(Disclaimer- I don't own BtVS nor any characters, blah, blah, blah. This is very AU, none of that supernatural nonsense here. This is just a short and fun fic)

Willow sat in the empty coffee shop slowly stirring her mug of cappuccino which had gradually turned cold, her spoon sliding through the thin film accumulating on it's glimmering surface. Her mind drifted away as she looked around hoping to see someone she knew. Anyone in fact, even a vague acquaintance from school would do but no, she was alone as she had been every day since Graduation.

With Faith and Xander on their cross country road trip, and Buffy working as a secretary at noted law firm Finch And Trick Associates, in order to earn enough money for her own car, Willow had no-one to talk to. Even Mr Giles, her much treasured English teacher, had returned back to Blighty for the summer.

She sighed deeply and got to her feet wiping the crumbs from her jeans, picking up her tote bag and left the coffee shop walking the long and winding route back to her equally empty house.

"Dammit", came a familiar voice accompanied by the sound of ripping paper and tins bouncing along the sidewalk.

"Mrs Summers?", Willow said almost joyfully at finding someone she knew as she skipped across the road.

"Willow? Oh thank god, can you help me with these?", said Joyce struggling with all the bags of groceries.

"Sure", she replied kneeling down to gather the spilled tins. As she scooped up the dented pineapple chunks she couldn't help but notice Joyce was wearing those red glossy shoes with the pencil thin heels, Willow had seen her wear them only once before but it stirred her inner turmoil all the more. She had tried to deny her true nature and every time she saw Joyce looking elegant and classy it confused her all the more.

"Buffy borrowed my car today as she said she had to run a few errands for Mr Trick. Would it be a nuisance if you helped me carry them home?"

"No, it's no trouble. It's not like I've got anything better to do….I mean….I didn't mean it like that, Mrs Summers", Willow stumbled over her words, "I mean with everyone off doing their own thing I'm not exactly burning up the social calendar"

"What about your parents? Surely they would want to spend your last summer with you?", Joyce asked as they walked along the street.

"They're taken a trip to the holy land for the next month"

"Why didn't you go?"

"Air sickness like you wouldn't believe. I'd have filled two bags with puke before we even got off the runway"

"Surely it can't be that bad?"

"No? A few years back we took the plane from LA to San Francisco, only a fifty minute flight but I threw up so much I got dehydrated and had to be hospitalised. Not pleasant"

They carried on walking making small talk, but something about Willow's nervousness around her intrigued Joyce even more than usual. Her awkward body language around Buffy's mother had spoken volumes over the last year or so. A volume Joyce was attuned to.

"So is it a boy?", asked Joyce breaking the silence as Willow was almost hypnotized by the clacking of the heels in front of her.

"Is what a boy?"

"Whatever it is you're upset about"

"No, I'm just….worried", said Willow as her eyes glanced across noticing Joyce's pencil skirt of her dress was rather tight and showed off her ass magnificently, she wondered how often she wore hemlines above the knee but seeing the killer heels and the well-toned calves Willow gulped a little trying to rid herself of her unwanted thoughts.

"About what?"

"You know….the future…my future. I know college and everything is coming up but….I don't know", shrugged Willow as they turned onto Revello Drive.

"You've graduated now, you can anything you please. Don't you want to go off and see the big wide world?"

"Not really. I like to surround myself with the familiar, that's why I'm going to Sunnydale U. They have a great chemistry program", Willow said as she watched Joyce fish her keys out of her purse and open the front door, "Ok then, nice to see you again Mrs Summers"

"Willow, will you come in, please", Joyce said with soft and alluring tones as she walked through the hallway.

"What?"

"I want you to come in until I get everything in the kitchen, I could use the help"

"Oh…. right….. ok", Willow said picking the brown paper bags up again and walking through to the kitchen and setting them down on the counter.

"Thankyou Willow"

"I..er…it's cool", said the redhead feeling strangely vulnerable as she watched the older woman bend over the counter letting her skirt stretch to near breaking point across her delectable derriere.

