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When George and Spike get back – Spike tossing a duffle-bag of weapons on the Hyperion floor with a crash, lighting up a cigarette underneath the 'no smoking' sign Kate just put up, and announcing "Honey, I'm home" – after all that, Angel takes George aside and quietly asks if he could perform an unobtrusive scan of their new recruits. Angel, it seems, has learned from Gwen, even if he doesn't nurse the same animosity that Connor does.

Dez is easy enough. George slips inside the layers of her mind and finds pretty much what he'd expected. Tough exterior, slightly less tough interior. Crappy childhood, slightly less crappy adulthood. He spends a few seconds examining the memory of her sister's face: a little softer than Dez's own, a little less certain. It's tender. Not gentle, but painful, like an inflamed sore that Dez can't help but pick at. Of more immediate concern is the jaguar. It's beneath the surface of her mind, lurking between one thought's end and another's beginning. It's everywhere, and it's getting stronger. In her dreams it stalks her, the layers of her being turning intangible as shadows sliding past its flanks. George strengthens a few barriers, and tidies up some more. It's not much, but it might buy her a little time, and it's all he can do for now without an indepth session and informed consent.

He's not looking forward to James. Because, seriously, an angel? If James is telling the truth, there's no telling how hard the smack-down will be if he catches George poking around in his head. So George starts off careful. Just a few gentle probes to test how strong the resistance is, so soft it could be taken as an accident. To his surprise, the walls tighten at his tentative questing, then fall away.

An invitation.

George hesitates. Angel had asked, and James has apparently just given the go-ahead, so this is technically more ethical than Dez's scan. He still can't shake a sense of foreboding as he sinks into James' mind.

It's like opening a book written in an unknown language. Most of James' memories read like white noise, which must be sensory input from the higher planes that George doesn't have the ability to translate, the same way third dimensional memories would be indecipherable to a cartoon character. Here and there are clear patches of memory from missions to lower planes. Enemies. Friends. Comrades. Some of these patches are so old, they're little more than vague impressions. The last hundred years are the most clear, rankling with a sense of loss and longing for home. And most of all, a lack of direction, a desperate need for purpose. Angel represents the most clarity he's had in a very long time.

Satisfied, George starts to retreat. Except he notices something beneath the rest, something buried so deep inside James' mind he'd missed it at first. It's a door, locked and bolted, and steel-reinforced. When he approaches it, he has a sudden sense of pressure. Not malicious or forceful, just firm, pushing him away.

/Not there/ James tells him, mind to mind. /You shouldn't go down there./

/What's in there?/

/Something I've forgotten./

George allows himself to be pushed out.

/Must have been bad, if you chose to forget it./ He's intrigued, not so much by the door – everyone has doors in their mind, things they bury to some degree or another – but by James' reaction.

"I…" For the first time he sees uncertainty in James' face. "I can't go in there. Not yet."

/Did you put it there? Or the Powers?/

James just shrugs.

"I think it's waiting for something. Some sort of trigger. Then it will open by itself."

/You know this?/

"It's a feeling I have."

George gives Angel the all-clear, and doesn't think on it any further. He has other things to worry about, like convincing Dez to let him all the way into her mind so he can firm up those barriers, and Spike's fleeting moments of disturbing cruelty that George is reluctant to bring to Angel's attention.

James is an angel for god's sake (no pun intended). If you can't trust him not to flip out, then who can you trust?

A few months later, George is in Spike's room, nosing through the box of Nancy Drew books that definitely don't belong to Spike and if anyone asks Spike is just keeping for a friend.

As always, George is vaguely aware of everyone in the Hyperion, like absently running his non-existent fingers along the keys of a metaphorical piano to make sure they're all in tune. Angel is in the lobby, reading a newspaper. Conner is showing Dez a few moves in the basement, both of them sweaty and tingling with awareness of one another's bodies. Kate is putting the kettle on in the kitchen, humming an old show tune her mother used to play. Laura and Mr Polyphemus are in the upstairs office with James. James is curious, Laura nervous about something, but determined. Gunn has been gone for over a week, and Spike has taken Illyria to a poker game across town.

The peace is disturbed by a spike of distress from James, a sudden, rising pressure that grabs George's attention like the jarring note of a key out of tune. He nudges James' mind.

