Buffy, Willow, Xander, Giles, Joyce Summers and Nicki Calendar are all property of Joss Whedon and Mutant Enemy, and are used without permission for entertainment purposes only.

Warning: The following story contains very little actual plot, except where it crept in by accident; it's mostly just acts of senseless cuteness and random angst. I'm using the name Nicki for Ms. Calendar, as that is what apparently appeared in a script. *g*

Deepest thanks to Val Meachum, who promptly supplied haunted house details and kicked my oh-so-vivid imagination into gear.

Dedicated to the Sunnydale Slayers, just 'cause.

Started: June 24, 1997
Rough draft completed: July 1, 1997
Posted: July 4, 1997

"... it's a Sunnydale tradition, has been for about a hundred years. The carnival sets up in the park by the town square, and everyone goes down with picnics. There are fireworks after dark, and a petting zoo, and bands playing most of the day. Everyone goes, it's a lot of fun."

"Wow, that could get too normal for me to deal with." Buffy listened to her friend Willow's eager descriptions with a grin. "It sounds like a total blastfest, but Giles wants me to spend the day training. He says it's one of the only times we can be pretty sure Principal Snyder won't be poking around everything we do."

"Oh, come on," Xander objected from Willow's other side. The three friends were sprawled on the concrete next to Sunnydale's single public pool, lazily soaking up the sun and listening to the whoops and splashes of the younger kids in the water. "It's the Fourth of July, even the Slayer should get a holiday now and then. Most of it'll be during the day and everything."

Buffy shrugged, and resisted the temptation to smack Xander when his eyes dropped for a split-second below her shoulders to the brief top of her bikini. "You know how hyped Giles has been about training ever since..."

Her voice trailed off; none of them needed the blank filled in, and no one particularly wanted to talk about That Night. It wasn't like they hadn't talked about it a million times before. She continued after a moment, "He's gotten so totally mental about the new powers and stuff I woke up with, trying to make sure I learn how to use them like, now, so I don't get into trouble like that again."

Willow gave her a sideways look from beneath her baseball cap. "You said Giles being worried and over-protective was cute."

Buffy rolled her eyes. "It *was* cute, for about the first week," she admitted. "But it's been two months, and I can't even turn around without him -- or someone else," she added, with a pointed look at Xander, "-- showing up to make sure I'm not walking into a sprinkler or something equally dangerous."

Xander looked embarrassed, which he should. He'd turned into her shadow since that last showdown against the Master, which was kind of sweet, in a really annoying way.

At least he was doing it openly, though, unlike a certain vampire of their acquaintance. Angel had taken to lurking in her immediate vicinity at night -- never close enough to see or, God forbid, talk to, but always close enough to set off her new, nagging personal vampire alarm. Buffy was going to stake him herself if he didn't cut it out. She could understand that seeing her dead had messed with the guys' minds, but the whole thing was really getting out of control.

"Anyway," she continued, rolling from her stomach to her back and resettling her sunglasses on her nose, letting her hand dangle over the edge of the pool, "I'm probably not going to be able to escape the Long Arm of the Watcher until sometime in the afternoon, and with all those people outside, I'm going to have to be hunting most of the night. So, no party for the Slayer. Wil, when was the last time you put sunscreen on?"

Willow blinked at the abrupt change in topic. "Um, about an hour ago. Why, am I getting red?"

Buffy studied her over the sunglasses. "Kinda pinkish on your shoulders." Unlike Buffy and Xander, redheaded Willow's skin refused to tan, and Willow tended to get distracted and forget to put sunblock on if the other two didn't keep an eye on her.

"I'll get it," Xander offered after a second, reaching past Willow into her beach bag.

"Um, thanks," Willow said awkwardly, as Xander squeezed some of the lotion onto her back, left bare by her practical one-piece suit, and started rubbing it in with brisk, impersonal strokes.

Buffy sighed and closed her eyes. The tension levels between the three of them had dropped a lot since That Night, but nothing could ever be as easy as it had been. Buffy couldn't forget Xander's heartfelt confession of wanting more, he couldn't forget her rejection, and Willow couldn't forget that she had come in as Xander's second choice. What a mess.

"All done." Xander tugged at Willow's hat, drawing a yelp and a half- hearted slap from her, and looked over at Buffy. "How about you, Buff? Need any assistance from your personal poolboy?"

She studied him for deeper motives, then grinned; Xander's usual talent for lightening the mood had kicked in and he was more or less just teasing. "No, I'm fine. It's getting pretty hot out here, though."

Xander's eyes lit with mischief. "Well, we could take care of that."

Willow sat up abruptly, knowing that tone of voice even better than Buffy did. "Xander, don't you dare!"

His grin just got wider and he abruptly lunged forward, getting his arms around Willow's waist and pulling her off the ground with him. She shrieked in helpless, laughing protest as he jumped into the pool, sending a wave of cool water over Buffy in the process.

She sputtered and tried to wipe water out of her eyes as Xander and Willow surfaced, Willow splashing at Xander's face and getting more on Buffy than on Xander.

"Okay, that's it," Buffy declared, taking off her sunglasses and jumping into the pool directly onto Xander's shoulders. "You're both history!" Xander went under with another huge splash and Willow cheered, until Xander got his hands around their ankles and pulled them down with him.

******

The three of them raced into the Sunnydale High School Library several hours later, hair damp and skin water-logged, the smell of chlorine and coconut hanging around them like a cloud.

Giles looked at the trio with a mixture of mild irritation and amused resignation as he came out of his office, drawn by the noise. Buffy and a slightly-sunburned Willow were ganging up to tease Xander about something, and the boy was defending himself valiantly, if hopelessly. They looked healthy and cheerful, and so very young that it made his heart ache. They were being forced to adulthood so quickly, Buffy in particular; it was good they could still play.

If only they didn't persist in bringing that play into his library.

"I assume you three have been enjoying yourselves?" he said with one raised eyebrow, looking them over pointedly.

They grinned back. "Xander tried to drown us," Willow tattled unrepentantly. "But we drowned him instead."

"I can see that." Giles had to smile; Xander's hair was in his face and he looked like a drowned puppy. The pathetic, 'save me' looks he was giving Giles didn't help the image. "And to what do I owe the honor of your collective presence?"

"We're here to bargain for the Slayer's life," Xander replied promptly and melodramatically.

Giles' other eyebrow went up. "Excuse me?"

Buffy and Willow gave Xander identical disgusted looks. "He means," Willow picked the conversation up, "that we want you to let Buffy off the hook for training tomorrow, so she can come to the Fourth of July celebration downtown with us."

Giles sighed and rubbed his eyes beneath his glasses. "Buffy, we already discussed this. While I sympathize with your desire to enjoy the summer, we have little enough training time as it is, with Principal Snyder placing all of us under his rather overly-eagle eye."

"Come on, Giles," Xander jumped back in. "It's the Fourth of July, national holiday, party day. Even the Post Office is taking the day off."

"That's all well and good," Giles returned firmly, "but I rather doubt the supernatural occupants of Sunnydale will be observing the holiday. Buffy must train, and she must, unfortunately, hunt. I'm sorry."

It hadn't occurred to any of the children yet, except perhaps Buffy, that Giles had no effective way of enforcing his usual dictates, and he rather dreaded the day they fully realized it. For now, though, a firm tone of voice and an air of authority were enough to persuade them to obey.

Well, most of the time. "Giles, there's hardly been any trouble at all since the Master did his song and dance routine with the Hellmouth," Buffy persisted. "I just want one day off, one day with nothing to do but have fun. Is that too much to ask?"

She was shamelessly punching his every guilt button and he knew it. But there was also something serious behind her teasing. "Buffy, you know I don't..."

"*Please*, Giles?" Her green eyes pleaded with him. "It's Independence Day, right? Well, I want to be independent of slayage. One little day, then I'll go right back to work. I promise."

"Well..."

Giles was weakening; like a true Slayer, she sensed it and moved in for the kill. "And if there is trouble, it'll probably be at the carnival and the picnic, so I should be there anyway, right?"

