Disclaimer: See chapter 1

PART 4

(February 2000)

The next night, Spike was in a foul mood. He was at the Bronze, standing under the staircase, having a beer and watching all the people he couldn't eat. What he wouldn't give to be able to just taste warm human blood again. He could get the violence elsewhere, so he didn't actually miss that, just the taste of warm, human blood as it filled his mouth, slid down his throat. He closed his eyes briefly, then opened them again with a sigh, deciding to head out. A small, feminine body bumped into his, and he stepped back.

"Ooo," the girl said.

When Spike saw who it was, he sighed again. Bugger it, how was he supposed to not fall in love with her if he was constantly confronted by her. "Oh, *you*," he said derisively.

"And you," she said after a second.

"What? Are you keeping tabs on me? You're gonna give me a hard time now?" She looked at him questioningly, and he wondered what her problem was. Was she drunk?

"Um, do I usually give you a hard time?" she asked.

Spike was not amused by her game, whatever it was. "Very funny. Well, you don't have to worry about me drinking." He raised his beer bottle for her to see. "Unless you're here to protect innocent beers." He walked away from her, back under the stairs. Buffy followed him, leaning against one of the supports.

"You're a vampire," she said matter-of-factly.

Spike glared at her. What the hell was she playing at? "Was. And as soon as I get this chip out of my head, I'll be a vampire again. But until then, I'm just as helpless as a kitten up a tree. So why don't you sod off?" Her holier than thou attitude was really starting to piss him off, and if she didn't get her smug face out of his sight soon, she'd be sporting a few bruises, chip or not.

"Okay," she said, and started to walk away.

That was it. Now he was brassed off. "Oh, fine! Throw it in my face!" She turned back toward him. 'Spike's not a threat anymore, I'll turn my back! He can't hurt me.'"

"Spike?"

Spike stared at her. She said his name and was looking at him like she didn't know who he was. Then suddenly, recognition flashed in her eyes.

"Spike." She smiled at him, looking too damn sexy for her own good. She walked back, and stood right in front of him. "William the Bloody with a chip in his head. I kind of love this town."

Spike snorted rudely. "You know why I really hate you, Summers?"

She answered him cheerfully. "'Cause I'm a stuck-up tight-ass with no sense of fun?"

Spike was caught off guard. "Well-- yeah, that covers a lot of it."

"'Cause I could do anything I want, and instead I choose to pout and whine and feel the burden of Slayerness?" She shrugged. "I mean, I could be rich. I could be famous. I could have anything." She paused meaningfully. "Anyone."

She moved closer to him, and put her hands on his chest. Their faces were only inches apart now. Spike backed up until he ran into one of the supports, and wasn't able to go any further. Buffy stayed right with him, every step he took. What the hell was the bitch up to now?

"Even you, Spike." Her voice was sultry, and Spike found himself responding to her despite himself. "I could ride you at a gallop until your legs buckled and your eyes rolled up. I've got muscles you've never even dreamed of. I could squeeze you until you pop like warm champagne and you'd beg me to hurt you just a little bit more. And you know why I don't?"

Her mouth was very close to his, and Spike considered kissing her, but only for a second. He kept silent, not voicing his interest.

"Because it's wrong," she said with a chuckle, then stepped around him, and backed away. Spike glared at her, and she grinned back.

"I get this chip out," he said menacingly, "you and me are gonna have a confrontation."

"Count on it," she told him, sounding just as menacing, before walking away.

Spike turned around, and hurled his bottle against the wall. He needed to kill something. Preferably someone. Damn this bloody chip, he growled silently.

He stalked across the club towards the door, shoving his way through a couple of teenagers. The implant went off, sending waves of pain throughout his head. He held his head with his hand, waiting for the pain to subside, then continued on his way out.



