Disclaimer, Summery, ect.: See chap 1.

Author's Notes 1, Tigerwolf: This is a good chap, I think, anyway. But it's YOU the reviewers, who really tell us. So TELL US ALREADY! lol. Sorry. I love reviews. Enjoy the chap.



Giles was beginning to look for another hotel. With their seemingly unlimited supply of money, they'd taken to stopping at a hotel every three days or so. Everytime they went through a major city. Also, in two days, there would be a milestone. In two days, at exactly midnight, all their Glory worries would be over. The time for the ritual would pass, and they'd finally TRULY be on vacation.

Giles glanced over at Buffy, who was in her usual place in the passenger seat, pointing at the red X that was on the mini calendar on the dashboard. They were almost a thousand miles from Sunnydale by then, and well on the way to their next major stop, Washington DC.

She smiled happily at him. "It's good. This is good." No one, of course, would SAY what THIS was, because they all knew, but felt as if saying it would end their luck.

Giles gave a nod, and started to speak, but was interrupted by his cell phone. He gave a confused look at Buffy, then answered the phone. "Hello? Yes. Who? O..k.." He looked at Buffy. "You won't believe this. It's for Spike."

She gave a disbelieving grin. "Seriously?"

He nodded, called back to Dawn. "Dawn? Could you come here for a moment?"

She got up from her magazine reading to cross to the drivers' seat. "Reporting for duty!" She chirped at him.

He chuckled, then, "There's someone on the phone for Spike, would you take the phone to him?"

She smiled and took the phone. Assuming it was Clem, she spoke into it, "Hey, buddy! Long time!"

After a slight pause, a very NOT Clem, or even male voice said, "Um... excuse me, who is this?"

Dawn switched immediately to the defensive. WHO was SHE? Who the hell was THIS girl? "Dawn." It was short, clipped.

Dawn could almost *hear* hoe-girl simpering into the phone as she said, "Wow. Dawn. That's so cool. Spike talked about you a lot."

'When you were *fornicating*??' the teen thought snottily. "I'm so sure," she said bitchily into the phone, then opened the door on a sleeping Spike, and prodded him none-too-gently on the shoulder.

Spike opened his eyes. Due to the non gentleness of the touch, he expected to see Buffy. Instead, it was Dawn, complete with a pissed look and a cell phone. "Bit? What is it?"

"For you." She said into the phone, "He's here now." Her voice lacked all emotion, barring contempt. Dropped it on his chest. Turned, and left the room, giving the door a decisively firm closing.

Cocking his head at the door, he picked up the phone. "Hello?"

A warm voice said to him, "Spike?"

Spike brightened. "Madison! Hey. We were gonna stop tonight. I was going to call you."

He could almost hear her smile over the phone. "I was just checking. I mean... I didn't know if that stuff about vampires was true, about daylight? But I wanted to make sure you got back to your hotel ok the other day. I almost forgot about your number till today."

He chuckled. "I did. And yes, it's true. I was about two minutes and a large cloud short of being deep fried."

She chuckled. "Lucky you." More seriously, "How's things?"

"Any 'thing' in particular?"

She shrugged, then remembered he couldn't see it. "Dunno. Things."

He chuckled again. "Well, other than I probably really need to explain who you are to Dawn, not much."

She smiled again. "She's not usually so...?" Tried to think of a diplomatic word.

"Bitchy?", the vampire supplied.

Small laugh. "Um... not what I was going for, but... it fits. Yeah. She's not usually so bitchy is she?"

He grinned at the phone. "No. She's the sweetest teenager I've ever known. She probably thinks that you and I... are more than friends."

She tilted her head, considered. Not a BAD idea, but.... no. It wasn't there. Chemistry, sure, but no... heat. "Mmm... Hate to let her down."

He chuckled. "Yeah. She's prolly pissed at me, thinkin' I'm 'cheating' on her sister. We aren't even going out!"

She laughed, full out. "Ah.. protective of big sister, huh?"

"Yeah. This whole family is pretty protective of all the others in it. Doesn't even matter that Buffy and Dawn are the only two who are actually related to each other."

She smiled. "Sounds like a pretty nice setup. Do you like the rest of them?"

He made a noncommittal noise. "Some. Not all."

"Male territory thing?"

He chuckled. "You could say that. Although our territories don't really cross that much."

She giggled. "Remember to pee on the ones that are yours."

He gave a play growl at the phone. "I'm a vampire. Not a dog. I rub on things."

She laughed. "Right. Forgot. All guys are dogs, hunni. Vampire guys are no exception. So go lift your leg."