/Dude, what's wrong? Laura docking your salary or something?/ He's joking because he's on edge, unnerved by the tremors going through James' thoughts, like the ocean's surface roiling over a submerged volcano. He gets a fleeting moment of contact, of James' utter panic and horror.

/No, no, no, she's lying, she's lying, she has to be, I'm an angel, I'm an angel, I'm–/

Somewhere a door flies open.

James snuffs out.

There's no warning. Just a gaping absence where James used to be. All his layers, all his complexities vanished like a soap bubble collapsing.

But that's not the worst part. The worst part is what emerges in his wake, spreading quickly like blood in water: a thorny, torturous intellect that is a thin lid over a gaping, endless appetite. It brushes George off – a glancing blow from a shark's body with scales that catch and tear – and turns it's attention to Laura. There's a brief flash of terror from her, a lurch of free-fall fall, and then pain and unconsciousness.

George scrabbles for the creature's attention, trying to distract it from Angel, who is still asking questions, not yet realising this isn't James anymore.

/Who are you?/ He demands. The creature tries to flick him away. But George holds on, finding the cracks and forcing his way inside. He mind-whammied super-sized Illyria. He can make this creature answer him. /Where is James? Where is he?/

Finally he manages to get the creature's attention. It turns from toying with Angel just long enough to bat George out of it's mind.

/Right here./ It's amusement is like a barbed hook in the gills it will use to draw you back over and over again. /The best act is one you believe. Did you believe, little fish?/

/You're not James!/

/Of course not. James was nothing but a false memory, a pretty fairy tale I bequeathed with life. He should have been grateful I let him linger this long./

George reels, shaken by the smug certainty of the creature, the resonance of truth. He's met false personas before, constructed to keep telepaths out, and they're crude at best, a sign of psychosis at worst. Most people just don't have the discipline to compartmentalise their minds. But James had been real and thoughtful and kind, and he hated tomatoes and liked the way Kate's mouth would curve when she laughed, and he'd wanted to go home

/Were you impressed by my work?/ The creature whispers, a gloating thread of amusement winding through the taunt. Needles in the dark. /I spent a long time perfecting it. Please don't be shy. I adore feedback./

/You killed him./

/Thank your clever Watcher, little fish. If she hadn't gone nosing around, you could have enjoyed Jamareth's company for a little longer before I erased him./

George sent a vicious array of images at the creature, the agony of swords and claws, of fire and flash-freeze, all the memories of pain he's absorbed over the years. The creature stumbles, just slightly, and George is revolted by the almost sexual shiver that goes through it.

/That was exquisite, little fish. Do it again./

Nauseated, George cringes away from the mental contact, and in that time, James (not James, never James, never again) rips off Angel's hands and feet. Four bright spots of agony, and then Angel is mercifully unconscious. Only the creature's enjoyment remains, the coppery taste as it licks blood from it's fingers for no other reason than to savour the victory. It's not going to kill Angel. There's no point in defeating an opponent until you've dismantled them on every possible level. Angel – with the vicious Angelus in his subconscious – will understand why he was left alive. Maybe he'll even try to turn the game to his advantage, try to twist it back as he had on Wolfram and Hart. He will never win of course, but the attempt would be diverting…

George wrenches free of the winding trap of the creature's thoughts, that toothed maw where all things go in and nothing comes out.

/Who are you?/ He whispers, not expecting an answer, half-hoping he won't get one. But the reply comes after only a moment's pause, floating on images of decadent brutality, horrific artistry.


George breaks the connection. He doesn't attempt to stop Myr leaving the hotel. That would be futile, and would only make the inevitable deaths happen that much sooner. He hides in the back of Spike's closet and warns the others to stay where they are, out of the way. He has no pithy sayings, no sparky irreverence to reassure them, just suffocating terror and an aching grief. Because James is dead and this creature is wearing his face like a mask.

Only that's not right, is it. James was the mask. He'd been the mask all along and hadn't even known. No one could have saved James. They hadn't known to try.

There's no Hell-moment here, no do-over, only blood soaking into the carpet and the bitterness of endless regret. In the wake of Myr's rising, James' death will go unnoticed, overshadowed by the fast-falling future.

On the floor of the Hyperion, Angel stirs, groans, a flicker of memory passing through his half-conscious mind.

another soldier down…

George is wise enough to know this isn't the first, and won't be the last.