Willow left the Bronze through the same door Spike had just stormed through. She had known, from talking to Future Spike, that he'd had an encounter with Faith in Buffy's body, but he hadn't elaborated. When he'd spoken of it, his jaw would clench, and his eyes would turn cold. So, last night, when Willow had told him about meeting up with Faith, she'd been trying to tell him without telling him. She figured it was what would happen after she was gone that would matter in the long run.

Curiosity had forced her into the Bronze, despite knowing she might bump into Tara or herself, or any of the others. She was wearing a sort of disguise, in so much as it was an outfit that she wouldn't have been seen in a year or two ago.

The black skirt that fell to mid-thigh, was something Buffy had left at Willow's house during the summer. A white tank top under a powder blue button up shirt that she'd tied instead of buttoning, completed the outfit. She had pulled her hair back on the sides, and secured it with a gold barrette, and finished her disguise with a light layer of make-up.

Anybody who knew her wouldn't be fooled for too long. But, she hoped to avoid them all anyway. And if they did see her, hopefully they'd dismiss her as someone they didn't know, because Willow didn't wear clothes like these. She felt kind of free, like she could do anything she wanted. The feeling was similar to the one she'd had on Halloween when she'd gotten her body back and ditched the ghost costume.

She headed toward the cemetery, and Spike's crypt. She didn't really like this Spike very much, but she had seen the hate and pain on his face after Buffy/Faith left. Even if he was a jerk, she still hated to see him in pain. He was going to be her friend in a year or so, and what kind of a friend would she be if she didn't try to help him?

When she got to his mausoleum, she found the door open and the crypt empty. She looked around the moonlit cemetery, but couldn't see much. The moon was half hidden by clouds, and there were too many trees to let what little light was shining get through, so she went inside, hopped up on his coffin-cum-bed, and waited.

Sitting in the darkness, there wasn't a whole lot to do except think. Which was the one thing she didn't want to do. Had avoided doing, until now. She didn't want to remember that one of her best friends was dead. And Giles. The man who'd been more of a father to her than her own father. He was like that with all of them. Even to Spike in some respects. And now they were dead. Maybe Xander and Anya were too. And Tara.

Pain lanced through her, overwhelming her.

She closed her eyes, shutting out the thoughts. A small relaxation spell helped her focus her attention away from the pain and death of the future. The possibly-not-going-to-happen-if-she-had-anything-to-say-about-it future.

Ten minutes later, she started to doze off, so she laid down and covered up with Spike's blanket. She closed her eyes and inhaled deeply. His pillow smelled like him, and she found herself suddenly missing him. Missing her Spike, not the mean Spike from this time. She missed their conversations, and the taunting, and teasing. She even missed having him follow her around just to tell her his most disgusting stories. She snuggled closer to his pillow and fell asleep.



Spike threw the demon against a headstone and smashed his fist into its face. The demon, a big brown thing with scales all over it, horns on its head, and claws for hands, howled in fury and pain. Spike had no idea what kind of a demon it was, or how to kill it, nor did he care. He'd needed to take out his anger and frustrations on something, and since humans, or, more specifically, Buffy, wasn't something he could hurt anymore, he'd attacked the first creature he came across. And then the second. And the third. They'd been vampires, and now he was working on this ugly demon.

Spike picked it up over his head, and heaved it a good twenty feet. The thing jumped up to face Spike, as he ran over to it. He took a few good punches in the stomach and face, but he barely felt them. The blow to the side of his head however, dropped him, and his sight went black for a moment. He jumped up and grinned, having the time of his life.

The demon did a back-flip away from Spike, but he was undeterred. He stalked toward it, grabbed its arms and pulled it forward, head butting it. Old Scaly let out a horrible, ear-piercing howl and fell to the ground, unmoving. Spike stared at it, wondering if it was dead. He listened for a heartbeat, but couldn't hear one. Shrugging, he pulled a stake from his duster pocket, plunged the piece of wood into the demon's chest, and watched in satisfaction as Scaley turned into a puddle of brown goo and soaked into the grass.

