by Rob Sorenson

Willow lay in a heap on the grass for a moment, the energy burning into her. Closing her eyes and breathing deeply she bore the pain and turned her black eyes toward her attacker.

There was no such thing as a total surprise for Willow Rosenberg. Not any more. A brief raising of the eyebrows was the only _expression that crossed her face when she saw the creature before her.

Nothing all that new. She'd seen herself before as a vampire. Still, though, it was mildly disconcerting to see her own altered visage. Veins, pumping ebony blood through her opponent, criss-crossed the cheeks and forehead. The hair was jet black.

Up to now, no one had spoken. The Dark Clone had allowed Willow to rise, an arrogant grin across her face.

"Welcome, Willow. Remember me?"

"Can't say we've met before. There is a slight resemblance to someone I once knew. Haven't seen her since I sent her away."

"I'm glad you brought that up. Since the Council conceived me and explained your history, I've been dying to ask you something."

Both started slowly circling the other, never releasing their now mutual dark-eyed gaze as Willow's other continued.

"Why in the name of all that's holy would you give this up? Ok, you feel a little bit of pity for your Slayer buddy, even though you could kill her with a few flicks of your wrist. I can see how loyalty could enter into that. Plus, she makes decent backup when she isn't completely wrapped up in herself.

"Still, you resist the power. I know you still have some, but let's face it: you're nowhere near what you were. I am what you should still be, Willow. Since you didn't have the strength to control your power, I was created to harness it for you. All that remains is getting the shell that provided the DNA out of the way."

Willow brought a bolt of white lightning down that sent her other flying into a nearby tree, hard enough to crush the spine of most normal humans.

The Dark Clone merely levitated herself up with smirk and sent the tree, now alive with flame, flying toward Willow, who promptly blocked it and sent it into the bay, extinguishing the flames and saving the park in the process.

This was quickly followed by a park bench and a fire hydrant, both of which were deflected with ease. Blue flame erupted from both Wiccan's fingers and met precisely halfway between them. Hands outstretched, strain evident to both, the flames collided with a flash akin to the detonation of a nuclear weapon.

Willow fervently hoped that Dawn hadn't been looking.

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Faith entered the sports complex slowly, casting her eyes in both directions. There was nothing out of the ordinary in sight outside of your standard sports arena fare. Concession stands of all sorts, with rolling metal walls covering their interior; banks of pay phones strategically placed in front of restrooms.

Xander had taken her to the Staples Arena in LA for Clippers games. She almost smiled despite the immediate danger of her situation, remembering how she'd bitched about preferring to see Shaq and the Lakers. They played in the same arena, after all. Xander had just smiled and commented that the Clippers were the underdog.

In retrospect, Faith understood that this summed up Xander Harris better than 100 sessions spent with any seer or therapist. All his life, people had expected nothing from him. The geeky son of the town drunk who tested poorly in school; the very definition of the underdog.

Yet he'd become a highly successful businessman. He'd become a deeply loved and respected member of his adoptive family, always there to do the little things that were never noticed.

Oh, and he'd been a major player in averting multiple apocalypses. If there was ever a hero for the little guy to be proud of, it was him.

On the other hand, the Clippers still sucked. They'd had bad management, though; Xander had grown up with Buffy and Giles.

Faith's poorly timed daydream was interrupted by a sudden bright blue hue that illuminated the outer hallway in which she stood. She instinctively cowered, and looked out for the source of the light. It had come from the South, where Willow had been dispatched to fight.

<Hope that was the good guys,> Faith thought as the light suddenly went out, leaving her slightly disoriented. She squinted her eyes closed and reopened them to clear her head and regain her bearings.

Finally, she made her way toward one of the main entrances to the arena that had held world famous sporting events for the better part of a century.

The moment she entered, the floodlights were activated inside, revealing a vast array of seats in all directions; thousands of people had populated them hundreds of times over the years. Tonight, though, there was yawning emptiness, with one notable exception.

In the center of the arena stood a standard size boxing ring, with a lone occupant. Faith re-closed and opened her eyes once more to double check her vision. She was still quite a ways away, but damn if that didn't look an awful lot like.....<me>, she thought incredulously. <Nahhh. No friggin way>. She hustled down the steps, slowing considerably as she got a better view, but she kept moving, albeit slowly.