"So…..wine?", Joyce asked plucking a bottle of red from one of the bags.

"I-I don't…I mean, I'm only eighteen"

"Oh piffle, there's nothing wrong with a little wine my dear", said Joyce pouring out two glasses with a strange rustle to her voice.

"No, I-I think I should go", replied the redhead feeling intimidated by the underlying sultry rhythms in Joyce's words.

"Willow….please…with Buffy out I….I don't want to be alone in the house. I really don't like it on my own, I'm sure you know what I mean"

"I….ok….I'll stay ….for a little while", Willow replied grateful for the company, though it was a company that raised questions in her heart regarding her persuasion.

"Thankyou", Joyce said pushing the glass into Willow's hand, the sweating of her palm making it squeak against her skin.

"So…have you always been afraid of being alone", the redhead said trying to act relaxed when she was far from it as she followed Joyce into the living room and sat down.

"Always"

"Alone in the house I meant"

"Oh….well yes. I'm out of valium and with Buffy now a working girl this house seems so empty", she said turning on the stereo which played soft swaying tunes of a sleepy jazz nature.

Joyce swayed gently to the music humming along to it's chilled out notes, as her hips swung wide the shy redhead took a large gulp of wine.

"Willow, may I ask you a question?", said Joyce as she took a seat and crossed those long and freshly waxed legs.

"I….er…ok", squeaked a blushing Willow with bulging eyes which traced all along the curves of Joyce's barely concealed thighs, like they were a sainted causeway to a realm of wonder.

"What do you think of me?"

"W-what do you m-mean?", said the young woman as her breath began to hitch in her throat as she felt Joyce shuffle a little closer on the sofa.

"Willlow, you've known me for several years now, you must have formed some sort of opinion", Joyce said with slight swagger of the head knowing full well the answers to Willow's unasked questions.

"Well…I-I-I always thought you were very…..nice", Willow blushed as she sipped her wine hoping the awkwardness would fade away.

"Nice?"

"I mean….y-you're attractive and everything a-and you have killer legs a-a-and….", Willow said wishing her mouth would stop working before she made an even bigger fool of herself, "A-and I really think I should be going now"

"Calm down Willow", Joyce said with a firm edge to her smile as she patted the young woman's thigh softly.

"Er…M-Mrs Summers, if you don't mind me saying. This conversation is getting a little….weird", said Willow whose face was now flushed to a hue to match her hair.

"Don't be silly dear", said Joyce giving Willow's upper thigh a little squeeze making the redhead snap to her feet.

"Oh my god!", squealed the redhead as her face flushed to a near neon red leaping to her feet backing away.

"Pardon?"

"No….nono…this is…..no"

"What's wrong?", Joyce asked taking another sip of her wine letting it linger on her lips.

"M-Mrs Summers, you didn't….I mean you don't think I…."

"What?"

"I mean….you didn't really think I would do something like…that"

"Like what?", smiled Joyce as if to tease.

"W-what do you think?"

"I don't know dear. You tell me", Joyce smiled letting a drop of wine slide along her full and succulent lips, run down the curve of her chin and drip down her cleavage. Willow only now noticing Joyce's dress had a plunging neckline where a glimpse of a lace edged bra showed.

"For god's sake Mrs Summers, here we are…..alone in your house …..y-you put on some music, give me a drink a-and start asking about how I feel about you?", squeaked Willow as anxiety gripped her soul.

"So?"

"Mrs Summers….are you trying to seduce me?"

Joyce didn't reply, merely flicked up an eyebrow and let a delicious smirk grace her features.

"A-aren't you?", Willow said a little deflated.

"Why no, dear. I hadn't thought of it. Though it's rather flattering you think of me like that and not some dried up old housewife"

"No…I don't think that…I mean…you're very attractive and ….that", Willow said unable to wrench her gaze from Joyce's bosom, something the older woman duly noted. "Mrs Summers …please, forget I said anything. I'm sorry"

"Sit down Willow", Joyce said holding the glass of wine out to Willow who took it cautiously and sat down on the far end of the couch.