Sticking the stake back into his pocket, he stretched, working out the kinks in his sore muscles. His other pocket held a flask of scotch, which he took out and downed.

"Ahhh, bracing," he said, holding the flask up to the brown goo. The goo remained silent, so he got up and headed home. He was drunk, and happy. Three beers at the Bronze, a bottle of whiskey, and a flask full of scotch, and he was well in his cups by now. Fighting had relieved most of his stress and frustration. Two bags of blood from Willy's had helped. Drinking had relieved the rest. Now all he needed was a good shag, and he could die happily. For tonight was the night he was going to kill himself.

His one and only love was off with one demon or another, she didn't love him anymore. He was a laughing stock in the demon community, and he was dependant on the slayer and her kin.

It was time to end it. And this time Willow and Xander weren't going to stop him.

A dive from his bed to a stake below, and he'd be no more.

He was actually looking forward to dying. He whistled to himself as he went inside his crypt.

The whistle died on his lips when he heard a heartbeat inside, then saw the small feminine body curled up under his blankets. He closed his eyes in impatience, shut the crypt door, and stomped over to his bed. Red hair. Gosh, I wonder who it could be, he thought sarcastically.

She was smiling in her sleep, looking so sweet that he had to fight the urge to snap her neck. She rolled onto her back and flung her arm out, hitting his hand. He found himself staring down at it, feeling the warmth pouring off of her in waves. He touched her hand with his own, and intertwined their fingers.

She moaned, and turned over again, taking her hand with her. The sudden loss of her hand created an empty, cold feeling within him, but he shook it off.

He was still going to kill himself, he'd just have to take the plunge elsewhere. Maybe from the top of the crypt. She'd never even know he'd been there. He turned away, and started rifling through his things, looking for a drawing Angelus had done of Dru. Spike had taken it, and others, from Angelus' sketch book when he'd been stuck in the wheelchair.

He found what he was looking for and put the folded paper in his duster pocket, casting a glance at the sleeping girl. She whimpered quietly, and rolled over again, obviously in the throes of a nightmare.

"Buffy, no," she cried out softly.

Spike's bleary eyes narrowed at the mention of the blonde bitch. "Figures." Probably dreaming about her dying. After what the slayer had said and done to him tonight, he hoped it was a painful, torturous death. It was what she deserved.

"That's mean," Willow whispered.

Already on his way out, Spike spun around, wondering if the witch was reading his mind. But, no, she was still asleep, and even more agitated. She screamed suddenly, startling him. "No, Spike, don't," she whimpered. There was more hurt and pain in that one statement than she'd shown when telling him of the recently dead Buffy and Giles. He found himself moving closer to her, wanting to hear more. Wanting to know what he'd done to hurt her so much. He knew hurt, he knew pain, and it never ceased to fascinate him. It was even downright enjoyable when it came to the Slayer.

The alcohol was screwing with his mind, because if he was sober, he never would've reached out to touch her. To smooth back a lock of her hair.

"Don't touch me," she cried, shrinking away from him in her dream. Spike jerked his hand back. "Just... please. Leave me alone," she whispered, sounding as broken as he'd felt when Dru had left him.

Whatever she was dreaming about, or reliving, it was tearing her apart. Spike felt the unfamiliar need to comfort her. The only person he'd ever comforted besides himself, was Dru. And he didn't like this feeling at all. She was a naive, stupid little witch who couldn't get even the simplest spells to work right.

Spike once again started out of the crypt, but stopped and turned when he heard her whisper his name.

She was sitting up, looking at him. Her green eyes wide and trusting. She pulled the blanket off and swung her legs over the side of the sarcophagus, jumping down to walk over to him.

Spike hardly heard what she was saying as she approached him. That small black skirt she was wearing hugged her hips like a second skin, the hem swaying against her thighs with every step she took. The blue button up blouse, tied at her waist, was open and revealing, even with the white tank top underneath.

