Guys, I just wanted to say that you are GREAT!!! I love all the reviews, keep it coming!!!! I'm gonna TRY to update more often, but...well, don't kill me or something if I don't get new chapters every week, k? :) And just so you know, I don't plan to let this fic unfinished! It might take some time but I'll finish it, I promise!!

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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32.

Angel's heart skipped a beat as he looked at Buffy. She had just gotten out of his bathroom after taking a shower, and she was only wearing her underwear, and one of his shirts that was so big for her that it reached her knees and he couldn't even see her hands. She had made him take a shower first, to get all the blood off his face and chest and arms, and now he was sitting on his bed, clad in his boxers...staring at his girlfriend in awe.

"God...you're so damn hot..." He murmured, not even aware he had said it loudly, as she crossed the room to sit beside him.

"Thanks." She blushed, and licked her lips nervously. They had never slept in the same bed before. Fooled around, yeah. Made out like crazy, sure. But slept as in sleeping, as in a couple that sleeps in the same bed? Nuh huh. After a moment, Angel's lips were on her own, crushing them in a deep demanding kiss that left her breathless after they pulled away.

"Get under the covers" He instructed her as he stood up and lifted the covers. She slipped inside and he joined her shortly after, hugging her body close to his. Resting her head on Angel's smooth firm chest, Buffy let a relieved and happy sigh escape her mouth.

"We still need to talk about it." Buffy murmured after a moment.

"I know." He stroked her hair and closed his eyes for a moment, enjoying the feel of her small body against his. A minute later, he felt Buffy raise her head and he opened his eyes in confusion, meeting her expectant gaze. "Oh, you meant like NOW?" She bit on her lip and nodded sheepishly. "Alright. What do you wanna know?" He asked her with a yawn.

"Stuff you didn't tell before at the library. Like...when you were called, and how, and how you took it..." She trailed off, as she snuggled deeper in his embrace. He sighed heavily...this was gonna be a long story.

~*~

~FLASHBACK~

A week before Christmas 1992. (present time=1997) New York

It was a dark snowy evening like many of those in New York when approaching Christmas. A 14 year old Angel was walking down the streets of Manhattan towards the orphanage, back from a basketball game with his two best friends Steven and Spike, and the bleached blonde's older friends. Angel was freezing, but he didn't care. He had learned for the past 2 years that physical pain was a way to forget about emotional one. He smiled slightly, picturing Julie's angry glare if she knew what he was thinking about. His girlfriend and sister tended to freak out when he mentioned that he didn't mind pain...and he could hardly blame them...after all, he had slit his wrists in an attempt to stop the emotional pain a little less than a year ago...and the two of them and Steven had been the ones to find him in the bathroom, sitting in a pool of his blood, staring in space like he was in a trance. So, yeah, he gave them credit for not knocking him unconscious every time he didn't seem to care about his well-being.

"Hey Angel!" A familiar voice called for him from behind. Angel turned around and waited for his best friend to catch up with him.

"I thought your parents were taking you home." Angel stated as he resumed walking, Steven following him.

"Yeah, well apparently they forgot." Steven replied, rolling his eyes. He was just sick of his parents. They didn't seem to care about him, all they did was yell or shout at him. He didn't like raising that subject with Angel though, because of what happened with his family not so long ago. Steven didn't feel like he had the right to complain about his parents when his best friend's parents had abandoned him and died about 2 years earlier. "What are you doing tonight anyway? I heard Kristin complaining to my sis this afternoon about ya."

Angel had to chuckle at that one. "I know, she keeps bugging me these days about how I never spend time with her."

"She's jealous of Julie?"

"I'm thinking she doesn't understand why we're not allowing her to stay with us at night. But hey, when she grows up she'll get why we had to be alone."

"You guys are really into that sex thing, aren't you?" Steven exclaimed with a hint of amazement in his voice. Since Angel told him everything, he knew that Angel and Julie had been having sex for about 6 months now, and they were both 14. The brown haired boy was only 13, but he doubted that even if he was in love with a girl by next year he'd be ready to sleep with her.

