Chapter 21

It was late, just an hour or two away from dawn when Buffy let herself into Angel's place. She had of course made sure Willow and Xander got home alright, Faith had gone off to do her own thing, whatever that was, so Buffy had decided to see Angel tonight. Giles had said it could wait until tomorrow and Buffy knew he was right, but she had an almost desperate ache in the pit of her stomach to see Angel, to make sure he was still doing okay. She had nearly lost him and the fear she felt over that still lingered like a sheet of ice over her heart.

"Hello, Angel?" Buffy closed the door and headed for the living room.

"Buffy?" Angel appeared in the doorway a smile on his face. "What're you doing here?"

Momentarily distracted by that smile, something she didn't see too often and always caused her heart to leap when she did, Buffy floundered her mind a blank. "Oh," she cleared her throat blushing slightly. "We've got a problem. A big one."

"What is it?" Angel was all business, his smile fading, his eyes turning serious.

Buffy sighed inwardly. It would be nice if just for once Angel could at least look like he wanted to say more to her, that he wanted to speak warm, romantic words instead of discussing death and destruction. She caught her lower lip between her teeth for a moment, maybe it was better this way, if he did start making declarations of love she would be lost, even knowing what would follow Buffy wasn't sure she'd have the willpower to resist him. She severely tested her control whenever he was in sight.

"We cleared out a nest tonight, not vamps but some demon cult called The Sisterhood of Jhe."

Angel shook his head once. "Can't say that I've heard of them."

"Oh," Buffy's face fell. "Giles thought you might have heard something, you know, from the demon community. He says they want to open the Hellmouth." Shuddering at the thought Buffy rubbed her hands up and down her arms. "We're going into deep research mode tomorrow, all of us. There's something about this that scares me, Angel. I can't put it into words exactly. But I've got a bad feeling. My Spidey senses are telling me this is going to be bad. Like the baddest of all the badness we've ever faced."

Placing a hand on her shoulder Angel gave her what he hoped was a reassuring smile. "You're not on your own, Buffy. We'll handle it together. I'm here for you. You know that, right?"

"I know," she spoke softly, wet eyes touching his face, drinking him in as though this was the very last time she would see him. "I couldn't do it without you, Angel. I need you in this."

"I'm here," he touched her face with cool fingers.

"I always need you, Angel."

Maybe as a modern woman she shouldn't say that to a man and definitely a Vampire Slayer shouldn't say it to a vampire, but Buffy didn't care. He was her world, her whole heart and she had not only watched him die but had been the one to kill him. Even having him back, knowing he never once, not even for a second blamed her for what she had done, Buffy still couldn't get rid of that cold, dark ache inside her knowing she had killed the man she loved. Angel's death had all but destroyed her and the idea of him not being around, of not being able to see him, talk to him, touch him frightened her more than anything she had faced so far. It even out weighed this dragging, nagging feeling in her gut that this time she was facing something she couldn't even imagine.

There was a fluttering of emotion in his chest, he wanted to say the words she longed to hear but Angel remained silent on the subject. She continued to stare at him her eyes pleading even while she strained to remain strong in the face of the stony wall of silence he presented to her.

Angel didn't quite understand what was happening. It would do no good to speak the words, they could cause only pain, but not speaking them was hurting her even more. Still he said nothing, it was almost as though he couldn't will himself to form a response, not even in his own head. It was almost as if he refused to give voice to a lie; but it wouldn't be a lie, would it? This was Buffy. His Buffy. The woman he loved.

Still Angel didn't speak.

"I'm here," he said at last, when the silence between them stretched so tightly he could almost feel it. "I'll always be here for you, Buffy."

It wasn't what she wanted to hear, but it would have to be enough. Buffy nodded, "I know that."

"Willy."

"Huh?" Buffy blinked at the abrupt change of subject. She had rather hoped to continue in the same vein and maybe Angel would say what was in his heart, speak the words she longed to hear, words that she could hug close to her heart and cherish.

"Spike said that Willy had been beaten up prettily bad. They were demons Willy had never seen before."

"The Sisterhood?"

"Probably. I mean, it's a bit of a coincidence if its something else."

That frightened feeling coursed through Buffy again and she gripped Angel's arm tightly. She had only just found him again, somehow, somewhere there was someone who had restored him to her and she feared losing him all over again.

"Buffy?"