Willow had a body. Who knew? Fit and trim, and rounded in all the right places. Long skirts, and cute little shirts be damned, if she dressed like this in the future, he knew why he was hanging around her.

She was looking at him expectantly. "What?" he asked.

"I said, I'm sorry. Um, you know, about what Buffy said tonight. It... it wasn't really her. It was--"

"None of your business," he ground out, seething with anger and humiliation. She'd witnessed the display? Or had Buffy told her about it in the future? Either way, it angered him more. It was one thing to be taken down a few pegs in private, it was another thing to have witnesses.

She shook her head, her softly curled hair flying around her face. Spike once again found himself mesmerized. Damn, he'd have to not drink around her in future. What future? he thought, you're killing yourself as soon as you get rid of her.

"No," she was saying. "I mean, it really wasn't Buffy. It was Faith. You know, the other slayer?"

"What's that, like, the other white meat?" he asked sarcastically. It didn't matter to him. One slayer was pretty much like another, and when all was said and done, he'd still been humiliated.

A flash of humor crossed her face and she grinned. "Something like that."

She was standing so close to him that her heat was warming him. He took a step closer to her, before he caught himself.
What the hell was he doing? He needed to get rid of her. Now. He needed to humor her, agree with everything she said, anything, just get her out of there before he did something he'd regret.

"Great. I'm happy again. So, you can go now." He smiled broadly and waited for her to leave.

She tilted her head to the side, studying him. "What are you up to?" she asked suspiciously.

"Me?" he scoffed. "Nothing. Not a thing. Bye." Her eyes narrowed and he cursed himself. He'd laid it on too thick. Rolling his eyes, he tried to push past her, but she stopped him. "Oh, go on now," he told her, "can't you see you're not wanted here?"

She closed her mouth on what she'd been about to say and looked away. He'd hurt her? Good.

Who'd she think he was, one of her little friends? His future-self, the Angel wannabe? Good thing he was offing himself, he thought, shuddering in revulsion. "Oh, did I hurt you? Good on me then," he told her. "Leave now. I'm busy."

"Why do you always have to be so mean?" she asked angrily. "God, you gonna call me a high school loser again? Or tell Xander--" and then her eyes widened and she smacked him on the side of the arm. In his drunken state, he stumbled back a few steps, falling out the door, and tripping down the step. "You're gonna try to kill yourself again!"

"Am not!" He backed away from her, and held his hands up in innocence.

"I know that look. I saved you the last time, remember? Which wasn't that long ago." Suddenly, she jumped toward him, reached into his duster pocket, and pulled out the stake, holding it up and glaring at him.

He shrugged nonchalantly. "I need protection too, ya know. And I also happen to like violence, and if the only way I can get that is to kill demons, then so be it. Don't know what nancy-boy me told you in the future, but I still like to kill."

Willow nodded, not at all shocked by his revelation. "I know, Spike. I mean, hello. You're a demon, of course you like violence. I'm not stupid." She flashed him a mischievous grin. "I once called you tame... in the nicest way, of course," she rushed to assure him, "and you followed me around for a whole week telling me of your exploits. From railroad spikes to Drusilla's high heel. I don't think I ate that whole week."

He chuckled deeply. "Told you about that one, did I?" He looked her up and down. "And yeah, I'd agree on the eating part. You're too skinny." The appreciative glint in his eyes belied his words.

Completely missing his approval, she scowled in mock anger, tossing the stake from hand to hand. "Hey. I told you not to call me skinny, Vanilla."

His grin faded, and he grabbed the stake from her.

A veil of sadness seemed to drop over her features. "Or I will tell you. If you don't kill yourself."

"I already told you, Red. I'm not gonna kill myself. So, just leave. Go bug someone else."

"I can't. They've already got a 'me'. And there'd be too many questions. And my parents came home tonight, so I can't stay there again without risking being found out. Also, the whole Faith thing is coming to a head tonight. So, pretty much... " she took a deep breath. "I was wondering, you know, if you don't mind, and if you aren't going to be a grouch about it... if I could, well, stay here."

