Disclaimer: They belong to Joss, not me. As well, any familiar dialogue belongs to Joss et crew.

Author's Note: This one's gonna be a long one y'all. Enormous thanks to my beta for this beast. If it weren't for her I would have given up with it a long time ago.

Prologue

She was running; her legs reaching, her arms pumping, her breath coming in short gasps. Something was chasing Faith, but she wasn't about to look and see what it was. She could hear its thundering footsteps as it followed her down the deserted streets. No one was out at this time of night. There was no one that could help her.

She was out of shape; she hadn't done this in a long time. She could feel her insides screaming at her to stop and rest for a moment, but Faith couldn't do that. It would catch her.

She pushed forward, weaving in between streetlights and ducking along alleys. But no matter where she went, how many turns and double-backs she made, she could hear the pounding of its feet on the pavement right behind her. It was getting closer now as Faith's mind began to panic and she focused less on where she was going. She couldn't outrun it, not right now. Faith needed to find somewhere to hide so that she could rest.

She turned blindly down another empty alleyway, crashing into a trashcan and shoving it out of her way as she rounded the corner too sharply. Damn it. Stop making noise, Faith! Keep moving! she thought angrily.

Faith skidded to a halt. The alley was a dead-end.

She looked around wildly, hoping to find another way out. There was a dumpster, a few cardboard boxes lining the brick walls of the alley, and a fire-escape leading up the side of a building. It would have to do.

It didn't come right to the ground, so Faith ran a few steps and then leaped up, grabbing the bottom of the metal contraption. Heaving, she climbed the hanging straight-ladder and made it to the first landing. Glancing over the alley, she heard the pounding of its running feet closer than ever and its shadow growing as it neared the entrance of the alley.

The window into the building was boarded up, so she had to keep moving. Faith climbed the first level of the fire-escape's stairs, its metal bars clanging as her boots fell heavily on them. Faith paused when she reached the next level. Where was she planning to go? Looking up, the metal cage seemed to go on forever up the side of the building. Faith couldn't see where it ended, and there was no telling if it would even lead to the roof.

The level she had stopped on had a door leading into the building. Go up or go in?

The shaking of the bars as her pursuer jumped and landed on the fire-escape took the decision from her. Faith shouldered the door twice before it broke open. She burst into the room and then turned quickly; closing and locking the door. She sagged against the wood, letting her lungs get some much needed air.

Looking around the room Faith recognised the dingy furniture and peeling paint job. She was back in her room at the Sunnydale motel. The stained carpet, the dented bathroom doorframe, the shredded curtains; this was definitely her motel room.

Wandering into the bathroom, Faith turned on the faucet and splashed some cool water onto her face. Her heart was still pounding loudly in her ears and her body was tense from the run. She needed to calm down. The water helped, at least slightly.

Faith turned off the tap and looked into the mirror above the sink. Covered in dirt and cracked in one corner, it still revealed her reflection. One half of the girl in the mirror was younger. She had wild and lustrous dark curls and a gleam of excitement in her eyes. The image was of Faith the last time she'd been here, four years ago.

The other half of the reflection was how she looked now. Even with her tanned skin the red in her cheeks stood out from running so hard; her face looked older, more grown up and less like the untamed teenager she'd been when she'd first blown into town. She'd filled out a little more, but a lot of the muscle mass she'd developed from staking vampires every night had died away. You could only use the work-out equipment so much in a federal prison before people started noticing.

The wind blew outside, rattling a tree branch against the window in the other room. Faith jumped at the sound.

"You forgot about me," Mirror Faith said. "You forgot who I was and let me fade away."

Faith raised her eyebrows, what was mirror-girl talking about? "You mean the slaying?" she asked. "Kinda hard to keep that up when you're locked in an eight-by-ten cell every night."

"Not you, Faith. Me."

"I'm guessin' you're confused because – check it out, you are me."

Mirror Faith ignored her comment, "I'm not you, Faith. You know who I am."

"I do?" Confusion crowded Faith's face. She had a nagging feeling she should know who mirror-girl was, but her brain was moving sluggishly. The knowledge was there, but she couldn't reach it.

"It's coming, Faith. The darkness. It comes from deep inside the ground. You have to be ready."

"What?"

"Save them, Faith, while you still can."

"Save who?" None of this was making sense to her.

Faith had no idea what was going on. It was like Faith represented her brain, and Mirror Faith represented her brain after a Mac truck had ploughed into it. Complete loss of communication. Who was this girl, why was she acting all-knowing, and if she was someone else, why was she wearing two different halves of Faith's face?

"Look, either lose the cryptic or bust," Faith stated flatly. "Who are you?"

"I'm trapped here, I can't come out by myself; they won't let me. You have to get me out."

"Out of where?"