"I don't know how to explain it, but I've got this feeling that everything is slipping away from me and I don't know how to stop it, Angel. I'm scared. I don't know what to do. I can't lose you again, I don't think I can stand it."

Somehow she was in his arms and Angel soothed her with quiet words and gentle hands. "You've been so strong for so long, Buffy, you've just got to keep on being strong. Your friends look to you for strength, they need you, Buffy, the world needs you. You can do this, you've stood so much and you can stand this too. It's okay to be scared, it's nothing to be ashamed of, but know in your heart you can beat this like you've beat everything else."

"So long as I have you I can do anything," Buffy whispered into his chest, her breath warm against the thin fabric of his shirt. "I love you. I love you so much, Angel."

"I'm here, Buffy," he rubbed her back gently lowering his face into her hair. "I'm always here."

It was just a small sound, almost undetectable. Buffy didn't hear it but he did. Angel glanced up and saw a shadow flitter past the door and a frown marred his forehead. It was just like Spike to earwig on someone's private moment.

XxX

It was bad, this Hellmouth thing, if it had the Slayer running to Angel bawling her eyes out. Spike left the mansion making a face at the lovey dovey display he had just witnessed. He had nothing against love and romance in general, but between a Slayer and a vampire! It was sickening, repulsive and just plain wrong on so many levels.

"Ponce!"

What with Willy's beating and the Slayer's tearful display he knew this Sisterhood of Jhe was going to be worse than Angelus and Acthla, it was serious, as in apocalypse serious and Spike had the maddening urge to see Willow and make sure she was alright.

He quickened his pace.

The lights were off in Willow's house when Spike arrived so he made his way through the garden to her bedroom, relived to see the buttery light peeking through the curtains. She smiled when she pulled back the curtains in answer to his knock, Spike was quick to note the warm blush on her cheeks and the slight hesitation to let him in, he had to curb the impulse to smirk.

Her voice wavered a bit when she spoke. "H…hello, Spike."

"Alright, love?" Spike stepped into her room and closed the windows behind him. Instantly he knew Willow had been using magic, a strange prickling sensation washed over him and the scent of herbs caught his nose. It wasn't unlike the feeling he'd experience when he had touched her as she wiped Angel's memory, except this time it wasn't as strong. "What you been cookin' up this time, pet?"

Willow didn't ask how he knew she had cast a spell, she was just grateful for the distraction, that he didn't deem it necessary to bring up their earlier conversation. Not that she felt it could be called a conversation exactly, Spike had done all the talking she had… her face flushed and she swallowed nervously.

"Oh, just … ah… just a little protection poultice. Can I, um, can I get you something?"

"No, I'm fine." Spike took a seat in the wicker chair watching as she fussed about the room doing nothing in particular, just straightening the bed clothes and books and desk chair and anything else that came into her line of vision.

She was trying not to look at him but Spike couldn't take his eyes off her. She was ready for bed wearing a little grey tank top with pink piping and a pair of small grey shorts that showed off her long legs to perfection. Spike licked his lips, his eyes tracking their way up those legs from her bare toes to the hem of her shorts. His fingers flexed, they wanted to follow the route his eyes had taken and more.

"How's Angel today? Is he alright?" Willow steeled herself and sat on the edge of the bed tucking one leg beneath her. It was ridiculous not to face him, it would only rouse his curiosity and she'd die right there on the spot if Spike asked her what was wrong, why she didn't want to look at him.

Spike rolled his eyes. "As alright as he'll ever be I suppose."

"What have you been up to tonight?"

"Went to Willy's. Johnny was there, he asked 'bout you. Wanted to know when I was takin' you back there."

"He did? That was nice of him."

"I think he likes you," he teased lightly and she flushed again.

If she was going to have any opportunity of spending Christmas Day, or any day for that matter with Spike, she knew she would need to bring it up without actually asking him outright. Asking was the simple way to do it but a lifetime of disappointment and rejection held her back.

"So, do you and Angel have any plans for Christmas?" Willow wasn't sure if religion played any part in Angel's life now that he had his soul back, but Angel being Irish and looking at the time frame in which he had been human Willow could hazard a guess his family had probably been Catholic and would have celebrated Christmas.

"Plans?" Spike looked incredulous "With Angel? Love, Angel isn't exactly the right vampire to spend Christmas with."

At her blank expression Spike couldn't help elaborating. There was a part of him urging himself to keep his trap shut, but that self-sadistic part of himself won out. He just had to see her face when he told her, he had to see if she would turn away from him filled with disgust and disappointment.

