"I don't get it. I just don't get it." Holding wisps of hair behind her neck, Kate stares down at her plate of cafeteria food. The rectangle of pizza is congealing into a surreal landscape of blood and flesh and oregano bits. Everything is turning ugly.

"Well, you know," Tara says, treading carefully, "people can be mean, whether they have souls or not. Maybe she was just having a bad day."

"You don't understand. If you could have heard her... The things she said to me?" Kate shudders.

"Like what?"

"I..." She squeezes her eyes shut. "I can't..."

"It's okay, honey," Tara soothes. "You don't have to say."

"I want to," Kate shrugs helplessly. "It's just..." She focuses on her blood-pizza. "I don't want to start crying again."

Tara furrows her brow, and the words slip out. "You cried?"

"Who cried?" Riley asks brightly, taking a seat beside his friends.

"Not me," Kate says.

"You?" Riley takes a bite of his apple and points at her. "You don't cry."

"I have to go." Kate feebly picks up her lunch tray. "I'll catch you guys later, 'kay?"

"Yeah, sure." Once she's out of earshot, Riley looks to Tara. "What's up with her?"

"It's nothing... Just Faith strangeness."

"See, I don't get that. What's the strangeness? She's a demon, Kate should slay her." He chews and swallows. "End of story."

Tara sighs. "Ri, we've had this talk."

"We had a talk?"

"Yes. The 'Faith is different' talk? Not like other vampires? Got a soul?"

"I don't care. Soul or not, something's bound to go wrong."

Tara wants to believe it hasn't.

* * *

"There you are!" William makes Kate jump at the exclamation spoken behind her. "I've been looking all over for you. You were supposed to check in yesterday." Scanning the hallway for teachers who might misinterpret his words, he adds quietly, "I was worried."

"Oh." Kate files her last books into her locker. "Right. Sorry."

He takes in her dejected state. "Kate? Is something wrong?"

She sighs, looks down, looks away, looks anywhere but at this man who's offered her more paternal guidance in the past year than her own father has in the last seventeen... and then that one damned, stupid tear begins to fall.

"No," she whispers, and wipes it away. "Nothing."

"Katie," he says softly. "Talk to me. Come on to the library."

Well, she's not about to cry out here in front of the entire student body. She follows him.

"So tell me," William prefaces once they're behind closed doors. "Who do I kill?"

"Me," Kate sniffles as she collapses onto his office couch. "Please?"

"Hmm. Sort of defeats the purpose," he dryly points out and pulls up a chair. "Anyway, I'd wager it's not as bad as you think."

"It's pretty bad." She halts another tear's course, and averts her gaze. "It's Faith."

"Faith?" He tries to catch her eye. "What about her?"

"Actually, it's about me..." she offers, "and her. Us."

"Katie," he chuckles in relief. "You honestly think I didn't know?"

She considers him for a second. "You knew?"

"Well, yeah," he says. "All those questions about whether she's good, evil, redeemable, and so forth... Yeah, I had an inkling."

"Guess I'm an easy read," Kate deduces with a tinge of embarrassment.

"No," William assures her, "but I've always risen to the challenge of a difficult one."

"Right," she says, realizing this is the guy who translates Ancient Sumerian on a regular basis. "Anyway. Something... changed yesterday."

"What?"

"She suddenly... started acting differently. Really... hateful? I thought maybe someone cast a spell on her, maybe that witch-girlfriend of Buffy's --"

"Willow."

"Yeah, her. I had that dream, remember, so I thought maybe... I don't know."

"What happened yesterday? Between Faith acting normally, and not so normally?"

"Um." Kate's eyes flicker with the truth. "Nothing too weird. I mean, I didn't see anything magical." Just the curve of her chin as she--

"Perhaps she's just having a bad time of it then. I'm sure she'll come 'round."

She shakes her head violently. "We--" she looks at the ceiling, starts, and falters.

He waits.

"We were um..." she looks down.

He offers quietly, "Intimate?"

She nods, and the tears fall again. "She was so mean afterwards," she sobs, hunched over into her hands.

"Oh hell," he says, hating that even his Slayer's not immune to being spurned. He hands her a tissue.

"I'm sorry." She blows her nose. "I feel so stupid..."

"You're not stupid," William firmly corrects her. "She is. Just because she's being a nit, don't you think for one second it's your fault. Alright?"

She nods slowly, and sits up. "I should -- I should go patrol."

"Look, if you're not feeling up to it, you shouldn't--"

"I want to," she cuts in. "It'll help clear my mind, I think." She wobbles up to leave. "Besides, if my dad saw me like this..." she laughs wanly and rolls her eyes. "The last thing I need to hear right now is 'Snap out of it, kid! Yer embarrassin' me!'"

"Right then," William says with a tender smile. "Well, I'll be here if you need me."

"Thanks," she says, and takes a deep breath before exiting.

* * *

"Oh my god." Anya Jenkins stares at her computer monitor and gasps. "Oh my god."

She presses a button, reads the words on the screen one more time as she waits, snatches the printout and heads for the library -- but upon closing her classroom door, she bumps into just the floppy-haired, bespectacled Englishman she was looking for.

