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?

*********

27.

"But what did he do exactly?" Willow questioned her best friend the next day, as they were walking towards their lockers.

"Well...basically nothing!! That's the problem! At his apartment, we were getting all...you know..." Buffy blushed under her best friend's puzzled gaze. She had told Willow about Angel wanting to make love to her and everything, and now they were trying to understand why he had acted strangely afterwards. "you know...into it."

"Right. But you didn't do anything...I mean where did you let him go?"

"His hands on my breasts, under my shirt. He did...stuff." She blushed even more now that she had said it.

Willow's eyes widened. "He felt you up? Did you like it?"

"God Willow, it felt soooo good! I was tingling all over." Buffy shared with a dreamy smile.

Willow frowned, biting her bottom lip in concentration. "But after that he...stopped?"

"Kinda. We kissed and then he couldn't get rid of me faster." Buffy looked sadly at her feet. "Do you think...he didn't like it or something?"

"Come on Buffy, don't say stuff like that! I'm sure it's nothing." Willow told her firmly, hugging her.

A minute later, they were taking their books from their lockers, when they saw Angel and his sister walking towards them.

Angel looked totally pissed, and Kristin...

Well, Kristin was laughing her ass off.

"Will you just STOP IT?" Angel eventually yelled, glaring at her. She nodded forcefully just as they arrived in front of Buffy and Willow. Kristin's lips were tightly clenched together, and as she opened her mouth to say hello to the girls...she burst out laughing. "Kristin!" Angel almost whined like a little boy, but Kristin had troubles staying calm. Angel rolled his eyes at his sister and walked to Buffy, kissing her hello quickly on the lips.

"Careful, hands off!" Kristin warned him before roaring with laughter once more, making Angel turn abruptly around to face her.

"Kris! I didn't tell you that so you could make fun of me all day! It was a serious problem, damn it!"

"Right. I'm sorry. I'm glad you shared your problems with me." Angel looked at his little sister suspiciously.

"You're done?"

"Yeah. I'm being serious devoted sister from now on." She assured her brother, while taking a deep breath. After eyeing the brown-haired girl for a few more seconds, Angel turned back to Buffy and slipped his arms around her waist. Oh...that was too much for Kristin, she couldn't hold it back any longer. "Hey Angel, the showers are over there!" She told him, biting her lips as he groaned and turned around once more to look at her. Well...he had a reason to be pissed, after all, she had been making remarks like that for the past 30 minutes. But it still was fun.

"Kristin PLEASE!" Angel yelled at her, clenching his hands into fists.

Kristin remained silent for a moment, nodding with a mock-polite smile...then she roared with laughter all over again. She was a lost case. When she looked back into her brother's eyes, she knew she shouldn't be hanging around for too long...so she took off, unable to stop laughing.

"Isn't she just a pain in the ass..." Angel muttered with a sigh, watching her go. Shaking his head, he turned back to face Buffy and slipped his arms around her waist, kissing her deeply and slowly. As they pulled away, Angel noticed the confused frown on his girlfriend's face. "You ok baby?"

"Er...I..." She looked over at Willow for help, who only smiled at her and waved goodbye. The slayer then looked back at her boyfriend, who was waiting for her answer. "Can we talk...in private?"

"Erm...sure." He answered with a frown. He followed her to an empty classroom, they closed the door behind them...just in case Snyder had planned to interrupt them again...

"So, what's up?" Angel asked, leaning against the teacher's desk.

Buffy was chewing nervously on her bottom lip. "Er...first of all...what was that all about...with Kristin?"

Angel looked embarrassed. "It was nothing. I just told her something she found funny...not a big deal."

"Ok...er...I wanted to talk about last night." She raised her eyes to his, and saw that he was listening with attention. "I was wondering...what happened?"

He frowned in confusion. "What do you mean?"

"Last night! Come on Angel!" Buffy almost cried out. "Right after you...you know, touched...you know..."

"Your breasts?" He guessed, still confused as to what she meant.