He tried to find a flaw in her logic and couldn't quite manage it. "Right," he agreed reluctantly.

"So, it would be more effective to scope everything out during the day and prepare for trouble at night than to spend all that time locked in the library," Buffy concluded.

"And that would mean *you* could come to the carnival and everything, too," Willow added. "You'd really like it, Fourth of July is very cool."

"Unless, of course, you don't think you can keep up with us," Xander threw his two cents worth in casually.

Giles crossed his arms and glared at the trio of teenagers, who looked back innocently. "Has it occurred to any of you that the American Independence Day is not something the British consider cause for celebration?"

Buffy considered, then grinned cheerfully. "Nah. Not even you can hold a grudge that long. So, will you come with us?"

The topic of debate had somehow shifted from Buffy's training to Giles going to the celebration; he realized that, but couldn't see a way to drag the conversation back on track. Instead, he sighed and gave in to the inevitable. He supposed Buffy deserved her 'Independence Day', as she called it. "All right, I give up. Tomorrow is officially declared a holiday. For everyone."

"Yes!" The children exchanged shouts, high fives and other expressions of triumph, leaving Giles to contemplate how badly he'd just been out-maneuvered.

They really were getting rather good at it, he thought with an odd trace of pride.

*****

The next morning dawned bright and clear, the northern California fog burning off by 9 am. Xander and Willow appeared on Buffy's doorstep promptly at 9:30, as she was helping her mom pack the picnic basket.

"Hi, you two," Mrs. Summers greeted the pair as they banged through the back door in to the kitchen. "Ready to have fun today?"

"Oh, yeah," Willow smiled sunnily. She was clad in magenta overall shorts and a pale green T-shirt that probably clashed, but she didn't care. Her long ponytail poked out through the back of the battered baseball cap she'd swiped from Xander several years before. "My mom gave us our own picnic and everything."

Buffy returned her smile with a delighted grin. As usual, she looked perfect in seriously short shorts and a white tank top that showed off her tan. "Well, that's good news. Between the two of us, we should be able to keep Xander from starving."

Xander, slouching along in denim cut-offs, a striped T-shirt, and battered tennis shoes, his wind-blown hair falling in his face, was unoffended. "Hey, my mom offered to send along some food, but I didn't figure cold pizza would be magically delicious by noon."

"Eww," the girls agreed.

"Well, you're more than welcome to share with us," Mrs. Summers told him. She'd been watching them with amusement, which got more pronounced as Xander jumped forward to take the picnic hamper before Mrs. Summers could. "Shall we get this show on the road?"

They could have driven downtown, but it was only a few blocks and parking was ridiculous anyway. So they walked, Buffy bouncing cheerfully next to her mom and Xander apparently content to hang back and tease Willow, who blushed happily under his attention. It was almost like old times, but better, because Buffy was there, too.

They could hear the fair from a long way away -- the music of the rides, the carnies hustling their games on the midway, the shrieks and screams and laughter of the people flooding the park. Somehow, the foursome located an unclaimed patch of ground under a tree near the bandstand and spread out their stuff.

Xander flopped down on his stomach before they finished smoothing the blanket. "Ah, this is the life," he sighed, his eyes closed.

Buffy sat on his back and laughed when he complained. "Come on, lazy," she teased. "I want to go to the carnival. We've got to go on *all* the rides at least once."

"With Xander along, it'll be more like five or six times," Willow told her, pulling up a handful of grass and sprinkling it over the helpless Xander's hair.

"I can live with that," Buffy shrugged. "It's not like I get motion sick or anything."

"Why don't you stop picking on poor Xander and go have fun then," Mrs. Summers suggested on a smothered laugh. "Do you all have money?"

"Yes, Mom," Buffy answered, getting off of Xander and kissing her mom on the cheek. "You want to come with?"

"No, I'm going to stay here and relax for a little while," she told her daughter fondly. "It's been so long since I had time to just let myself vegetate."

"Cool," Buffy approved, "as long as you're having fun."

Before they could leave, Willow caught sight of a familiar figure several feet away, and waved her arms above her head. "Gi... um, Mr. Giles!" she corrected herself, remembering Buffy's mother just in time. "Over here!"

Giles turned, searching for them, then made his way through the maze of blankets and people. "Ah, there you are. I was beginning to think you'd abandoned me to this madhouse."

"Hoping, you mean," Buffy corrected him. "Mom, you remember Mr. Giles, right?"

"Of course," Mrs. Summers smiled. "It's good to see you again."

"Likewise," Giles stuttered slightly. He was actually wearing slacks, a tie and a jacket; Buffy and Willow exchanged exasperated looks and descended on him.

"Gi-- ... Mr. Giles, you have got to get with the program," Buffy informed him. "Off with the jacket, off with the tie, or you're going to die of heat exhaustion."

"I'm quite comfortable," Giles tried to protest, then gave in under the weight of their combined looks. "Oh, all right," he grumbled, stripping off his jacket and starting to work on the knot in his tie. "If you're determined to ensure that this day is completely miserable, I suppose I have no choice but to comply."

His martyred tone was too much for any of them to take. Xander's laughter sputtered out first, and the two girls went like dominos. Even Mrs. Summers chuckled, watching the group with bemused eyes. Willow knew they were abusing Giles, purportedly only their librarian, a little more than was supposed to be proper, but just couldn't resist.

"It's not that bad, Mr. Giles," she tried to comfort the Watcher, although her giggles ruined the effect. "Honest, you'll have fun."

"You do remember what fun is, don't you?" Xander asked helpfully.

Giles threw him a baleful glare which was almost enough to set the girls' laughter off again. "I do have some recollection of the concept, yes."

"Then there's absolutely no problem." Buffy carefully folded his jacket and stowed it in a picnic basket. "It'll all come back to you before you know it."

"And if you start having too much fun and don't think you can handle it," Willow assured him, "we'll find some books or something for you to catalogue until you calm down."

"Oh, thank you," he muttered.

Buffy surveyed them all with her hands on her hips, then nodded. "Okay, everyone's ready, let's go track down the fun."

"As long as we don't have to slay it when we find it," Xander muttered, and Willow stepped on the back of his sneaker in revenge.

*****

They wandered the midway for almost two hours, only occasionally having to pull Giles back from side trips to investigate suspicious- looking corners and dark areas. "Independence Day," Buffy reminded him repeatedly. "No slaying."

The rest of the time, they tried to persuade Giles to join them on the rides, but he determinedly turned them down, preferring to stay in the shade as the trio burned through several strips of tickets. All three of them squeezed into one car to scream their way forward and backward on the Matterhorn, then bickered over who got to sit in the middle on the Whip, and finally split up to take individual slots on the Gravity Wheel, although Xander gallantly offered to provide a back cushion for Buffy, and was soundly rejected.

Giles was standing just beyond the exit as they got off the Gravity Wheel, like a patient daddy waiting for his children. Willow succumbed to temptation, happiness, and excitement, and bounced off the stairs to hug him. He blinked and flustered, but didn't turn actively red until Buffy joined the hug. They took pity on him and let him go, but he didn't actually seemed displeased by the attention.

Xander watched the show with absolutely no sympathy for Giles; it was pretty much all he could do not to fall to the ground laughing at the expression on Giles's face. "Where to now?" he asked, after he finished grumbling about being ignored, and was appeased by both girls slipping their arms through his, just as he'd planned.

"Well, we could..." Buffy started.

Then Willow bounced and pointed, her other hand tightening on Xander's arm. "Oh, look at those, aren't they cute?"

Buffy followed Willow's gaze and her eyes lit up. "Ohh, those are *too* adorable!" Both girls were off like a shot towards one of the game booths, which featured a display of stuffed tigers as prizes. Xander and Giles exchanged tolerant male looks and caught up to the girls.

"Guess I'll just have to win a couple for you girls, huh?" Xander laid a dollar bill down on the counter and the attendant handed him three baseballs, as the girls stepped back to watch respectfully. Well, he thought it was respectfully; Willow's face was making some odd expressions.