Spike sighed, rolled his eyes, threw his arms up and just generally tried to make it known that he was not happy about this. But, the thought of her wandering around outside with no place to stay didn't appeal to him either. He didn't know why he cared, but he did. Besides, if his future self found her company and friendship worthwhile, then he guessed she couldn't be all that bad. Ah hell, he thought, what happened to wanting to kill yourself?

"Fine. Do what you want," he said gruffly, walking back inside the crypt.

She grinned and followed him. "Thank you, Spike." She hopped up on the edge of the bed and watched as he shoved a piece of paper into a drawer in the table. "Is that Dru's picture?" she asked.

He spun around, his face hard and resentful. "God, what didn't I tell you about?" he yelled angrily. Dru was his, not a thing, not a secret to share. *He* loved her, *he* missed her, *he* wanted to die because he didn't have her anymore. Not *her*!

Faced with his sudden, drunken anger, Willow shrank back, no doubt remembering when he'd kidnapped her and the moron. He tended to be one of two things when he drank. Sappy, or violent. And given the fact that he was a demon, violent usually won out.

She tossed a sideways glance at the door.

Seeing her afraid, and smelling her fear, was like ambrosia. He wanted to keep her afraid, to drink in the smell of her fear like he couldn't drink her blood.

She was watching him closely, her eyes wide and fearful, untrusting. He liked it. She took a step toward the door and he moved. He was in front of her in a second, grabbing her arm roughly. He'd have to be careful, couldn't hurt her enough to set off his chip. Good thing it didn't mind mental pain.

He sneered at her gasp. He was drunk, and she knew it. He was also extremely turned on by her. He hauled her up against him, and she knew that too. He slid his hand down her back, pressing her against him. His other hand caressed her cheek, his thumb brushing along her jaw.

She pushed against him, turning her face away. "Spike, let me go. You're drunk."

She was wriggling around, trying to get away, and he was loving every second of it. Her soft body was touching every inch of his. He grabbed her jaw, turning her face back to his. "Yeah, pet, I am drunk," he agreed, his lips hovering an inch above hers. "Come on, you can't tell me we haven't done this before. All that stuff I tell you in the future? Gotta be getting something in return."

She stared at him, hurt in her eyes. "We haven't. I wouldn't, and you--future you--knows it. Let me go," she begged.

"No," he whispered, his voice husky, his eyes burning into hers. He backed her into the sarcophagus, and pressed himself against her, holding her with his body. Cradling her face in his hands, he lightly pressed his mouth to hers, halfway expecting her to bite him. He was pleasantly surprised when she didn't.

One small taste of her was satisfying, and yet, nowhere near enough. He traced her mouth with his tongue and pressed his lips to hers, softly at first, then more demandingly. His mouth moved over hers hungrily, his fingers threading through her hair, and still she didn't fight him. She had to know that if she truly fought him, he'd have to let her go, since the chip wouldn't let him hurt her. Not that he wanted to hurt her, he didn't need to force women into his bed. They fell into it.

He raised his head and looked down at her.

She stood there, not doing anything, not fighting him, not responding in any way. That was more frustrating than if she'd fought him off. Indifference wasn't something that turned him on.

Her hands were fisted at her sides, her eyes closed, her face blank. She opened her eyes when he stepped away from her and dropped his hands. He could see the anger, fear, hurt, and guilt there.

Guilt? What the hell for? Did she actually consider that passionless kiss, cheating on her girlfriend? He turned his back on her angrily.

Willow blinked in confusion. She was free of Spike, but she felt empty. This was what she wanted, wasn't it? He was drunk, and not *her* Spike, and she didn't think about Spike like that anyway. He was her friend, nothing more. She liked him, but she didn't love him. She loved Tara. Not Spike.