"Don't just stand there girlfriend. Come on down and get your ass-whippin."

Faith was halfway down when her other had spoken, and she stopped dead in her tracks. It wasn't every day when you heard your own voice addressing you. She stared intently as her opponent leaned lazily in the corner of the ring with a twisted grin on her face.

"What's the matter? You scared? I don't blame you. When my sisters and I were created we got detailed bios on all of you. Strengths, weaknesses, favorite positions...everything. I was damn proud to learn that you were far more interesting than the other two.

"Then you got out of jail. Ever since then, you've been a disgrace to me. You were one tough bitch before, Faithy. Not too long ago, Travers was going to invite you along. Too bad you went back to Sunnydale."

Faith had retrieved her wits and resumed trotting down the stairs. "Ok, clearly you're some kind of mojo BS from the Loser's Council. Are we gonna fight or what?"

"Oh, we're gonna go, honey. I just wanted to tell you how disappointed I am. You had so much potential, and you were on the right track. Ok, so hooking up with Wilkins wasn't very bright, but hey...you're Faith. Brains were never your strong suit to begin with.

That's why you needed the Council. All you have to do with them is kick ass. They point, you stake. Do your job, and they leave you alone until there's another one. They don't care where you go, what you do...or who you do. Hell, they'll let you get away with murder, Faith. They WANT you to kill anything, human or otherwise.

Take what happened to you in Sunnydale, for example. That guy you killed worked for your enemy at the time. Where was the bad in that, really? One less asshole. You knew it. The Council knew it too. When Buffy tried to force all her hang-ups on you they tried to get you out of there, but you fought them because you didn't know any other way.

So you worked for a guy who became a giant demon, and Buffy got a lucky stab when you fought. Hey, no big....you lived. Then you had this attack of conscience. That's when you went all soft on us."

Faith idly wondered how much of this Spike had heard before. She had little doubt that he was close by. Either way, memory lane was a road that she'd rather block off.

"I was there for all that stuff already. Can't say I'm impressed. If you want to impress me, how about actually trying to whip my ass? That might do it." Her clone shook her head in response.

"Not just yet. I've got some things to get off my chest. So you finally break yourself out of jail--took you long enough--and what do you do? You go back to Sunnydale and hook back up with the good guys. The Council was cool with that, because we had a common goal: the First had hit our team hard. I don't know what you did to take it out, but good on you."

Dark Faith shook her head and spread her arms wide, looking up to the lights. "Here's where I get completely lost. You finish off the First, and instead of reporting to the Council like you're supposed to as the active Slayer, you stick around and hook up with Xander freakin Harris. Jesus Christ, girl. What got into you? I can understand that he was better than nothing back in the day. You needed a roll in the hay, and he was there."

Faith's fists clenched at them mention of his name. "You may want to leave him out of this."

"How can I, Faith? That boy is the reason I have to kill you tonight. He made you lose your edge. I don't know how you did it, but I think he's in love with you. I saw him last night, and he had this look in his eyes that made me wanna hurl."

The real Slayer lunged for her then, but her other dodged and danced to the other corner, continuing her diatribe as Faith stalked her.

"I choked his ass, just like you did."

Faith stopped dead in her tracks.

Her other smiled and nodded as she relentlessly went on.

"Oh, yeah. I didn't get to do it on the same bed where I screwed him like you did, but it was still sweet. Your boy was always a little afraid of you, I think. His eyes kinda glazed over like it was all too familiar, you know?"

"Shut the fuck up."

"He doesn't even get it done for you in bed, does he? Come on, you can share. Nobody here but us chickens."

Faith remained stock still, saying nothing. Her other chuckled knowingly.

"I knew it. You tried to make yourself love him, but he can't get you out of second gear. Come on, Faithy baby. The boy's got no edge. At least Buffy got herself a man with some balls. You got a geek who hangs around with girls to make himself feel good. Did you see how much I scared him last night when I knocked out his tooth? I think he pissed his diaper."

Suddenly Spike was standing next to Faith. She had no clue where he'd come from; he was just there. Her other's eyes widened in fury.

"You cowardly little bitch! You brought Spike here to fight for you? Hey, the more the merrier. It's not gonna matter; boy toy's gonna die one way or the other. He's probably wishing he was dead now."

Spike was starting a flanking maneuver when Faith raised her hand to stop him.

