Spike's house was a relatively conservative home; he bought it for its look and nothing else. Buffy though, had no idea that Spike's Victorian house not only had a basement, but a basement that had been turned into a fully functioning studio.

She walked slowly down the stairs and smiled seeing David behind the glass and at his drum set. She sat back for a moment, looking over at Nick she saw a spot on the couch open for her. She joined him and watched as Spike signalled for David to begin his warm up.

"Check 1" David said.

"Mark 1… poncy boy drummer, good to go…" Spike replied and hit the record button with a smirk.

David's usually relaxed face turned hard as he started in on his drums. He must have broken out into drum solos from 8 different songs, which his speed managed to squish into 2 minutes. Once finished he looked up and smiled, "I am drum master! Obey my amazingness!" He held his drums stick in the air as he spoke.

Spike shook his head, "Alirght master…"

"Drum master!" David interrupted Spike.

"Alright drum master… you gonna kick it and be quiet in there while Nick does his round or are you coming out?"

David stood up, his chin held high and carefully placed his drumsticks on his seat, "I will leave… I don't want my mojo to crowd up Nick's… thing…" With that he left the room and Nick was quickly replaced with David on the couch.

Nick's Practice was a bit longer, having to practice on both his bass and an acoustic guitar. Buffy smiled looking at David as he sat on the couch next to her playing a keyboard in tune with Nick's bass.

"So how do you guys… write songs?" Buffy was really curious how they came around to the final product.

"It just kind of happens…" Spike said, never turning around, "I have a whole book of lyrics upstairs... in my brain theirs a basic instrumental already set with it. We all collaborate,"

"Instrumental comes around with boredom…" David started playing a song Buffy had never of and seemed to be very passionate about it.

"What's that? I've never heard song before." Buffy asked.

"Jus' made it up…" David smiled and looked up at Spike. "Should go well in that 'tripping' song you had showed me earlier, yeh?"

Spike listen as David played it once more, "Yeh… that's nice…" The song was obviously a slow song, and Buffy had a feeling something beautiful would come from it. She looked around as David slowly started adding notes onto the song.

"You guys aren't going to write down the notes or anything?" She had thought that their creative process would have been a bit unorthodox but this was really different.

"Nah we just remember it…" David said for Spike since he was too busy coaching Nick through some new cords, "You see… I can hear a song… 12 times and have it memorized, kinda like when you learn the words to a song… and I've been playing piano since I was 4. Spike taught me the drums… and they really aren't that hard. You just have to have the beat for it."

He continued his playing as he spoke, "Nick, he often needs some notes written down… but he gets it all after while… William though… that man can play anything, he has guitar, violin, drums, bass, singing, trumpet… 'cept piano. And he can play anything by ear. He can play the Power Rangers theme by ear."

Buffy's mouth dropped, "Wow… that's awesome…"

"Go on, ask him to play anything… Spike" David said nodding to Spike.

Spike turned around, hearing his name, "What?"

Nick came out from his practice and sat on the arm of the couch next to David.

Buffy smiled and bit her lip, "Can you really play any song?"

"Just about…" Spike said knowing exactly where this was heading, this was a great party piece of his. He quickly got up and snatched his guitar.

"Play…" She thought for a moment, "Popeye the sailor man!" She said excitedly, not believing he could do it.

"Ummm…" Spike strummed his acoustic guitar for a moment, "Okay…"

"He's sorting the notes out in his head…" Nick said as he watched Spike.

Soon though Spike broke out into the Popeye theme, he nailed every note and even broke out into a Popeye themed solo. By the end of the song Buffy was left speechless and staring.

Nick stretched out for a moment, "I'm sorry mates but I'm sooo not feeling practice today…" David nodded in agreement.

"We haven't practiced in ages!" Spike huffed but lost the battle as both Nick and David took off.

Buffy giggled, "Being the lead of the band doesn't always give the control?"

Spike shrugged and leaned back in his chair after putting his guitar down. He searched his pocket a minute and found his cigarettes and lighter, immediately lighting it up. He self consciously checked the stairs to make sure Holly wasn't going to catch him. He stared at everything in the room except Buffy.

"Buffy…"

"Spike…"

Their eye's met and there was the most achingly long pause in the universe. Spike's cigarette finished and he finally stood up and moved to sit by her; he frowned and looked down, "We can't keep doing this…"

Buffy bit her lip and nodded, "I figured…" It was quiet for another long moment, the tension was building, and both were trying to decide what the other really wanted.

"Why can't I stop then?" Spike said with a small smile, Buffy beamed and leaned up to kiss him.

It was faster, much faster than their previous kisses, both finally willing to give themselves to each other. Spike ran his tongue along Buffy's lip, begging for entrance, which he was given almost immediately. His hands wrapped around Buffy's small body and pulled her closer to him, one hand entangled in her hair.

Spike reluctantly broke their kiss, "Luv… we need to go slow…"

"I know…" Buffy nodded and gave Spike another short kiss.

Her phone started ringing and she quickly picked it up, "Hello?"

Spike placed a chaste kiss on Buffy's head before he stood up and started putting away various instruments. After a few minutes Buffy finally hung up the phone.

"Can… I need to go home for tonight…" She pouted a bit as she spoke and held the cell phone ion her lap as she stared at her hands.

"Oh…" Spike switched the soundboard off, "Why is that, pet? Mum home tonight?"

"No… just Willow wants to spend some time together… with ah, Cordelia… maybe even Anya… just girl time…" She had a small smile on her face as she stood up, "It's only for tonight… and I won't be alone… so…"

Spike nodded, "Yeh… alright, go and ah… grab anything you need, I'll run you over…"

Buffy nodded and ran upstairs while Spike went out and started the car.