He laughed. Not a chuckle, just.. a laugh.

Dawn, standing outside the door, cocked her head to the side. So now he's LAUGHING with Skanky Spice? Ugh. What. Freaking. Ever.

"If I even remotely acted like I was going to do that, Giles would spray me with the sink hose."

She laughed again. "It's good to know you're doing well. Oh!" Like she had totally forgotten. "I probably woke you up, huh?"

He chuckled. "Yeah, but I don't mind. Someone's always waking me up, anyway. I'd rather talk to you than sleep, so thanks for waking me up."

Dawn's lip curled as she heard pieces of that remark.

"So what's up with you?"

She groaned. "Nothing. I've locked myself in my room away from my brother. I could kill him. I'm going out dancing tonight, though."

"I hope you have a good time. When will you be home? So I can call you."

"Mmm... I'm always in by two. The other night being the exception. I was sneaking."

"Oh? And what were you doing? If you don't mind telling me."

He could FEEL the embarrassment through the phone. She ducked her head, tucking her long black hair behind her ear. "I was out with friends."

"Oh? What kind of friends?"

Quietly, "The group of older guys kind?"

He made a noise. The meaning was unclear. "That's not safe, Madison. How much older are we talking?"

Even more quietly, "Twenty-eight."

He'd never asked her. "And you are...?"

Quiet voice, "Nineteen..."

He fishmouthed at the phone. "God.. Madison! They could have.. I don't even want to think about that. Tell me you'll never do that again."

Pleading, whimper noise. "Mm... But-"

"No buts! I won't be there to save you if something goes wrong. And I don't want you getting hurt. You're the first friend I've had, outside of Dawn, in over a hundred years. I don't want anything to happen to you. Please."

Slightly pouty sigh. "Fine. But what'm I supposed to do tonight?"

"Don't you have any girlfriends?"

She shrugged. "Kinda, yeah."

"So call them. I know a good movie you could see."

"Ooh. What?"

"Do you like scary movies?"

"Oh yeah! They're the best!"

"Then trust me. Go see Signs. Scared the hell out of me, and I'm a vampire."

She grinned. "Cuz that makes you all big and bad?"

He chuckled. "It's supposed to. Hasn't been working quite as much as it used to, lately."

She shrugged. "Scared the piss outta me, if it counts for anything."

He smiled. "Thanks." Chuckled again. "Want to know how bad that movie scared me?"

"Of course."

He laughed at himself. "Well, first, during the movie, I actually grabbed Dawn at the same time she grabbed me."

She laughed, hard. "I'm sure she liked *that*."

"Yeah, she laughed at me."

Another grin. "I bet."

Chuckled. "Well, it got worse. That night, I was trying to sleep, and I kept hearing something that sounded a lot like the aliens in the movie outside. Scared Buffy, too."

She laughed. "Let me guess. Squirrels?"

"Nope. But it was harmless. Harvester demons. A family of them. On vacation. They're little girl had wandered off and her parents were yelling at her. She blew me a kiss when they left."

She was still wrapping her mind around 'vampire'. "Harvester-? Ya know what, I'm sure you know what you're talking about. Aww. She liked you, too."

It was a good thing that he couldn't blush, but the happy embarrassment was in his voice. "Yeah. I was translating for Buffy, and she wanted me to tell the little girl that her dress was pretty, and that her parents knew what they were talking about. That there were scary things out at night. The little girl poked at me and said that I wasn't scary."

Madison blew out a breath. "Apparently, you weren't trying to be?"

He chuckled. "I rarely try to be, anymore. It used to be a hobby."

"You were quite proficient at it. I feel bad for any boys who want to date Dawn."

He laughed again, hard. "And don't think she doesn't get after me for scaring the guys that look at her."

Sighed. "That's gonna bite you in the ass one day."

Grinned. "I know. I'm actually looking forward to it. I mean, what's the worst she can do? She can't very well hurt me."

"I wish you could see me rolling my eyes at you. Girl's don't have to hurt physically to make you pay."

He chuckled, then said quietly, "Believe me, I know." Quoted, "The strongest heart can be broken with one insensitive word. The deepest feelings remain unspoken, no one seen, nothing heard." Chuckled to himself. "That's from a really old song. I can't even remember who sang it."

She smiled fondly. "I don't know. But I like it. It's true."

Nodded, then realized how dumb it was to nod at a phone. "Yeah. I've lived it. Several times over. Been in love three times in my life. First one wouldn't have anything to do with me, second one stayed with me for a century only to leave me for a slimy Chaos Demon, and the third... Well, Buffy I'm still working on."