"Yeah. After that, you went all cold and tense and weird, and you wouldn't say a thing and practically kicked me out of your apartment...what's up with that? I figured you would have liked touching me this way, but if it was such a pain in the ass, why didn't you tell me? It was the first time a guy ever did that to me, I figured you'd be glad to be the first one, not disgusted!" She was keeping her voice under control, but Angel could feel that she was pissed.

"Buffy..." Boy he was embarrassed. How. Could. He. Possibly. Tell. Her. That???? "God baby, I'm sorry if you thought I didn't like it."

"So, you liked it." She stated, crossing her arms against her chest.

"Yeah, I liked it. I liked it so much it was killing me." He confessed, smiling at her guiltily.

"What?" Now SHE was confused.

"Baby, you felt me. You felt how hard I was, right?"

"Well...yeah, but what does that" She paused, the truth hitting her suddenly. "Oh." She felt like she was as red as Willow's hair. Angel just smiled at her.

"I knew you were uncomfortable around the subject, so I didn't tell you, but...you were killing me. It hurt so bad I thought I was gonna pass out."

"But...was it the first time that..." She gestured at his groin, not able to pronounce the words and looking away.

"No, it's pretty much every time we're intimate or close or...well, it's often. But last night...I was already rock-hard when we reached the bed, and then when I started to caress you like that..." He paused, hoping she'd understand what he meant, but apparently she was too shy to even admit she understood. "Buffy, I'll be frank. I only dated one girl who never had sex once in the past...and I was a virgin too at that time. My social life is complicated...I had troubles with girls, and I ended up just sleeping with girls I was comfortable with...just like friends. Usually when we do what we did last night, my...problem...is being taken care off. As well as theirs."

"Oh that's GREAT! Makes me feel a lot better!" Buffy murmured sarcastically, looking away once more.

"Sweetie, that's not what I meant." He pulled her into his embrace, stroking her hair. "You're different from most of the other girls I've been with. I...I have feelings for you. I care about you. I meant it when I told you I'd wait for you to be ready to make love to you. But my body doesn't really get that."

"I'm sorry I didn't know you were in pain."

He smiled at her and kissed her on the nose. "At one point of arousal, I get extremely sensitive THERE. Every time you brushed against me, or if I made a bad move it was rubbing it and it was killing me. I was so damn hot and you kept teasing me with your hands" He placed a kiss on her hands. "your body" His hands roamed all over her body, on her firm thighs, hips, stomach, breasts. "Your lips" He whispered finally on her mouth before kissing her.

"What can you do about it?" She asked shyly, burying her face in his neck.

"Cold shower." He chuckled, keeping her close to his body.

*****

"Angel!" Jenny called him after she spotted him at the end of last period, his lips locked with Buffy's in front of Angel's locker.

"Hey." Angel greeted the teacher, pulling away from his girlfriend.

"You forgot your books at my place." She handing him the books, which he took quickly and shoved into his locker.

"Thanks."

"No problem. Don't forget to come to class tomorrow!" She winked at him before taking off towards the library.

"What was that?" Buffy asked curiously, fighting back that feeling of jealousy. *What the hell was he doing at Jenny's?*

"Books I bought yesterday." He answered innocently.

"You were at Jenny's?" *I'm not jealous, I'm not jealous, I'm not jealous*

"Yeah." He saw that her body went suddenly stiff and she wouldn't look into his eyes. "Why?"

"No reason."

With a grin, he lifted her chin with his fingers so that he could meet her hazel eyes. "Are you jealous?"

"No!" She abruptly disagreed, shaking her head. He remained silent, his little sexy grin never falling off his face. "Ok, ok, ok! Yeah, I'm jealous!" She exclaimed, burying her face in his shoulder so that he wouldn't see her. He couldn't help but laugh at her...she's so cute. "Stop it!!" She hit him playfully on the chest as he tried to control his laughter. He pulled her into his arms tightly, chuckling in her hair.

"You're so damn cute baby." He whispered in her ear, and kissed her lobe. "I ran into her in a store and since it was raining she offered to drive me back."

"And you ended up in her house...how?" She asked shyly, her voice muffled by Angel's shirt.

"She had to put away stuff at home and I wasn't in a hurry. But then I helped out a couple of girls who were lost, I was soaked wet...so Jenny told me to stay there. Believe me baby, you have nothing to worry about. Jenny's...I guess she's my friend."