"Oh -- oh. Sorry," he bumbles, bending down to collect the papers she dropped. Upon standing, he notices that he's bumped into her. Poetic refrains spring to mind. "Anya!"

She can't help but smile. "William," she breathes, "I wanted you."

Dueling expressions of surprise, delight, and apprehension. "You did?"

"I mean--" she shakes her head. Business now, pleasure later. "To see you. For this -- I was about to show you--" Pleasure. No... Think, Anya, think! "These papers!" She holds them up. "Very important."

He puts on his serious face and hastily leafs through the printouts. "What is all this?"

She ushers him back into her classroom and sits him down in front of the computer screen. "I've been researching Faith's curse."

"You have?"

"Yeah, well. She's kind of an interesting case, don't you think?"

"Yes, quite." He frowns at the computer. "But I've been researching as well and haven't come up with a bloody thing." He squints. "You even had it translated? Where on earth--"

"Well, there's this thing called the in-ter-net," she teases. "You may have heard of it. It's kind of like an enormous library?"

He waves his hand. "Bollocks."

"Okay, you can call it Bullock's or Macy's or whatever department store you want, but the point is, if you look in the right places, you can find some remarkable things."

William smiles at her, thoroughly charmed. "Remarkable is right."

"Anyway." Anya clears her throat and gets to the point. "There's a catch."

"A catch? In the 'Net?"

"No, the curse. There's a catch." Anya holds up the printout and begins to read. "'Blah blah blah, fire and brimstone, blah blah blah... ' oh, here it is. 'If the accursed should experience just one moment of ultimate bliss, that soul shall be taken away.'"

"Ultimate bliss? That's vague."

"Not really." She clears her throat again. "It's kind of a euphemism."

"For what?" He looks up at her.

She lifts her browline.

William's face goes white. "Kate." He takes off, mumbling, "Gotta find her."

"Don't mention it!" Anya yells out after him. She sighs, adds quietly in an animated tone, "Dinner? I'd love to!" and sits back down with her printout. At another passage, she frowns. "Huh."

* * *

"Hey there, T."

Tara recovers from the alarm of being accosted by a dark figure emerging from the shadows. "Faith," she exhales in relief, "God. You scared me."

"Headed home?" Faith asks, stepping closer.

Feeling an unusual trepidation, Tara's eyes dart around the quiet residential street. "Y-yeah."

"Where's Katie? She with you?"

"No, she's patrolling i-in Breaker's Woods tonight. Haven't you seen her today?"

Faith grimaces, her hands in her coat pockets. "Nah."

Tara takes a deep breath and gathers her courage. "You know, she -- she's really hurting over some of the stuff you said yesterday."

"Is that so?" Faith asks, faintly amused. "Now remind me, how exactly is that your business?"

"It's my business wh-when she's on the verge of tears--"

The vampire chuckles over her tirade. "Wh-wh-wh-what?"

Tara looks at her askance. "Faith? What's wrong with you?"

"Nothin', actually. I feel great." With a shrug, she advances. "Five by five."

Tara backs up and stammers the first thing that comes to mind. "Five... what by five... wh-what?"

"W-w-well you see," Faith begins menacingly, edging closer, "five is for how many pieces they'll find your body in. And the other five is for how many times I'm gonna fuck it." Her face morphs.

An hand snakes around Tara's neck and covers her mouth. "I call five more," says a low voice in her ear. Willow. What the hell?

"I want a piece, too," claims Buffy, stepping into the streetlamp light. "Maybe just a finger. I'm not picky."

Faith grins. Tara struggles.

"Ooh, kitty," Willow purrs as she rubs a hand over Tara's breasts. "The more you wiggle the more I want you, don't you know that?"

"Back off!" Riley yells, bursting out of the bushes behind them and surprising Willow with a cross. Hissing, she lets go of Tara and scrambles to Buffy's side.

Riley pushes Tara back with one hand and extends the cross with the other. The two inch backward, more inconvenienced than afraid. Faith stays put, unimpressed. "You been followin' us or somethin'?"

He nods. "Since you left the warehouse. Figured you'd pull a three on one freakfest. Only fair to even the score."

"Dibs on farm boy," Buffy asides to Willow with a grin.

Willow scoffs and rolls her eyes. "You're so hetero."

"What?" Buffy croaks defensively, angry that Faith has been putting ideas in Willow's head again. "I just wanna beat the crap out of him!"

"Sure ya do," Willow retorts.

"A measly little cross?" Faith bobs and weaves forward, body moving side to side like a cobra, ready to strike at any moment. "That all the ammo you got, Idaho?"

"It's Iowa," Riley grinds out through clenched teeth.

"Whatever. Point is," Faith fakes him out, then kicks the cross out of his hand, "You're gonna have to do a little better than that."

"Is this better?"

The icy-cool timbre cuts through the night air like a flung dagger.

Faith swings around to see her lover, backlit in battle stance.

"Uh-oh," Willow singsongs, hand over mouth as if she's been caught raiding the cookie jar. "It's the girlfriend."

