken.

Glory smiled. 'Y'know, I almost kinda like you,' she said, then shrugged. 'Ah well, I'll get over it.' She punched him hard and he staggered back but managed not to fall.

'That all you got?' he asked mockingly, despite the blood cascading from his broken nose.

'You're like a Weeble,' Glory grinned, face flickering, punching him again. 'You wobble but you don't fall down.'

'You, on the other hand, do,' said Buffy's voice, and suddenly Glory was yanked backwards, hitting the floor hard. Ereshkigal stood over her, but her outline was wavering. Her hair turned gold and she shrank, then grew again as her hair darkened once more. Spike watched, amazed, as she phased to Buffy and back again.

'Nobody touches Spike, got it?' she snarled. A wicked-looking blade appeared in her hand, whistling downwards in a streak of silver, and then Glory's head was rolling across the carpet to vanish under a sofa.

As one, the zombies collapsed once more. This time they lay still, finally dead for good.

Spike allowed himself to relax, game face slipping away. In the centre of the room Giles groaned and stirred, and Anya dropped to kneel at his side.

'Giles, don't move,' she told him. 'You may have a concussion.'

'Well, that makes a nice change,' he griped.

Mary was sitting up too, head in her hands as Fionn and Iris whispered to her. Willow was on the floor, clinging onto consciousness while Tara held her, sobbing with relief and a release of fear.

Ereshkigal turned to Spike, still wavering. 'You helped me,' she said wonderingly. 'I've never needed help before.'

'Didn't help you, I helped Buffy,' he admitted. 'You know, the one whose body you've commandeered.'

'Even so, you have my gratitude,' she said solemnly. 'I owe you a debt, lightning hair.' Her gaze turned speculative. 'You know that I have power over life and death. I could return to you your mortality, should you so wish.'

'Make me into a real boy, you mean?' Spike asked, stunned.

Ereshkigal smiled. 'You would become human, if that's what you mean.'

'With a soul?' he asked.

'With a soul,' she nodded. 'Hold out your hand.' She placed her hand over his upturned palm and a silver disc appeared there, engraved with an intricate labyrinth. 'I will leave you my talisman for three days. You may use it to summon me if you decide to accept my offer. If not, it will disappear at midnight on the third day and you will be unable to contact me again.'

Ereshkigal turned to the others. 'Now, witches, return me to my kingdom,' she said imperiously. 'You must also destroy the scroll that brought me here. Every moment I am gone weakens my position there, and should the Gateway fall it will bring destruction on all your heads.'

'But it's the only copy we have,' Iris pleaded.

'You have our word,' Mary said, glancing at Iris and standing with Fionn's help. 'It will be done.'

Ereshkigal nodded. 'Now release me,' she said, lifting her chin.

Mary summoned her strength and spoke a single word of power. There was a sudden blinding white light and when it vanished Buffy was standing before them, drowning in Tara's clothes.

'Wow,' Buffy said, breathing heavily. 'What a kick! So much power…' She saw Spike standing before her and, still buzzing from the spell, grabbed him and kissed him, hard and possessive. Giles and Xander looked away, but Tara and Anya wore matching smiles.

Letting go of Spike with a grin, Buffy turned to her friends. She frowned as she noticed the blood and bruises, reality trickling in. 'Is everyone okay?' she asked.

'Still standing,' Willow said. 'Only, not so much literally…I guess that spell really took it out of me.'

'Now do you see what I meant?' Tara asked her, tears in her eyes.

Willow nodded, licking her dry lips. 'I really do. I was so excited to be involved in something so huge, I didn't even stop to think what the consequences might be. I mean, it was amazing in so many ways, but it felt like I touched something…something cold and ancient and deadly that I wasn't ready for.' She took Tara's hand. 'I'm sorry I didn't listen sooner.' Her eyes slid across to Spike, who nodded once.

'Well, it seems that we have won the day,' Giles said. He smiled, but he looked tired and hurt and somehow older.

'Let's all celebrate with a hearty going to bed for a week,' Xander said.

'Seconded,' Anya winced, gently rubbing the bleeding patch on her scalp.

'It is getting rather late,' Giles said. 'Your mother will no doubt be worrying, Buffy, and I should call Lydia to let her know what happened.'

Spike took Buffy's hand and she turned her head to look at him. 'We need to talk, love,' he said softly. 'Tomorrow, I mean, once you've seen your mum and had a rest.'

'I know,' she said, then whispered for his ears only, 'We also need to do more than talk, if you get my drift.'

Spike smiled. 'Can't bloody wait.'

Buffy said to the others, 'I'm think I'm going to head back home, guys – my home, I mean. Now that the Gateway's gone it should be safe again, and I need to sleep in a proper bed tonight and not that spine-compacting nightmare of a couch.' Realising what she'd said, she offered Xander and Anya a sheepish smile. 'Um, thanks for having me?'

Giles asked her, 'Shall I bring your mother home as well?'

'No, she's probably asleep by now, don't disturb her,' Buffy said, staggering slightly as the effects of the spell began to catch up with her.

Spike caught her elbow, holding her steady. 'Come on now, love, you need to crawl into bed and stay there for a very long time.'

'We can take her, Spike, no need to trouble yourself,' Xander said, unable to stop himself.

'Xander,' Buffy said warningly, but Spike cut her off.

'It's okay, pet. No reason for your chum here to trust me, even though I saved his bird and his best friends all within the last half hour or so.' His voice was cold, and there was hurt in his eyes.

Xander nodded reluctantly. 'You're right – and don't get used to hearing that,' he said emphatically, meeting Spike's eyes. 'This is all just going to take some getting used to, that's all.'

'I can respect that,' Spike said, 'so long as you can respect me, and more importantly, Buffy.'

'I can do that,' Xander said.

'Home now?' Willow squeaked, finally on her feet, and then they were all helping each other into the elevator and out into the still night air, reflecting on how joyous it was simply to be breathing.