So, why then did she feel like she'd just lost something she hadn't even realized she wanted until it was gone? And she did want it. Him. She wanted him. Willow wanted Spike. Damn him and his sexy good looks and sexy voice and accent and... damn her for being the type of person who always wanted someone other than the person she was in a relationship with.

It didn't matter, she decided. She couldn't, and wouldn't, sleep with Spike. She wasn't about to screw up another relationship. She'd just have to hide her attraction to him, and pretend it never happened. And getting out of here would be step one.

Spike was standing a few feet away. He hadn't moved since turning away from her, and she was grateful. It would allow her to slip out unnoticed. She moved past him quietly and had her hand on the door when he grabbed her again.

He spun her around, pushed her up against the door and pressed himself to her. She gasped, both at the anger in his actions and the feel of his body against hers. She tried to push him away, but he was bigger and stronger, and not in the mood to play games. He kissed her again, but there was no soft tenderness this time, it was hard and punishing, and more sensual than a kiss had a right to be.

Her hands, which had been pushing him away, were now pressed uselessly against his chest, trapped between them. He pulled back, grinning at her, his eyes full of promise.

"Here's the thing, Red, you and me, we're gonna end up shagging. So, we might as well get it out of the way now. What do you say?"

She snorted at him. "Arrogant, much?"

"No," he said seriously. "Well, yeah, but I don't need to be to know that you want me. Maybe it doesn't show in your face or your eyes, but you can't slow your heartbeat." He leaned forward and lightly nipped the pulse point in her neck. "Can't cover the smell of your arousal either." He ran his tongue over her skin, kissing her shoulder.

Willow gasped and arched into him. His lips traced a path along her neck while his hands caressed her back. His touch felt so good. Better than Oz. Better than-- Tara. Think of Tara. She shoved at him, and he let her go, confidence radiating off of him in waves.

"I have a--"

"Girlfriend. Yeah, I know. You've told me at least ten times now," he smirked, following her as she paced away from him.

"And you and I--" She moved out of his grasp as he reached for her.

"Are friends. Know that too, pet." He once again tried to grab her, but she escaped again.

Willow moved quickly around the coffin, trying to get away from him. "We've never--"

"Done this. I know. First time for everything." He jumped up on the coffin and crouched down, watching her like the predator he was. She backed away from him, and made a dash for the door. He jumped from the coffin and easily caught her from behind, pressing her back against him, one hand snaking around her stomach, the other brushing the hair from her neck.

Willow shivered at his touch. What was happening to her? She'd touched Spike plenty of times before, usually in jest or anger, but never in this manner, and never had it felt so good. His lips played along her neck, while his hands untied her top shirt. He pulled it off of her and dropped it to the floor, sliding his hands underneath her tank top.

The feel of his hands touching her so intimately sent shivers of anticipation through her. All thoughts of Tara fled her mind. She turned around in his embrace and waited. Waited for him to kiss her. He wasted no time in pressing his lips to hers, kissing her with so much hunger she was left wondering who it was for.

But then she stopped wondering, and started kissing him back.

He gave a throaty chuckle and backed her up until she was pressed up along the sarcophagus again. His tongue traced her lips, then slid inside her mouth.

She pressed herself to him and pulled his duster off his shoulders, dropping it to the floor and sliding her hands down his back. Next went his red shirt and black T-Shirt.

He swept his hands under her tank top and pushed it up slowly, exposing her skin inch by inch. She grabbed the hem and yanked it off, tossing it across the crypt.

Spike laughed and hauled her back against him. "Impatient?"

Impatient? Definitely. Yes. She wanted him with every fiber of her being, and she didn't care if she had to sacrifice her modesty and pride to have him. Where had this wanton part of her come from? she thought briefly. Very briefly.

Her hands fumbled with the buttons on the back of her skirt, but she couldn't seem to undo it. He pushed her hands away and turned her around. He knelt behind her and leaned in close, his lips trailing along her waist and back as his hands undid the button. An electric heat pulsed through her every time he touched her. Feeling weak-kneed, she leaned against his bed.