"Man, it's fantastic." Angel sighed with a slight grin. "When I'm making love to her...I don't think about anything else but her. It's like I'm in this world where there's only her and me, where I can forget about my life and imagine I'll never go back. It feels so good. Peaceful."

"Are you happy?" Steven asked bluntly, and Angel thought a minute about it. He then turned towards his friend with a small smile.

"Yeah...I think I am." As Steven was about to reply, some weird guy stormed out of a dark alley and bumped into Angel, knocking him down on his ass.

"Hey!" The dark haired boy protested, but the guy didn't stop. Then suddenly, he turned around and sniffed the air around a bewildered Angel. With an evil smirk on his face, his eyes turned from black to bright gold as his face contorted in its demonic features. Both the young boys held back their screams, staring in shock at the creature. Angel was frozen in panic as the vampire reached out and grabbed his face, inhaling his scent.

"Her scent is all over you." Then the demon chuckled evilly, making Angel whimper slightly. "I've got a present for ya over there." He pointed at the alley and let go of Angel. The boy didn't have time to blink, he was already gone.

"W-W-Wha-what-t-t..." Steven stuttered, staring at a more than confused Angel. The 14 year old boy blinked rapidly, a few times, and stood back on his feet, his eyes focused on the dark alley a few meters away from them. "Maybe we should call someone...the police or my parents or" Steven stopped when he realized Angel wasn't listening. He was walking towards the alley, his breathing deep and obviously painful.

Angel wasn't aware of anything that happened around him as he walked into that alley. He was barely aware that Steven was beside him, talking about calling the police or the hospital or some genetic experiences his dad had told him about when he was a child that would explain why this person was so frightening. However, Angel had this feeling in his guts that guided him to a corner and then another one, until he faced a dead end. He swallowed harshly and his whole body tensed the moment his gaze fell on something, laying on the floor next to a wall. He walked towards what caught his attention and crouched beside what seemed to be a lifeless body. With a shaking hand, he softly grabbed the shoulder of the limp body and turned it around.

His heart shattered in a million pieces as the last bit of innocence in him was torn away from his life. He didn't even hear Steven's cries, he was frozen, staring at the two blood-covered holes in the neck of his dead girlfriend. At that moment he swore to whoever was up here that he'd take revenge.

~End Flashback~

~*~

"Oh my god" Buffy whispered, stroking softly Angel's face, after he finished telling her how he found out about vampires. "It's horrible, I'm so sorry."

"It was a long time ago" He sighed, pressing Buffy's body a little more against his. It was indeed a long time ago, but he remembered everything as if it had happened the day before.

"And I thought they made it hard on me when I was called...They threw me to face a vamp and bam I realized I was a slayer." She answered his unspoken question and he nodded.

"But you managed to kill him? Without getting hurt?" He asked curiously.

"Yeah...I was scared like shit, and I had to stake him a couple of times cos I kept missing the heart, but it turned out ok. How about YOUR first vamp?"

"I ended up in the hospital for a week." He chuckled as she widened her eyes in surprise. "I was only a normal 14 year old kid at the time. Kinda hard to have the upper hand against a vampire."

"How did you get so good?" She wondered, tracing circular patterns on his bare chest.

"I met someone." He answered with a grin at the memory.

~*~

~FLASHBACK~

March 1993

The demon sent by the Powers That Be had been around for a couple of months now, unbeknown to the boy he was watching. At first, Whistler had been annoyed by his mission. He didn't like telling some clueless guy that he was destined to help save the world...'cause they usually didn't believe him. He had to make them see their power, sometimes risk their lives to make them understand who they were. But as soon as he got to watch Angel in action, he decided to deeply commit himself in this case. It was different. All the people he had warned about their mission had been born with their powers and only realized they had them when they reached their twenties. Up to now, Angel was just the average kid. Normal. And he was about to become one of the most important warriors in the world. Whistler sighed deeply as he watched Angel get thrown in the wall by a single punch of the vampire he had been fighting with. 14. He was 14. Whistler had realized how different Angel was from the average 15 year old slayer. It was HIS choice to fight. Whistler had always disapproved of the watcher's council's methods to call their slayers...and here he was...about to do the same. How ironic. Eventually, Whistler stepped out of the shadows and walked towards Angel as he staked the vampire.