"I'm sorry"

"No reason. I love when my girl's jealous." He told her with a little grin, kissing her nose.

"You're so great." They smiled at each other, their lips brushing, teasing, taunting the other to make the first move, until Angel crushed his lips against hers with a groan, pressing her body against his. Her hands went behind her neck, caressing his hair there as his hands roamed all over her body. After a while, his tongue darted out, caressing her lips desperately, until she gave way and opened her mouth, her own tongue meeting his in the confines of her mouth. Angel's hands rested finally on her butt, pressing her in a needy gesture against his groin, letting her feel his erection. She was surprised at first, but after a second she realized SHE had been the one to cause that to her boyfriend, that he wanted her. She felt desired and safe...it was perfect. Except for...

"Buffy!" He must be jealous of Angel.

"Giles...what do you want?" Buffy asked her watcher, who was walking towards them, staying in Angel's strong arms.

"I'd like to talk to you." He glared at Angel, in his stuffy British guy manner. "Alone." Definitely jealous.

"What's wrong with you dude?" Angel asked incredulously. "Can't you see we're busy here?"

Giles looked stricken, his jaw was so tightly clenched that you could see the blood in his vein on his neck, just above the neckline of his tweed jacket. Buffy had to bury her face in Angel's shoulder to keep herself from laughing. Her watcher and her boyfriend would NEVER get along. No matter what.

*****

"That is SOOOO unfair!!!" Buffy whined for the thousandth time. It was Thursday afternoon, after class, and Buffy was still at school with Angel. The first plan had been to start making the banners on Wednesday, but Buffy and Angel had been...distracted by each other at Angel's and they had forgotten to come back to school in the afternoon. So now they were in the art classroom, busy painting those banners for Parent/Teacher night, and it was starting to get to Buffy's nerves.

"Calm down Baby " Angel told her, without looking up from his work, like he had done for the past 15 minutes.

"But I'm sick of doing this! My hands hurt and I can't seem to do this right!" She threw her paintbrush on the table in frustration and started massaging her temples, closing her eyes.

Eventually, Angel looked up and stared at his girlfriend for a moment. She obviously was exhausted and didn't have his own drawing skills. With a sigh, he walked silently to her, standing behind her. He put his fingers next to hers, rubbing her temples in soothing circular movements. "Shh, it's ok, you're doing great." He whispered in her ear as she pressed her back against his chest and let him support her weight.

"Nope, you're doing everything. All I've been doing is paint stuff in yellow. I'm a one color girl." She disagreed, moaning softly from Angel's massage.

"Come on, I'll help you baby." Planting a kiss on her right temple, he slipped his arms around her waist, taking a hold on Buffy's right hand with his own. She grabbed her paintbrush and let him direct her movements reluctantly.

"No, Angel, I'm just sick of doing this! You won't make me do stuff I hate just by pressing your body against mine!" Buffy warned him with a smile. He acted as if he hadn't heard her as he formed the letters easily. She caressed his hand that was resting on her stomach, under her shirt. Slowly, Angel moved his hand down, making her moan from the contact of his warm hand on her skin. He reached her belly button and stayed there, playing with it as he nibbled at Buffy's right ear. After a few minutes, he released her and turned back to his work, after whispering in her ear with a smile "Now be quiet". Buffy gasped at his behavior. "You jerk!" She grabbed her paintbrush, dipped it in her yellow paint box and threw it at him, hitting him on the face.

"What the fuck?!??" He shouted, not really understanding what had just happened to him at first. Then he touched his face and noticed he had yellow paint dripping from his forehead along his neck. He looked at Buffy, who was grinning playfully. "You'll pay for that!" he dipped two fingers in his blue paint box and ran towards Buffy, who started running around the small room, trying to get away from her boyfriend. However, Angel quickly managed to catch up with her, grabbing her around the waist with his left arm as he spread the blue paint on her face. Buffy squeaked and tried to get out of his grip, but he was holding her too tightly.

"Lemme go!!" She shouted while laughing hard.

"You'll be good?"