She made a sympathetic noise. "Once. Ever."

"You're still young yet. Plenty of time. Want to talk about him?"

"Mmm... I have problems with older guys."

"So does Buffy. Her first boyfriend, my Grandsire, was born in the seventeen hundreds."

She groaned. "God... you guys need to script this, and make it into a TV show. It's ridiculous. Demons, vampires, a... Killer? Oh. Slayer."

He chuckled. "Well, we are from California. Maybe I'll make an anonymous suggestion to UPN or something."

"What the hell is a grandsire, anyway?? And what's her problem? One vamp boyfriend is ok, but another one isn't??"

"Ok. Do you want this? It's a long story."

Deep bracing sigh. "You know it."

"Well, first of all, the term 'Grandsire', means..."

========================================================================== =========

She moaned. "Oooooh my God... Psycho. Just... damned psycho."

"Are we still discussing Dru? Or Angelus?"

She made swirling motions with her hands. "All of it. All of you. Poor Dawn. She's never gonna be normal. Of course, neither am I, because I'm gonna make a stake and never let it out of my purse, again, ever."

He laughed. "I'm sorry. I shouldn't have told you all this junk."

She shrugged. "Better that, than me being clueless and munched upon by some vampire not half as nice as you."

He ducked his head for an instant. "Stop complimenting me. Makes me feel weird."

"What? That you're nice? Handsome? Kind? A life-saver? Which one makes you feel wierd?"

"All of 'em.." She could hear the embarrassment and happiness in the quiet voice.

She huffed out a breath, smiling the whole time. "Well, they're true so... build a bridge. Get over it."

He chuckled. "Now you sound like Dawn."

"Well, then, she must be awesome!"

He laughed again. "Madison! Someone has an inflated ego."

Fake arrogant voice. "Well. What can I say... When you're hot you're hot." Laughed, rolled her eyes. "Yeeeeaah. Whatever."

He laughed with her, then glanced at the clock. "Whoa. We've been talking for three hours. If you want to make the movie, you'd better go. And call me and tell me how you liked it, ok?"

"Yeah. Do NOT forget to call me at like... 2-ish, yeah? I'll be mad if you don't."

"Can't have that," he said with a chuckle. "I will. Don't worry. Just be near a phone. Bye, Madison."

She smiled. "Bye, Spike." Hung up the phone.

Spike pressed the button on the cell, reminding himself that he probably owed Giles something like fifty bucks now, and opened the door to give the phone back to Giles. He handed it over, with a quick hi to Buffy and the others, then went back to the room.

Dawn had long since abandoned her listen-in and was now staring at a page in a book for a good hour. And it was upside down. Spike paused, looked at Dawn. Took the book, turned it over, gave it back. Then closed the door to the bedroom.

Dawn wagged her head back and forth like she was talking to herself in her head. Bitching to herself in her head. She stood, walked in the door, screwing knocking, and tossed her book across the room in a dismissive gesture, hearing it thump against a wall while she closed the door behind her. Started rooting through a bag for another one to 'read'.

Spike cocked his head at her from his spot on the bed. "What's up, Bit?"

Just a tad bit of a death glare leveled at his head. "Up what?" Returned to her bag-plundering.

He tried to hide a grin. "Are you mad at me about something?"

She gave him a look, screwing up her nose into a pouty glare. "Shut up."

"Is this about my friend on the phone?"

She stood, tossing the book she had just chosen to the ground. "Now that you bring her up, who's Skanky Spice?" The amazing thing was that she said it with a straight face, arms crossed over her chest, an 'I dare you to answer' look on her face.

Spike wasn't nervous, or ashamed at all. He grinned at her. "Her name's Madison. I met her when I went out the other night at the hotel. Saved her from a demon, then walked her home."

She gave him THE look. The, do-I-look-like-a-stupid-teenager look. "How lovely. Was this before or after you screwed her, came home MINUTES before sunrise, REEKING of- of..." she snarled the word, "*ho-biscuit*, and wearing someone else's jewelry??" She shrugged, made even the movement seem sarcastic. "Cuz, ya know, just curious."

Spike felt his lip curl slightly. "For your information, she is my FRIEND. Nothing more. And it's a miracle that she's even that much, considering I tried to..." Stop there, become intensely interested in the ceiling.

Eyes narrowed dangerously. "Before you *what*, Spike? And I just want you to know how much I do NOT believe you. But I must say. Convincing show about loving Buffy." Snatched up the book and began to leave the room.

