She talked to Faith the next day and everything got complicated Faith was all nonchalant about it, and that night the cops turned up asking a bunch of questions. Buffy cried to him and he told her the truth she had to come clean, not the advice he'd usually give, but it was what she needed. She went to Willow next, she just wasn't ready to tell Giles.

Giles was the next step and by then Faith was pedaling the false guilt and Spike was waiting for Wesley, Faith didn't want to miss the act that changed her life, but there was nothing to say he needed to let the Nancy ruin her rehab.

"Hello Nancy, I don't believe we met, you can call me Spike, but you might know me better as William the bloody." Spike said grabbing Wesley by the collar and tossing him in his Desodo, Wesley looked terrified as Spike pulled out of the school parking lot.

"Why are you doing this?" He asked a quiver in his lip, Spike had called Angel to come deal with Faith, he was a way better mopy it'll all be okay kind of guy.

"You are a magnificent poof, you were about to go home and call your council and ruin everything, she can be helped, but not by you, and certainly not by those wankers. If you tried to take her in all you'd get is one brassed off murderous slayer. Let us help her." Spike told him letting him out on some random street corner, well pushing him out while he was still moving.

He didn't change it much, just enough that when Wesley went to get her she escaped right off no council poking at her, she still saved Buffy and went to the Mayor, but at least it was a little less for her to handle. They had the council shrink thing going on in town so Spike was sort of out of eye shot, it was heavy on the awkward for a few days while Angel tried to help Faith, but he'd left by now

Spike was at the Bronze later that week, the dingo's were playing so the gang was likely to show up. Also he could remember exactly what, but something was supposed to go down tonight, so there he was munching on a blooming onion and getting soused.

Dead Willow showed up and had Buffy running back to the library with tears in her eyes they seemed to think Willow was dead. Spike waited though, Anya came and sat next to him

"What a day give me a beer." Anya ordered, before he could demand an Id, Spike slid her the second beer he'd ordered.

"Anyanka right?" Spike said, Anya looked at him like he was the messiah.

"You know me?" She asked, drinking her beer down, Spike nodded.

"I knew Halfrek, a long while back pet." Spike told her, they talked for a few minutes before Willow came back with a cadre of vampires, Anya went to talk to her, and Spike left to get Buffy.

"So love are you aware that Red is terrorizing the town with a gang of vamps?" Spike asked giving there Willow a curt nod.

"Where?" Buffy asked looking worried.

"The Bronze, with about ten flunkies or so." Spike told them they all moved to head out.

"We'll figure out who she is after we stop the blood bath." Willow went back to grab the trank gun and bagged herself a doppelganger, so they went back to lock her up.

"It's horrible! That's me as a vampire, I'm so evil and skanky, and I think I'm kinda gay." Willow rambled to Buffy.

"Willow, just remember a vampire's personality has nothing to do with the person it was." Buffy tried to reassure her, but Spike wasn't letting that one slide.

"Bullocks, a vampire is the purest form of who they once were, they are who that person would be with no boundaries, no inhibitions, Red you're one kinky witch under all that meek fluffy exterior." Spike told her she squeaked looking rather put off by that idea, Buffy glared, he shrugged, it was true and Spike wasn't big on sugar coating things.

"so, ah, what do we do now?" Xander asked hoping to change the subject off of kinky Willow.

"We still have to go to the bronze." Giles said, also trying not to think about what that meant about Willow.

"Even if dead Red told them to wait they won't wait long before they feed, Flunkies aren't known for there listening skills." Spike offered they all knew he was right.

"So we charge in, much in the style of John Wayne?" Xander asked looking around at the group.

"High casualty risk, I haven't any other plan though." Giles responded, not pleased with his lack of strategy.

"I have a really bad idea." Buffy said with her hand raised, that's how they ended up sending Willow in all leathered up. Buffy and Spike waited outside killing the stragglers as Red sent them out to them. They charged in when they heard her scream, they got in a decent spot of violence before they caught dead Red and sent her back to her world.

Buffy made him take her on an actual date movie and all, Spike picked the raunchiest one which made Buffy more then a little awkward.

"Bloody brilliant film." Spike laughed at her deep blush and her heady sent, Faith pulled her away to patrol which was lame. He missed getting sweaty with her on a nightly basis but he persevered.