"Christmas used to be a lot of fun back in the day. There were always carol singers back then comin' round door to door wailin' away with their Ding Dong Merrily on High's and massacring Hark the Herald Angel's Sing; always been quite partial to that one myself. Anyway, we'd always stand on the doorstep an' listen all polite like, me an' Angelus I mean, then we'd invite 'em in for a little Christmas tipple an' to find some money to donate to the poor, they were always collectin' for the bloody poor. Once they were inside all nice an' snug we'd bar the doors an' ave our fun, let 'em try to escape, hunt 'em through the house, catch 'em and drain 'em dry, every last one of 'em. Their screams were usually more musical than their soddin' singin'."

Willow let out a heavy sigh giving her head a spare shake. She rather wished she hadn't asked now. "What a lovely Christmas story."

There was no disgust in her eyes merely a look of resigned patience; Spike grinned in response. "So you see, love, Angel not being the vamp he used to be, well, he ain't gonna wanna partake in my kinda Christmas cheer."

"I don't think you'll find many Christmas carollers in Sunnydale."

"Probably not," he agreed sinking further into the chair tucking his hands behind his head. "Guess my Christmas Day just blew wide open." Would she invite him to spend the day with her? She didn't celebrate the holiday the way her friends did so Spike figured it wasn't too great a stretch to imagine she was at a loose end on Christmas Day.

"You… um… you could always come here," she offered timidly. "I mean, we could go to Willy's, you know, if you want?"

"Willy's it is," Spike said, pleased everything had gone his way without a lot of wangling and manoeuvring on his part.

The smile she gave him slipped from her face, her mouth dipping down in the corners. "That's if we're still here."

"How's that?" Of course he knew about this demon cult they were all busy worrying about, but he didn't want Willow to know he made a habit of eavesdropping on her best friend and her vamp boy toy.

"Well, tonight we went to clear out a nest of demons. They're called The Sisterhood of Jhe and they want to open the Hellmouth. We don't know when its going to happen, but it will. Giles says more of them will come to take the place of the ones Buffy and Faith killed. The Hellmouth opened before you know, Spike and it wasn't so great. There's a demon that almost got out of the Hellmouth that night, the kind of demon that haunts my nightmares. Well, any nightmare that doesn't involve academic failure or, you know, public nudity. Actually, I had a dream once where I was late for a test and that demon attacked me. Oh, and I was naked."

Spike waited but she said nothing more, she just sat there looking at him expectantly. "That's it? That's your story?"

Willow shrugged. "That was the whole dream. Or well, nightmare. There isn't any more."

"But you were naked love, it was just gettin' good."

Willow's cheeks coloured and she looked away from him for a moment to gather herself together. She couldn't help but cast her mind back to earlier in the evening when they had stood together in the kitchen, she swallowed suddenly short of breath. "A…Anyway, we're all gathering at the library tomorrow to research. I thought that since you helped Buffy stop the world being sucked into hell before, you'd, well, you know, like to help?"

"Everyone's gonna be there huh?" Like he wanted to spend the evening watching the wolf dribble and drool all over her, sitting by her and touching her because he could, because he was her boyfriend and was allowed to touch her whenever he pleased. Spike's jaw clenched his frustration building, it was probably best for his sanity if he didn't think along those lines, but he always had felt things deeply and jealousy was no exception.

She nodded. "Everyone. Well, except Cordeila because she's in Aspen."

Spike had known it was going to be bad and he had no intention of letting Willow face it alone. Sure the wolf would be there, but what experience did he have of fighting demons? He could hardly protect Willow from the kind of nasties the Hellmouth would spit out. He didn't want anything to happen to her and not just because of this wretched soul business either. He simply wanted her to be safe and he was just the vamp to keep her that way. Besides, he hadn't exactly lied to the Slayer last year, he did like this world just as it was and had no desire to see it sucked into hell by Angelus or any other demon.

As he sat there watching her watching him a cold finger of fear touched the back of Spike's neck. If this world went to hell someone as innocent and pure as Willow would be the first to discover what a living hell was really like. The things a demon could do to her, the pain she would suffer; he couldn't and wouldn't allow that to happen to her.

Spike didn't voice his concerns; there was no point in frightening her by speaking of possibilities and maybes. She was better off living in ignorance for as long as possible. If all went according to plan and the Slayer thwarted this Sisterhood as she had him and Angelus in the past then Willow need never know about any of it.