The first ball went directly through the target hole, but the other two hit the fabric, rolling to the catch basket at the bottom. Xander found himself the proud owner of a pencil with a fuzzy gnome on top. The girls blinked at him, wide-eyed; he smiled sickly. "Hey, just warming up."

"Of course," both girls agreed instantly, with great sincerity that he didn't buy for a second. Setting his jaw, he brought out another dollar bill and tried it again.

Ten bucks and thirty balls later, the gamester finally handed over a tiny stuffed tiger, which Xander accepted in triumph. The girls had been reduced to helpless giggles by that point, and even Giles was fighting a smile.

"There you go," Xander boasted anyway, proudly displaying his prize before he turned and handed the tiger to Willow with an exaggerated bow. "Just for you, Wil."

She blinked, then took the tiger, snuggling it happily in her arms. "Thanks, Xander." Her delighted smile made him feel ten feet tall, and confirmed his instinct to give the toy to her rather than to Buffy.

"Hey, I told you I'd win you one," he shrugged.

"Actually," Buffy said innocently, "I believe you said you'd win a couple?" Xander winced; her smile grew and she pulled a dollar bill out of the pocket of her shorts. "Let me give it a shot."

And, of course, all three balls went directly through the hole first try, and the booth owner handed over a tiger twice the size of Xander's. Giles chuckled, Buffy grinned over her toy's head, and Xander hung his head in mostly-fake martyrdom. "Try to do something nice...."

"*I* think you did something very nice," Willow said loyally. "You had to work for my tiger, that's better."

"Indeed it is," Giles agreed indulgently, laying an approving hand on Xander's shoulder. Xander shrugged again, embarrassed, and let Willow and Buffy drag him off towards the next ride.

******

Nicki Calendar strolled along the carnival midway, soaking in the life and energy around her. The group of friends she'd come with had abandoned her to go through the haunted house; she'd decided to take a pass. No point in seeing the fake when you'd lived the real thing.

A few feet ahead of her, she heard familiar voices, and tried to make out faces. To her surprise, she saw Rupert Giles -- his shirt sleeves rolled up and no tie present -- surrounded by (or being assaulted by, depending on your point of view) the three teenagers who seemed to spend most of their time as his shadows. Or he was theirs, or something like that. Of course, that made more sense now than it had two months before.

"The Ferris Wheel!" Buffy was squealing, sounding and looking all of five years old. Amazing to think that this little girl made a practice of fighting legions of the undead, and winning. "I *love* the Ferris Wheel, I haven't been on one since I was a kid!"

"And that would be, what, about two weeks ago?" Giles asked with a sideways look down at her.

Buffy made a face back up at him. "Very funny, Oh Old and Wise One. Just for that, you have to come on the Ferris Wheel with us."

"Excuse me?" he blinked. "Where is that rule?"

"In the fine print; didn't you see? All Watchers shall be forced to go on the Ferris Wheel with their Slayer when they make fun of them too much." She grinned cheekily up at him. "As it is written, so shall it be."

He straightened his glasses, drawing himself up into what Nicki had mentally dubbed his 'pontificating pose'. "I really don't think..."

None of the kids looked impressed, so it seemed like a good moment to break in. "Rupert?" Buffy exchanged a gleeful look with Willow, and Nicki tried to hide her smile. "My goodness, I didn't recognize you out of the library -- and out of your tie."

Giles took a step back and started fumbling. "Ms. Calendar. I hadn't expected to run into you today."

"Not all of us are married to our jobs, Rupert, some of us know how to have a good time." She smiled at the kids. "Let me guess, the three of you dragged him out kicking and screaming."

"Well, he didn't kick much," Xander volunteered with an evil grin, "but yeah, there was a certain amount of screamage involved."

Buffy and Willow snickered; Giles was unamused. Nicki, on the other hand, was highly amused. "Well good for you," she approved. "Are you going on the Ferris Wheel?"

"Yes!" the kids answered, in perfect synch with Giles's, "No."

Nicki bit the inside of her cheek, aware that her eyes were laughing. "I think you're outvoted, Rupert."

"This is not a democracy," he tried to object, and the kids instantly booed him down.

"It's the Fourth of July," Willow asserted firmly, her shyness apparently not active in front of this particular crowd. "Everything is democratic on the Fourth of July. It's a rule."

Giles opened his mouth to object again, and Nicki took his arm, towing him along before he could say anything, to the open delight of the kids. "Oh, come on, Rupert, you're not afraid of a little thing like a Ferris Wheel, are you? I promise, there are no computers involved."

*****

Buffy trailed along behind Giles and Ms. Calendar, giggling happily with Willow at the expression on Giles's face as the computer science teacher steamrolled over him. Once they were on line, all four of them spread out strategically to keep him from escaping, herding him methodically and mercilessly to the front of the line.

"How many?" asked the lift operator, who had been watching the show with a high degree of entertainment.

"Five," Buffy told him. "But, um, you can put these two on one car and we'll take the next one."

Ms. Calendar and Giles exchanged identical startled looks, then Giles gave Buffy a Look which suggested she would be in an amazing amount of trouble as soon as he got her alone. She smiled sweetly, and all three of the kids waved as their teachers took off in a car. The arguing started before the pair was out of earshot.

"*Ve-ery* nicely done," Xander said with exaggerated admiration. "Way to back the Giles-meister into a corner."

"Yeah, as long as Ms. Calendar doesn't shove him out at the top," Buffy grinned, settling into the far corner of the next car.

Xander got in next, Willow climbing in on his other side. "She wouldn't really, would she?" Willow asked, looking a little worried.

Xander slung a reassuring arm around her shoulders, casually dropping his other arm around Buffy's at the same time. She rolled her eyes and let it stay. "Don't worry, we'll keep an eye on them from here," he told Willow.

"You mean, we'll spy on them."

"Well, yeah," Xander said in an 'of course' kind of tone.

"Cool." Willow grinned and settled back into the car.

Unfortunately, there wasn't much to spy on; after one brief verbal skirmish, Giles and Ms. Calendar settled down to ignoring each other. Buffy pouted slightly -- she had different plans for her two favorite teachers -- then gave in and enjoyed the view. They could see all of Sunnydale from the top of the Ferris Wheel, and out over the hills that surrounded the city. It looked so peaceful from up there....

Then Xander started rocking the car, which made Willow squeal, which meant the girls had to gang up on him to make him stop, which resulted in a tickle war that almost dumped all three of them out of the car. Giles twisted around and spoke sternly at them, and they ignored him.

Back on the ground, Ms. Calendar tried to escape, but the Slayerettes refused to let her. "We've got lots of food back at our blankets," Buffy persuaded her. "You could come share."

"As long as we do it now," Xander inserted, "I'm starving."

"You're always starving," Willow pointed out, still clutching her tiger.

"And your point is?"

"So, we go find the munchies?" Buffy asked. The general agreement sent them out of the carnival and back towards the blanket. Her mother had disappeared but, as Willow and Xander had assured them, the baskets and other stuff was untouched. Willow produced fried chicken and other various goodies from her basket, which Buffy unearthed sodas, roast beef sandwiches, chips and cookies from hers.

They made short work of the food (getting into only one potato chip fight, which ended when they all decided it was more fun to use Giles for target practice), left some for Buffy's mom, then settled back on the blankets to relax, too full and hot to move.

Buffy looked around her with absolute contentment. She was laying with her head on one of Xander's shoulders, but Willow's head was on his chest with his arm sprawled over her stomach, and everyone seemed happy with the arrangement. Ms. Calendar was sitting with her back against the tree, Giles opposite her, and both of them carrying on a conversation that seemed intense, but didn't involve any fighting. Best of all, there wasn't a single vampire, demon or other crisis in sight.

Well, she admitted sleepily, her eyes drifting closed, she wouldn't have minded just one vampire. A tall, dark, gorgeous vampire, maybe. She dozed off into dreams of riding the Ferris Wheel with Angel's arm around her shoulders and the sun shining on them both....

