Two hours later, Spike and Dawn walked down the street carrying bags of stolen items from various stores in downtown Sunnydale. It was nearly 3 in the morning and Spike knew Buffy would be worried about Dawn.

"Nibblet, I don't think Buffy wants you out this late, Key or no Key."

She shrugged and continued walking. "I don't really care. Are you having fun?"

He nodded. "Yeah, actually I can't remember the last time I had such a good ol' time that didn't involve murder and mayhem."

She giggled. "I'm glad, cause I love being with you Spike." She slapped her hand against her mouth. "I mean, I love hanging out with you."

He nudged her side with his elbow. "Oh I know what you meant."

"Shut up."

"Right then, no more sexual innuendoes... unless of course you want to." He winked at her, and saw her cheeks turn red. For a moment he studied her face and realized that she was absolutely beautiful. She looked nothing like the slayer, but she had a different sort of beauty, with her long brunette hair and crystal blue eyes. His eyes traveled up and down her body taking her in all at once. Her voice broke him out of his reverie.

"Hello? Ground control calling Major Spike!" She leaned over and knocked softly on his head. "Anyone in there?"

"Oh very funny Luv, just *make* fun of my chip then."

She laughed, her sweet voice echoing out into the night air. "You know what? I bet that thing doesn't even work anymore." She hesitated. "Not that you should go back to killing people, but you know what I mean."

"No Luv, I really don't know what you mean."

"I mean, you couldn't hurt me since I'm stronger then you but in some situations it would probably be better for you if you *could* hurt people, like when those Knights of Bubblegum or whatever tried to kill me, you know?"

He nodded in agreement. "I know Luv, but the pain... it hurts just thinking about hurting someone, I really don't think I can."

She thought for a moment, slowing her pace. "Try to bite me."

He looked at her sharply. "Not gonna happen Bit."

She rolled her eyes. "Come on, you can't hurt me." She tilted her neck towards him, her exposed flesh calling to his demon.

"Luv, no I can't." He turned his gaze to the ground, studying a penny someone dropped.

She took his hand and put it on her neck. "I want to know what it feels like."

He looked up again in confusion. "You actually *want* me to bite you?"

She nodded. "Only you though."

He looked at her closely and felt his attraction leaving Buffy and moving to the strong mystical energy that was Dawn. He nodded slowly, part of him already tasting the sweet ecstasy in his mouth. He took her hand and led her into an alley away from the street. He knew most people wouldn't be out this time of night, but in Sunnydale, you didn't deal with 'most people.' He put the shopping bags down and Dawn did the same. He lifted her chin up to look at him. "Are you sure this is what you want Luv?"

She didn't have to answer really, he could tell just by looking at her that this was what she wanted. He could feel the heat emanating off her body, her desire for him making his undead blood boil. He slowly slid her jacket off of her and heard it hit the ground. He studied her face and forced himself not to lose control if he could bite her. Somewhere in the back of his mind he was a voice that was screaming at him not to do it, but he ignored it and concentrated on the arousing looks she was giving him.

He looked at her once more before shifting into his vampire facade and leaned into her. She could feel his cold breath on her neck and she closed her eyes. He opened his mouth and felt his fangs slide down into place as he tilted her neck. He softly touched her neck with his teeth and within seconds had them buried underneath her skin. She gasped and wrapped her arms around his waist, pulling his body closer to hers. He lowered his eyes and began to retract them when he tasted her blood. He groaned and began to drink, his mind racing in all directions. He never in the 100 + years he lived as a vampire had tasted blood this pure. Not even the two Slayers he murdered compared to her blood. He closed his eyes and crushed her body closer to him. He could hear her moan in exhilaration, her voice urging him on.

Knowing that he couldn't drain her, he retraced his fangs from her neck and grazed his tongue over the two wounds he had made in her skin. He could feel her shudder in pleasure and he retracted his mouth from her flesh and looked at her. Dawn's eyes were half shut and her mouth was partially open, her breathing labored. Her eyes opened slowly and she smiled at him, the corners of her mouth turning up. He leaned into her, his lips hovering ever so close to hers. She took the initiative and closed the gap between them, her lips locking on to his, sucking his lower lip into her mouth. She bit down on it and he moaned as his blood trickled into her mouth. Their tongues met in a feverent kiss, and when she broke for air, she noticed something about his eyes. She looked closer and realized that they were jet black.