"So what's this ascension thing mean?" Xander asked, Spike leaned back onto the table.

"They are about ascending into demon form, it's not a common demonic term because only humans can do it." Spike explained they got to work studying up on the whole process, Spike ditched after a few minutes, he wasn't a big studier.

"Spike?" He heard someone call out from the top side of the crypt, Spike climbed up pulling his shirt on.

"What can I do ya for Slayer?" Spike asked disappointed by which Slayer was at his door.

"I got no where else to go. Look I hate asking for help, but I'm asking, cause, I'm in trouble, like the real bad kind." Faith explained shutting the door behind her, Spike nodded leading her to the lower level.

"So who'd you kill, doesn't smell human?" Spike asked falling back onto his bed.

"A demon, but damn I'm starting to scare my self, scared of what I am of what I'm becoming, a straight up cold blooded killer. Like you." Faith said sitting down next to him.

"Ya it's a rush, but it'll kill you pet." Spike told her, she nodded showing him her hands.

"I think I just came down to earth on this. I don't want to end up the way everyone said I would, dead, or alone, or a loser." Faith offered, Spike gave her a look of understanding.

"Not gonna happen pet." Spike promised her she scooted closer so she could talk face to face.

"What if it's too late for me." she said shaking her head.

"It's not." Spike told her.

"Spike, I'm so scarred." She said hugging him, he put one arm around her awkwardly, as much as he'd tried as a human he'd never been good at this words crap, this was Angels forte, Spike was an action kind of guy.

"You're all right pet." Spike reassured her, she backed up slowly leaning in to kiss him, he stopped her gently.

"Don't get me wrong pet you're a looker, but I don't play well with others. I'm Buffy's no exceptions." Spike told her, she nodded awkwardly.

"Buffy ya, I didn't mean it that way, well maybe I did, but I wouldn't press it." Faith told him nodded gratefully.

"You love her don't you?" She asked, he was suddenly glad Buffy hadn't spilled about his time travel.

"Always have pet, always will." Spike told her, she smiled meekly.

"Good for you, the two of you, she's lucky, we friends?" She asked, hopefully, Spike smiled.

"Bloody right we are you're the only one in the lot of them I can stand save Buffy." Spike told her she laughed halfheartedly.

"Then I'm lucky too, I better go." She said getting up to leave he caught her outside his door, she was a fast little bird.

"Where to pet?" he asked, she shrugged.

"Just need to cool down, spend some time alone. Don't worry about me you've been a big help just knowing somebody cares." Faith told him, "Hey I know I shouldn't be asking this but, do you think if things were different things between me and you would be different too?" She asked taking a step forward, Spike thought on it for a second.

"There was a time it could have been, ya." Spike said honestly, she nodded feeling a little better about herself. She came forward and kissed him on the cheek.

"See ya." she said scampering off, he could smell Buffy from there, but she ran off, this one was going to bite him in the ass. Buffy came to see him on Willows orders, and plans were made, Faith showed up shortly after.

"Hey, I was thinking about last night, and I'm not very good at apologizing mostly because I think the worlds out to get me so I'm generally more owed then owing, but I just wanted to apologize I needed somebody but you're with Buffy I should have know that." Faith said getting in close, he stood his ground.

"Don't fret Slayer, I get it." Spike said, she tossed the blood on his shirt, he stumbled back as the power of the magic hit him, the blue masked Shaman chanted, and he was surrounded by blue swirls of magic. He fell to the floor getting up in his game face. He sunk his teeth into her neck, tossing her before he'd taken too much.

"Bloody ambrosia, you are love, I missed the taste of a Slayer, it's like cigarettes, just when I thought I quit. It's good to be back love." He said picking her up by the throat, She got in a good swing before he had her by the hair and the neck again. "I don't know why you turned me pet, I'm just giddy that you did." She kneed him knocking him back a ways.

"I got my reasons." She said pulling out a stake, Spike thought about taking it and driving it through her head but he waited instead.

"Let me guess you needed a date for the prom, sorry no go love?" He laughed, she came at him ready to kill.

"you want to be smart you listen to me." Faith told him, Spike laughed.