"I will!!" Reluctantly, Angel let her go...right as she grabbed an almost empty red paint box and threw the paint in his face, making him cry out in shock.

"Oh you wanna play, huh?" He murmured, wiping paint out of his face. He grabbed another color and chased after Buffy, who kept yelling playfully at him to stay away from her. While running, Angel dipped his whole hand in the green paint box, cupping the paint and quickly throwing it at her, hitting her below her chin. Buffy cried out as the cold slimy liquid slid down her neck and on her chest, inside her shirt, between her breasts and on her stomach. Angel jumped on her and they fell on the floor, both trying to put as much paint as they could on the other's body. After a few minutes, they were tired and most of the paint that was left wasn't within their reach, so they just stopped moving, laughing madly, unable to stop for a long time.

"That was fun." Buffy murmured happily, smiling at her boyfriend, who was straddling her hips.

"Yeah." He bent down and caught her lips in a heated kiss, his tongue entering her mouth to seek its mate.

"God, Angel, you feel..." She moaned against his lips, and frowned "so gross."

"I know, you too." He sighed, running his green hand in her blue/red/green hair.

"What do you say we go back to your place?" She suggested, biting her bottom lip. "We don't need three banners, two will be enough."

"Yeah." He agreed, wiping away paint from his lips with his sleeve, then did the same to her lips. He wouldn't let gross-tasting multi-colored paint stop him from kissing his girl. "Wait...no. I'm staying at Kristin's until Saturday. I didn't have enough money to pay some bills so...I don't have water and electricity until I get paid at the garage."

"Oh...well...my mom's not home, she's coming back from work late at night. We can...go to my place. You never went there."

Angel smiled at her. "That'd be great." They kissed tenderly for a few more minutes, before taking off and heading to Buffy's house.

*****

"Make yourself at home" Buffy murmured nervously as she and Angel entered her house. She showed him around the house, chewing nervously on her bottom lip. Eventually, they reached Buffy's bedroom. The slayer stood in the middle of the room, while Angel was looking around.

"You've got a great house. I like it." Angel eventually commented, turning to face his girlfriend, who was slightly blushing.

"Thanks. Erm...do you wanna take a shower?"

"Go ahead, I can wait."

*****

About 15 minutes later, a clean, paint-free Buffy came back into her room, to find Angel laying on her bed, reading some random book, clad only in his boxers, his clothes laying on the floor at the foot of the bed.

"Why did you take off your clothes?" She asked, drying her hair with a white towel, a frown on her face.

"Cause I didn't want to put paint on your bed." He answered truthfully.

"Oh...right" She smiled sheepishly at him, climbing on the bed as well and planting a kiss on his lips. "I put a clean towel in the bathroom for you."

"Thanks baby." They kissed one more time before Angel walked out of the bedroom to take a shower.

*****

As he tried to scrub the paint from his face and arms, Angel let the warm water relax his body, his mind wandering around that little blonde girl, who was HIS girl. He was always amazed at how much she managed to surprise him. He had never met a girl who was as full of surprises as Buffy. Even the few girlfriends he had loved...or at least he had thought he had...they weren't as fascinating as Buffy. Julie had been the closest to Buffy, but Angel had known her his entire life...in the end, he had figured that she had been more his best friend than anything else. Sure, it was to her that he had made love for the first time in his life, but...she hadn't been like Buffy. That was the whole reason Angel started sleeping mostly with his friends. The first girl he had been with was his best friend. Sex was supposed to be with your friends. Friendship meant something. Love was a mistake he couldn't allow himself to make. But now that he was with Buffy, all of his certainties disappeared. Was it possible to love someone? Truly love her? Having her as his best friend AND his girlfriend? *I can't love her, dammit! I can't!* But she's so sweet, cute, innocent, childish, and at the same time she could be amazingly sexy, hot, dangerous...she was everything he could ever dream of. A smiled appeared slowly on his face, just thinking about her. She was his. HIS girlfriend. She wanted to be with him.

Suddenly, his smile disappeared as he heard Buffy screaming. He rushed instantly out of the bathroom with a towel around his waist and ran to her room. "What's wrong?" He asked her, noticing that she was alone in her room and perched on top of her bed.