"Please forgive me….because I do like you. B-but not in that way"

"In what way do you like me? I thought you said I was attractive?", Joyce said sliding up closely to Willow until the redhead could smell her jasmine shampoo and fruity wine saturated breath. "Don't you think I'm pretty? Don't you find me desirable?"

"Y-you are…I just….", Willow said with wobbling tones feeling the quivering of her intimate areas.

"Just what?", asked Joyce flicking a strand of hair away from Willow's face.

"I-I'm sorry…I'm just so mixed up"

"Don't worry about it", Joyce said backing off slightly, "Finish your drink, dear"

"Mrs Summers….what's wrong with me?", Willow asked. She had battled the question so long internally that she couldn't bottle up her true feelings for much longer; attraction to the fairer sex had often been mocked and looked on with disdain by her parents. She knew Joyce harboured no such bigotry, and Willow had seen her out on dates with women more than once.

"Did you see Buffy's portrait?"

"H-her portrait?", Willow said a little thrown that her question could be dismissed so easily.

"Yes, I took her to a local photo studio to have some glamorous pictures done as a Graduation present. Come see", Joyce said standing up and taking Willow's clammy hand leading her upstairs to Buffy's bedroom where there sat a large and beautiful photo in an ornate silver frame.

"Isn't she pretty?"

"Yes, but I don't remember her eyes being so red", the redhead said squinting at the large picture hanging on the wall.

"Willow?"

"Yes?"

"Will you unzip my dress?"

"W-what?", Willow said stepping back, "I….I think I should go"

"Willow, please unzip my dress"

"I…I'd rather not", Willow gulped feeling her lips drying out and her hands beading with sweat.

"You still think I'm trying to seduce you?", Joyce said leadingly.

"N-no….it's just…..it feels kinda weird"

"Willow, you've known me for years"

"I know that….but I…"

"Come on dear, it's hard for me to reach", Joyce said turning her back to Willow expectantly placing her hands on her child bearing hips.

Willow took a deep breath and reached out with shaking fingers to quickly run the zipper down with a low slung metallic grind before snapping back across the room as if on a bungee cord.

"Thankyou"

"R-right", the redhead replied stepping towards the door as she felt sure she would begin to hyperventilate any second.

"What are you so scared of, Willow?"

"I-I'm not scared"

"Are you afraid to find something out about yourself?"

"I said I-I'm not scared", the young woman said unconvincingly as she toyed with the hem of her tattered top trying to avoid eye contact as she felt that one glance from this woman and Joyce's eyes would turn into sorcerer's pin wheels ready to hypnotize her.

"Then why do you keep running?"

"B-because I….you're Buffy's mom and I….oh sweet Elvis!"

Willow's eyes bulged cartoonishly as Joyce turned back round to face her letting her dress fall to the floor. Joyce's red satin bra, to match her panties, had a black lacy edge and cupped her breasts like the hands of a tentative lover. She had a top notch surgeon in LA and no mistake.

"Haven't you ever seen a woman in her underwear before?"

"I-I-I….y-yes…of course….", Willow said as her eyes glanced to the portrait of Buffy staring down as if ready to admonish, "B-but what if Buffy came home right now? You know, c-coming home from work early or something?"

"And what if she did?", Joyce said taking a step towards Willow, her red high heels carrying her long and well-toned legs ever closer. Her lace topped stockings lending her skin a mocha ambience which bedevilled the young woman with each teasing stride.

"W-well….it would look pretty funny wouldn't it?", coughed out Willow as her breath felt like glass ripping through her.

"Don't you think she can trust us together?"

"O-Of course she does, b-but she might the wrong idea. Anyone might"

"I don't see why. I'm twice as old as you, how could anyone think you might be attracted to me in that way?" Joyce said bringing a French Polished fingertip to her lips running along it's smooth curve.

"B-But they would! Don't you see?", Willow said in full fledge 'I-forgot-my-science-homework' panic mode as tiny balls of sweat ran down her brow.