He unzipped the skirt and slid it down her thighs, pressing feather-soft kisses on her exposed skin. Willow stepped out of the material and turned back around at the same time as he stood up. She unhooked her bra and dropped it to the floor with the rest of her clothes.

Fighting the urge to turn away or hold her hands up to cover herself, she allowed his eyes to roam over her. The appreciative grin on his face was enough to reassure her. He lifted her up and sat her on his bed, leaning forward to kiss her stomach lightly.

"Not bad," he smirked, his grin widening as he trailed kisses along her abdomen. Willow felt a ridiculous sense of joy at his admiration. The desire and hunger she felt for Spike was different than what she'd experienced before. Oz was tender and mellow. Tara was loving and sweet.

Spike was fire and passion.

She sucked in a breath when she felt his mouth on her breast, his tongue flicking the nipple. She arched her back and combed her fingers through his hair, holding his mouth to her breast. His hair was so soft. As long as she'd known Spike, she'd never touched his hair. It was something she'd always wondered about. It looked so soft and inviting to the touch.

His mouth left her breast, leaving her feeling bereft. She opened her eyes to see him tossing his socks to the floor. She waited and watched in anticipation as he unbuttoned his pants and pushed them down his hips, then stepped out of them. No underwear, she wasn't surprised. He was gorgeous. All muscles and lines and hard, pale flesh.

He stood still, completely naked, letting her look her fill. Warmth shot through her stomach at the evidence of his arousal. He closed the distance between them and climbed beside her on the coffin. Her eyes, filled with heat and longing, met his.

He pushed her back, and laid next to her, splaying his hands on her stomach. She leaned forward and kissed his chest, her tongue darting out to flick his nipple as he'd done hers. He groaned, and closed his eyes, encouraging her to touch him some more. Feeling bold, Willow slid her hand along his stomach, delighting in the way his flesh rippled under her touch, then moved her hand lower. He pulled back with a gasp, and she saw the surprised expression on his face.

She couldn't help but laugh. "I'm not exactly a virgin," she told him.

Spike rolled his eyes and kissed her deeply. "So I noticed."

He knelt over her, pulling her panties off, and she shivered at the feel of his hands on her legs and stomach. It was extremely intimate and arousing. She laid back and enjoyed the sensations and feelings he was invoking as he kissed his way up her legs, around to the inside of her thigh and higher--

She nearly shot up off the bed when his mouth pressed against her. He grinned and flicked his tongue against her clit. She arched her hips, tangling her hands in the blankets underneath her. The tingling wave of heat working its way through her body was driving her wild.

She whimpered, wanting him inside of her, now. She sat up, pulling him up as well. She kissed him, hard, then laid back, taking him with her.

He raised an eyebrow. "There's that impatience again," he teased.

She moved her hands along his chest, around his back and down further, pressing him to her.

He got the message and slid inside of her, holding himself still. Pain shot through her and she gasped, unused to the feeling of a man inside her. A few seconds later, the pain passed and pleasure replaced it. He was watching her, waiting. She nodded and held him closer. He dipped his head down and caught her lips, moving out of her at the same time.

He thrust into her and she arched against him. After only a few thrusts, he suddenly tore his lips from hers and buried his head in her shoulder. She ran her hands through his hair and tried to bring his mouth back to hers, but as he continued to thrust in and out of her, he kept his head down.

She suddenly understood. He couldn't look at her, not if he wanted to imagine he was with Drusilla. Her caressing hands shoved at him, trying to push him off of her.

"Stop," she bit out, "get off of me. Get off," she yelled.

"Willow," he ground out. "Stop it." He raised his head and she stared into his yellow eyes and ridged forehead.

"Then stop thinking about Drusilla," she demanded, hating the hurt evident in her voice.

His face returned to normal, and she saw the confusion in his eyes. "What the hell are you talking about?" he groaned.