"Something jumped on me!" She exclaimed looking around with wide eyes.

"Buffy, there's nothing in here!" Angel stated, inspecting the room.

"I felt it! It was all hairy and disgusting and it was crawling on my back!"

Angel closed his eyes a second, concentrating. He scanned the room with his vampire senses, trying to feel something living, beside the two of them. "A spider?" He suggested after a while.

"Could be." Buffy answered, feeling very lame. Angel crouched next to her desk, and when he stood up, he was holding a big black hairy spider in his palm.

"Like that?"

"Eeewww!! Take that away from me!" Buffy screeched, making a disgusted face. Angel rolled his eyes and opened the window, throwing the spider out.

"You're safe now." Angel told her, trying to hide his grin.

"Don't make fun of me! Every girl on Earth is afraid of spiders! Especially when they're huge and they're on your body!" Buffy defended herself as she climbed down from the bed. And then...she noticed how he was dressed. Her breath caught in her throat, as she stared at his wet and almost naked body. "Oh boy" She eventually let out unconsciously. He grinned at her and walked towards her, stopping just in front of her. She was still staring only at his body.

"Someone's slightly overdressed here." He whispered in her ear with a deep sexy voice that made her shiver. She looked up at his face, his eyes burning her skin by the intensity of his gaze. Her hands shaking, Buffy grabbed the hem of her t-shirt and pulled it over her head, letting it drop at her feet. Feeling that she was uncomfortable, standing here dressed with a short skirt and her white cotton bra under his gaze, Angel pulled her into his arms, crushing his lips against hers in a kiss that made her forget her self-consciousness. Their hands roamed all over the other's bare back as Angel led them to the bed. He made her lay down and waited a moment to look at her. She was simply astonishing. He joined her quickly, climbing on top of her, supporting his weight on his left elbow as he caressed her side with his right hand. His mouth claimed hers once more, before moving his lips along her jaw line, on her neck, behind her ear. Buffy's soft little whimpers made him hard as a rock instantly, and for a moment he feared it would scare her away. After all...there was only that white wet towel hiding his nude body. Not much. But then again...she didn't hesitate too long to take off her top. There was still hope in this world!

After a moment, Angel's lips made their way to Buffy's chest, along her collar bone, and down, down, until he reached her breasts. Softly, he kissed each of her breasts through her bra, and his hand traveled along her side to her thigh. He slipped his hand under her skirt, going up, caressing softly her skin. Her hands were holding his head on her breasts as she fought to breathe correctly. Then, suddenly, Buffy flipped him so that he was on his back and took off quickly her skirt, so that she was now straddling his hips, dressed in a bra and thong.

*HOLY SHIT!* He just couldn't believe it. Buffy was sitting on his body, slightly rubbing herself against his erection, half naked and licking away the drops of water on his chest. *Kill me now, I've already known heaven!* He thought, shutting his eyes tightly as he caressed her whole body with trembling hands. Buffy started licking his neck, caressing his chest with her hands and playing with his nipples, making him moan. She then attacked his mouth with hers once more, crying out slightly as she felt his hands on her ass, pushing her into him. They exchanged a brief look and slipped under the covers, still kissing. Angel rolled them so that he was on top once more, and eventually managed to tear his lips away from hers.

"Buffy, we gotta stop."

"It feels so good." She whimpered, breathing heavily.

"I know but...you're not ready for this. Not yet." He looked deeply into her hazel eyes, showing her that he was serious. She understood it, but her mind was clouded by the lust she could see in his brown orbs.

"We'll stop, but not yet. I want you to kiss me, Angel. Please." She pleaded him, her hands on his sides, keeping him against her body. He let his forehead rest against hers and inhaled deeply. She felt so good, her scent was intoxicating. He pressed his lips against hers, and she eagerly took the offer, sucking on his bottom lip as he cupped her breasts through her bra. They rolled over a few times, and after long minutes of kissing, moaning, groaning, groping, the sheets tangled around their sweaty bodies.

Until they heard something and both froze. That wasn't expected. It was bad. VERY bad.

"Buffy, sweetie! I'm home!"

*********