"So, the world is gonna end an' you thought old Spike would throw in with the good guys, huh?"

"You did before; it's not so strange to think you would again."

"Well, I guess I could help, like I told the Slayer, I like this world the way it is. Count me in, pet." It was worth it to see the smile on her face, to know he was the cause of it. "I suppose the Mighty Brooding One will be there too playing at Knight in Shining Armor," Spike snorted. "All he needs is a noble steed an' he's all set."

She laughed at the mental picture he drew.

"Oh!" Willow sat up a little straighter her eyes shining with excitement. "I did the spell again, the cloaking spell, and it worked just the way it was supposed to. It gave Buffy and Faith the added advantage they needed to clear the nest. Faith said they were lucky I was there."

It was obvious the praise from her friend meant a lot to her, she craved acceptance and approval like a drug. It saddened Spike that she couldn't see her own worth and relied on others for it. "I bet they were, pet. If I was in a tight spot I'd want your power in my corner. 'M proud of you, love."

That smile came again and Spike thought he might start to crave that like a drug if he wasn't careful.

The smile left her face and a frown creased her forehead as she worried her lower lip. She might be able to levitate now and alter memories and her cloaking spell had worked just fine, but even with Buffy and Faith there she had been frightened tonight just as she had been frightened every other time she'd faced something at Buffy's side. If they didn't work out how to stop The Sisterhood of Jhe from opening the Hellmouth there was literally going to be hell on earth, not that she would see it, Willow figured that she and her friends would be the first ones to die being right there at the opening of the Hellmouth.

Death still frightened her, but more than that was the fear of failing. Willow was willing to give up her life if it meant the world still turned as it should. Even coming to terms with this she still found that in a life and death situation she was scared and she couldn't help worrying that she would let that fear overtake her at a crucial moment and ruin everything they had worked so hard to protect.

"Penny for 'em, love?"

There was worry in her eyes, despondency in her face and Spike wanted to take them both away. He wanted to sooth her and protect her and be the one she looked to for everything she could ever need from another person.

"I know how bad it could get, Spike. If everything goes wrong I know what'll come out of the Hellmouth, I've already had a glimpse of it and it's scary. What if I get too scared to help Buffy when she needs me? The Sisterhood will probably use magic to open the Hellmouth and we'll need magic to close it again. I don't know for sure I'm just guessing, but if I'm right I'll have to do a spell, what if it goes wrong again? What if I can't do it? What if I get so scared I can't help Buffy?" she let out a small laugh and shook her head. "You probably don't get scared, do you, Spike?"

"Everyone gets scared, pet, an' anyone who says different is lyin'. What you gotta do is take that fear an' make it work for you. You gotta let it fuel you an' drive you. Fear can be a powerful force."

Getting to his feet Spike crossed the room to sit beside her a smile curling his lips when her hand reached for his, her fingers twining with his. "Take me, I've fought two Slayer's an' too many vamps an' demons to count. I go into each fight an' fight like it's my last 'cos you never know when it will be."

She sucked in a sharp breath and went so white her eyes looked luminous. Spike thought she might throw up or faint. Her fingers tightened their grip on his hand, nails digging into his skin leaving little crescent moons behind. "Love? Willow? You alright?"

Spike dead? Willow felt sick, a hard lump formed in her throat and she found it difficult to breathe. Somehow, even when she had imagined the world had gone to hell, in her head Spike was still standing. If everyone else in the world had to fight for their lives, scrabble for survival, die slow agonising deaths; somehow Spike would be alright, he had to be, Spike could survive anything the world or hell could throw at him.

"I'm fine, Spike." Her reply was almost a wheeze and Willow was thankful Spike didn't comment on it.

He peered at her closely. Could it be? Could she really care what happened to him? Could he dare believe that the thought of his death could bring that kind of reaction out in her? Spike closed his eyes and sighed inwardly, as much as he would like to believe that was true his fragile ego wouldn't allow it.

"I don't think I'd be half as scared if you were there. You're so strong, Spike, nothing ever fazes you," Willow let out a little wistful sigh. "I wish I could be that brave."

"You don't 'ave to worry 'bout the Hellmouth, pet. I won't let anythin' 'appen to you."