He grabbed her arm, pulled her onto the bed. "Dawn. I do love Buffy. And I love you. Madison is just a friend. If you really want to know what happened, I'll tell you. But I don't want you telling anyone else. I don't want them to know something just yet. I have to prove something first."

Her eyes looked very wet, but she blinked it back. He said he wasn't faking loving Buffy, and wasn't faking loving her. Ok. Deep breathes. Took a few. "Ok."

He released her arm. "Remember when the Knights attacked the Ohana?"

She began to absently rub her arm where he had grabbed it. It hurt. "Yeah." It was quiet. There wouldn't be marks. But it had hurt.

"When I shoved that sword up and hit the Knight in the nose, something overloaded in my chip. It hasn't worked since then. But I only found out a couple of nights ago when Buffy and I were sparring."

Her hand stilled on her arm, still covering the spot protectively, though. "You... hit her to hurt?"

"Not really. Not on purpose. She hit me really hard and I reacted on reflex. I expected the chip to go off, but it didn't."

She nodded. He hadn't even flinched when he'd swung her down to the bed. It made sense.

"Now, before I tell you the rest, I want you to know that I will never, NEVER, hurt you. Or Buffy. Or any of the Scoobies. Is that clear?"

Her gaze rested on her arm, but only a fraction of a second. She looked in his eyes. "Yes."

He put a hand out, rubbed at her arm gently. "I'm sorry, Bit. Didn't mean to grab you that hard. It's like I don't know my own strength anymore."

She shrugged. "No big. I get it. Like... You're a tiger, but... you had to be a house kitten for a long time, so... it's gonna be wierd adjusting to tiger again."

He gave a lopsided grin. "Thanks." Sat back against the pillows. "Ok. Well, I got excited about this, you know? I can hunt. I could kill again. So, I went out with every intention of getting me a human snack."

She frowned disapprovingly at him, but didn't interrupt. Didn't move away from him, either.

"So I'm stalking this girl. Little older than you. And I follow her into an alley. Just like old times. I grabbed her, and she screamed, started begging me. Said her mom would miss her.. her family.. And I couldn't do it. I let her go."

She smiled, scooted up on the bed to pat his knee.

He gave her a half grin. "Anyway, she runs out of the alley, right? And then I hear her scream. So I go kill this big yellow/green demon thing that was gonna eat her. It slashed my arm." He held his arm out for her to see, the cut healed, except for deep painful yellow bruising.

She gave it a concerned pout, gently touching the bruise.

Spike smiled at her. "She used your shampoo. Smelled kind of like you. She fixed my arm. And I offered to walk her home. She asked, so I told her what I was. She said that she saw good in me, and that you were very lucky to have me. I disputed it, but she'd hear none of it. Then she gave me this." He touched the necklace, unclasped it and held it out to her. "Celtic knot with malachite. Supposed to guide people through difficult pathways in life. She said I needed it more than her. Then she gave me her number. I'm supposed to call her around two am tonight."

Dawn gave a soft smile, fingering the pendant. "It's pretty."

He smiled. "Yeah. I didn't want to take it, but she insisted." He put the necklace back on. "So you see now? She's my friend. I'm allowed to have friends too, you know."

She sighed then pouted. "Well, excuse me for jumping to very rational conclusions."

He chuckled. "Come on, Bit. You know how unlucky I am in relationships. What's the possibility that I'd meet someone else? Especially since I'm not through convincing Buffy to love me yet."

She embarrassedly tucked her hair behind her ears. "I know. But, ya know, loving people doesn't always mean a lot when that's concerned."

He cocked his head at her. "How do you figure?"

"Well, I mean, you don't have to love someone to sleep with them."

"You've been reading too many of those trashy books, Bit. But it's true, as much as it pains me to say it. Harmony, case in point. But that was out of desperation."

Dawn smiled charmingly. "Let's not talk about your sex life. Ever."

"No problem, Bit. I really don't want to relive it, anyway."

"And I don't want to hear it. Look how that works out. So. She smells like me, huh?" Tossed her shining hair over her shoulder. "Can't be all bad, then."

He chuckled. "Not bad at all, really. I never realized how... nice... it is to have more than one person that I can talk to." Chuckled. "Probably because it's never happened before."

She frowned abruptly. "But she's.... like.... not half as cool as I am, right?"

"Not by a long shot."

"Cuz I'm your Bit." Insecurity ran a shiver in her voice.

"Yes you are." He pulled her to him in a tight hug. "And I love you."

