By Night Assassin
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Disappointed, Angelus finds Lilah's already dead body, but makes it look like he bit her when Wesley and Gunn find him. Angelus is kept at bay with weapons and escapes through a window. Downstairs, Connor removes the crossbow bolt from Cordelia's leg as Wesley and Gunn return to the lobby with news of Lilah's death. With a hidden smile, Cordelia says that it's begun. The gang cover Lilah's body and talk about their plans to deal with Angelus. Lorne suggests protecting the hotel with the same magic that forbids violence at his club, but Connor isn't very excited about the idea of using magic. The idea is brought up that Angelus could have changed Lilah and that she needs to be destroyed to prevent her potential rising.
Angelus visits a demon bar and is met with a great reception in response to his return, then begins questioning the patrons for information on the whereabouts of the Beast. In the basement, Wesley prepares to behead Lilah. He imagines that she comes back to life and talks to him, but eventually finds himself faced with the reality of her dead, unmoving body. Angelus follows the lead of two young vampires to some old buildings and Angelus gets impatient with the lack of Beast presence, but suddenly, something catches his attention. Lorne talks to the Furies over the phone and gets a homemade recipe for a protection spell. Despite the protests of the others, Connor is determined to destroy Angelus and sets out on a mission to do just that. Cordelia tries to change his mind, but she faints mid-speech and Connor stops to care for her.
Meanwhile, at the county jail, Faith is released into the yard. While she works out, another prisoner uses a knife to try to start a fight with Faith. The woman gets her ass effectively kicked and Faith is off the hook when the guards reveal that they saw the whole thing. While the other prisoner is taken away, Faith notices the large ornate knife that was used. Wesley struggles to let go of Lilah as her imagine spirit talks to and coaches him until he finally brings the ax down. Angel follows the scent of Lilah's blood to the weapon made of Beast flesh used to kill her inside of a factory. Angelus finds and confronts the Beast on the plan being executed. The Beast informs him that Angelus is a part of his master's plans, but Angelus refuses to take orders and dodges all of the Beast's attempts at physical violence. Angelus leaves and the Beast's master is revealed: it's Cordelia and she's disappointed. The Beast apologizes for his failures and she forgives him, then the two kiss.
Lorne performs the protection spell, but they all doubt the magic until Lorne attempts to hit Connor and a barrier prevents the assault. Wesley returns from the basement and explains that he has a plan that involves them keeping Angelus until they can restore Angel's soul. Wesley visits Faith at the jail and she's reluctant to listen to him until he updates her on the return of Angelus and their desperate need for her help. The news sets her into motion and she crashes through the glass separating them, knocks out the guards and jumps out of the high window with Wesley to land on a car. The two walk away from it and head off to find Angelus.
Wesley fills Faith in on everything that's been happening with the gang since she's been in jail while she changes into some normal clothes in the back of his car. She tells him that she won't kill Angelus because of Angel's crucial role in her life and Wesley admits that's precisely why he chose her for the job. He questions her readiness for slaying and puts her to the test when a few vampires attack their stopped car, but Faith disposes of them quickly, falling easily back into the role. Wesley and Faith arrive at the hotel and despite worry from most of the gang and anger from Cordelia at her return, Faith asserts herself as commander and directs everyone on her plan. Connor is particularly displeased with her decision to rescue Angelus, not kill him, but Faith doesn't waste time and makes it clear her plan is the only plan.
Angelus catches a woman running from two other vampires and leans in for the kill, but stops when he overhears news that there's a Slayer in town. He quickly makes a call to Buffy's house in Sunnydale and after learning that Buffy's still in town, he realizes Faith's the Slayer on the loose. Connor leads Faith, Wesley and Gunn on the way into a factory and despite Faith's orders, he beheads the first vampire that crosses his path. Faith yells at the teen for disobeying her and then tells him to go home because he's too set on killing Angelus and not listening to her. The two fight, but Faith has the advantage and eventually holds a crossbow to Connor's throat in warning. Connor finally gets the message and returns to the hotel with Gunn. Wesley and Faith find a large welcome message for Faith hanging for all to see and then split up to find Angelus.
Wesley encounters the two young vampire "friends" of Angelus, who engage him in a fight. Angelus calls out to Faith as she walks alone through the factory until she finally finds him, but the Beast is there too. Faith struggles with the Beast and none of her blows have much effect on the solid creature. While Angelus watches gleefully, Faith is tossed around and beaten rather badly by the creature. The Beast talks down to Faith as Angelus approaches from behind. He stabs the Beast with the dagger made of the Beast's flesh, effectively killing the demon and restoring the sun. Wesley's opponents explode into dust as daylight returns and he rushes off to check on Faith. Weakened, Faith isn't much of a challenge for Angelus, but she knocks out a large window, flooding the room with sunlight and forcing Angelus to keep his distance at least until nightfall. At the hotel, the gang rejoices in the return of the sun and Connor goes upstairs to tell Cordelia. Connor sings Faith's praises until Cordy interrupts the happiness with news that she's pregnant with his child.