The lump was back in her throat and this time it threatened to bring tears with it; carefully she untangled their fingers. Spike could feel her withdrawing from him and he didn't understand it. She hadn't withdrawn from him earlier, when he had talked her to orgasm she had been very much a part of it. He caught her wrist hoping to keep her near, stop her rising from beside him. The soft caress of her skin caused him to tighten his grip for a moment and her pulse thundered against his fingertips.

Spike took a discreet sniff; confusion, fright and desire tickled his nose. Thoughts of manoeuvring her onto her back where he could press up against her lit Spike's imagination and he drifted off for a few moments as he let those thoughts play out.

Willow understood what Spike meant, she understood his need to keep her safe. It hurt that it grew from his desire to be rid of her and leave Sunnydale rather than his desire to be with her and stay in Sunnydale with her. Spike might want her on a physical level, he had already said as much, but it was only a shadow of the wanting she dealt with when it came to him.

In that moment Willow fully realised the depths of her feelings where Spike was concerned. She wanted all of him; his mind, his heart, his body; all of him. She wanted to look into his eyes and know instantly what he was thinking, she wanted to look at his face and know what he was feeling, she wanted to hear him speak and know exactly what he meant without any explanation; and the guilt was starting to taint every thought she had about him.

She just couldn't understand what was wrong with her. Willow had always thought of herself as the steady one, the sensible one. She wasn't flighty not by a long shot and her feelings, once she felt something, were nice and solid; reliable almost. She had never jumped from one crush to another the way other girls did doodling names on their notebooks only to scribble them out and replace them with another the following month. It had always been Xander for her, until she met Oz.

Willow's lips pursed in thought and Spike's mind ran wild as he imagined those lips against his own, touching his bare skin, wrapped around his cock and his body tightened with desire.

It wasn't true to say that her feelings for Xander had gone when she met Oz, even Oz had called her on it last year accusing her of wanting to kiss him merely to make Xander jealous. He had been right at the time, but when she had kissed Oz that first time it had been all about Oz. She had been kissing him as he had been kissing her and Xander hadn't entered into it; at least not then.

She wasn't sure what had changed between her and Xander before Spike returned to Sunnydale, but they'd been having all kinds of lustful feelings for each other and she would have ended her relationship with Oz as much as she cared about him to be with Xander. It was Xander, she had loved him all her life, but somehow even knowing she still had those Xander feelings she hadn't felt all that guilty about being with Oz. She had been happy and wasn't she entitled to some happiness? Xander had Cordelia, didn't she deserve someone too?

Spike shifted his legs apart to ease the pressure on his growing erection. His forehead wrinkled, could he at least talk them both to a relatively satisfying climax as he had previously done? He had taken her by surprise earlier, hell, he had taken himself by surprise, but would she allow it a second time or would she order him out of the house?

She was with Oz, someone who cared about her and she cared about him, but Willow couldn't stop thinking about Spike in ways she simply didn't think about Oz. What she and Oz had was good, it worked for them, they had a loving, stable relationship there was nothing more he could give her or she to him. Oz was her friend as well as her boyfriend, it was something they both wanted, to be friends first and foremost, the rest would all fall into place when it was ready to and neither of them felt the need to rush their relationship into something it wasn't quite ready for.

But she wanted Spike.

Was she destined to forever be the grass is always greener girl? Was she never going to be happy with what she had?

A treacherous yet honest little voice piped up telling her she'd be happy with Spike.

Her heart thumped, almost in agreement.

Willow came back to herself, dragging herself out of her confusing thoughts. Tucking her hair behind her ear she let out a little sigh as she turned slightly towards Spike. Her eyes drifted innocently downwards for a moment and she froze.

Spike felt the heat of her stare on his cock. His body pulsed with a desire to unbutton his jeans and offer himself to her.

Face flaming red to the roots of her hair down to her chest Willow jerked back looking to scramble off the bed and put some distance between them where she could perhaps get a clear thought in her head.

Spike caught her free hand holding her still. "Easy, love."

Fire spread through every cell in his body, igniting a need he hadn't experienced in years. Her sweet scent teased him and he shifted closer feeling the heat radiating from her skin, warming him right down to his toes.

Willow was startled when Spike leant even closer to her and then simply pressed his cheek against hers. She stayed very still, not adverse to the contact but unsure as to what it meant or what he wanted her to do. She heard him sigh quietly, it was odd not feeling his breath against her skin.

If she asked him what he thought he was doing Spike couldn't have given her an answer as he wasn't too sure himself. He closed his eyes absorbing the warmth of her cheek against his and the tantalising scent of her in his nose. He wanted her, he wanted everything she would give him and more; he knew he had no right to ask it of her but he was selfish enough to want it anyway.