She smiled, relieved that her place was reaffirmed, sure, fixed with him. Let him cuddle her to him, hugged him back, just as tightly. "I love you, too."

He just held her, resting his chin on the top of her head. "When I call her tonight, I'll let you talk to her for awhile. Who knows, you might have more in common than shampoo and a pet vampire."

She frowned at him. "You're not my pet. You know that I mean it when I say I love you." She looked him earnestly in his eyes. "Spike. You know I mean it, right?"

He smiled at her. "I know, Bit. And you know that I mean it, right?"

She nodded seriously. "Of course I know it."

He pulled her close again. "Don't tell anyone about the chip, ok, Bit? The way they are right now, they'd probably leave me in a gas station bathroom or something."

One of her small hands went up to pet at the hair on the back of his head. "I wouldn't let them." Frowned intensely. "I wouldn't. But I promise. I won't say anything. Ever, if you don't want to." The way she looked at him, he knew... Should he choose to never tell anyone, Dawn would keep her silence.

He squeezed her a little tighter. "Thank you, Dawn. And there's something else that I don't want you to mention to them, ok?"

"What?"

He rested his chin on her head again. "That I get all soft when you hug me. It'd ruin my image."

She smiled. Squeezed him a bit tighter, because ten minutes ago, she thought she had lost him. "I promise. Only big, gruff vampire. Grr. Argh."

He chuckled. "Thanks, I think."

She laughed. "Right."

He pulled back, grinning at her. "So. Anything else you want to talk about?"

She shrugged. "You like me more than her. That's about all I needed to know."

He laughed. "Oh, come on, Bit. You never really thought that I'd replace you, did you? You're my best friend!"

Her eyes rounded. "Really?"

He nodded, smiling at her. "Best friend I've ever had."

She smiled back. "Same goes."

He ducked his head. "Naw. You've got your pals from school, and the Scoobies. I couldn't possibly be your best friend."

She gave him a serious smile, pulled back to sit cross-legged in front of him. "Yes, you are. Only person I tell... well, anything."

He grinned, blinking a little. "Thanks, Bit. Never had a best friend before."

She shrugged. "Me either."

"Really?"

Nodded her head. "I mean... I've had friends... but... no one not expendable."

He cocked his head. "Speaking as someone who used to be an expendable friend, it isn't a nice feeling."

She pouted. "Well, you're not expendable now."

He leaned back on the pillows with a contented sigh. "I know. Feels really good. Warm, ya know?"

She nodded. "Safe." It was quiet. Almost not said.

"Yeah. That too." He fought his eyes closing. "Wanna stay with me for awhile? Till we get to the hotel?"

She nodded, crawled up the bed beside him, laid out by his side. He slipped an arm around her in a brotherly fashion, started to say something, was stopped by a yawn, showing his now white fangs. Whitestrips had worked.

She gave a laugh, tugged on one of his fangs. "Tooooooold you."

He glanced at her with golden eyes. "I know. I got some back at the Wal- mart. Thanks for suggesting it." Ran his tongue over a fang. "They feel better, too."

She smiled. "I know all. Never doubt me."

"Hail the all knowing princess Dawn."

She snuggled back into a pillow, forcing him to give one up. "That's about it, too."

He chuckled, let her have the pillow. Yawned again, and began to doze off.

She was close to sleep, too, but said drowsily, "Spike?"

"Yeah?"

"Does my blood smell special?"

He opened one eye, regarded her. "In what way?"

She shrugged. "I know Slayer blood smells different. Does mine?"

"Sort of. Not as strong as Buffy's, so no vamp would mistake you for the Slayer, but it's there. Mostly, you smell human. Female. Young. And in good health. I can tell all of that from scent."

She gave a sleepy grin. "Watered down Slayer blood."

"Somethin' like that..." He yawned again. "You smell like your mum, too."

Her head lifted off the pillow. "Like Mom? Really?"

He rolled onto his side, to see her better. "Yeah. I don't know how to describe it. You've got the same way about you... the scent that makes me feel.. safe. Cared for. I know you got that from Joyce."

Her eyes drooped and her head drifted back to her pillow, wavering between sleep and wakefulness. "Thank you." She snuggled closer to him, and slept.

"You're welcome, Bit...", he whispered as sleep claimed him as well.

========================================================================== =========

Buffy walked in the backroom, to tell Dawn and Spike that they were at the new hotel. She stopped a moment to smile at them. Dawn and Spike were asleep, Spike's arm protectively around her, a small smile on both their faces. She was hit again with how young Dawn looked. She shook Spike gently, then her sister.

The vampire opened one eye, then immediately closed it and snuggled back into the pillows.

