Disclaimer: Buffy the Vampire Slayer and all the characters that appear on the show are the exclusive property of Joss Whedon, UPN, Mutant Enemy, Inc. and any one else with a legal binding claim to the shows and/or characters. No copyright infringement is intended.

AN: This is your final warning. The major death happens in this chapter - don't keep reading if it's gonna upset you!

*******

Everything was Cordelia. She was the world, and everything in it smelled, and sounded, and tasted like her, and there yet there was never enough. He deepened the kiss, his thoughts not nearly that coherent any longer. The night they had spent together had been the most amazing night of his life, and now the sunrise that filtered in through the window bathed her in a russet-colored glow that made her look like fading embers. He kept his eyes open as they kissed, wanting to sear her image into his brain, so that no matter what happened in the future he would always be able to recall the moment he knew her love with pure passion, with innocence.

"We've got to get up," she murmured, her lips still against his, and he chuckled, capturing her mouth again, his hands wandering again over the plains and valleys of her, familiar yet forever new. She looked so radiant in this soft warm glow, her hair almost looked like it was a deep...red...

Red. Willow.

Xander tore away from her so suddenly she made a small alarmed gasp. He looked towards the clock on the nightstand but he wasn't really looking at it at all. Instead he was sorting through his once again complicated feelings. He hadn't thought of his...his friend...since they'd arrived at the hotel door, and now the guilt was practically overwhelming. Not that he had anything to feel guilty about, really. Not this, anyway. He cleared his throat.

"Nah," he said, forcing himself to focus on the time showing on the mini clock radio on the side table. He blinked at the red LCD display, feeling himself freeze. It glowed like demon eyes. He'd never realized. Red against a black background.

Red. Against black. Like the light coming in. The light that shouldn't be there. It was only 2AM, according to the demon-eye numbers. The sun wasn't rising.

And their window faced Sunnydale.

"Oh God," he moaned, jumping out of bed so suddenly he almost pulled her with him.

"Xander?" Cordelia asked, catching his fear too much to be annoyed. "What is it?" He drew back the curtain. At first she could only see him, his throat working madly.

"Oh, God, Cordy." This brought her to her feet, wrapping the sheet around her in a de facto show of modesty remembered from countless television shows. She scrambled to the window, staring blankly, her mind clearly unable to process the sight. Xander didn't blame her, he could barely deal with it himself.

"What is it?" she asked finally. "What does it mean?"

Xander elected to answer the second question first, because in truth the answer to the first was obvious.

"It means they failed. The Hellmouth. It's open for business."

"No, no, it can't be...there's got to be another explanation..." Cordelia asked, her voice pleading with him like a child to make it go away. Later he would think it was a proper reaction to actually seeing Hell on earth, but this wasn't later.

"Like what?" he asked harshly, lashing out at her in his own despair and remorse. "LSD in the water supply? David Copperfield doing a secret Sunnydale-only show?" His voice cracked and he began to shake so hard that she grabbed on to him, burying her face in his shoulder to cry her own tears. "Mayor bought out the world's supply of neon?" he finished in a whisper before his sobs started. It was almost beautiful in a horrifying way, the way it glowed. He hadn't known it would do that. Giles had never mentioned...

Oh God. Giles. And...

"W-Willow," he sobbed. Cordelia's head snapped up. "B-Buffy...they're gone, Cordy. They're all gone..."

"Oh God...our parents...and friends...no...no, they could still be alive, Xander. They could. We've got to back!"

"No," he said softly. "No, you've got to get out of here. Run, Cordy. As far and as fast as you can." He pressed his car keys into her trembling hand, his own tears drying as his resolve returned. It wasn't really a surprise. Part of him always knew where he was going; heck, it was the Harris legacy.

"Xander?" she whispered. And he kissed her, trying to pour everything that had ever been good and right between them into that kiss, that moment.

"I love you," he said. "But I don't deserve you." Cordy's fingers brushed his lips in a shushing gesture.

"Don't say that-"

"It's true, Cordy. You don't know how true...but you will. You want to get dressed first, though. Trust me, you really do. And when I'm done, you'll understand. Everything."

**********

Xander wandered the streets of Sunnydale several hours later. The sun had come up, something he'd found a bit surprising. He'd figured this would be a forever night sort of thing. Not the first time he'd been wrong. Not even the first time that day.

Cordelia had taken the news about his involvement with Willow with the kind of stoicism often brought on by shock. He guessed in the grand scheme of things it didn't really matter much now, other than to fuel his remorse and add to her pain. But it had been the key to getting her to take off while he came back to town, though she had insisted on dropping him off closer, so he could make the hike in before dark.

He'd found Faith's body first. Kind of surprising, given the large number of bodies, and that she wasn't at the school at all. But he hadn't made it to the school yet when he'd stumbled over her. It looked like she'd died in a fight, trying to slay something that had her outgunned and outmatched. Xander thought she would have liked to have gone out like that, even though he hadn't known her very well. He picked her up, unwilling to leave her lying in the middle of the street, but having no idea what to do with her body. There were so many bodies...he settled for laying her gently on a bench near the park, covering her with his jacket. He continued on, recognizing some of the people lying dead in the streets, but unwilling to stop again until he reached them.