"You're too slow, boy. And you talk too much for someone who has no technique whatsoever. You make crucial mistakes that give the vampire the perfect opportunity to rip out your throat."

Angel raised his head in surprise and his eyes narrowed, taking in the appearance of the man in front of him. "Gee, thanks for the compliments." He muttered sarcastically, clutching his stake in his hand.

Whistler chuckled lightly and offered him his hand. Angel was hesitant though. "I'm Whistler. I've been meaning to talk to you for quite a time now Angel." The boy shook his hand as he didn't feel any danger from this guy.

"How do you know me?"

"I work for well-informed people."

"What do you want?" Angel demanded, shifting uncomfortably under the short Irishman's gaze.

"The Powers That Be noticed you and decided to make a deal with you." Whistler informed him, mentioning for him to follow. The demon started walking away, and soon Angel went with him.

"The powers that be what?"

"Nothin', just the Powers That Be. The higher powers for good in this world and all the others."

"I-I don't get it. What do they want with me? How do they know me?" Angel asked, and Whistler grinned at him.

"They know mostly everything. And you're a special boy."

"Care to explain?" The 14 year old asked, starting to be annoyed by this guy.

"You've got potential. You actually WANT to fight, to help. To help making things better. But do you really think you're gonna last more than a few months in your state?"

"I don't" Angel started to object, offended, although he knew Whistler was right.

"The deal is quite simple my boy. The Powers offer you to fight for their cause and give you the required abilities. But there's a price. Would you be interested?"

Angel didn't have to think twice about it. There was something special about Whistler that made him want to trust him. "Yeah."

"Even if it'll change your whole life? Forever?"

"Yeah. What's the price?"

Even though he expected Angel to react that way, Whistler was slightly taken aback by his abrupt determination. That boy knew about the world and wanted to be able to make a difference. That's all that mattered for him. "You would gain the abilities of a vampire. Strength, coordination, speed, healing..."

"So that's good, right? Let's do it." Angel interrupted him.

"Don't you want to think about it for at least a minute?" Whistler insisted. There was no way he'd let this boy rush into this kind of life.

"Alright." Angel closed his eyes, acting as if he was concentrating. "I'm in." He exclaimed after 3 seconds.

"I want you to understand that you will be part vampire. You may not be dead or eternal, but you won't feel comfortable in the sun, you'll have a demonic face."

"But I'll be able to help. Really help? Fighting, saving people?"

"That's the point, yeah."

"So do it." Angel concluded firmly.

~End Flashback~

~*~

"Did he help you after?" Buffy asked after Angel told her about Whistler. He hadn't told her about the being-part-vampire thing, though.

"Yeah" Angel nodded, playing with a strand of Buffy's hair. "He taught me the basics of fighting, gave me tips and stuff. I owe him and the Powers a lot. If he hadn't been there, I doubt I'd even be alive right now."

"I'm really glad you know I'm the slayer." Buffy murmured after a moment.

***** //Erm...yeah yeah, I know these days we're not supposed to post stuff with a higher rating than R on ffnet, but I'm posting this fic on groups and stuff, where you can get naughty...and it just bugs me to change it right now! Anyway, if you're old enough to read R stuff, don't tell me you are afraid of more!! I, for one, write NC17 stuff, and I'm only 16! But if it's a big deal for everyone, I'll write a short summary or something...and tell you where to find the real thing next time! And if you really don't like that stuff, well...stop reading that part!// *****

"Me too." He gave her that little half smile that makes her melt and pulled her into a sweet kiss that quickly turned more and more passionate. Buffy crawled on top of Angel, sliding her tongue across his lips sensually as Angel slipped his hands inside her...actually his...shirt and caressed her butt, delighted by the fact that she wore a thong. She started trailing big wet kisses on his jaw, his neck, behind his ear, making him moan. He ran his hands up and down her back for a moment, then lifted it from her body and threw it across the room, quickly returning his attention to his slayer's intoxicating body. He flipped her on her back and her legs straddled his right leg, pressing herself against his thigh. Angel nibbled at her ear, getting a moan from his girlfriend. As Buffy slightly shifted on the bed, her leg rubbed her boyfriend's erection, which made him groan in her neck. She kissed him passionately as her hand trailed down his back to his stomach, where she played a little with his navel. One of his hands reached her back and unclasped her bra. She helped him take it off but quickly pressed herself against his chest, and he understood that she still wasn't feeling that comfortable at the idea of showing herself fully naked, right under his eyes. What a shame, really, he could do with a little checking out...