"Sorry pet not my forte." Spike told her, with a head butt to drive it home, she swept low tripping him when she stumbled, he fell to the floor and she pinned him down her stake to his heart. He laughed watching her try and reason with him.

"Knew you'd like it on top." Spike joked, she just scowled.

"Last time one a you was here they leashed him good, now if you don't want that you'll listen up." Faith pointed out.

"I'm listening." he told her, she smiled.

"All you have to do is play nice, and call truce, and I'll hook you up with the real power in this town." She offered, he flipped her off him pinning her to the ground with ease.

"Sure thing love." He laughed getting off her, she took him to the mayor.

"Look, can I keep him?" She asked hanging off him, he was not impressed by this guy.

"Let's just take things step by step at the moment, now then William, Spike, may I call you Spike?" The poof asked, Spike shrugged, he didn't really care.

"I was thinking something more like master." Spike offered, in standard posturing.

"Ah you know William, attitude may get you attention, but curticey wins respect." The mayor told him like some nauseating needle point. "I am the one responsible for your new attitude." He told him.

"Wouldn't be here other wise." He said picking up his letter opener and fiddling with it.

"No trouble with the transition no side effects?" He asked, Spike shrugged.

"Not a one, all penny whistles and moon beams." Spike told him running his mouth off.

"That's terrific poetic too, not that I'm much for poetry, unless you count those little ones in the readers digest some are quite catchy." He said with a chuckle, Spike rolled his eye.

"Get to the sodding point already." Spike cut in, he was not one to be kept waiting.

"Kids today rush rush rush, well the point spike is you're a very powerful young man good for my faith here, and there just may be a future here in Sunnydale. I see you're admiring my letter opener." He commented Spike flipped it slowly.

"Was gonna ram it through your poncy little skull I just get so board." Spike told him he turned holding his arms out.

"please do." He told him, Spike looked at it and whipped it right at the bridge of his nose without looking, he barely stopped it with his hand. "Nice shot. You see I'm what you might call impervious, can't be killed or harmed in any way." he said pulling the blade out slowly so we could watch him heal. He got up walking towards him cleaning the blade off. "And that's just a corner stone in my plans for this great town of ours." He told him handing the blade back to him, Spike took it looking at the once again clean edges.

"Right, but you don't like germs?" he asked cocking an eyebrow at him, he cringed.

"Ugh, awful things, unsanitary, but my question is now that Faith has brought you back what are your intentions?" He asked with a smile.

"Don't rightly know, do I, maybe kill my self a slayer, paint the town red." Spike told him.

"Good to know you're not one of those slacker types running around today, killing Buffy's fine, just make it a slow one, we don't want a replacement slayer anytime soon, they can't all turn out like my faith here." He told him, Spike nodded and they left to find Buffy.

Spike got to knock out Xander on the way to Buffy's, which was always nice. They were waiting in her room when she came up to get weapons.

"Hey B." Faith said from behind the door, Spike nodded leering at her.

"Spike where have you been?" She asked, Spike put his arm around her when she came to grab her things.

"Looking for you love. We found the books of ascension, there at my crypt." Spike told her kissing the top of her head.

"We'd take them to Giles our selves but we figured strength in numbers is the way to go, come on." Faith told her, they went there next and he lead Buffy into the lower level.

"Okay, let's get the books some place safe." Buffy said looking around at the cozy living area, this was the first time she'd been down here.

"change in plans love." Spike said with an unfamiliar smirk

"What, Spike what's wrong with you?" Buffy asked looking at him worriedly.

"Not a bloody thing, never felt better love." Buffy backed up slowly.

"Not you too. Faith we need to get out of here." Buffy told her moving towards the exit, she shook her head.

"Speak for your self B, me I like it here." Faith told her, Spike cracked her up side the head and she fell to the floor out cold. Spike chained her to the wall with manacles he'd had under his bed.

"You look good in chains love." Spike told her when she woke up.

"The outfits all wrong though." Faith told her, Buffy looked at her worriedly.

"You don't know what you're doing." Buffy told her, Faith looked thoughtful for a half a second.