"Willow, I'm not trying to seduce you"

"Really?...oh…I mean, yes I-I know that. B-but please Mrs Summers….t-this is difficult for me"

"Why is it?"

"Because I'm confused about things! I-I can't tell you what I'm imagining about you with t-the kissing and the wandering fingers a-and the spanking not to mention the tight uniforms a-and….. I can't tell anyone I actually like girls a-and…."

"So you do like girls then? I always thought as much", said Joyce bearing a smile of victory.

"H-how?"

"I've seen the way you looked at Cordelia. The same way you're looking at me right now", Joyce breathed seductively as she stepped closer with a predatory swagger.

"I…I…I", said Willow in tones barely above a whisper as she wished her truths away.

"Would you like me to seduce you?"

"W-w-what?"

"Isn't that what you're trying to tell me, Willow?", Joyce purred clasping her bra and pushing her breasts up into a mighty cleavage,

"I-I-I'm going home now. I'm sorry for….I hope you can forget it….all this…I…"

Willow turned her blushing face away and stumbled down the stairs in a sweaty panic, her sneakers slapping down the wooden stairs in a frenzy of movement until her hand was on the handle of the front door.

"Willow!", called down Joyce.

"Y-yes?", the redhead replied, though she could easily step outside and not return during daylight hours, something made her stop.

"Will you bring up my purse before you go?"

"I-I have to go…I'm sorry"

Joyce stepped across to the top of the stairs holding her dress up to her body staring down.

"I really don't want to put this on again just to come down and get it. Won't you bring it up?"

"W-where is it?"

"On the kitchen counter", Joyce called down as she walked away from the top of the stairs.

Willow walked quickly into the kitchen and picked up the Versace purse, slightly surprised that Joyce had such fine taste in accessories. She went back to the bottom of the stairs and called back up apprehensively.

"I..er..I got it, Mrs Summers. Should I just chuck it up to you?"

"I'm in the bathroom", called down Joyce, "Just bring it up"

"Come to the railing and I'll throw it to you"

"Willow", Joyce said with a touch of irritation, "I am getting pretty tired of all this suspicion. Now if you won't do me a simple favor…"

Willow took a few paces up the stairs, nervously setting it down as her eyes darted all around waiting for a sneak attack of some kind. She knew she was being silly, paranoid even, but this was a woman who radiated a warm sensuality and now Joyce was strutting around in her underwear Willow felt such a need to flee from this bittersweet temptation.

"I'm putting it on the top step"

"For god's sake Willow, will you stop acting like that and bring me the damn purse?"

Willow picked it up and took a tentative step forward towards the bathroom where the voice sounded from.

"Mrs Summers? I-I'll just leave it by the door"

"I….oh, just put it in Buffy's room for now", sighed Joyce sounding like she was tiring of Willow's shenanigans.

Willow walked quickly into Buffy's room and crossed over to the bed putting the purse down next to Mr Gordo. As she started to turn back she glanced up at Buffy's photo curiously as there, in the reflection of the glass, she could make out some kind of movement. Willow span round quickly as Joyce, standing naked except for her heels, closed the bedroom door behind her.

"Oh my god!", the redhead squeaked as her eyes nearly popped from their sockets as Joyce smiled running a hand along the curve of her hip. "L-let me out"

Joyce smirked as she took the key in her hand and locked the door with a firm clang of metal, a devious smile dancing across her features.

"Don't be nervous, honey", the nude woman said softly taking a step closer.

"G-get away from that door", spluttered Willow as she fought to wrench her gaze away from the glorious breasts facing her.

"I want to say something first", Joyce purred clasping a rigid nipple between thumb and forefinger.

"Jesus!"

"Willow, I want you to know I'm available to you. If you won't sleep with me this time…."

"Oh my god", Willow gasped.

"…..if you won't sleep with me this time Willow, I want you to know you can give me a call anytime. But don't take too long, this is a limited time offer"

"L-let me out…please, Mrs Summers"

"Do you understand what I said?"

