See disclaimers on secition one

Faith found Buffy in her room relaxing a little before she took the potentials out on patrol. She had decided that giving Faith the night off might be a good idea since she seemed a bit preoccupied anyway. She just hadn't told Faith yet. She didn't want the younger girl to feel like Buffy was slighting her, she just realized that a lovesick slayer could be a dead slayer. And right now she needed all the big guns she could get. As Faith knocked on the open door she leaned her head in to let the other slayer know it was her. "Hey B, can I talk to you for a minute?"

"Sure Faith, what's the what?" Buffy was trying to sound light and airy. She didn't want Faith to think she was wigged.

"Um, well, B, you see Red asked me out and I wanted to get"

Buffy interrupted before the sentence was finished. "Oh, Faith you don't need my permission to go out with Willow. She's a big girl and can like who she wants. Besides I think it's great. She's been so sad since Tara died. I thought Kennedy might change that, but looks like I tried to push Willow into something she didn't want. She obviously wants you. Okay, that was way more sexual than I intended it to sound. I mean she wants this, with you. So go be merry and gay! Oops! Did it again! Have fun, and let me know what the color scheme is for the commitment ceremony."

"Thanks B but I wasn't gonna ask for your permission," said Faith a little miffed that the littleslayer would think she would need it. "But it's nice to know that you are supportive of Willow's choices, I guess." "Foot in mouth again, sorry Faith. So if that wasn't it then what did you want to ask me?" "Don't laugh. I know all you Scoobies think I am all knowledge chick about sex and stuff and well, I am. But I haven't actually ever been on a date before. And I thought you might give me some pointers. "Now, why doesn't that surprise me? So you want my vast wisdom on the dating stuff. Number one she has a pulse so you've already beaten me. Number two she doesn't let vamps suck her off for pleasure, got me on that one, too. Hmmm.. I don't know if I am the best person to ask. You could ask Kennedy she went out with Willow." Faith's face went pale at the prospect of asking the potential anything about her past relationship with the witch.

"Kidding Faith, I was just kidding. Please breathe!" Buffy gently shook Faith by the shoulders to rouse her from her trance of panic. "Oh, gotcha B. Do you have any general tips to give me? Which fork to use that kind of stuff."

"General stuff, huh? Okay, open doors for her, listen when she talks, make eye contact with her. Just let her know you are interested in her. And when she walks you to the door give her a peck on the lips. No tongue on the first date. It can give the girl the idea that you are loose or easy. And while that might be true you don't want her to know that yet. Is that general enough for you?" "Okay, thanks B," Faith said giving the slayer a sincere look. "I can do this right? I can be good enough for her, can't I?"

"You already are, you already are." Buffy watched the younger girl as she walked wistfully down the hall. She was really beginning to like Faith.

Willow was putting the finishing touches on her makeup when Xander walked into her room. "Hey Will. Looks like you're getting ready to go out." "Yeah, I am taking Faith on a date. I'm kinda nervous." "Don't be, she is a very lucky girl to be going out with you," Xander said reassuring her. "And you're pretty lucky too. She's an animal in bed."

"Xander Harris, I can't believe you just said that. That is my soon to be girlfriend you are talking about. Do I have to kick your ass?"

Xander's hands rose in a sign of defeat. "No ass-kicking going on here. I just thought you should know her abilities before you tried out the goods." "Okay, that's it. Out of my room before you dig a deeper hole for yourself." Willow began pushing him out the door smiling the whole time.

Two hours had past and both girls were ready to go out on their first date. Faith had no idea what the hell she was doing, but she was just going to go with whatever the witch wanted. And Willow wanted to dance. Willow had noticed the way Faith danced in high school. She thought Faith was built to dance among other things she was sure. While they had both laughed together she hadn't really seen Faith relax at all and she was hoping to change that.

Instead of the Bronze she took Faith to the local lesbian bar. It was just a hole in the wall, but Willow always felt at ease there and she wanted Faith to be comfortable as well. As they walked in she saw all eyes turn to the slayer. Faith may have softened her personality, but certainly not her sensuality. Willow had been giddy when she saw Faith before they left on their date. Faith had topped off her regular black leather with a tight baby tee that reached her midriff. She balanced the girliness of the tee with her motorcycle boots. She was just the right mix of butch and femme for Willow. And now all the women in the bar were looking at Faith with hungry eyes.

Faith could care less about anyone in the bar except Willow. Usually she liked to make heads turn, but tonight this was all about Willow. She had dressed for the witch. They may not have sex tonight, but she wanted the redhead to know she was wanted. Willow had dressed for Faith as well. She was wearing a pair of low cut pinstripe pants, with a silk red top that fit her tightly. When she moved just right the tiniest bit of her stomach would show. Faith thought she looked amazing and had told her so on the walk to the bar.

