Scene Starts: Buffy is on top of Spike, riding him. They are both fully dresses. Spike is staring up into Buffy's eyes.

Oh God at last, I have wanted this for so long! I can't believe it , she feels even better than I thought she would. She is so tight and wet and her scent - I want to watch the whole thing, what will she look like when she comes. I am going to make sure I see it tonight - hmmm she's strong, I wonder how many times she'll want it ? I know I can go all night, I am going to give her a night she won't soon forget. Angel was probably easy on her, being her first time and all, and Parker that twit - he probably went for missionary with the lights out, same with the farmer, probably learned his technique on the farm animals.

She may not have much respect for me, but she will worship me as her lover by morning,

At last, oh god, my whole body is tingling. I have wanted this for so long! Every time I've seen him since I came back, I could feel this heat, now I can finally feel satisfied and move on. I am going to get this out of my system tonight.

As she thought this Spike reached between them and ripped her lace top off and flung it away. He smiled as she looked shocked and then he reached down to her waist and gently caressed her slowly working his hand up inside her blouse until he reached her breast. Very gently her started to run his hand over her niple as he thrust himself even more deeply into her. She gasped.

He saw it and smiled even more. He could feel his own orgasm coming but he could feel hers too. Being a vampire had some advantages, he could almost sense her thoughts and at this range he could reach in and have her feel his thoughts as well. Hmm, should I let her come now, this first time? We have all night, No not yet. Spike got her top off, beautiful he thought, her breasts were small and perfect, just the way he liked them. God she was so delicate, and so bloody strong - amazing.

She was ready, not so fast, he thought and backed off a little, her eyes widened, he looked into her, she knew he was holding back and he could see her getting angry. He eased her top off. Now the skirt, I want to see us joined, I wish there was more light. Vampire night vision is going to come in handy tonight. He pulled out and she gasped, she was getting frantic for release now - good!

He started to take her skirt off and then stopped - he took his hands off her and stared.

What does he want? What is he doing? "Take your clothes off sweatheart I want to watch" he said

She wanted to hit him, but she wanted to fuck him even more, Just wait, she thought and even then she was taking her skirt and bra off. When she started to take her panties off, he grabbed her hand in his own and put it on his shoulder. He came closer and she saw he was naked to the waste. His coat was spead out in front of them. His arms were so beautiful, he was so strong, his skin felt cool... Oh yeah he was dead.

He kissed her and leaned in so she could feel how hard he was. Then he knelt down and started to take her underwear off with his teeth he nuzzled in and started to use his tongue...OH MY GOD! She had never felt anything like that.

She couldn't think she was frantic. Oh great, I am going to come now, and just as she could feel it, he stopped and kissed the inside of her thigh while he took her underwear off. She looked down at him and this time he wasn't smiling. He stood up, took her hand, and put it on his erection. "Now me" he said. She knew what he wanted, how humiliating, to go down on Spike! At the same time she realized, she wanted to, even more embarrasing. She knelt down and unzipped him. He wasn't wearing underwear - no surprise there.

She took his pants off, all the way. And looked at him for the first time. He was big, surprisingly big, actually the biggest she had seen - not that there had been much to compare to - but still - he was actually a little scary big, she knew he fit, but still. She started to lick his head, he growned. Hmmm. Maybe he's not so in control after all...

She put his head in her mouth, he growned louder, she started to caress his balls, he grunted and pulled her away.

Before she knew it she was on her back and he had pushed all the way in, his eyes never leaving hers, she had never felt so good in her life. Oh yes, more! he thrust into her not too slow not too fast, as waves of pleasure hit her over and over, she could feel herself coming and coming as one orgasm hit the next, she thought she would break there was so much sensation rushing over her. She could hear someone screaming and then she realized it was her. She felt him come but he kept going, kept thrusting, there was an increadible look of concentration on his face as he continued to pound into her, and her body continued to respond almost on its own her legs were wrapped tight around him and she noticed her hands were trying to pull him even deeper into her. She felt him come again, and finally he seemed to slow and stop.

They lay there both breathing hard, his head was nestled into her neck, he couldn't move. He had never come twice before, amazing. He could stay here forever. Finally she started to stir. "Spike, get off me" she said and tried to push him off.

"Oh, I don't think so luv - I'm not done yet." "Oh yes you are - I mean I am"

She tried to push him again, but even as she struggled she could feel him getting hard and her body was responding, he leaned down and kissed her - God he was so good the way he slid his lips around and gently used his tongue, she had never felt anything like it and she couldn't get enough, she stopped stuggling and put her arms around him .

Just then he stopped " Buffy, if you want to go, I won't stop you" He looked serious. "But I want you, if you stay...I promise you won't regret it, I love you, let me show you"

He looked so sweet, she could see the poet that he had been, her heart missed a beat. No, she was not going to let herself feel anything but lust, she needed to get this out of her system and that was it.

He watched her struggle, he hoped that he what he saw on her face was real and not just what he wanted to see. He tried to be objective, but he was hoping she was starting to care.

He reached out and took her by the hand and pulled her to him.