*****

"This is all just too normal for you, isn't it?" Ms. Calendar saying, a teasing glint in her dark eyes. "There's no demons in sight, nothing you need to fight or research, and your soul just can't deal with it."

Giles sighed and took his glasses off, polishing them against his shirt. "I am more than capable of dealing with normalcy; I've simply learned not to rely on it. But, whatever you might think, I am happy the children are getting to have a normal day. They certainly more than deserve it."

He put his glasses back on and looked at the small pile of teenagers a few feet away, his face softening. Buffy was snuggled up on one side of Xander, Willow was stretched out beside him on the other, and all three of them were sleeping the sleep of the innocent. There was no sign of the tension that had hovered between them for the two months; he knew better than to think all the problems were solved, but at least their friendship seemed to be standing firm under the pressure.

Ms. Calendar was studying him. "You really do care about them, don't you?"

Giles blinked. "Of course. They're my responsibility -- although I hadn't precisely planned on having three of them to guide rather than just one. Still, they're all coming along rather nicely..."

Ms. Calendar shook her head, smiling slightly. "No, I mean you really care about them. You let them drag you to carnivals, and throw potato chips at you, and... and risk your life for them, for heaven's sake! And you look at them sleeping like..." She visibly searched for words, and didn't find one.

"Yes, well...." Giles cleared his throat once, then twice, uncomfortable with the direction the conversation was taking, and even more uncomfortable with the expression on Ms. Calendar's face. "I suppose they are, ah, rather important to me."

He looked at the children again, seeing how the sun shone off of Buffy's hair and glowed from Willow's, and how Xander's hair fell into his eyes. "They're so defenseless," he said softly, only barely aware he was speaking aloud. "So damned young to be doing what they do, and I am helpless to stop them. I cannot fight for Buffy, she's soundly proven that; and it was Xander who saved her from the Master, he and Angel. I can't even keep Willow from the darkness that surrounds them; she stumbles into it on her own."

He shook his head on a surge of bitter regret. "By all rights, they should hate me for what I bring to them, but can't protect them from."

"You didn't bring it," Nicki contradicted him gently. "The Hellmouth was here long before you. Buffy was the Slayer before the two of you met, and you couldn't keep Xander and Willow out of the action if you tried. All you can do is what you are doing -- make sure they know what they're getting into, and be there for them to lean on when they need you."

Giles shook his head without looking away from his children, wanting to believe her, but not quite able. She blew her breath out hard and leaned closer to him. "Giles, I've seen these kids with you; they adore you, all of them. I've seen you take on a demon and a monster straight out of a horror movie to defend them --not to mention me -- and I know you've done even more than that from what Willow's let slip. Give yourself some credit, here."

She was teasing him again, and he let himself smile, his dark mood lifting a bit. "Yes, I suppose so. I just... wish I could do more."

Nicki made a face at him. "Were you always this much of an over- achiever, or did it come with the Watcher thing?"

Giles blinked at her again, trying to stay with the shift in mood. "I am not an over-achiever. I simply feel it necessary to give my best effort..."

*****

Willow grinned sleepily, hearing Giles and Ms. Calendar slip back into arguing. It *was* nice, hearing Giles talk about them like he loved them or something -- which she knew anyway, all of them did. But the world somehow didn't seem normal unless Giles was being more... well, Gilesy.

Xander's chest was still rising and falling rhythmically under her cheek; she snuggled a little closer and tried to slip back into her daydreams. But the sudden sound and motion from the crowd caught her attention, and she reluctantly sat up as Xander woke.

Buffy was also sitting up and looking at the bandstand, where musicians had appeared and were tuning instruments. "Oh, cool," she yawned. "Music. Is that the band you said would be here?"

Willow nodded as Xander hauled himself upright and stretched noisily. "Uh-huh. They'll have bands up for the rest of the afternoon and most of the evening, so people can dance and stuff."

"Fun."

"Uh-huh." Willow yawned, caught by Buffy's, and saw a group of teenagers approaching them.

Xander saw them at the same time, judging from his groan. "Oh, great. Cordelia and her groupies. Do you think we can hide in the baskets?"

"Xander," Willow scolded. "She's not that bad. Well, not anymore."

"She's with her so-called friends," Xander pointed out. "She'll be that bad."

"He's right," Buffy grimaced. "Brace yourselves, incoming."

Cordelia's bunch was dressed in the highest of fashion, showing off tanned skin and perfect hair that was apparently invulnerable to the sun and wind. They were laughing a bit too loudly, just to make sure they were getting everyone's attention.

Harmony spotted the Slayerettes first, and smiled sweetly down at them. "Oh, look, it's the Loser Patrol. Who let you into the party?"

"Funny, we were just wondering the same thing about you," Xander shot back with an innocent expression, still sprawled back on his hands. "I guess standards are just going downhill all over the place."

Harmony's boyfriend of the week took a threatening step towards Xander, and Willow saw Buffy tense. "Did anyone ask for your opinion?" the guy asked Xander casually, flexing his shoulders.

Xander looked unimpressed. "No, but I never let a little thing like that stop me," he returned with a pointed look at the aforementioned shoulders.

Harmony's boyfriend's face darkened and Willow winced, certain there was about to be bloodshed. Giles and Ms. Calendar both started to get up, reminding everyone of the authority figures present, but Cordelia stepped casually between the guys before anything could happen.

"Come on, we've got better things to do than hang around here," she told the rest of her gang. "I mean, these wastes are hanging around with *teachers*; how boring and pathetic can you get? David, weren't you going to win some of those adorable stuffed animals for me and Harmony?"

David sent one more glare at Xander, and a cautious look at Giles and Ms. Calendar, then let Cordelia and Harmony pull him away. Amazingly, Cordelia sent a quick, apologetic smile over her shoulder at the Slayerettes as her clique wandered off. Making sure no one else saw it, of course.

"Well, that was fun," Buffy said after a long pause.

Willow turned on Xander. "What were you doing, Xander? That guy could have done some serious damage to you!"

"Hey, calm down," Xander told her, in a cocky, unconcerned tone that made her want to hit him. "I had the situation entirely under control."

"Of course you did. That's why Cordelia had to rescue you," Buffy pointed out.

Xander winced. "Ouch. Rescued by Cordelia -- couldn't you just put a stake in my heart or something? Seriously, I had it all in hand."

Willow gave into temptation and shoved one of the macho jerk's arms out from behind him. He collapsed backwards onto the blanket with a loud complaint and Willow got to her feet, stalking off towards the bandstand.

Funny, though; when she looked again after Cordelia and her crowd, she could have sworn she saw Cordelia looking back at them. Wistfully.

*****

Xander watched Willow stalk away with not a little confusion. "Um, what just happened here?" he cautiously asked Buffy.

Buffy looked down at him with an exasperated, if affectionate, expression. "You were being a macho jerk, as usual, so can you cut it out? I really don't want to get into a fight on my day off."

"Hey," he objected, wounded. "I'm not always a jerk."

"No, just most of the time," Ms. Calendar contributed. She and Buffy looked at each other, then go to their feet and went after Willow.

Xander looked at Giles, gratified to see that the librarian also looked slightly confused. "Was that like, a female thing?"

Giles paused, then nodded. "At least partially, I believe. I would suggest making amends to Willow as quickly as possible."

"But I don't know what I did," Xander pointed out.

"All the more reason to apologize immediately."

"Great." Xander rolled his eyes, then got to his feet and took off after the girls.

He had some apologies to make to Willow anyway; he'd realized that after several weeks of re-running her hurt face past his mind. He hadn't even thought about how it looked, asking her to the dance after Buffy. It wasn't like Willow was his second choice, after all; just a different choice. His 'bud' choice.

Still, Xander couldn't stand the tension between them, and was determined to fix it. He caught up to the girls in a few long strides, dropping his arms around their shoulders. "Okay, I admit to being a macho jerk and I apologize humbly," he told them penitently. "May I be forgiven, or do you want actual grovelling?"

"Grovelling," Buffy answered promptly. "She wants grovelling."

"I do?" Willow asked.

"Yes, you do."