"Touch me" Buffy said so quietly that Angel almost thought he had imagined it. He raised his head and drowned in her hazel eyes. Slowly, his hand made its way from her back to her hip and her stomach, then back to her hip and he caressed her smooth skin up to the outlines of her breasts. He cupped one breast with his hand, running his thumb around her nipple and squeezing softly as he plunged his tongue in her mouth, meeting hers in an achingly slow mating dance. After a moment, Angel lowered his head to her neck, then made his way to her breasts with wet kisses along her jugular. Answering her whimpers, he took one nipple in his mouth, his tongue stroking it sensually while he played with her other breast with one hand. Suddenly, it was his turn to gasp in pleasure, as he felt Buffy's little hand lightly stroking his erection through his boxers.

"Oh god...oh god baby, yeah, that's good" He murmured against her breast, and Buffy grew a bit more confident. She cupped his member, still through his boxers...full contact would be a little too much right now...and then caressed it with more and more boldness. Angel had returned his attention to her other nipple, licking her skin, which only made her motions on his cock increase.

"Angel" She breathed out with difficulty. "Please, I-I want you" He pulled away in surprise, staring in her eyes seriously.

"What?" He was almost afraid to ask, it looked to good to be true.

"I'm ready Angel. I want you to make love to me, I love you" Angel's heart was filled with joy at her words. He kissed her with all the love he could express and crushed her body against his.

"Baby, I've been waiting so fucking long for that! You can't imagine the nights I spent in my bed thinking about you, about your hot little hands on my"

She stopped him from saying more by slipping her hand into his boxers and grabbing...what he had been about to say. "I felt the same way. I had dozens of dreams, where you ripped off my clothes and fucked me senseless in the middle of the classroom. In other dreams I could almost feel you throbbing against my naked sweaty body while you made me orgasm with your tongue on my clit. You have no idea how many times I woke up dripping wet for you alone in my bed, how many times I tried to imagine it was your fingers that were buried deep inside of me and not my own, how many times I could almost feel the taste of your cock in my mouth after I dreamed I was sucking you. Make love to me now Angel, I'm ready, I'm so wet my panties are dripping, just for you, only for you."

Angel stared at his girlfriend in amazement, his mouth open in shock as she ripped her panties and his boxers away and grabbed his cock once more, running her fingers all over it. Buffy flipped him on his back and licked his chest from his nipples to his navel and down, throwing away the bed sheets as she descended so that he would be able to see her nude body. Straddling his legs, she dropped kisses on his shaft and licked the tip, grabbing his hips to prevent him from moving. "Be a good boy." With that she licked him from base to tip in one long stroke, which got him to cry out in pleasure. She took him slowly in her mouth more and more as she guided his hands on her breasts. Within a minute he was groaning half in pain half in extreme pleasure, but she pulled away before he could cross that line. She crawled back on top of his body, rubbing her over-heated sex against his rock-hard erection while she kissed him. Eventually, Angel reached between their bodies and, teasing and foreplay be damned, instantly buried two fingers inside her dripping core and stroked her clit with his thumb, driving her into a ride of twitching and moaning. After a while Buffy made him pull his hand away, only to get a hold on his cock and guide it into her aching sex. He almost screamed in pleasure as he entered her. She was so fucking tight and so hot...he slowly pulled in and out, going faster and faster at her demands, driving them both closer to the edge until...

...the shrill ring of the phone reverberated in the bedroom, making him jump in surprise. His eyes shot open as he looked around him. His gaze eventually rested on the blonde who was resting on his chest, wearing his shirt and...sleeping. He almost chocked to death when he realized that what had started as a sweet kiss had only been a dream. *GODDAMNIT!!!! BLOODY FUCKING SHIT!!!!! FUCKING DREAM!!!! FUCK!!!*

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