The school was a shambles. It looked like something had torn it apart from the inside, which was appropriate; everything had. Xander sank to his knees in front of it, momentarily too weak with grief to go inside. And though he wished he could deny it, there was some fear there too. Fear of what he might find.

Fear of what might find him.

It was two memories that eventually propelled him forward. One was the day he'd met Buffy, when he'd bumped into her, literally, and embarrassed himself with that lame `have you' faux pas, and how it had changed his life in so many ways, made him into someone who made a difference in spite of both of their best efforts. The other was the day he'd met Willow, and found her literally crying over being teased about her hair, and how he'd backed her up that day and every day since. If they were in there, he had to find them. It was a miracle and a curse when he did.

When he walked into the library, he half expected to be killed immediately, sucked into the Hellmouth for food...but there was nothing. The hole was there, and he was certain if he approached it he'd find something nasty waiting for him, but other than that it was eerily quiet. There was an amazing amount of rubble to climb over, and ash, making the light pouring in look like solid beams. Some of the ash he suspected was dust, and some of that dust was probably Angel. There was no sign of Oz, and Xander would never know what had become of him.

He gasped when he spotted his friends. The three of them were huddled together, Giles and Buffy rolled on top of Willow. He only knew she was in there because he could see the vibrancy of her hair poking out from underneath. They had tried to protect her, like he should have done. He reached Buffy first, her body covered with scratches and bruises, and pulled her back, secretly hoping he could bring her back to life as he had done once before. The strange tilt of her head when she fell into his arms told him that would not be possible, unless he could somehow repair a broken neck. He kissed her forehead gently and set her aside, not even bothering to fight the tears, the sobs that made his breath come in small hitching gasps.

He didn't need to examine Giles to know that he was dead. He rolled the older man onto his back, wanting to disguise the depression in his skull. He was amazed to find the Watcher's glasses by his body, still intact. He gently closed his mentor's unseeing eyes and placed the glasses back where they belonged for all eternity. Then he turned his attention to his very best friend.

She looked so peaceful, only the blood matting her hair marring her face in any way. He could pretend it wasn't there, if he tried hard enough. If he only looked at her face, not at the rest of her, not at the blood that had soaked through her shirt in so many places, he could pretend she was okay, just sleeping. He reached for her, pulling her to himself, kissing her lips gently and...

And finding them warm.

"Oh God, you're alive. Willow," he breathed, and her eyes fluttered open, dazed and confused before focusing on him and smiling feebly.

"Xander," she wheezed, immediately starting to cough. Blood from her mouth covered him with tiny spots of red. *Willow spots,* he thought dazedly.

"Don't talk, Will. I'm gonna get you out of here." He lifted her into his arms and she cried out.

"Too late, Xan. You've got to go. Get out...before dark...it's gonna start again..." she said, each breath an agonized wheeze. "So cold..."

"I've got you, Will. Gonna take care of you. Going now," he said firmly, not listening to her try to breathe, not listening to her faint protests, her pained cries as each footstep sent a jolt through her body. He looked around desperately when he got outside. Giles' car. He ran for it, finding the keys under the floor mat as he knew he would. He set Willow gently in the passenger seat, belting her in and closing the door before jumping into the driver's side. He ignored how she slumped in the seat, only the belt keeping her upright, wishing he'd kept his jacket for her, to keep her warm. "Hang on, Will. Hang on," he muttered as he started the engine and pealed out and away from the ruined school, unable to take even slight pleasure in the moment.

"Xan...der?" Willow said brokenly.

"Shhhh...don't talk..." he answered, keeping his eyes glued to the road through a Herculean effort. He wanted to look at her, watch her face, but he was afraid he already knew what he'd see there.

"It was...too much...for us...Faith...never showed..."

"I found Faith. Looked like she died slaying."

"Oh...I...take...back...the...bad...stuff...I...oh...God...it...hurts..."

His knuckles were white against the steering wheel. He took one off to wipe his eyes on his sleeve as he pushed Giles' bucket of bolts to speeds it had heretofore never known, even as a voice deep inside him whispered it wouldn't be enough. Too little, too late.

"Will, come on. Just take it easy...we'll be at a hospital before you know it..." he cajoled desperately.

"I...can't..." she struggled to say.

"Don't say that!" Xander cried out. "Just be...be quiet...save your strength. I'm gonna save you, Will. I have to..."

"You...already...did..." Willow gasped, her words become slower, thicker, harder to understand. "I...love...you...Xander..."

"I love you so much, Will. I love you more than my own life, you hear me? You have to hang on! Hang on!"

He almost didn't hear her last word because he was still screaming at her to live, but he did. It was the word he would say when he pulled her from the car hours later and found her already cool. It was the word he would say every day for the rest of his life, not that he expected it to be a very long one. He would say it to every person he met, every church he wandered into, to his own mirror at night. No one and nothing could ever convince him that all of this hadn't been his fault. He'd tried to hold on to everything he loved knowing it was wrong, and he'd lost it all. He only wished he could have said it to her before it was too late. The way she'd said it to him with that last labored breath.

"Sorry."

********

That's all folks...I know, I know...it's ridiculously sad, and not at all the ending I had intended when I started, but that's where things went.