Title: Devastating Past

Author: Valerie

E-mail: funbreath@msn.com

Disclaimer: they don't belong to me

Summary: AU Angel is new at Sunnydale High. He meets Buffy and the gang. They think he's just a regular kid. Not likely.

Timeline: during season 2 of BTVS...sorta. Let's just say that Buffy and the gang are in their Junior year in Sunnydale High.

Spoilers: as far as alternate universe goes...almost nothing. References on demons from BTVS and Angel from time to time, but that's about it

Rating: R

Distribution: You can take it but ask me first please.

Feedback: That's a big big big yes!!!!! It's my first fic, so please?

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22.

That night, Angel had called Buffy and had reluctantly lied to her about what was going on, making him feel more guilty than even to keep such a big secret from her. He had quickly dismissed the subject and suggested they could see each other the next day. They decided to go have a drink or something after his basketball practice.

"You're sure you don't mind that I watch you practicing?" She asked him a second time, smiling at the thought even though she knew he couldn't see her through the phone.

"I'd be glad." He assured her, also grinning.

"When did you start going to the practices anyway? I thought you played the rebel." She asked him while sitting more comfortably on her bed.

"I went once...just to see how they were playing. I don't really like it though."

"You regret being in the team?"

"No, it's ok, I guess. It's just annoying. Back in LA I was captain and everybody knew how I played. Now...they don't trust me. Well, who would trust the new guy who's here to take the place of 6 of their friends?"

"Don't worry, they'll get along. They just need to actually see you playing." She told him with a chuckle while grabbing a piece of wood and a knife to make it a pointy stake.

On the other side of the line, while they were talking some more, Angel walked around his apartment to get his sketch pad and a pencil, then he laid on his stomach on the bed, ready to draw. But he needed some inspiration. "Baby?"

"Yeah?" It always made her feel happy when he called her that.

"What are you doing?"

She stopped what she was doing, afraid she had made a noise that would have made him wonder... *wait, how could he figure out what she was doing just by the noise??* "Talking to you." She answered simply, letting the half- made stake and the knife on the floor.

"Ok, but in what position are you?" He asked her, trying to picture her in his mind.

"Er...I'm on my bed...sitting...why?"

"I wanna draw you."

"Aawww, Angel, that's so cute! How are you gonna do it?"

"I just need you to answer a few questions so that it's easier to picture in my head, ok?"

"Sure." She answered giggling.

"First of all...lay down on top of the bed, I'm no good at drawing sitting positions." She did what he asked and laid down on her back.

"What now?"

"Tell me where your legs and arms are."

"my left leg is slightly bent next to the right one...I'm holding the phone to my ear with my right hand and my left hand is resting on my stomach." She answered dutifully, biting her lips to keep from laughing. Angel started drawing her.

"Are you holding something besides the phone?"

"Nope."

"You resting your head on a pillow?"

"Yep."

"How's your hair?"

"messy...but don't draw it that way!" She said quickly, frowning at his chuckle.

"Baby, I don't want to make anything up, I'm drawing you."

"My hair is in a ponytail."

"What are you wearing?" He smiled at that. It wasn't the first time he said that to a girl on the phone, but this time he doubted it would lead to phone sex...too bad, he was starting to feel the effect this conversation was having on him more and more painfully.

"gray pajamas bottom with bunnies on them and a white tank top."

*God she's so cute!* Trying to picture her clothes while drawing, he couldn't help but asking something else. "Do you have your panties on?"

"Angel!" She couldn't believe he had asked her that.

"What? Do you?"

After a moment of thinking, she decided it wouldn't hurt to answer. After all, he was the one to start it. "No, I don't."

"Oh yeah, now I found inspiration" He teased her, as he tried to fight against his desire for her.

"What about you, what are you wearing?"

"Jeans and a t-shirt. Black."

*How strange of him!* she thought sarcastically. "Take off your shirt." She ordered playfully.