"Okay." Willow looked up at Xander with her chin set. "I want grovelling."

The band kicked in at the same time with a Bonnie Raitt song, and Xander decided there were faster ways of winning forgiveness. Letting Buffy go, he snagged Willow around the waist and pulled her to a clear section of grass, spinning her awkwardly under his arm. She stumbled but managed to follow, an involuntary burst of laughter escaping her.

"Xander, what are you doing?" she demanded, trying to pull free but laughing too hard to succeed.

Xander got his arm around her waist again, catching her hand and maneuvering her around the grass like a dance floor. "Dancing. It's easier on my knees than grovelling, to say nothing of my reputation." He grinned down at her. "Besides, this way, Buffy can't beat me up without going through you."

"Oh yeah?" Buffy called, watching them with a huge smile on her face. "Watch me."

"Oh, a challenge." Willow was laughing, her eyes lit and her face shining like the sun from under his old baseball cap. The sight made Xander's chest tighten from an unfamiliar flood of emotion. He didn't know if he liked it or not, so he backed off from it fast, until he could make up his mind. "Well, we'll see about that."

He maneuvered Willow close enough that he could drop her hand and grab Buffy's, without releasing his grip on Willow's waist. Buffy gave one startled yelp, then let him get away with it, and all three of them were dancing together. If moving around on grass, bumping into each other, and nearly tripping every other step could count as dancing.

"... I just ignore it, but they keep saying/We laugh just a little too loud/We stand just a little too close/We stare just a little too long/Maybe they're seeing something we don't..."

The people around them laughed and offered loud advice, but Xander didn't particularly care about the attention they were drawing. Finally, things were almost back to normal, and he gave himself a proud mental pat on the back.

Then abruptly had to throw out his arms when Buffy slipped, pulling on his shoulder to keep her balance. It didn't work; his feet tangled with Willow's and they all went down in a heap.

*****

"... Let's give them something to talk about/Let's give them something to talk about/How about love?..."

Nicki watched the small group with a delighted smile as they tried to untangle themselves. Unfortunately, they were laughing too hard to move, much less figure out how to stand up. Beside her, Rupert was chuckling softly, his hands shoved deep into the pockets of his slacks. He actually seemed to be relaxed and enjoying himself for the first time that day; Nicki saw the sparkle in the his eyes, and attractive lines around his eyes that his smile brought out, and absolutely could not resist.

Stealing a page from Xander's book, she grabbed Rupert's hand and pulled him to the clear space of grass the kids had appropriated.

"Wh-what are you doing?" he objected in a quick stutter.

She wrinkled her nose at him, letting her hips find the beat of the bluesy rock song. "You wouldn't dance at the prom, so you're just going to have to pay up now, Rupert."

"I don't think so," he returned firmly, trying to escape.

She kept her grip on his hand, seeing the trio on the ground give up on escaping from their own mess and watch Nicki harass their mentor with wide, delighted eyes. "Come on, Rupert, you regularly take on the forces of darkness. What's one dance?"

"...I feel so foolish, I never noticed/You'd act so nervous/Could you be falling for me?/It took a rumor to make me wonder/Now I'm convinced I'm going under..."

He was blushing. The man was actually blushing and it was utterly adorable. She grinned smugly at him and he sighed deeply, then resignedly turned her under his arm with slightly more grace than Xander had managed, but not much. She kept her feet and the kids cheered, along with the rest of their considerable audience.

"You realize, I'm never going to hear the end of this," Rupert sighed, settling into a traditional dance arrangement that he had probably learned on a ballroom somewhere. It wasn't the best set-up for this kind of music, but Nicki was ready to compromise.

"Of course you won't," Buffy piped up from a few feet away. She and the others had managed to regain their feet and Xander had hauled Willow back into his version of dancing, which appeared closer to a seizure. Willow was *not* protesting. "We have to have *something* to tease you about."

Giles lifted his eyes to the heavens and Buffy winked at Nicki. Then a tall blond boy Nicki vaguely recognized from classes -- Owen? -- approached her from behind and awkwardly asked her to dance. Buffy blinked twice, then her face lit up with a happy smile and she accepted.

"... Let's give them something to talk about/A little mystery to figure out/Let's give them something to talk about/How about love, love, love, love..."

*****

Buffy bit into her caramel apple -- courtesy of Giles, who had bought one for everyone after seeing Willow's wistful glance towards the stall -- and leaned her head against Xander's shoulder as he called out to a schoolfriend she vaguely recognized.

A few feet away, Willow and Ms. Calendar were wandering through the petting zoo, stocked with bunnies, llamas, and several other fuzzy things. Buffy would have liked to join them, but Xander was still flatly refusing to have anything whatsoever to do with zoos, and since Giles had wandered off somewhere, Buffy didn't want to leave him alone. Instead, they were relaxing on a bench outside the fence, watching the shadows lengthen and occasionally calling back and forth to Willow.

"So," Xander asked abruptly, "what did Mr. Personality have to say?"

"Hmm?" Buffy blinked up at him. "Owen? Oh, nothing really. He was just wandering around and saw us. I don't think he was really enjoying himself too much; he, um, left pretty fast."

"Well, yeah, there's people here having fun instead of brooding, or getting into life and death situations," Xander cracked. "We can't have that."

Buffy elbowed him half-heartedly as a llama tried to eat Willow's cap and she protested. "Owen's a nice guy. He just... has this little problem with reality. And you have to admit, our reality is kind of tough to handle."

"Yeah, I guess." Xander watched Willow steadily, which Buffy guessed was an excuse for *not* looking at her. "You've got strange taste in guys, you know?"

Buffy sighed, and decided to stick with the surface meaning there. "Yeah, I know." Another llama took a liking to Willow's bright shorts and tried to nibble on the hem; Willow danced away with a startled giggle, then offered the llama a handful of llama food, whatever that was. "She's really having fun today, Xander. You're doing good."

"What are you talking about?"

He tried to look wide-eyed and innocent, but Buffy knew him too well to buy the act. "Mending fences. She's happier than she has been all summer, thanks to you."

"Yeah. I know." Xander shrugged, staring intently at the toe of his sneakers. "I didn't mean..."

He fumbled for words and Buffy saw the confusion in his puppy dog eyes. She let him off the hook, leaning back against his shoulder companionably. "We know you didn't, Xander. It'll be okay."

"Will it?" He was looking down at her now; she could sense it, feel the new tension in his shoulders under her cheek. "I don't know about that."

"Xander, don't." She turned her head to bury her cheek further in his shirt. If she couldn't see his face, she wouldn't have to deal with the look in his eyes. "Just let it go. Please."

"I can't." He said it simply, as if it didn't mean everything to him. Guilt hit hard, followed by resentment that he could hurt their friendship like this, and tired resignation. It wasn't his fault; it wasn't anyone's fault, really. Just life.

She didn't know what she would have said, or what Xander would have continued saying, if Giles hadn't come bustling up. Buffy popped off the bench to meet him, deeply grateful for the interruption.

"Buffy, I'm glad I found you." Giles was winded, he'd obviously been moving pretty fast. "We may have a problem."

"Oh, no way!" Buffy protested immediately, seeing her day off go down the drain. "Daylight, Independence Day, no slayage.... Remember any of that?"

"I'm sorry, Buffy." To his credit, Giles really did sound sorry. "But it seems some children have gone missing, a ten-year-old boy and two nine-year-olds."

"And?" Xander blinked, baffled. "Kids disappear all the time at these things. They'll put out a PA announcement, someone'll find them, and their parents'll ground them for a month after they finish hugging them to death."

Buffy lifted her eyebrows at him. "That sounds like the voice of experience."

Xander looked embarrassed. "It wasn't my fault, there was this really cool balloon that got away from me...."

"If I might interrupt?" Giles interrupted. "I am aware of the propensity children have to become lost at events such as this. However, all three of these child were last spotted in the vicinity of the haunted house. A nice, dark area with more than a few hiding places, where unusual activity would be easily passed over..."