"Wrong," Kate corrects her evenly. "It's the Slayer."

Taking advantage of this distraction, Riley clobbers Faith on the back of the head with the cross. She falls.

Tara whispers, "How did Katie--"

"Cell phone," Riley answers as they back away. "Maybe you'll remember to recharge yours from now on."

"Uh, yeah."

Kate rushes forward and slugs Willow before she can utter a syllable of Latin. She kneels to punch her again. "You did this, didn't you!" Sensing Buffy creeping up behind her, she snaps her elbow backward, fist connecting with the vampire's perky nose.

"Dammit!" Buffy nurses the Slayer's target. "Why do you always go for the nose?"

Kate follows with a low sweeping kick, buckling Buffy onto her back. Just then, she sees Riley being thrown through the air from Faith's blow. He hits a tree. Tara runs to him and pulls something out of his pocket. The phone.

Faith strides over to Kate as Buffy gets up to attack again. She flings the younger vampire aside. "She's mine. Open season on her friends."

"Riley! Tara!" Kate shouts. "Get out of here, now!"

But it's too late -- Buffy's already descended on Riley with a flurry of kicks and punches. And Tara is too busy muttering disjointed spells as Willow, a much stronger witch, comes awake.

"You leave my friends out of this," Kate warns as they circle one another. "Whatever beef you have with me, you take it up with the source."

"Aw," Faith says patronizingly. "You wanna talk it out? Cuddle with your wittle pooky?" She jump-kicks, nailing Kate in the jaw. "Newsflash honey, she's gone."

Kate staggers and whispers, "What happened to you?"

"Remember that little condition I had? The one with the not wanting to rip your guts out?" She snaps her fingers against a flat palm. "Cleared right up."

Kate ducks a right hook.

An old DeSoto comes screeching up the pavement, hitting the sidewalk. William jumps out and surveys the scene: Faith and Kate sparring, Riley rolling around on the ground with Buffy, Willow holding Tara in thrall, beckoning her closer with a spell-enriched hand. Quickly, William shoots a crossbow that stakes Willow's hand to the tree. She howls in pain.

"Bind her," he orders Tara. "Now!"

Hit with sudden hope and clarity, Tara repeats a single command, "Vincire," that keeps Willow affixed to the spot. The vampire growls in disgruntlement.

"Kate!" William shouts. "The curse! The bloody curse has been lifted!"

Kate rears back from a hit, stares at Faith. "Lifted...?"

"That's right, K," Faith says, with a grin. "No more nasty soul to bog me down. I feel so much better now, you know? Free. And kinda tingly. Ever see that movie 'Soul Survivors'?"

Kate breathes in through flared nostrils, angry now. "Can't say I have."

"Yeah, well, me neither," she says as she blocks an attack. "Crappy cast. Stupid trailer." She shoves her palm upward to pop the stake out of Kate's hand. "But somehow? I can relate to the title."

"I've got a title for you," Kate knees her in the stomach, making her double over. "'Dust In The Wi--'."

Faith grabs the Slayer's wrists and flings her over her head. Turning on her heel to stand above the girl now on the ground, she says, "I'd be a little faster with those quips, I were you."

Kate spots the stake nearby, just out of reach...

William points a crossbow downward at Buffy's back and orders slowly, "Off the boy."

Buffy rolls away from Riley and stands up. "I didn't hurt him," she offers, and smiles slyly. "Much."

Still aiming the crossbow at her chest, William offers a hand to Riley.

"It tried to kiss me," Riley spits in disgust, wiping at his mouth with the back of his hand.

Willow gives Buffy a look.

"It's called biting?" the vampiress explains.

"This isn't fun anymore," the redhead gruffs. "Let's just go."

"I beg to differ," William says, hand on trigger.

"You'll be begging soon enough, Watcher." Willow takes Buffy's hand, orders "Evolo!" and they disappear, leaving only the stake wobbling in the tree.

Tara gasps, spent from spellbinding, and falls to her feet. Riley and William help her up.

Riley gestures at Kate. "We've gotta help her."

"You can't hurt me," Faith realizes and protrudes her lips into a pout. "You love me too much."

"I can," Kate parries and throws her own punch. "And I will."

"Not before I kill everyone you know," Faith promises, connecting with a roundhouse kick.

Kate rolls onto the ground, grabs the stake, and jumps back onto her feet. "You're not killing anyone."

"Oh, I will," she vows as she continues to fight. "I'm gonna kill your dad, your Watcher, and all your little friends. Hell, I'm even thinkin' of diggin' up your mom and dry-humping her eyesockets, how 'bout that?"

"Go on," Kate snarls. "Just keep making it easier." She gets the better of Faith, throws two staggering blows and presses the stake to the vampire's chest...

Faith's demon features melt away.

Kate registers the face of her lover and flinches. She drops the stake.

Faith cackles. "You can't do it. I told you. You can't kill me."

Kate turns as if to walk away, but she spins back with a flying kick to the solar plexus. Faith sails through the air, finally caving in the roof of a car with her dead weight.

Over the wailing car alarm, Kate promises, "Just give me time."