"I'll do it if you do it."

"I can't! My mom is home, what do you think she'll say when she finds her 16 year old daughter laying on her bed topless talking to some stranger on the phone?"

"Fine, I'll do it. Alone. But just for you." He relented and took off his t- shirt.

"Thank you sweetie."

"Done."

"You're shirtless?"

"Yeah" He assured her while correcting some details on his drawing.

"What else are you wearing? Your pants...anything else?"

"nothing except boxers."

"Take the pants off." This time, Angel couldn't help but laugh of the irony of the situation. He girlfriend was getting naughty and he wasn't even next to her.

"You sure you can handle it?"

"Do it already!"

"Ok ok!" He let his pencil down and stood up. Keeping the phone between his shoulder and ear, he unbuttoned his fly and pushed the pants down his hips and kicked them out of the way, then took the phone back in his hand. "I'm in boxers. You satisfied yet?"

"Much better." She murmured appreciatively as she tried to imagine him laying down next to her that way. Eyes closed, her own hand traveled under her shirt and she lightly caressed her breasts, wishing it was his hand doing it. "Tell me what you would do if you were next to me" she demanded almost in a whisper, but Angel heard her perfectly.

He thought for a second about the situation. *Damn, she can't possibly mean she wants phone sex, can she? She's not that kind of girl...what does she want? God I gotta be careful and not go too far.*

"Angel?" He heard her sweet soft voice and jumped out of his thoughts.

"I'm here baby."

"I miss you." She told him truthfully. They had seen each other that morning, but she couldn't help it. She missed him every second he was not holding her hand.

He was terribly touched by her words. It hit deeply in his soul, and he felt...blessed. He couldn't described it. "I miss you too."

"Tell me what we'd be doing."

"Well, I'm laying next to you, facing you. I'm caressing your face with my hand, and all the while looking at the expressions on your face to know what you like the best. My hand is traveling down, brushing your skin, on your arms and I stop when I reach your stomach."

"Keep going." She asked dreamily.

"I slip under your shirt and I go up, exploring slowly. Eventually, I brush softly the outlines of your breasts and I look into your eyes to ask you if you want me to continue."

"Please Angel, keep going." She moaned in the phone, one hand following his instructions as if it was his.

Angel was laying on his back, his drawing discarded for the benefit of their little game. His eyes were closed, concentrating. "I move closer to you and brush my lips against yours. I cup your breast with one hand and support my weight on the other so that I can move even closer on top of you without crushing you or breaking the kiss. You start to lick my lips with the tip of your tongue, teasing me, taunting me to go further. My tongue meets yours and the kiss becomes amazingly intense, while I caress your breast with my hand, my thumb playing with your nipple." He heard her moaning through the phone and smiled proudly. "You like that, huh?"

"I want you to do everything you said. Touching me, caressing me. I don't wanna be alone tonight."

"I can't come over Buffy. Your mom is there." He reminded her sadly. "Look, maybe we" He was interrupted by a knocking at the door of his bedroom and looked up to see his younger sister staring at him, trying not to smile.

"What is it Angel?"

"Kristie, what are you doing here?" He asked her, letting his girlfriend know who it was.

"Patrol, remember? Tonight, the two of us?" She whispered so that Buffy wouldn't hear.

"Shit, I forgot!" He ignored the looks his sister was giving him and started to put back on his clothes. "Buffy baby I gotta...t-talk with Kristin. I would stay here and keep talking with you but...it's...important."

"Alright. Fine." She tried to hide the disappointment in her voice but failed miserably.

"I'm really sorry. I-I'll see you tomorrow, ok?"

"Sure. Goodbye."

"Good night baby." As he hung up the phone, he stared at it a few minutes.

"God, you're falling hard for her. What happened to you?" Kristin exclaimed, worried for his brother.

"I don't know." He looked at her and sighed heavily. "But I'm scared."

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