"What do you mean by that?"

"I mean that they're hurting your boy...badly. He talks too much."

Faith's eyes lit up in realization and turned to the vampire.

"Spike, you gotta go to Buffy." He managed to look slightly confused as he kept his eye on the clone.

"I will when this is finished."

"No, you gotta go now. This dumb bitch has been trying to get to me for the last couple of minutes. Trying to loosen me up a little, ya know? I think they've been researching stuff about us. How much do you know about Buffy and Xander's connection?"

Spike frowned at the oddity of the question. "What the Hell does that have to do with anything?"

"I was patrolling with him one night when Buffy stubbed her toe on a mausoleum door that wasn't usually open. He hopped around for 30 seconds or so without being touched."

Their eyes met; Spike's widened slightly. "If they're hurting Xander..." Faith was nodding as she finished his thought.

"While Buffy is in a fight with someone as skilled as she is, she's in deep shit. Go, Spike. Now."

Every fiber in his being was in panic, but somehow he held his position. "What about you?"

Faith stunned the other two by smiling brightly. "Me? I'm gonna have the time of my life teaching this wannabe a little lesson about life. Come on, Spike, move your pretty little ass so you can save Buffy's."

Spike needed no more encouragement. He literally flew out of the ring, halfway up the arena steps. Ten seconds later he was gone.

Both had watched him go; simultaneously they turned back to one another.

Faith was still smiling, but now it didn't reach her eyes. She slowly raised a hand and waved toward herself.

"You hurt my Xander. Come over here so Mama can give you a kiss."

***************************************************************

***Ten Minutes Earlier***

Buffy was writhing in pain on the hard pavement of 6th Avenue. Her face was a mask of blood; every muscle quivered with agony. Her other had exquisitely beaten every part of her body since she'd been thrown through the front window of Macy's.

Her teeth had been rattled by blow after blow, sending her further and further up the road. Somewhere in the back of her concussed mind it registered that she was going to die if she didn't fight back, but the combined burden of her pain and Xander's had worn her down.

They were torturing him. She knew that now, and if she had the strength to cry, she would. At least she'd been able to fight back; they were hurting her defenseless best friend because they knew what it would do to her.

She'd pieced this together as her clone had viciously wrenched her arm behind her back and threw her head into a railing by a descending set of stairs. Bright stars were appearing in her vision. Or were they?

Both she and her other were now staring at the bright azure light that bathed their faces. The combination of blood and sweat made for a hideous sheen on both.

<Willow, please let that mean you're winning,> Buffy pleaded within her addled mind. Her clone was blinking, trying to recover her vision; Buffy tried desperately to take advantage by crawling as far away as she could. Try as she might, her badly beaten body would not respond.

Finally her other returned to her. "Trying to get away, Buffy? That's not like you. Usually you're all Gung Ho to keep fighting. Little Xander's pain taking too much out of you? That's what you get for making weak human friends."

She leaned down, punching Buffy twice in the jaw to ensure total lack of resistance, and lifted the Slayer above her head while maintaining her conversational tone.

"Normally I'd advise you to go on a 12 step program to break you of your all too human addiction to friendship--" she looked down and gave the appearance of deep thought--"but it looks like there are about 25 here. Oh, well..."

Buffy went flying down the concrete stairway, bouncing painfully on an already injured back and head. She was motionless when she finally came to rest at the bottom. Dark Buffy slowly followed, smiling gently.

****************************************************************

William the Bloody had never moved so fast in his unlife. At one point he nearly been hit by a Land Rover making it's way through Times Square; he'd simply leapfrogged it, leaving cursing Puerto Ricans behind.

He was only 4 blocks away when his enhanced sense of sight and smell kicked in. He could see both warriors, one prone on the street, and the other moving slowly toward the fallen girl.

The overwhelming smell of Buffy's blood confirmed his fears: she was the one being beaten down. He moved faster and spotted Buffy being deadlifted over her clone's head. He was unable to reach her in time as she was tossed.

Suddenly he couldn't see either one. He reached where he'd last seen them, looked down.....and froze.

It was a subway station, much like the one where he'd killed one of Buffy's sisters in arms 27 years before.

He fell to his knees, unable to move.

"Bloody Hell. No....Oh, God, no."

- End Chapter Seventeen -