"Two clocks east."

"You what?"

"East, Faith, east of the fire."

"You aren't making any sense. Which kinda means I'm not making any sense, since you're me."

The girl in the mirror stared intensely at her, "Faith, listen. I'm not you. But I can help you."

"Why would I want…" then it hit her, who the other girl was, "Dani?"

The girl in the mirror nodded.

"Dani?" Faith reached a hesitant hand towards the mirror, hoping to touch the other girl. Her fingertips only met cold glass. "Dani… how? How are… what… this isn't…?"

"It's coming, Faith."

"What is?"

"The darkness."

"What?"

"I can see how it ends. All of it; the battle, the game, all of it. But if you don't rescue me I can't help you."

"Dani, I don't understand."

"I can see it, Faith. And it's not happy. It wants to eat the world, swallow it up like little grapes on a vine. It's hungry for the power, and it's going to devour us all. From beneath you, Faith. From beneath you it devours. I can see it, I can help. But only if you ask the right questions."

"Uh… Okay, who devours what?"

"The end."

"The end-" An alarm began blaring outside, telling all that could hear that someone was trying to break into a nearby car. Faith glanced away from the mirror out of habit; loud noise, Slayer senses jump on high alert, "-of what?" Faith finished her sentence as she looked back at the mirror. But her reflection was gone. Now the only thing the mirror showed was the discoloured shower curtain hanging behind her.

"Dani?" she whispered, but there was no reply.

She wandered out of the bathroom, her mind attempting to understand what the girl in the mirror had tried to tell her. She knew it was important, but the words themselves didn't make any sense to her.

She sat down on the bed and glanced around the room, feeling like someone was watching her. The motel room was the same as she remembered it being, except the dark stain by the door. Faith was sure that was new.

Sitting on the bedside table next to the clock and phone was a bowl of apples. Shrugging to herself, Faith reached over and grabbed one. She was hungry, so why not?

"Faith."

The brunette girl dropped the apple as she spun and leaped off the bed. "Christ, B. You scared the shit outta me."

"I can see," Buffy replied, "but I think you mean I scared the apples out of you." The way Buffy said the sentiment, she sounded amused. But her bland facial expression suggested otherwise.

"Nice to see you too," Faith mumbled. "How'd you get in here? I thought the door was locked."

"I thought so too, but apparently not." Buffy looked different than Faith remembered. She was still the peppy, blonde Slayer, but she wasn't the same. Though that was expected, Faith hadn't seen Buffy since the blonde had chased her to L.A. and Faith had turned herself in to the police. That was three years ago.

Buffy looked older, planer, and maybe a bit taller. She looked tired. She was still Buffy, but not the same Buffy.

Faith felt a headache coming on. Why was everything so confusing right now?

"Any particular reason you're here, B? Last I remember you didn't really like this place," Faith gestured around the room as she bent down to pick up the apple. She wiped it on her pants and, finding no dirt from the carpet stuck on it, deemed it edible.

"Well, it seemed li – I wouldn't eat that if I were you."

"Huh?"

Buffy nodded towards the apple. "Watch out, the backyard's teeming with them."

Confused, Faith looked down at the piece of fruit in her hands. The apple was still there, but seeping from it was a thick, red liquid. The blood was dribbling down the apple's side and onto her hands. "Gah," Faith barked as she dropped the offending thing. It landed on the carpet and continued bleeding.

"What the hell?"

Buffy shook her head, "I don't know. It happens sometimes. You win some, you lose some. But usually they bleed."

"We still talkin' about the apple?" Faith asked, wiping her hands off on her jeans.

"What else would we be talking about? I prefer oranges to be honest. Those don't bleed."

"Oh-kay," Faith drawled, raising her eyebrows. Apparently Buffy had been kicked in the head a few times since they'd last seen each other, she'd totally lost it.

"So, what are you doing here?" Faith asked again.

"You mean you; what are you doing here. I've always been here; you're the one that's come back."

Faith just nodded. She had no idea what the blonde Slayer was talking about, but it was probably better to just let Buffy talk it out rather than question her.

"We don't need you back, you know. I mean, it's nice of you to come and all. But we don't need you. I'm handling things just fine on my own."

"If you're doing so hot, why'd I feel the need to come back?" Faith asked, still playing along with Buffy's game.

"Because, Faith, you're like a puppy. We tell you to leave, but you keep coming back. I could beat you with a roll of newspaper and you'd still come back."

"That hurt, B."

"So did you stealing my body, screwing my boyfriend, and trying to take over my life," the other girl replied, her voice rising with her anger. "Oh, and remember you joining the Mayor, poisoning Angel, and all around trying to kill us? That hurt too, Faith. You had your chance. You ruined it. I don't need you here."