Buffy got the point and sighed, getting up. "All right, Mr. Paranoid, we'll go check it out. Xander, will you tell Willow and Ms Calendar where we went?" And meet us there?"

Xander had already bounced to his feet. "Sure, we'll be right behind you. Um, will we have to actually go inside the haunted house?"

Buffy grinned at him. "Maybe. Don't worry, Willow will protect you." Xander put on his 'offended' expression and stalked off to retrieve Willow.

Buffy watched him go, shaking her head, then turned to Giles. "Lead the way."

*****

Giles kept pace with Buffy as she moved purposefully through the carnival crowds towards the haunted house, which had been set up in an empty building at the edge of the carnival grounds. The relaxed teenage girl having fun had faded, replaced by the first traces of the Slayer, and Giles felt a flash of guilt which he firmly suppressed.

"You said they were near the haunted house?" Buffy asked over her shoulder.

Giles nodded. "Yes, their parents last saw them about thirty minutes ago, in the, ah, arcade, which is two booths down from the entrance of the house."

"So, no one actually saw them go into the house?"

"N-no," Giles admitted reluctantly, "but it's a bit of an odd coincidence, and I have a difficult time trusting any so-called haunted house that stands over a Hellmouth."

Buffy sighed. "Well, I don't get any vampire-alerts in my head, but I guess it couldn't really hurt to look. Like I didn't have anything better to do today." The last was said in an undertone that Giles could, thankfully, ignore.

There were several frantic-looking parents, a few security guards and two police officers clustered outside the arcade, their voices barely audible over the sound effects coming from the video games behind them. Buffy reached down as they passed the 'Ski-Ball' arena, whatever that was, and snatched up a heavy wooden ball.

"Weapon," she answered Giles's curious glance. "Just in case. I'm not exactly accessorized for hunting."

"Ah." Well, it wasn't a *bad* choice, merely... unusual.

Buffy reached into her pocket with her free hand and pulled out a strip of cardboard tickets which had been considerably longer a few minutes before. "I knew we shouldn't have gone on the Gravity Wheel again," she said under her breath, counting tickets. "Cool, I've got just enough. Giles, wait here for everyone else."

"Everyone else is here." Xander came panting up with Willow and Nicki Calendar in tow. "And if you think you're going into a haunted house that might be like, really haunted --although I, personally, think it's a long shot -- by yourself, you're *really* losing it."

Willow nodded emphatically; however, Nicki looked less then enthused with the idea. Giles shook his head, although he really expected nothing less. He had no illusions about the children's ability to stay out of the line of fire.

Buffy just rolled her eyes. "Okay, Willow and Xander are with me; it'll look less suspicious of three kids go in together instead of one alone. But you stay behind me!"

"Yeah," Xander muttered, "we might get scared by a fake ghost or something."

Willow glared at him. Buffy ignored him. "Giles, Ms. Calendar," she continued, "you watch the exits, and make sure the kids don't turn up while we're in there?"

"Of course," Giles agreed quickly. "Be careful, please."

Buffy flashed him a cocky 'trust me' smile he'd seen too many times for it to be at all reassuring. "Sure we will."

"Of course," Giles sighed, rubbing his eyes under his glasses as he watched the trio heading for the entrance to the haunted house, counting tickets as they went. Xander tried to steal part of Willow's strip; she jerked it away, then relented and tore some off. He thanked her profusely until Buffy smacked his shoulder.

"Hard to believe the fate of the universe rests with them." Nicki was following Giles's gaze, shaking her head. "They belong in a sit-com, not a horror movie."

"I wasn't aware the difference between the two was that great," Giles said wryly. His general opinion of American television was quite low.

Nicki considered. "You're right. And I think I prefer the horror movies. Come on, we'd better take our places for the Great House Hunt; we wouldn't want any special effects to escape."

Giles repressed his first three responses to her tone, and followed the children to the entrance, instead. It wasn't as if paranoia was a personality flaw, when everything above the Hellmouth *was* out to get them.

*****

Willow swallowed her nervousness and crowded a little closer to Xander's back as they handed their tickets over to the guy at the front gate. She hated haunted houses, always had, and would have very gladly avoided this one. But she couldn't let Buffy and Xander go in alone, could she? Even if she really, really wanted to....

"So, you're not sensing anything actually in there, right?" Xander was babbling nervously, looking down the dark corridor that started the 'tour'. "No Slayer-sense or anything going off in ways that are bad?"

Buffy shrugged and started down the hallway, leaving the other two to follow. "Not so you'd notice. But I haven't exactly gotten a lot of experience with it yet."

"I thought we agreed that was a good thing," Willow offered hesitantly.

"It is," Buffy assured her hastily. "It totally is. It's just that, um, a little practice might have, um, come in handy right about now.... And don't *ever* tell Giles I said that, or he'll never let me leave the library again."

"Your secret dies with us," Willow grinned conspiratorially, as they reached the heavy metal door oh-so-reassuringly labeled 'Point of No Return'.

Buffy took a deep breath, then flung the door open so suddenly that Willow embarrassed herself by squeaking. Xander looked back at her, trying to pretend he hadn't just jumped a foot. Which he had, she'd seen him. "A little jittery here, aren't we?"

"N-no," Willow denied unconvincingly. Her facade was further trashed when a low, shivering moan came drifting out of the darkness in front of them and she involuntarily grabbed Xander's arm. "I just, um, really don't like haunted houses."

Xander also looked spooked, but tried to smile reassuringly. "Come on, what's gonna happen with me and Buffy here? Don't answer that," he amended before she could, moving her in front of him so she'd be safely between him and Buffy. At least, that was what Willow decided he was doing.

Buffy looked completely unruffled by any of their surroundings, but she had nightmares scarier than this place. Willow knew, she'd seen them. "You guys with me or not?" she asked as she went through the door, leaving Xander and Willow with the choice of following her, or admitting to their mutual cowardice.

They followed. And the door slammed shut behind them with a dull, booming thud, startling another squeak out of Willow. The revving of a car engine came from just a foot away, and headlights caught them in a bright glare, moving towards them with a maniacal, mechanical laugh. They jumped forward as one and another door slammed, leaving them in a small room lit with a faint blue light. Alone.

"Christine," Xander finally said carefully. "Great. We just got herded by a fictional '57 Chevy."

"Or was it truly fictional?" a sepulchral voice intoned. Willow squeaked yet again, slightly comforted by Xander's yelp, and they whirled to face the Grim Reaper, who was playing with his scythe and grinning gruesomely at them. "Perhaps Christine is real, and we are the illusions?"

Buffy hadn't even jumped, which was kind of annoying, Willow thought. "Very fun. Look, did three little boys come through here--"

The Reaper held a finger to his lips, still smiling horribly. "Ask me no questions. Follow the path and you may survive to leave this place. I have other business." With that, he... disappeared, revealing an open door where he had stood, a shriek of utter terror echoed through the darkness after him.

Willow blinked, open mouthed.

Xander gulped audibly.

Buffy groaned. "Amateurs."

With a martyred sigh, the Slayer headed for the door. "Come on, guys, the sooner we get through this, the sooner we can go back to having fun."

"Oh, I'm having fun," Xander muttered, following. "Can't remember the last time I had this much fun."

Willow nodded fervent agreement, clutching Xander's hand as she trailed behind him into the next room.

******

Xander stepped carefully as he followed Buffy, repeating the not-very- calming mantra 'It's not for real. It's not for real' over and over in his mind. His heart still refused to stop beating triple-time; things that weren't supposed to be real kept turning out to be just that in his life.

It didn't really help that Buffy was treating the whole thing like a stroll through the halls at lunchtime. It just wasn't *fair* that a girl could deal with this better than he could. And wouldn't both girls give him hell for that particular sexist comment, if he was ever stupid enough to say it out loud?

The door slammed shut behind them again, and once again, both Xander and Willow jumped. Buffy looked over her shoulder at them, amused. "You guys are gonna have heart attacks if you don't chill."

"Hey, I'm calm," Xander objected. "It's just these stupid doors--" He turned to gesture and his heart stopped as a grinning, half-rotted skull seemed to blink at him from bare inches away.