"Spike?" her voice quavered but washed over him like a caress and Spike sighed again.

"You're so warm."

Willow blinked, she wasn't sure exactly what she had been expecting him to say but that hadn't been it. "Oh."

He smiled at the surprise in her tone. He let his hands uncurl from her wrists and run up her arms. "And soft. So warm and soft you are, pet."

His hands reached her shoulders his palms moulding to the shape of her, squeezing lightly, memorising her. Exploring fingers sought out her pulse, feeling the rapid fluttering at her throat and crept up further until his fingertips touched her lips, caressing gently, coaxing them apart and dipping in to touch the damp cushion of her lower lip.

"Warm and soft and….." he paused, his cheek rubbing absently against hers. Spike inhaled and let out a soft moan "….and wet."

Her breath caught in her throat her face heating up.

Spike smiled as her cheek burnt beneath his. Curling his arms around her he held her tightly rocking back and forth for a few moments before pressing her back to the bed. He half expected her to push him away, but she didn't.

Untucking her one leg from beneath her Willow's frazzled mind tried to catch up to her body. She could feel the rough denim of Spike's jeans between her knees as he pressed his leg between hers, slowly coaxing her legs apart. She swallowed, her fingers flexing over his shoulders. That was a surprise, Willow didn't even remember grabbing hold of him.

"Oh!"

Spike smiled again, he kept his cheek against hers half afraid of his reaction if he looked at her and saw in her eyes what he knew would be in his. "Don't be afraid, pet," he rocked his hip against her thigh, pressing the hard ridge of his erection into the soft skin.

Cupping her other cheek Spike let his thumb explore her face, smoothing the soft arch of her eyebrows, stroking along the tender skin beneath her eye; her eyelashes fluttered against the pad of this thumb as her eyes closed and a little sigh escaped her lips. Trailing his thumb along the side of her nose he dropped his fingers to fan out against her neck as he traced the firm line of her jaw. Back and forth his thumb went in an almost soothing motion and Willow's body relaxed that little bit more.

"Feel me, love. Feel me against you." Spike shifted to allow his body to stretch out against her as best he could without crowding her. He stayed beside her and made no attempt to cover her body with his own, that would only spell trouble, the kind of trouble she wasn't quite ready for, and he hated to admit it even to himself, but Spike wasn't sure he was quite ready for it either.

Willow shivered, she had an odd feeling of fullness in her breasts, a tingling between her thighs and a hypersensitivity to everything about him to the point where she would swear she felt every cell in his body against her own.

Spike felt her grip on his shoulders ease and wondered just what she planned on doing next. Her fingers brushed the back of his neck making him shiver and then they sank into his hair. It was softer than Willow thought it would be, spreading through her fingers like richly spun silk.

"I felt you all night, pet. Felt you in my bones, I did. Did you feel me? Did you feel me inside you?"

There was a catch in her throat and her fingers tightened in his hair. Spike smiled.

It were almost as though she were compelled to answer and the thought of denying the truth never crossed her mind. "Y…yes," she whispered, he shivered again at the sensation of her warm breath on his neck.

His fingers wandered back across her face to stroke lightly at the seam of her lips until they parted with a soft sigh.

"That's my girl," he murmured his approval. "You've got beautiful legs, pet, did you know that? Wanna… no, not want, need, I need to be between 'em, love. Need to feel you where you're really warm," his index finger traced the crisp bow of her upper lip. "And soft," he followed her lower lip from corner to corner, "and wet," his finger dipped into her mouth again.

"If I stroked you like this," his finger moved continuously along her bottom lip, light, teasing strokes that made her breath quicken. "Would your cunt open for me the way your lips do?"

She made that sound again, the one that had played in his head over and over again all night; that mix of shock and desire. Spike's body burnt in response and a little growl vibrated in his throat.

"Want you to touch me too, love. Wanna feel your hand on my cock, get me all nice an' warm. Can you feel me, love? Feel me all hard in your palm?"

Willow whimpered, her fingers clutching at his skull needing to feel something other than the softness of his hair in her hands.

"If I touched you like this," he dipped his finger into her mouth. "If I slid my fingers inside you would your cunt be just as wet for me? I'd be wet for you, like now, my cock's weepin' for you, pet."