"I was messed up, Buffy. I'm-"

"Making excuses," the blonde Slayer interrupted. "You tried to kill me Faith, sorry if I'm a little bitter."

"Yeah," Faith mumbled, "but I was the one with the knife through the gut."

Buffy took a step towards Faith; confidant and threatening. "Look, I'm done with you Faith. Go home. Go back to Angel. Go back to prison. I don't care what you do, but don't stay here. I can't deal with your crap right now."

"Buffy," Faith pleaded, "I know I hurt you; I hurt all of you. But I'm trying to make up for it, I'm trying to-"

Buffy's voice was low and seething, "I told you once before, Faith. Apologize to me, and I will beat you. To death. We clear?"

The brunette looked away. Buffy was right; she'd had her chance. She'd ruined it. Angel was wrong; there was no redemption for her. There was no way to make it right in Buffy's eyes.

"Why'd you come back, Faith? You intent on screwing up my life again; third time's the charm, isn't it."

Faith didn't answer. She didn't know why she was back.

"Pathetic," Buffy laughed.

Faith was about to reply, but the sound of someone screaming outside caught hers and Buffy's attention. It wasn't just a scream; it was the kind of scream someone gives right before they're mauled to death. Faith had heard that scream before; it came with being the Slayer.

"Suit up," Buffy said, walking to the door, "It sounds like the lady's calling for you."

"What?" Faith asked, standing up.

"You're a Slayer. Go Slay. It's judgement time."

"And what are you going to do?"

"I have enough to worry about. I need to figure out how to protect the seals. Silly things, I don't know why they can't just swim away," Buffy replied as she shoved Faith out the motel door.

Faith stumbled a moment on the pavement, the scenery of the alley-way having shifted to something new. When she'd righted herself she stood still, listening for the screaming. After a beat she heard it again. It was a girl, and she was screaming bloody murder. Faith hesitated a few seconds and then took off in direction of the calls for help. The motel was on the edge of the highway. She crossed the deserted roadway and made her way into the forest lining the road.

As she drew closer to the source the cries became less like pleas for help and more like child-like wails. Whoever it was, they were terrified. Faith pushed forward, hoping to get there in time.

The ground beneath her pounding feet shook, causing the Slayer to stumble. Faith landed hard on her knees. "Crap," she breathed out. Placing a hand on the ground, she could feel the earth shaking and rumbling. Something was stirring down there.

But that wasn't important right now. Getting to her feet, Faith looked around, trying to remember which direction she'd been heading in. She couldn't remember, and all the trees looked the same.

The screaming had stopped.

Was she too late? Was the girl already dead? Faith picked a direction and started running again. She wasn't going to give up.

Faith ran until she reached a clearing in the forest. She hadn't heard any more screaming and hadn't felt anything from her Slayer senses. She slowed her pace until she was at a walk; she had no idea where she was going.

The sound of wood snapping behind her caught her attention. Turning quickly, she saw a large, beautiful tree in the middle of the clearing. Its trunk reached up incredibly high before gracefully splitting into branches and drooping down again. Its leaves were a pale green in the moonlight. It was stunning.

The nagging feeling was back. This time it told her she should know what kind of tree this was. That this was important.

The crackling continued from underneath the bark until the trunk of the tree burst into flames. Faith jumped back, not expecting it. The fire spiralled out, claiming the bigger branches and spreading down the smaller ones until it reached the tips. The blaze continued; first glowing red then orange and yellow as it grew hotter. The branches and leaves cracked and singed as they dried up. The burnt pieces began to break off; making it look like the tree was crying fire. It was beautiful to look at; Faith was transfixed.

Faith stood a long time watching the burning until the fire had exhausted itself and went out. All that was left was an empty shell of the tree's initial beauty. Now it was just a burnt trunk with black-singed branches.

The Slayer was a little startled by the display and questions raced through her head. Had the thing hurting the screaming girl also set the tree on fire? Or was this a completely separate thing? Why couldn't she recall what kind of tree it was? Why was it important she knew the type of tree?

And the obvious, why exactly was the tree on fire?

While Faith contemplated, the tree continued its display. It was far from over. Mystified, Faith watched as little green buds began to spring up from the burnt tree's branches. Like little bits of hope they grew until the tree was covered in tiny buds.

A magic tree that burst into flames, dies, and then comes back to life again? What the hell? she thought.

"It's like the phoenix, isn't it?"

Faith jumped. She hadn't even noticed the woman standing beside her; she'd been too captivated by what was happening with the tree. Backing away and dropping into a defensive crouch, Faith faced the stranger.

"Oh, none of that," the woman laughed. "I'm not someone you should be worried about."

Faith's eyes narrowed.

The woman sighed dramatically, "Really, the fighting stance isn't necessary. Do I really look that threatening?"