Willow shrieked and they both lunged for the center of the room and the dubious safety of Buffy as the lights glowed on to reveal a fully- functional torture chamber. A prisoner in dressed entirely in rags and festering sores reached for them from one wall, as the extreme dead guy on the rack began to sit up, moaning. Several more skeletons in various stages of decay danced and chittered and snarled.

Buffy studied the display with calm eyes. "Nope, all of them are too tall. Next room." On command, another door snapped open and Buffy headed calmly for it. Xander attempted to be cool in his rush to exit and succeeded in that he didn't *actually* trip in the process. Willow's hold on his hand was hard enough to cut off the blood to his fingers; he pulled her forward and put his arm around her.

"You okay, Wil?" he asked, just as another door slammed.

She only jumped a little this time, her face pale in the dim lights. "Oh, sure," she said unconvincingly. "No problems."

"Good," he told her with a falsely hearty laugh. "'Cause, you know, none of this is real."

"Oh, really?" Xander whirled as a voice hissed right beside his ear and let loose with an unmacho shout of terror as fangs and red eyes loomed over him. Willow moaned weakly, Buffy yelled, and the vampire fell to the floor under the Slayer's attack.

"Hey!" The 'vampire' protested in a very human voice, trying to untangle himself from Slayer and black cloak. "You're not supposed to do that!"

Buffy froze, the point of Xander's gnome pencil poised inches from the 'vampire's' heart, then got up, looking embarrassed. "Sorry. Guess you guys are too good at your job."

The 'vampire' -- a Dracula imitator, Xander realized dizzily -- clambered back to his feet. "Guess so," he said shortly, brushing himself off. "Geez, you're as bad as that brunette chick that freaked out; what is it with this town? We're not even allowed to touch you, for God's sake, what can be that scary? Go to the next room, already, it's over there."

He gestured and a door opened, taking them through the fake Transylvanian castle. Three 'Brides of Dracula', watching them with disgusted looks, gave way so the trio could exit. Even the slam of the door behind them sounded contemptuous.

"Great," Buffy said wryly. "Even in a haunted house, we freak the norms."

"Who do you think it was that wigged?" Willow asked faintly.

Buffy and Xander shrugged. "Cordelia," they said simultaneously. Xander looked down at Willow, who was still hiding under his arm. "You all right, Wil?"

She smiled weakly up at him. "Oh... I'm fine. Sort of. Can we get out of here?"

Buffy smiled reassuringly at both of them. "We should be about halfway through now. Just a little longer, then we can go tease Giles about false alarms." She looked around them. "Come to think of it, shouldn't something be happening here?"

Xander realized what had been setting his teeth on edge. "And, um, didn't this room used to be bigger?"

As if in answer, the lights went out, plunging them into darkness. A blacklight came on almost instantly, casting weird twisting florescent shapes and shadows on the walls around them, as a strobe light started ticking away. And the room kept shrinking, as a deep, throbbing hum built to bone-rattling volume.

"Okay, this is, um, interesting," Xander said very deliberately, pitching his voice over the noise. He was already disoriented, Willow's arm around his waist the only stable, tangible thing in the room. Beside him, Buffy turned slowly, watching everything, the strobe lights cutting her movements into choppy, isolated jumps. "At least nothing's jumping out at us."

"Yet," Buffy corrected him with a sigh. "I'm really not liking all these games."

"At least no one's bleeding in this one," Willow offered. "We're just all going to get sick."

The room kept shrinking, bringing the dancing shadows closer and closer. Xander pushed down a really good case of claustrophobia and looked for the door. And one of the shadows reached for him.

"Dammit!" He stumbled backwards, and three shadows left the walls to advance towards them. Willow got his under the arm and kept him on his feet, as Buffy shouted, "Back here!" The shadows herded them backwards until Xander stumbled through a doorway and fell on his back, taking Willow down into a heap with him, somewhere on top of Buffy.

The shadows kept coming, looming over them, and reaching out, and Xander saw fangs flash in the dim light. "Great, more games," he said, trying to convince himself. One of the shadows tried to get a grip around his throat and he batted the hand away, only to have it replaced by another. Something snarled menacingly. "Do you really expect us to fall for this again?"

"Xander, get *off* of me," Buffy demanded from underneath his back, and he tried to shift to release her, but the shadows abruptly lunged, grabbing him by the shoulders and pushing him down.

"Hey, leggo!" he objected, fighting them, and got only a cracking, insane laugh in response.

"Xander?" Willow quavered from somewhere below him. "I... thought the people who work here aren't allowed to touch."

Xander blinked. "They're not?"

One of the shadowed, fanged faces grinned widely, a trickle of something dark running from the corner of its mouth. "No, they're not. But we are."

The fangs descended and all hell broke loose.

*****

Nicki paced endlessly around the back entrance of the haunted house, checking her watch approximately every ten seconds. The kids had been inside for more than ten minutes, which was nine minutes too long to her nerves. No matter that she had teased Rupert about his paranoia; she still didn't like the idea of three 16-year-olds heading into anyplace that even remotely resembled danger, not even when one of said 16-year-olds was a Slayer.

Actually, she hated the entire concept of the Slayer, had from the second Giles explained it to her. Okay, she could accept that there were vampires and demons, that wasn't a big deal. it was something she'd always believed, deep down in her heart. But killing them wasn't the job of a tiny high school sophomore, no matter how strong and well- armed she was. Arnold Schwartzenegger came to mind as a more appropriate choice.

But there wasn't anything she could do about it. Pacing back and forth, she began to get some idea of how Giles felt when he sent the Terrible Trio out into danger and could only wait for them to come back. They were the adults; they should be able to do *more*, dammit.

Even as she started working up the resolve to go banging into the haunted house and damn the consequences, the exit swung slowly open, and the trio emerged into the fading daylight -- with a few extra members. Buffy had a firm grip on two younger boys dressed entirely in black, who were twisting and protesting vociferously, and Xander followed behind, with a third black-clad boy in a headlock. The older kids looked angry, even Willow, bringing up the rear.

"Giles! They're out!" Nicki raced over to the trio. "What happened in there? Where did you find the kids?"

"Hiding in one of the rooms," Buffy said with a sweetly sharp smile down at her two captives, who shrank back. "They thought it would be fun to hide in the house and play vampire, and see who they could scare."

"It was just a joke," Xander's captive, the biggest of the boys, protested. The fake fangs in his mouth made him lisp slightly, and fake blood traced a trail across his chin. "It's not our fault you guys fell all over yourselves trying to get away."

"Yeah, but it is your fault you tried to hold us down and dripped blood all over my shirt," Xander informed him with a shake.

"Not to mention how worried your parents are," Nicki informed, hands on her hips. The sudden relief over her own kids made her voice a little sharper than she'd intended, which wasn't a bad thing. "The entire carnival is looking for you three."

The three traded guilty looks. Even the Wrath of Buffy was apparently surpassed by the Wrath of the Parents.

Giles came jogging around the corner just then. "Oh, good," he panted, coming to a halt and trying to catch his breath. "You found them, then. Well done. Any problems?"

"Not so you'd notice," Buffy said casually, keeping her grip on her captives. "Just a couple of phony vampires and a *lot* of good makeup. Come on, we'd better return these little losers to their keepers."

Fortunately, it was almost as easy as that. Two sets of parents lunged forward to grab their children, simultaneously hugging them, shaking them, delivering dire threats to them, and thanking Buffy and company, who faded away as soon as possible.

"Well, that was exciting," Xander said on a heavy exhale, sitting down on a wooden bench. "Have to do that again sometime."

"Oh, yeah," Buffy agreed, collapsing next to him with a glare towards Giles. "I know babysitting little ghouls like that is *my* favorite way to pass an afternoon."

Giles, flustered, polished his glasses. "Well, all's well that ends well. You did find the children."

"More like they found us," Buffy groaned. "Giles, next time you get a bad feeling about something, can we listen to my bad feelings about them instead? Or the absence of them?"