She grinned as Dawn basically copied his movement. Shook them again. "Guys... we're here. The hotel."

Spike opened one eye again. "Sun's down?" Groggy voice.

Buffy nodded.

He grunted, and used the arm that was around Dawn to jostle her a little. "Come on, Bit. Hotel bed's are more comfortable, anyway."

She pouted, tried to weight his arm down. "Waaarrrrmmm..." she whined.

He gave Buffy a half grin. "Now what do I do?"

Buffy leaned close to Dawn. "YOU'RE GONNA BE LATE FOR SCHOOL!!!"

Her sister yelped into a sitting position. "No!!!"

Spike laughed, hard.

Dawn groaned, glared at both of them and swung out of bed. "You *suck*," she told Buffy as she grabbed some clothes for the hotel. "That was *so* mean."

Buffy shrugged. "They've got a pool."

Spike recovered from his laughing fit. "A pool, eh?" Cocked an eyebrow at Buffy. Deliberately exaggerated the gesture.

Dawn perked up a bit. "Cool!" Left to troop after the other Scoobies.

Buffy gave him a cool look. "Yeah. Pool."

Spike cocked his head at her. "Well... Are you planning on swimming, Slayer?"

She shrugged. "Maybe. Probably." Turned her back on him to start gathering clothes and other things.

"Hmmmm. Maybe I will, then..."

She shrugged. "Are you gonna train if I can find their gym?"

Hesitated, then a hand found it's way to his necklace. "Yeah. Whenever you're ready."

She nodded. Checked her watch. About ten. "How bout at midnight?"

Gave a nod. "Alright." Somehow, he didn't seem as excited by this as he had been before.

She gave him a look. "And don't think that since you got lucky last time, it's gonna happen again."

"Huh?"

She firmed her lips into a pout. "Whatever. Midnight. Find the gym."

He nodded. "Ok, but I have to do something at two am, so can I call a time out then?"

She shrugged. "We'll take twenty at two, how's that?"

He grinned, grabbed his little duffel bag that was all he would need in a hotel, complete with a minicooler for blood, and followed her into the hotel.

=======================================================

At midnight, in yet another deserted yoga room, Spike and Buffy faced eachother.

Spike was a little nervous, having to remind himself that this was sparring, not fighting, and that he couldn't hurt her. No matter what she did to him.

Buffy stood before him, stockinged feet, white pants, white tank top. And Spike, wearing the same attire from their last sparring session, faced off with her. White against black. It was ironic. The two combatants slowly circled each other, each searching for the perfect time to strike...

Buffy made the first move, a short punch, then a solid kick to his shoulder. The kick caused him to spin around, and he used it, dropping as he spun and coming into a flawless leg sweep that knocked the Slayer on her back. In an instant, he was on top of her.

She bucked her hips as soon as he put his weight on her, flipping so she was now on top.

Spike let out a snarling, 'oof!', and bucked backwards, tossing her off him and going into a hand stand and from there to his feet. Spun around to meet her with a punch aimed at her stomach.

As his fist met her stomach, her's met his jaw.

He reeled from the punch, shaking his head and taking a couple of steps backwards, trying to shake away the stars he was seeing.

She thought it was the chip, because his punch hurt like a bitch. She was breathing heavily now, her body covered in a light sheen of sweat, and she took a ready position.

His head cleared, and when he looked up at her, it was with golden eyes. He roared and charged.

Connected a roundhouse, spun to face him, ready for his next attack. It didn't come, he was leaning against the wall, his eyes flashing from blue to gold and back again. "Hang on, Slayer... Just a minute.."

She stood, fists raised, waiting. Spike's sides were heaving slightly, which was just... wrong. Vampires don't breathe. Her hands lowered slightly, then she brought them back up. "What's up?"

"Bit of a problem. It'll go away..."

She nodded, waited.

His eyes stopped flashing, settling on blue, and he pushed away from the wall. Still breathing, but not as heavily, he took a fight stance a few feet from her. "Ok. Go."

She jabbed at his shoulder. He blocked, feinted a left hook, and caught her with a right roundhouse instead.

She was down, but swept his legs out from under him, and was on him, thumping a fist to his chest. "Dust."

He snorted, made a 'poof' noise. "Yeah. You win. Again."

She stood. "Yeah." Grabbed her water, took a few drinks.

He just sat on the mat, muttering to himself.

She was agitated, shifted a moment, then, "What are you muttering about?"

"Nothin' important. Stuff."

"Stuff instead of sparring?"