"Y-yes", replied Willow gulping heavily, "P-please, just let me out"

"Because you are a very pretty young lady and I would love to kiss you in ways you never expected and part your le….", Joyce said before being interrupted by the screeching of tyres.

"Buffy! Buffy's home! I'd recognise her terrible driving anywhere!", Willow said in a blind panic as Joyce rolled her eyes and unlocked the bedroom door, "Oh my god! Oh my god! Buffy's here! She's going to kill me…..us"

Willow sprinted past her, down the stairs and leapt on the sofa trying to look casual despite her intense blush and sweating palms. She picked up a magazine and tried to look nonchalant though her racing heart and dilating pupils would be the undoing of her façade.

"Anyone home?", called Buffy as she set foot over the threshold, "Oh heya Will, what are you doing here?"

"Mrs Summers! I-I helped Mrs Summers with her groceries with that whole carrying them and putting them away and nothing else at all, I swear it", Willow babbled incoherently.

"Will, have you been at the Red Bull again? I've told you about that", Buffy asked putting down her keys and flicking her heels off glad to be out of them.

"No, not at all. I just helped with the groceries and that and I did nothing else… nor did Mrs Summers with the…."

"Will, why are you being all weird?"

"Your Mom's upstairs", she blurted back not even thinking about the words spilling from her.

"Oookaaay", Buffy said with a frown wondering why her friend was being so odd, "Oh, I see Mom got the good wine out. Coolio, do you want a refill?"

"No…I-I've got to go", Willow said leaping up as Buffy reached for the open bottle of Merlot.

"Is anything wrong, Will? What's with the spazzing out"

"No.I-I…..I'm just worried…about college….it's coming up you know", Willow said suddenly checking the zipper on her jeans thankful it was still fastened.

"Will, just sit down", Buffy insisted as she pulled out an extra glass topping them both up, "You know you don't have to worry about that crap right now, you ought to be taking it a little easier"

Willow nodded anxiously hearing Joyce coming downstairs, her heels clacking on the wooden stairs teasing with the even paced falling of her feet.

"Hey Mom", said Buffy brightly seeing her mother walk into the living room having put her dress back on.

"Hello honey", Joyce said giving her daughter give her a kiss to her crown. "You're back from work early"

"Yeah, Mr Finch was feeling kinda icky so he said I could go", she replied sipping her wine and letting her hair free from the tight bun.

"I…I better go", Willow said flinching away nervously under her friend's concerned gaze.

"Willow" Buffy whispered, "You're not stoned again are you?"

"No….none of that. That incident with Faith's pot brownies in English class really put me off it. I…I oh jesus…. I-I gotta go", she babbled as she watched Joyce bend over to fetch her glass, the tight cut of her dress showing Willow she was wearing nothing underneath.

"Ok, Will. Call me", Buffy said shaking her head and heading to the kitchen.

"I'll see you out, my dear", Joyce said following the redhead to the front door, "Willow?"

"Y-yes", she squeaked back feeling like prey in the gaze of a voracious carnivore.

"Thankyou for helping me with the groceries"

"O-ok"

"I hope to see you soon…real soon", Joyce said with a sly wink as she closed the door leaving a dumbfounded and panic stricken Willow to stumble down the path on weak knees and warming innards.

"Mom, is Willow alright?", asked Buffy as her mother joined her in the kitchen.

"She's fine. I think she's just going through some things at the moment"

"Oh don't tell me she's finally coming out of the closet?", whined Buffy putting a hand on her head.

"And what's wrong with that?"

"Nothing. It just means I'll owe Faith fifty bucks, she said Willow would come out before we went to college. Damn it"

"Well just give her some time. In a few days I'm sure she'll be back to her usual babbling self", said Joyce as she looked in the fridge for something for dinner.

"Mom, you're gay. Can't you like talk to her about it? See if it's just a phase or something"

"You think I should spend some more time with Willow? Get to know her more….intimately?"

"Yeah, that's it. Please Mom, I think she could really open up to someone like you"

"I'm sure she would like to….open up to me. Very well, I'll see what I can do", Joyce smiled back.