A/N- I do not own the characters in this story, they belong to the wonderful people behind Buffy the Vampire Slayer. This is my first ever sorry, so reviews and constructive criticism would be greatly appreciated. Although the grammar and spelling has been checked English Language was not my forte so there may be errors. Hope you like it.

Lost In Thought

His eyes traced her fingers as they caressed the dusty tomes within the ancient hall, it wasn't his first choice for a new setting but the unemployed librarian craved for a new career. It had been six months since he helped his slayer to prevent the Mayor's ascension and since then he felt unneeded, like a library book that was used at will and discarded the next minute. Now that there was a new threat to the town she was back, his slayer, how he wished she was his, but she belonged to another. Giles would forever be the stuffy British librarian that had plagued her days at school, and brought to light the horror and misery that surrounded her ancient duty as slayer. But how he wished.

It had started innocently enough, at first he cared for her as a watcher should care for his slayer, helping her train and learn in order to defeat the evil of the supernatural world. However, this soon progressed, no doubt due to the skimpy outfits she chose to wear and the close proximity in which they worked. It was during her senior year, during a workout to be precise, they had been sparring and caught off guard he'd stumbled taking her with him until they came crashing to a pile of tangled limbs, her straddling him. At the time it was innocent enough, but his thoughts became clouded with that image, each night he would dream about her straddling him while they kissed, their tongues battling for dominance, she would kiss down his muscular chest until she reached where he wanted her most. It was a week ago that these dreams had progressed, he'd have her tied to the bed while he fucked her senseless until his name was the only word she knew, screaming it as she came. Every morning he'd awake, covered in his own cum and sweat, in desperate need of another cold shower to remove the image from his head, where the thoughts would stay. There was no way she could ever know, this was his burden to bear, he had fallen utterly in love with his teenage slayer.

"Giles, are you even listening to me?" Buffy cried in an exasperated voice. Oh how he loved that voice, the mellifluous nature was like music to his ears.

"Sorry, I was distracted. I've been having trouble sleeping recently."

Suddenly her sparkling blue eyes were filled with concern as they met the moss green eyes of her watcher. She placed a comforting hand on his shoulder in a show of support. Of course he knew she would be there when needed but she always seemed so bored when he spoke, and this was not a problem he could share with his young charge. If only she felt the same way, then the incessant dreaming could end and he could finally, in reality, claim what he longed for. His inner turmoil was disturbed by a clattering on the stairs, both slayer and watcher looked up into the obsidian eyes of Angel, whose quick vampire senses were fast enough to catch the look of guilt and jealousy that fleetingly crossed the watchers weathered face. Giles knew he could never compete with a man/beast/demon, he wasn't exactly sure, but he knew that in Buffy's eyes he could never compete with Angel. He would always be Buffy's first love, and at the moment she believed her only love. He resigned himself to watch from the shadows and always be there for her in any way he could; a protector, a father figure, a shoulder to cry on, whatever he could get in hopes of staying in her life.

"We'll talk later" She called as her and Angel quickly left the sunken hall that would soon become the new Sunnydale library.

XXXXX

It was three days later when he next saw her, he almost missed the monotonous, tedious life as a high school librarian, at least she talked to him then. She entered his home without knocking as usual, almost bouncing as walked.

"Hey Watcher mine, how's it hanging"

"Hello Buffy, how may I help you today?" He replied, unused to this sort of visit so early in the morning, especially from his slayer, who most definitely was not a morning person due to her sacred calling ensuring she spent almost every night patrolling cemeteries.

"No help just thought I'd fill you in on the big slimy. It was a blue gooey thing that totally ruined my outfit and it ripped my top with these talons. Speaking of is there a way I can get a clothing budget or something, it's the fourth time this week something in my outfits been ruined."

Giles rolled his eyes at the babbling teenager, he was so used to the usual outfit complains he almost missed the crucial information.