"Little of both. Like why I keep having demon troubles when we spar."

"Mm... Because sans chip, your demon would like nothing better than to bathe in my blood, then slurp it out of the tub with a curly straw, maybe mixing in Xander's, too, for a nice blend."

Spike growled a little. "Not entirely true."

She wasn't playing. She was angry. "No? Like yesterday on the Ohana? You wouldn't have torn out Xander's throat if you could?? Like it wasn't KILLING you to do nothing more than threaten him after you two fought?"

It was true. Xander and Spike's fight two days before had been verbal, but definitely violent in it's undertones. No one had been in a good mood, the air conditioning in the Winnebago had been on the fritz for about ten hours, and Spike and Xander bumped into eachother. Soon enough it had escalated to Xander telling him to stay away from Dawn, that they were spending too much time together. Spike had snarled a threat at Xander lamenting the chip, holding him against the wall by his throat, not hard enough to hurt Xander, or set off the chip, but it left no doubt in anyone's mind what the vampire would have done to him under different circumstances. The rest of the night, Dawn was almost in Spike's lap, not even leaving his side when he had driven. Slept on the floor by his feet. Xander had gotten the message.

Spike stood up slowly. "Slayer. There are things at work here that you don't know. That you don't understand. So DO NOT presume to judge me. What I am going through is none of your business." He turned and started heading for the door.

She grabbed his arm, the one the demon had cut, spun him to face her. "It IS my damn business. I'm trusting my sister in your care. So, yes. It damn well IS my business."

He hissed in pain when she squeezed the bruise. Moving incredibly fast with speed that she had never known he had, he held her still, on hand on her chin, one in her hair, holding her neck straight in an unbreakable hold. He growled in her ear. "Ok. Then here it is. The chip hasn't worked for over a week now, Slayer. I COULD have killed you all. God knows I've had plenty of chances. I thought that I'd prove to you that you could trust me before I told you, but since my business is your business, let me say it now. I have no desire to hunt humans. No desire to feed. And it takes everything I have to keep my demon in check when we spar. So, yeah. Maybe it is your business. I know you won't want me with you now, so I'll just stay here. You leave with the others in the morning." He released her and stalked out the door.

She chased him again, turning him again. "Why didn't you tell me?"

"Because you'd stake me. Because you hate me, and you only put up with me because of Dawn. Because I am a worthless thing that is beneath you. Right?" He didn't look at her.

She wanted to back away from the venom in his tone, but she kept a firm hold on him. "I... I don't... I don't think I hate you."

"Yes you do. You tell me at least twice a day." He took a couple of steps, and sat on the curb.

She protested, sat beside him. "I do not! I haven't said that... since... since we left Sunnydale."

"But you think it. You look at me and it burns in your eyes. Hurts worse than any of your punches ever have." He was staring up at the stars.

She dropped her eyes to the pavement. "You've been pissing me off."

"What did I do? Sleep too loudly?"

"You... get snippy, and just.... stare. I can FEEL you watching me, and not saying anything." She glared at him, too. "You think it sometimes. I can see it in your eyes. You'd think, every once in a while, about what it would be like to get me. Slide your fangs into my neck, and suck until there's no more Buffy. Just the shell of your third slayer."

Pain clouded over his eyes. "That's not me thinking, Slayer. It's the demon. I lo-.. Oh, nevermind. I'm tired of this."

"You confuse me." It was said in a small voice.

"You aren't exactly a barrel of understanding either, luv." Sighed deeply.

She was talking to the pavement, sounding like a lost girl. "I try, very hard, to hate you, because it's what I'm supposed to do. And if... if you ever... it'll be easier to do. But I like sparring with you. Playing air hockey. I... I even liked learning the piano."

A small smile. "Me too. I'd like the opportunity to teach you more of the song sometime." He cocked his head, looking at her out of one eye. "I tried to hate you for a long time, luv. And look what happened to me."

"It's a thin line," she said quietly.

"If you're talking about the line I think you are, don't. I'm tired of having false hopes. I know you'll never feel anything for me. So it's better that I just don't delude myself. This has happened to me before, you know."

She took a deep breath in. "We could be... ya know, kinda friends. There are no lines there."

He looked at her, trying to quell the hope that came to his eyes. "You.. you don't think that I'm going to hunt? Or hurt your friends?"

She looked at him, levelly, and said, "Hurting Scoobies would hurt Dawn. That's all I need to know to know that you won't. However."

He gave a slight wince. "However what?"

