Disclaimer: I don't own any of the characters, yada yada yada. And please be easy on me, I've never written a fanfic before, it was a task given to me by a friend to attempt to write one and i happened to like the outcome and enjoy the process of writing it. Please enjoy! )

It was another night at the Bronze and the Scooby's decided to take a break from their everyday life of slaying demons and saving the world for a night. Xander, Willow, Tara, and Anya were all on the dance floor dancing their hearts out. Dawn was at a friends house, so that left Buffy alone at their table, aimlessly stirring her drink and watching everyone else have a good time.

She wasn't much in the mood for dancing, but getting out of the house was nice, a change of scenery. She just had a lot on her mind lately. More like a certain bleach blond, blue-eyed, vampire. It had been a few weeks since she broke off their... relationship? No, it wasn't a relationship, it was... whatever you wanted to call it. Casual sex maybe, but not a relationship. She hated him, she didn't care at all about him. Sure, keep telling yourself that Buff. Keep telling yourself that you don't care about him, care about what he's doing, if he's moved on, if he still... love's you... Aw, who am I kidding? I care, I care alot more than I should. Buffy thought, damning her inner voice that has been getting louder lately. I used him though, that's how much I care, I care so much I beat him to a pulp everytime I saw him, I belittled him and called him a monster. God, I'm the monster... all he ever did was love me. She replied back to herself. Just admit it Buffy, you're afraid, that's why you pushed him away. You were scared to give him your heart and have him shatter what's left of it, like all the rest of them. Her inner voice made sense, but Buffy's stubborn pride got in the way. No! I'm the Slayer, I'm not afraid of anything! I slay demons for christ's sake, I'm not afraid...

"Hey Buff!" Xander said over the music, a slightly panting. Buffy's thoughts were inturrpted and she looked up, noticing that the gang had come back to the table. "Come on, get off that butt and get on the dance floor."

Buffy smiled softly, "No thanks guys, I think I've had too much to drink. I need to let my stomache settle down a little. I'll go there out there in a few, ok?" she said, making any excuse to not dance. She normally loved to dance, but lately she's been sick and tired of having to fake a happy, preppy attitude. She just wanted to sulk and wallow in self-pity. Only one person can make her happy right now, and there's a fat chance he was gonna show up tonight.

"Are you sure?" Willow asked, worry evident on her face.

Buffy smiled again, "I'm sure. Now shoo! Go have fun!" she waved her hand.

They were a bit hesistant, but eventually Anya's persistence to leave Buffy and dance some more finally got the gang heading towards the dance floor, leaving Buffy there with her thoughts.

He looked down at her, noticing how she hadn't even once took a sip of her drink. So she lied about having too much to drink. Hmm... He'd been watching her from the shadows ever since her and the Scoobys had entered a few hours ago. She hadn't moved from her seat once. Just stared at everyone dancing and stirring her drink. Obviously something was on her mind, but he highly doubted she was thinking about him.

Spike looked down at his own drink and shook his head, releasing a deep sigh. "Bloody ponce, she doesn't care about you remember? So stop thinking about her. She doesn't want you." he chided himself. But he refused to believe it. She had to love him, care for him in some way, otherwise it wouldn't have been killing her to be using him. Maybe she just needed some reassurance that he'd always be here? No, she knew. He'd always been here. He came back after the Angel ordeal, got himself chipped and stayed in Sunnyhell, he'd stayed even after... her death... and when she was brought back to life. Those were the dark times. Times she needed him most, and he was there for her. He'd always be here for her. He just had to get through to her, make her realize her fears, so she can face them and they can be together. But that woman was stubborn, how was he going to do this?

Spike heard the music end and the singer of the band begin to talk. "Hey there everybody, starting now, the Bronze is having registration for karoke. So come on and sign up! Don't be afraid!" The crowd cheered and there were quite a few people signing up for it. That's when Spike got an idea.

The gang came back to the table and ordered a round of drinks. Buffy put her thoughts of Spike in the back of her mind, making sure to put on a smile and laugh whenever Xander told a lame joke. Everyone was making comments here and there about the people singing on stage. Buffy just tuned out the karoke singers. It was when she heard that familiar voice that she so desperately wanted to hear over the past few weeks that she listened and payed attention.

"'Ello, my name's Spike. Um, I'm singin' for a special lady tonight that I think needs a little help facin' her fears." There was Spike, standing on stage with a guitar around his neck, looking at Buffy.

"Omg! That's Spike! What's he doing up there?!" Xander exclaimed, looking at Spike on stage.

"He's singing hunny. Jeez, I didn't think you were that stupid." replied Anya, recieving looks from everyone except Buffy, who was too busy staring at Spike.

"Ok, here I go." He began strumming the guitar strings and leaned into the microphone, singing the first few lines, his voice coming out as a melody and mesmerizing the crowd, particularly Buffy.

do you, do you wanna bleed?
do you, do you wanna live in vain?

it's only life
she's so afraid to kiss
and so afraid to laugh
is she runnin' from her past?
it's only life
she's so afraid of love
is so afraid of hate
what's she runnin' from now??