Her tongue pressed up, brushing against his finger as it retreated from her mouth and Spike paused, held himself still, waiting.

She was unsure what he was waiting for, but repeated the action, just to see if it was that.

There was a strangled sound in the back of his throat before he spoke again. "Would you do that for me, love? Do you wanna taste me the way I wanna taste you?" He didn't expect her to answer, especially with his finger still in her mouth, but she nodded, her cheek brushing along his stained with a hot blush.

Heat sizzled through him as Spike dropped his head into the crook of her neck with a groan. There was so much he wanted from her, so much he needed to give her, but the timing wasn't right. When she was with him there would be no guilt afterwards and Willow he knew, would feel guilty about the wolf. There was only ever going to be two in his bed, just him and her. He'd lived with three before, him and Dru and the ghost of Angelus. There would be no more ghosts in his bed.

A light kiss slid over her neck as Spike raised his head. "Want you pet, want you so bloody much." His lips brushed across her cheek like a whisper all light and feathery soft. "Wanna fuck you, baby, wanna make love to you, not just with my cock, but with my…" he hovered over her the warmth of her breath fluttering against his lips. "… with my…" he couldn't think straight any more, not when she was making that little whimpering sound of longing. "…. With my….mouth …." Spike gave in and dropped his mouth to hers.

Her reaction was instantaneous. Willow's entire body surged towards him, her thigh pushing against his straining cock, the soft flesh between her thighs pressing into his leg the damp heat obvious to him even though the thickness of his jeans; it was like a sensory overload and with a groan, for the second time that night Spike spilled himself inside his jeans.

Willow's hands fisted in his leather duster, Spike could feel the material straining against his shoulders. She gave a quiet cry, her lips parting as she reached her climax against his thigh.

Spike murmured soothingly, smoothing her hair back from her face. Trailing tiny kisses along her jaw he sought to ease her and stop any embarrassment before it could rear its head.

Once she had calmed, before she had time to think of anything at all, Spike kissed her again. It was a deep, soul- searing kiss and Willow's toes curled against the bed. He didn't just kiss her, he seduced her mouth with soft, gentle strokes of his tongue that grew bolder and stronger. He explored her thoroughly, withdrawing to suck lightly on her bottom lip as she caught her breath before claiming her mouth once more and exploring her again, as though he hadn't already touched every part of her mouth with slow, sensual flicks of his tongue.

Finally he broke away from her completely, sitting up and running a hand through his hair. "Sunrise isn't far away, I've got to get back to Angel's place."

The dreamy expression dissolved and a worried look crossed her face. Her eyes went straight to the clock beside her bed, Spike's chest tightened. "I'll make it in time," he assured her.

"You… um," Willow cleared her throat and attempted to sound practical and reasonable. "You don't need to risk it, Spike. The spare room is yours if you want it."

"The risk isn't gettin back before dawn," he gave her a pointed look and stood up. "Thanks for the offer, love, but I'd better go. I need to go."

A curious look came over her face, but she didn't question him, if anything Willow was rather glad he was leaving. She didn't trust herself to have him just the other side of the wall and leave him there. It was better this way, she really didn't want to do any more to betray Oz than she already had.

"Oh, right, well, um, good night, Spike." It was better to get him out of the house as quickly as possible or she was in danger of making a complete fool of herself by begging him to stay with her.

Spike was a bit put out that she was obviously so willing to let him leave and the offer of the spare room didn't do much to improve his mood either. However, he felt he knew enough about her to hazard a guess as to what she was thinking, and he had the feeling the wolf was intruding into their time together.

He knew he was right by the way she was suddenly worrying at her lower lip, the frown lines that had appeared in her forehead and the guilt reflected in her eyes.

"I'll see you tomorrow then."

"Huh?"

"Research, you know, to stop the end of the world."

"Oh, yes. Right. The end of the world."

His mood lightened considerably, if he could make her forget the end of the world he could make her forget the wolf too.

"I'll come an' get you as soon as its dark."

"Yes alright. I'll see you then." She had been planning on going to the library first thing in the morning and staying all day, but Willow figured she could make an excuse to be home for dusk to meet Spike, it wasn't as if she wasn't going to go back to the library afterwards.

He touched her face with gentle fingers and gave her a soft kiss on the forehead his eyes closing as he did so. "Sweet dreams, baby."

Then he was gone, sliding through the window with a backward glance and disappearing into the shadows. Willow stood by the open window staring after him feeling strangely bereft.