She kept his gaze, knowing he'd understand. "If you... have to hunt. Sate your demon. Have the respect to not do it in my town. What happens outside Sunnydale isn't my business. I don't look into it." She emphasized. "Outside Sunnydale isn't my concern. I only hunt what hunts in my town."

He ducked his head. "I don't hunt humans. I can't do it anymore. Humans have families. It hurts to lose someone you love. I can't do that anymore." He looked at her again. "I understand what Ohana means. I've seen it with you and your pals. I've felt it with Dawn and your mum. How can I feel what I feel and still hunt?"

She wondered at the elation in her system. It left her limp, and smiling sadly. What was wrong with her? She nodded at him. "I understand."

"Thank you." He stood up slowly. "So, you're not going to keep me from Dawn?"

She stood with him, stared vacantly at the parking lot, biting her lip. "No. She would never forgive me. You need to tell her. If she... feels safe with you, then you can stay with her. If she doesn't. Respect her wishes." It took a lot for her to give her sister that freedom. To choose. To not hold her close and say No! She's mine! Nothing that can go wrong can be near her! She knew Dawn, though. And knew, to her, Spike was everything. And Buffy would not take another person away from her.

"She already knows," the vampire said quietly. "I told her earlier today. This morning."

And her sister had slept beside him. Against his side, and she knew. Nothing but how he felt to keep him from killing her. A slow smile spread across her face. Her sister was an incredible person. "Then she's made her choice."

He turned to her, a slightly goofy grin on his face. "Yeah. I know. She.. she said that I'm her best friend."

The knowledge didn't startle her. It made a lot of sense to her, in a way that wasn't quite clear. "She's special," she told him. "She's special, and she's mine. Ours, I guess. Never let her doubt you."

He nodded. "I try to do my best to feel worthy of the trust she instills in me. I don't feel it yet. But I think I might be getting there." He cocked his head at her. "So. New start? Friends?" He tentatively held out a hand for her to shake.

She swept her palm against his, turning his palm out to face her. Sized their hands together.

He looked at her, a quiet hope with an edge of fear in his eyes. What she said next could make or break him in the mood he was in.

"Friends," she agreed quietly. She was staring at their hands intently. His were so much longer than hers. "That doesn't mean that I don't wanna fight anymore. Cuz it can be fun."

He gave a grin. "I wouldn't have it any other way, Slayer. Why, being around you and NOT fighting sometimes? I'd be so bored, I'd probably stake myself." Gave a faked gasp. "Or worse... I might be forced to hold a conversation with the Watcher or Harris." Exaggerated shudder.

She let her fingers slip between his to grasp the palm to hers for a moment, then released it. "I know... the horror. Cuz... ya know, Giles sucks so bad."

He laughed, giving her a genuine smile. "Aw.. The Watcher's not that bad. When he's nice to me. And I'm not chained to anything." He looked up at the stars, then back to Buffy. "You know, the other day.. when you fell asleep in the rec room... I carried you back to your room."

Her head ducked just a bit, but she tried to not. "I kinda figured."

He chuckled. "I was a bit scared. Thought you'd wake up and beat the crap out of me. But you just... kind of nuzzled against my shoulder. Peaceful. That gave me a little hope that maybe you didn't hate me quite as much as you thought you did."

She gave him a tiny smile. "I don't. And I feel better that you're coming with us. Like... like I have backup if anything happens. The Scoobies, they... they try, and they're strong. But, you and I-"

He stood up straight. "We're the backbone."

She gave a wry grin. "Something like that. We're... the strongest." She checked her watch. "What did you have to do at two?"

"Make a phone call. Why?"

She shrugged. "It's getting on two thirty."

His eyes grew wide, and with a yelp of, "Oh SHIT!", he took off back inside of the hotel as fast as he could. Meaning that anyone in the lobby saw a black and bleached blonde blur heading for the elevators.

Buffy gave his retreating blur a curious look, then followed more slowly. As she got on the elevator, alone, because, apparently, Spike had gotten the one before her, her head spun. She was... tentative friends with a vampire. She was elated that he didn't want to hunt, or hurt them. She knew, in time, Dawn would heal, but it was more than not wanting to stake someone Dawn cared about. It wasn't just another vamp to get rid of. Why had she been so afraid of what he was telling her? She wanted him to be harmless, something she knew, despite any of his best intentions, he could never be. She let herself into her room, laid down on her bed, blocked out the swirling thoughts, and slept.

Hey, guys, Tequila here. Just sending out a big, weepy thank you for all the sweet reviews about Madison. You guys dont know how much she means to me, or your really great and honest reviews do. *blows kisses* I love you all.