Buffy gasped. Afraid... Spike continued to look at Buffy as he sang. This didn't go by unnoticed by the other girls. Xander seemed to be the only one oblivious to the fact that Spike was singing to Buffy.

do you, do you wanna scream?
do you, do you wanna face the strange?
do you, do you believe?
are you, are you afraid of change?

it's only life
she's so afraid of this
and so afraid to ask
she hides behind her mask
nothing's ever right
she's so afraid of pain
so afraid of blame
it's driving her insane

Buffy glanced away for a moment to look at her friends who were so lost in Spike's singing. I should tell them... no more hiding, no more secrets... But she dismissed her thought for a moment and went back to listening to Spike as he began to sing again.


so insecure
there is no cure

well she's so afraid
she's so afraid of death
she's so afraid, afraid of life
the drama in her head
getting louder all the time
getting louder all the time
she's so afraid, afraid to lose
been so afraid of fame
everyday she feels the same
it's drivin her insane...
it's drivin her...
it's drivin...

another broken pretty thing

As the last notes of the song played out, the crowd went wild. Cheering for Spike but he didn't seem to notice it and continued looking at Buffy, waiting for her reaction. He leaned back into the microphone and spoke.

"There's no need to be afraid. I'll always be here, I'll always want you, I'll always love you. I'll help you face your fears, luv." With that, he took off the guitar and set it down against the wall, waiting a few moments more for Buffy's reaction. Seeing none, he walked off stage. He glanced back one more time and seeing no response from Buffy, he sighed and disappeared within the shadows.

Buffy couldn't move after his little speech, she didn't know what to do.

"Buffy? What's going on with you and Spike?" Willow cautiously asked. Buffy turned towards her friends, tears blurring her vision. "Oh Goddess Buffy, what's wrong??"

"I hurt him" she replied in a choked voice. "He loved, no, loves me, and I hurt him. Why can't I just say I love him too?? Why do I have to be so... so... afraid??" Willow finally understood, her best friend, the strong, guarded Slayer, was in love with a vampire.

"Buffy, we love you no matter what. I can understand why you're afraid, you've been hurt. Burned alot by the ones you loved, so it's ok-"

"No! It's not ok Willow! I'm not happy, I hate my life! Ever since I was brought back, Spike was the only person that made me happy. I was soo happy when I was with him. But I called him names and beat him, cause I was afraid of what you guys would think of me falling for another vampire. And now... I don't know what to do. Tell me what to do Willow." Buffy looked up at Willow, tears rolling down her cheeks.

Xander was quite, for he knew he was the main reason for Buffy's pain, her fear of her friends rejecting her, judging her. It was time he helped her and be a friend for once.

"Buff," he began, "I know I haven't helped, what with calling Spike names as well. Truth is, he's not a monster. I was wrong in treating him horribly again when you came back. Treating him as if he didn't help us take care of Dawn when you were gone, or help us fight off 'those that lurk after dark'. Without him, I don't think we woulda been able to keep Dawn safe. I'm sorry, he's a good guy. He doesn't deserve the way I, or anybody, has treated him. He's proven himself good, we shouldn't hold onto his past anymore, especially when he's ashamed of it. So Buffy, what I'm saying is, as cliche as this is, follow your heart."

Buffy looked back and forth between her friends. All were smiling and when she looked at Willow, she nodded her head and Buffy smiled, "Thank you guys." With that, she hopped out of her seat and headed out of the Bronze.

"That was great Xand. I'm really proud of you." Willow said to Xander, he smiled back and nodded his head.

Spike was walking down the street away from the Bronze at a fast pace.

"You bloody pillock! I can't believe I did that, and for what? Nothing! She didn't even smile, or frown, she did absolutely nothing!" Spike ranted, completely unaware of the sound of heels hitting the pavement towards him.

"Spike!"

Spike stopped dead in his tracks and turned his head to see a running Buffy coming towards him. He turned all the way around, shoveling his hands in the pockets of his pants and conveying no emotion on his face.

Buffy finally reached him and stood in front of him trying to catch her breath.

"Wow, running in heels isn't easy, even for the Slayer," she said with a little laugh, trying to break the ice. But he said nothing. Just looked at her with those piercing blue eyes.

"Um, you're probably wondering why I did in fact run in heels after you huh?"

He nodded.

"Well, I wanted to tell you that um," she looked down as her hands began to figet with the hem of her blouse, "tell you that.." she continued, "you're right." She then looked up at him and saw his look of confusion. "I am afraid," she clarified.

"Is that right?" he said, tilting his head to the side and looking deep into her hazel eyes.

"Ya," she said, her waver faltering just a bit under his gaze. "I was afraid that you'd leave me just like everyone else. That my friends wouldn't accept that you make me happy, or that I've fallen for another vampire. That their constant judgement would ruin my happiness, or push you away from me. So I was cold to you when all I really wanted to do was give you my heart. But I'm not afraid anymore. My friends helped me, but most of all, you helped me. I realized I'd rather live the rest of my life being happy with you than being miserable without you." She never took her eyes away from Spikes, making it clear to him that all she said was true. Spike took a step closer to Buffy and she did the same, their bodies touching.

"So, are you saying..." he began, looking down into her eyes, but not able to finish the question, for fear of rejection yet again.

Buffy smiled, "Yes, I'm saying that I love you Spike," he inhaled deeply but Buffy continued, "I think I've always loved you. But now I'm not afraid to give you my heart. I love you." She waited for his reply, for anything, for some sort of reaction. When none came, she frowned. He just kept looking at her, mouth slightly open, and he still hadn't released his breath. Sure, he was a vampire and technically didn't need to breathe, but Buffy noticed about Spike was that he was a unique vampire and that breathing was out of habit. Her insecurities began to come and she began to question of she went too far, and then all of a sudden her lips were captured in a searing kiss. She felt strong arms wrap around her waist and lift her up, bringing their bodies closer. She wrapped her arms around his neck and began to kiss him back fervently.

"Oh God Buffy, I love you so much."

"I love you too Spike."