Giles returned his glasses to his nose and tried to look firm. The attempt was spoiled by the distinct tinge of red creeping up the back of his neck. "There was a perfectly good chance something really had gone wrong in there," he started to defend himself. The kids weren't buying it.

Actually, neither was Nicki, but she was too distracted by Willow to enjoy Giles's embarrassment. "You okay?" she asked softly, alarmed by the girl's lack of color.

"I'm okay," Willow said with a weak grin. "I just... don't like haunted houses. I kind of get enough of that stuff in real life, you know?"

Nicki smiled and smoothed Willow's hair out of her face. "I know exactly what you mean. Xander," she called over her shoulder, "could you run and get us something to drink? I think we could all use it."

Xander looked over from giving Giles a hard time and took in Willow's drooping form. His eyes went wide and concerned. "Wil? I mean, sure, I'll be right back."

He was off like a shot and Willow's smile strengthened. Buffy and Giles broke their argument off guiltily and came over, Giles putting a hesitant but caring arm around the girl's shoulders. "I'm sorry, Willow," he apologized quietly. "I overreacted. I should never have sent you in there."

"And I shouldn't have let you come," Buffy seconded, taking Willow's hand. "I'm sorry, Wil."

"It's all right, guys," Willow tried to reassure them, but she was leaning against Giles, Nicki noticed, with a mix of concern and affection for both of them. "I just... if I have to deal with that stuff, I'd almost rather it was real, you know? Then Buffy could fight it, or we could find some other way to deal with it." She shivered once. "It's worse when you know it's not real, because you know it is. You know?"

The sentence was pretty incoherent, but Nicki thought she understood. So did Buffy, judging from her sober nod. "I didn't like it in there either. It's pretty hard to make fun of Count Dracula when you've had vampires try to put the bite on you for keeps."

Willow smiled gratefully. "Exactly."

Xander came running back with bottles of Evian, which he passed around before he and Giles personally escorted Willow back to the bench, and stood over her until she drank enough to satisfy them.

*****

After the guys finished with their display of male over-protectiveness (Ms. Calendar looked as if she was barely restraining herself from going 'Awwww', and Buffy had to fight back the same impulse), the little group moved on, everyone still hovering around Willow, who didn't appear to mind the extra attention. Buffy tried to smile while mentally kicking herself for letting Willow go into the haunted house.

She knew better than anyone how finding those kids dead in the school had messed with Willow's mind, how deeply she'd been affected. Willow was doing better, but she had a long way to go before her nerves were equipped to deal with that kind of horror, real or fake.

Still, there was nothing Buffy could do about it now, except try to distract her bud. So she and Xander, in unspoken accord, proceeded to do their best to make Willow laugh, and more or less succeeded.

Growling stomachs and sunset drove them back to the food stands in search of dinner. Pizza, corn dogs, hot dogs and hamburgers were purchased and distributed, with Xander and Ms. Calendar attempting to educate Giles in The Way of the Chili Cheese Dog and failing miserably -- although they did succeed in driving the last of the shadows out of Willow's eyes when Xander spilled most of his chili down the front of his shirt.

"Oh, great, laugh," he complained, wiping at his T-shirt in disgust. "You're not the one drowning in chili."

"Poor baby," Willow sputtered, *trying* to sound sympathetic. "Did you get burned?"

"No, thanks for asking." Xander handed his hot dog to Giles, who accepted it gingerly, lips twitching in amusement, and pulled his shirt off over his head, scraping at the chili with a napkin before giving up and tucking it into the back pocket of his shorts. "Good thing it's summer."

"Yeah, good thing," Willow echoed, apparently enjoying the new view of Xander's chest and shoulders -- which were, Buffy had to admit, worth a glance. Or two. A pair of girls passing by, a tall redhead and a short blonde, apparently agreed; they eyed Xander until their companions, another brunette and a *really* tall redhead, pulled them out of eyeshot.

Xander watched them go surreptitiously until Giles cleared his throat and held the hot dog back out to Xander. "Your dinner, such as it is," he said dryly.

Xander took the hot dog, inspected it, then sighed and ate half of it in one bite. Giles winced, the females of the crowd made faces, and they headed back down the midway, eating as they went.

The sun had finally set and the lights had come on all over the carnival, transforming the dusty, rickety-looking rides and booths to a fairyland. Rock music drifted faintly in from the bandstand; Buffy tried for a second to identify the song from the beat and couldn't. It wasn't much of a distraction, anyway; darkness, on top of the haunted house scare, had taken away her sense of relaxed invulnerability. It was nighttime, when monsters walked and the Slayer was supposed to be hunting.

"If you're going to force me to spend a day relaxing, the least you could do is force yourself to do the same."

Buffy jumped as Giles spoke next to her ear, yanking her from her speculative glances over the crowds. "You and Angel need to form a club or something," she told him edgily. "Both of you get this major thrill out of sneaking up on people."

"Sorry." As usual, he didn't look all that apologetic. "But my statement stands. You should try to relax and enjoy yourself."

"This, coming from you?" Buffy looked at him wide-eyed and only half-joking. "Who are you and what have you done with Giles?"

He gave her a Look sideways. "All right, I'm aware that I was not overly enthusiastic about this outing; I'm also aware that your current state of nerves is due to my over-reaction to the haunted house. But I have to admit you were, ah, correct."

"I was?" This was *definitely* not her Giles; some kind of pod person, maybe. "About what?"

"About needed a vacation from your duties as Slayer."

Demon possession? She ran a few more possibilities through her mind, then followed Giles's guilty gaze to Willow. His turnaround abruptly made a little more sense. "Oh. Right. Giles, that so totally wasn't your fault. Willow can deal, she's already forgetting about it. And I had no problems with it, honest. Better safe than sorry and all that, right?

"Besides," she finished with outrageous bravado, "do you think one little haunted house and a couple of spoiled kids could put any of us over the edge? Please."

She grinned, trying to coax a smile out of him, and he obliged reluctantly, his lips curving as Xander got his arms around Willow's waist and threatened to pick her up off her feet. Her peal of delighted laughter rang out over the sound of the crowds. "Perhaps you're right. Still, I really don't anticipate any trouble tonight, and you don't sense any vampires, correct?"

"Um..." Now was not the time to tell him her sensors were beginning to twitch. "No. No vampires."

"Then, as your Watcher, I order you to enjoy your holiday," Giles told her firmly, something resembling a twinkle lurking in his eyes. "Perhaps you and the others could go on another of those nausea- inducing rides you seem so fond of."

Buffy considered. "You know, that sounds pretty good. And you and Ms. Calendar could go dance or something again."

"Don't press your luck," Giles advised her with a pained look, as he quickened his pace to catch up with the others, who were leaving them behind.

Buffy started to follow, but her vampire alarm went on full alert before she could take more than a few steps; she tensed, spun around, and located the cause in less than three seconds. It wasn't that hard, all she had to do was look for a nice dark corner and someone wearing a white shirt.

Uh-huh. There he was. Someday, Buffy vowed to herself, she was going to give Angel a T-shirt that was any other color, just for a change. He made no move to approach her, just watched her steadily, with the intense gaze that always made her faintly weak-kneed. Almost involuntarily, she started towards him.

"Buffy, you coming? We're gonna go watch the fireworks." Xander's voice stopped her mid-step; she turned to look over her shoulder and saw him trailing behind the others, waiting for her. She looked again towards Angel's lurk, then back at Xander, and made a decision.

Grinning once, mischievously, towards Angel, Buffy blew him a kiss that surprised him into smiling. Then she turned and ran towards Xander, catching his arm and tugging him in her wake as they caught up to where Willow was waiting for them with a wide smile.

Buffy returned the smile, falling into step with her best buds as Giles and Ms. Calendar strolled ahead. Xander grabbed her hand at the same time he swung his arm around Willow's shoulders, Giles laughed at something Ms. Calendar had said, and she could feel Angel's eyes on her, guarding her.

And there were still three and a half hours left to her Independence Day.

"So, when do those fireworks start?"

Finis

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