No, Faith realized, she didn't. The woman looked old, extremely old. Her skin was wrinkled and leathery, and her eyes held the knowledge of someone who's lived on past their years. Even her hair, long, white and cascading down past her shoulders, looked old and brittle. She wore a faded green dress and in one hand held a fancy looking axe, which dangled at her hip in the woman's loose grip.

The axe looked about as sharp as they come, with a red hilt, blade at one end and a wooden stake at the other, but the woman didn't look like she'd be able to put up much of a fight. Faith eased out of her crouch; if this woman was a threat, Faith was sure she could take her, even without a weapon.

"Were you the one screaming?" Faith asked, still cautious.

"I didn't hear anyone screaming."

"Earlier," Faith clarified. "It sounded like someone was calling for help."

"They weren't calling for my help, Faith, so I couldn't hear them. Whoever they were, they were calling for you. Unless… maybe it was you calling for help."

"Right," the brunette answered sceptically.

"It is like a phoenix though, isn't it," the woman said, looking over at the tree. The buds were opening and small leaves were beginning to form. "Consumed by its own fire, and then born again. Like the creature, this tree has been through a lot. I've been watching over it for some time now. It grew comfortable with the darkness, but found its way out again."

"I feel like I should know somethin' about it, like what kind of tree it is. It seems so familiar."

The old woman's eyes twinkled, "Then perhaps you should. Think harder, I'm sure it will come."

"Who are you exactly," Faith asked, eyeing the axe the woman held at her side.

"A shepherd of sorts, I guard and watch over things very old. I am someone who makes sure things go according to plan; make sure the proper bees move up the line in the hive. I am one of many."

The woman turned to look back at Faith, taking in her appearance, "I'm always surprised at how adolescent you are. All of you, so young. None of you are ever prepared. But you, Faith, are powerful. Winning is up to you. Take hold of the power given to you."

"What?" Faith laughed. It seemed like everyone she was meeting tonight was out of it, no one was giving her straight answers. First Dani and her cryptic messages, then Buffy and her bleeding fruit. Now this old woman and her bizarre axe. Faith's eyes flicked to the silverware; the woman may not look like a fighter, but the fact that she was carrying a weapon still made Faith a little uneasy.

The woman held up the axe, its metal surface glittering in the moonlight. "I see it has caught your attention. It's very special."

"It's an axe," Faith replied flatly. "A fancy looking one, but it's still an axe. Not that special."

"It's a weapon, a powerful one. Go on," the woman said, holding it out to Faith, "Take it. You'll put it to good use."

"It's not mine," Faith said instinctively. She could feel it inside her. The axe had a loud call, rumbling inside her head, but she knew it wasn't hers to take.

"It can be. It's not yet anyone else's. You shouldn't deny it." The woman held the axe out further, almost pushing it into Faith's hands.

Faith recoiled, stepping back. Something wasn't right. The axe felt familiar, like it was a part of her, but at the same time it felt wrong. So very wrong.

"You have to learn who to trust, Faith. You know you cannot trust yourself."

Faith stepped back again. Glancing down, the Slayer found she was standing on the edge of a cliff, the forest around her gone. Her feet were almost at the edge; the rock was flat under her feet and then jutted sharply down the incline. Faith didn't dare look over her shoulder, she didn't want to know how far down the drop was.

Red-brown dirt stretched out in front of her in all three directions. Further away Faith could see a deserted road, black and sharp amongst the dull colours. They were in a desert somewhere; she could see heat waves rising up from the road.

"It's a test Faith, and right now you're not passing."

The wind was picking up, blowing the woman's white hair about her face. "Take the scythe, Faith," the woman urged.

"I can't!" Faith replied stubbornly. Something inside her screamed that none of this was right. The woman, the cliff, the axe. It was all terribly wrong, some sort of dark, twisted hallucination she couldn't escape.

Faith watched, horrified, as the woman began to shift, transforming into someone else. The figure loomed over Faith, forcing her closer to the edge.

"You could never do anything right, could you?" The new person asked. She was tall, thin, and had long, chocolate brown hair. She stank of cheap alcohol and her eyes were bloodshot. She looked at Faith with murder in her eyes.

And Faith stood frozen as her mother raised the axe high above her, intent on bearing it down on Faith's head.

Faith awoke with a start, sitting up in her bunk and bumping her head on the ceiling. "Damn it," she cursed under her breath.

Wide-eyed, the Slayer looked around, the fog of sleep not yet clearing. She was still in prison, still in her cell, still sleeping in the bunk above Angie. She wasn't back in Sunnydale. She wasn't eating a bleeding apple. And her mother wasn't about to hack her to bits with a fancy-looking axe.

"Slayer dream," Faith mumbled as she lay back down, sleep already claiming her.