"Really cause something about this just feels so right. Maybe it's one of those unhappy child things you see when I was a kid I always begged my mom for a dog, it didn't matter what kind I just wanted you know something to love." Faith snarked grabbing Spike by the shirt and kissing him hard, spike grabbed her ass. "A dog's all I wanted, well that and toys." Faith said revealing a table full of torture tools. It made Buffy sick to see Spike kiss her. "but mom was so busy enjoying the drinking and passing out parts of life that I never really got what I wanted until now." Faith finished, picking up one of her toys and walking towards Buffy.

"Faith listen to me very closely, Spike is a killer, when he's done with me he'll turn on you." Buffy told her, Spike shrugged playing with one of the toys.

"She's got a point, after a good tumble I'll probably drink you dry." Spike told her honestly, Faith shrugged.

"Ya, hu, guess we'll just have to keep you around for a while." Faith told her with a laugh walking over to her. "Before we get started I just want you to know if you're a screamer feel free." She said pointedly waving the toy in her face.

"Why Faith, what's in it for you?" Buffy asked her voice cracking a little with her emotions.

"What isn't in it, you know I come to Sunnydale, I'm a slayer I do my job kicking ass better then any one, what do I hear about where ever I go, Buffy, so I slay. I behave I do the good girl routine and who does everyone thank Buffy." She whined to her.

"That's not my fault." Buffy sobbed but Faith didn't care.

"Everyone always asks why can't you be more like Buffy, but does anyone ever ask if you could be more like me." Faith asked her.

"Not me love." Spike added in witch seemed to sting.

"You get the watcher, you get the mom, you get the little scooby gang, what do I get jack squat, this was supposed to be my town!" Faith flipped walking away from her.

"Faith listen to me." Buffy pleaded.

"Why so you can impart some special Buffy wisdom, that it, do you think you're better then me, do you, say it! You think you're better then me!" Faith accused, Buffy sighed.

"I am. Always have been." Buffy's voice was calm now.

"Maybe you didn't notice, Spike is with me." Faith told her feeling very proud of herself.

"And how'd you get him Faith Magic? Did you cast some sort of Spell, because in the real world Spike would never touch you and you know it." Faith back handed her. "You had to tie me up to beat me, there's a word for people like you Faith, loser." Buffy goaded her, faith slammed the dull end of her toy into the wall next to Buffy's head.

"Uh hu, you're just trying to make me mad so I'll kill you, but I'm too smart for that, stick around." she said walking away from her.

"For what your bosses lame ascension, like I couldn't stop it." Buffy lead the conversation.

"You can't." Faith said rather sure of herself.

"I will." Buffy said equally sure of what she was saying.

"Keep dreaming no one can stop the ascension mayors got it wired, he built this town for demons to feed on, and come graduation day he's getting payed, and I'll be sitting at his right hand. Assuming he has hands after the transformation, I'm not quite clear on that part. And all your little lame ass friend are going to be kibbles and bits. Think about that when your boyfriend's cutting on you." Faith said with a smile.

"I never knew you had so much rage in you." Buffy said solemnly Faith shrugged.

"What can I say I'm the worlds best actor." Faith boasted Spike smiled shaking his head.

"Votes in pet, you came in second." Spike told her, she looked back at him in total shock and horror. "Graduation day, do you think we missed anything?" Buffy asked, Spike grinned.

"I think we know what she knows, love." Spike told her, Faith was starting to look like a fish out of water.

"May I say something, psych!" Buffy told her happily.

"You Played me, you played me!" She yelled throwing Spike and throwing a punch at Buffy as the Scoobies came in holding crosses on Spike, They fought to a standstill and then Faith ran off.

"Are you okay?" Willow asked, Buffy looked at Spike wordlessly. They went back to the library to listen to Wesley whine, and Buffy try and convince herself it was okay because Spike was only acting.

"I know you only did what I asked and we got what we wanted but..." Buffy's words drifted off, Spike looked at his feet running his hand through his hair.

"Never meant to let it go that far love." He told her truthfully taking a step towards her.

"I know that, it's not even a question of that, it's just after Angel, I need a little bit of a break, please." Buffy told him, they had hardly gotten off the last break.

"You still mine love?" He asked, pleadingly the hurt was crystal clear in his eyes, she smiled meekly.

"Always." She promised, walking away. He didn't see her at all for days while they researched the ascension and Buffy fought off the creepy mouth-less demon. She wouldn't even talk to him when she was freaking out about the aspect of the demon.