"Did you just say it scratched you? My gods Buffy are you alright?" Forever playing the part of the caring watcher.

"Ye Giles, relax I'm fine, just a minor headache no biggie."

With the information dispensed he expected her to make a quick getaway as was the usual case, instead she walked into the kitchen and poured herself a glass of water. He watched her as she walked towards his sofa, noticing the delicate sway of her hips, and the way her skirt rode up slightly with every step she took. 'My god she's beautiful' he thought as he watched her perch on the edge of his old leather sofa and reach for the TV remote. She paused midway and he noticed the sudden shock that illuminated her features.

"What did you just say?"

His face buried in the book at his desk he blushed a shade of deep crimson, Giles was sure that he hadn't spoken, it was a thought, surely it was a thought, he couldn't have said that out loud. Could he? He waited for a moment for the blush to subside before slowly turning in his chair to face his slayer, though he couldn't quite meet her eye, afraid that she would notice his embarrassment and dare he say it fear.

"Nothing Buffy, I was just reading up on the demon you described."

"Yes you did, I heard you." She replied, her tone fast becoming accusing "You called me beautiful"

Giles quickly removed his glasses, cleaning them with the corner of his shirt, in an attempt to relieve his nerves.

"I can assure you I said no such thing" He said, his tone harsh. He turned to face the young girl sat on his couch immediately hating himself as he saw her eyes sparkling with un-cried tears. "Buffy I'm sorry I didn't mean that in such a harsh way, of course you are a beautiful girl"

However, his argument went unheard as she stormed out of his home, slamming the front door with such force that the windows rattled. Unsure of what to do Giles left his book on the desk and sunk further into his chair. He pinched the bridge of his nose as he recalled everything that was said. 'She was upset I didn't say she was beautiful. How I longed to wipe those tears from her eyes. How I longed to kiss away those tears. Why was she upset I didn't call her beautiful? Did she want me to call her beautiful? Does she think about me to? Dear lord, did I say that out loud?' His mind whirled as he contemplated, he was sure it had been a thought, but god did it hurt when she looked so dejected.

XXXXXXXX Buffy's POV

Buffy left Giles apartment on the verge of tears, she couldn't believe he had called her beautiful, the one thing she really wanted to hear him say, and then lie about it, to her face. It didn't just make her upset it made her angry, all she wanted was to storm back to his apartment and punch him. Realising that that probably wasn't the best idea she decided to walk it off before returning for an explanation. She'd gotten to the cemetery by the time she sunk down in tears, almost collapsing into a nearby gravestone. 'How could he lie to me, I trust him completely and he lied' She cried until her throat and chest hurt from the wracking sobs being clawed from her. It was then she had time to truly think about it. 'Why did I want him to call me beautiful' but if she was totally honest with herself she knew why, because she was secretly in love with her watcher. She'd always admired him, loved how his intellect helped her to win a fight, loved the way his sexy accent prevented any subject from sounding too boring, but most of all she loved how he was always there for her even when she didn't want him, he was always a listening ear of a shoulder to cry on. During her last year in school she'd begun to notice him not only as a watcher but also as a potential man for her, she definitely enjoyed watching how his tight tweed trousers clung to his firm buttocks, or how his shirt showed the muscular chest and arms hidden beneath. If she was truly honest with herself, she didn't really love Angel, not how she loved Giles, and she was determined to get her man. First things first, she had to break up with her boyfriend.

XXXXXX

Giles sunk into his couch with a glass of scotch in one hand and a half empty bottle in the other. He couldn't believe he'd been so stupid, to tell her she was beautiful, and an intelligent girl like her had probably already discovered he was secretly head over heels in love with her. It was only a matter of time before she stormed through his door to tell him to leave Sunnydale and stay out of her life. He drained his glass before setting it onto the table and climbing the stairs to his room, bottle still in hand. His plans to pass out in a drunken stupor were ruined as Buffy burst through his front door, the bottle falling from his hand with a mighty crash in shock. He never thought he'd see her again and here she was.