She looked away, suddenly unsure. Maybe he hadn't been thinking about Drusilla. Maybe he just didn't want to look at Willow. Maybe he was already regretting sleeping with her, and they were still in the act, God, what if--

Spike sighed heavily, and rested his forehead against hers. "Willow, can't you just stop thinking for a few minutes and enjoy yourself?" She could hear the strain in his voice, and she felt guilty for being the cause of it, but she had to know.

"Then why won't you look at me?" she whispered.

His laughter shook her, and sent delightful shivers down her spine. "Is that what this is about?"

She nodded, and he pulled back to look at her. "I didn't want to scare you. Or disgust you."

She frowned in confusion. "How--"

He vamped out, and looked down at her. "Like this," he told her.

She reached up and touched his forehead and cheek. "I've seen you like this a lot of times, and it hasn't disgusted me yet." She leaned forward and kissed him, fangs and all. "Kinda sexy," she said with a wink.

He laughed and kissed her back, being careful not to cut her... too much. A little nip wouldn't hurt her. He hoped.

They kissed deeply, and she ran her hands down his back, urging him to begin again. He complied, pulling out of her and thrusting back in again. He didn't turn away this time. He kept his eyes locked with hers when they weren't kissing.

He thrust faster, knowing she was close. She was panting, and arching up against him with wild abandon. His own climax was approaching, and he decided to speed hers up. He leaned down and nipped her neck lightly with his fangs, licking the blood that seeped out. She tightened around him, screaming his name.

While she was in the throes of ecstasy, he bit deeper into her neck. She came again, and he grinned.

He drank deeply from her and found his own release a few seconds later, thrusting into her one last time. She held him close, pressing his fangs even deeper into her flesh.

After recovering from their love making, Willow snuggled into Spike's side, closing her eyes in contentment.

"Now *that*, is something I could never imagine wanting to do with Slutty the Vampire Slayer," Spike chuckled.

"Me either," Willow said with a disgusted shudder, making him laugh. Realizing how callous that sounded, she tried to explain. "No, no, I mean, because, you know, there are some people you never, ever want to think about in a sexual way, or having sex with, and, well, Buffy's one of those for me. She's a friend, I'd just never want to sleep with her... in the non-sleeping sense of the word."

Spike pulled the sheet up around her, covering her chilled body. "I get it, love. Every one of your friends are on that list for me."

"Same here, except, of course, Tara. And Oz. Ow." She pulled away from his suddenly tight grip and slapped his chest lightly. "Let up with the manhandling, 'cause, ow."

"Sorry." He sat up, giving her a quick kiss on the lips, then walked, completely naked, over to his duster and grabbed a pack of cigarettes, and his lighter.

She watched him, loving the way he moved. He was like a giant cat, all sinewy grace. And this would be the one and only time she'd get to see him like this, so she had to get her fill. He lit a cigarette and sat back down next to her. She ran her hand lightly up and down his back, making him shiver.

"Ready for seconds already?" he asked in amusement. "Or should I say thirds?" He tossed her a grin and swung back around toward her.

She looked away from him, not wanting him to see the sadness in her face. She didn't know how he would feel if he knew this was the only time she was going to let this happen. Maybe he didn't even want it to happen again. Either way, it wouldn't be happening again, and she was depressed. She kissed him softly, but thoroughly, saying with her lips what she couldn't say with words.

Spike watched her as she laid back down, resting her head on his knee. His eyes narrowed. If she thought this was a one time deal, she was sadly mistaken. But they'd worry about that later.

In love with Buffy, huh? Not if he could help it. Substitute one woman for another. Worked in theory.

He smoked his cigarette, and ran his hands absently through her hair. It was shoulder length, longer than Willow's hair in this time. He liked this style better than the other, and he hoped she continued to grow it out. There was nothing more erotic than seeing a woman with her hair spread out on your pillow. He looked down. Or your leg.