"I want to talk" She said, her voice wavering slightly as she looked at the floor. His heart sunk in dread as he made his was down the stairs and up to the couch, he invited her to sit but she remained frozen in place. In his drunken state his mind began to wander as he eyed her petite form hidden under tight jeans and a low cut top that showed her bare midriff. As his mind delved into the dangerous territory of Buffy in his bed and the obscenities that they would both yell in the throes of passion, he heard a strangled cry.

"Oh god Giles" She yelled, though if he was truly honest with himself he wasn't sure that was reality, as at that exact moment he'd been imagining being buried to the hilt in the slick wet heat of Buffy's tight pussy.

"Giles! Stop, just stop!" She cried in desperation, bringing him out of his musings. He looked up to towards her not meeting her eyes but seeing the delicate blush that coloured her cheeks and plunged towards her ample cleavage. She walked over to him and lifted her face up so that their eyes met. Her gaze swept his features while his eyes tunnelled into the darkened depths of her normally crystal blue pools, he noticed her chest heaving under her rapid breathing. 'Dear god, is she as effected as this as I am'. Buffy didn't know how, but she'd seen it all, and to say she was turned on was an understatement. She wasn't sure what possessed her but she slowly approached Giles until she was pressed against his knees, she sunk down to her knees, reaching forwards to place a loving kiss onto his full lips. The moment there lips met a spark shot down into her loins, a spark she was sure that Giles felt to, she probed his lips with her tongue and he allowed her access. It took only a moment for him to register what was happening but when he did he kissed her back with a passionate intensity, their tongues dancing a delicious tango until she pulled back. Both staring at each other breathlessly. Recovering first, Buffy began to kiss, nip, lick and suckle at his neck, leaving possessive marks claiming him as her own. Her nimble fingers made swift work of the buttons of his shirt as she lay wet, open mouthed kissed on his chest, trailing her way down to where he wanted her mouth the most. He tipped his head against the back of the sofa, his hands grasping at the seat with such force his knuckles were turning white. As she reached the waistband of his trousers, he let out a deep guttural growl, she undid the button with her teeth and he lifted his hips to allow he to strip his remaining clothing. She lay soft kisses up his inner thighs which were quivering under her caresses. He almost had a heart attack when her tongue slipped up his member and swirled around the head of his dick, he was almost painfully hard already and was sure he'd burst the moment he was engulfed in her mouth. As she slid almost his entire length into his mouth she tenderly fondled his balls, causing his hips to buck. His entire length was in her mouth, hitting the back of her throat, she moaned creating a wonderful sensation. 'This is even better than I ever imagined' he thought. Her head shot up and he fell from her mouth.

"You imagined this? I thought it was just me" She stated. At the quirk of his eyebrow she recalled all her fantasies, although surprisingly similar to his, he thought nothing of it pulling her to him so she was straddling his turgid member. He entered her in one quick sharp thrust, filling her till the hilt; she let out a satisfied sigh as she grew accustomed to his girth and length. She rode him hard cowgirl style, until his eyes rolled back. She threw her head back as she came, screaming his name, her already tight walls milked him as he came inside her with a guttural grunt. He pulled out of her, feeling sated; pulling her to him so she rested on his chest while he collapsed into the sofa cushions.

When he awoke the next day he felt a weight on his chest, he sat with a start causing Buffy to fall to the floor. She woke fast, glaring up at her dazed watcher.

"What was that for?" She asked.

"I must still be dreaming. You wouldn't really want me" He seemed confused, and walked to his desk, looking down at his previous research. He suddenly fully recalled the night before, a smile illuminating his face, he recalled what she said about her fantasies and realised the striking similarities. As he re-read his notes he realised that the demon she had encountered allowed those affected to read the minds of their true loves, as she read the passage over his shoulder her jaw dropped. He turned to kiss her.

"I love you to, Buffy"