Finding a table they ordered drinks, just listening to the music for a while. Now that they were actually on a date neither really knew what to say. They sat nursing their drinks each thinking of amusing things they could share. And both were coming up empty.

Willow finally fell back on the old standard. "Faith, would you dance with me?"

"Sure, Red. I haven't gotten to dance in couple of years. I hope I remember how."

As they reached the dance floor the hard beat of the music took each of them in turn. Faith closed her eyes and lost herself. She felt free. With Faith oblivious to anything else Willow watched Faith abandon herself to the song. Willow moved rhythmically but not really concentrating on herself, just on Faith. She liked the slayer so much. She hadn't thought she could feel this smitten with anyone but Tara.

Liking Faith didn't lessen what she and Tara had. It only prepared her for what she might find in store for her with Faith. As the song

ended a slower song started. Willow knew Faith hadn't even noticed the change. She stepped closer to the slayer and put her arms around

her neck. Faith's eyes opened into Willow's and she gave the witch a lazy smile.

"Hey." "Hey, yourself. This is nice." "It feels right, huh." As Faith said this she pulled Willow into her. Faith had wrapped her arms around the other girl's waist and felt her stomach flip flop. She felt like a schoolgirl with her first crush.

"Well, it doesn't suck." And with that Willow laid her head on Faith' shoulder and they swayed to the music. Faith's head was full of Buffy's advice, she had opened the bar door for Willow, pulled out her chair, told her she looked nice. So she was right on track. She knew she was only supposed to give the girl a peck, but her instincts told her more would be alright. But she couldn't think about that now, Willow had raised her head and was looking at her.

As Faith turned her head to face Willow, the choice to kiss or not to kiss was no longer hers. Willow leaned forward and lightly grazed her lips with Faith's. She slipped her tongue out just a little to feel the texture of the slayer's lips. She then pressed Faith more firmly to her as she opened Faith's lips with her own. They began slowly kissing, moving their tongues together and apart. They had all the time in the world to sway to the music and explore each other.

Each kept breathing steadily letting the kiss build on its own. Faith thought she would die when Willow pulled back from her and simply moved her mouth on hers. Willow began teasing Faith with her lips, moving in to kiss but keeping her tongue away. The more Faith tried to engage Willow in a deeper kiss the more Willow would pull away and come back. It was the most sensual thing Faith had ever experienced. She wanted the witch more each time her lips made a pass over her own. Willow finally stopped teasing long enough to kiss Faith until a small moan escaped from the back of the slayer's throat.

In a husky voice that made her intention clear Willow said, "I think we should go now. Don't you?"

"Whatever you want." Faith stammered back trying to get her bearings. She felt like maybe this was moving too fast, but she wanted Willow to feel comfortable. And if she was comfortable with getting out of here to somewhere more private then that was fine by her. Smiling Willow led the dazed woman out of the bar and steered her toward the park. As they entered the gates of the park Willow found the first bench and sat Faith down. "Will, don't you think this is kind of dangerous. I mean we are a little exposed and all." "Well, let's see if the First wanted us it wouldn't matter really where we were. Also, you are a slayer so we have the vampire thing covered. And I did a little protection mojo so no one would bother us. They will just walk by and not even know we're here."

"Oh," said Faith. That wasn't really the answer she had been expecting. "Don't you think we're going a little fast here, Red? I mean I thought you wanted to date." Willow grinned at the girl saying," Why Faith, do you think you're gonna get lucky tonight?" Faith began to protest with Willow cutting her off. "Well, you are going to get lucky, just not in the way you think. I want to ask you a question." "Shoot," said the slayer intrigued by the way this was going. Willow then sat astride Faith's hips on the bench. She rested her elbows on the woman's shoulders bringing face level to Faith's. "Have you ever slept with everyone you ever made out with?"

"Yes." Willow was startled that the answer came so fast. "Have you ever wondered what it would be like to draw out the fun just a little? I'm not saying you would deny yourself satisfaction, just keep some of the mystery." "How do you mean, Red?" "Faith, there is something I would like to try with you if you are willing. And you can say no and we can go slower if you want." "Okay, but you need to know something first. I haven't done this before, I mean yeah, I've done this before, "Faith said referring to sexual thing. "But I've only been with guys. You're actually the first girl I've even kissed." Surprise was all over Willow's face. "But I thought you've known you were gay since high school."

"Knowing ain't doin', Red. Sure I knew but I was hard up for B then.

That was a dead end. Then I went to prison and there was no way I was going to give it up for the first time with a chick I didn't even like. In jail sex is about power not about emotions. I got my point across and they all left me alone. And I didn't have to use sex to do it."

"Maybe we should slow down then. I don't want to ruin your first time or anything."

"No, I don't want to stop. We are going just the right amount of forward for me. Please keep going, please."

Willow leaned forward and began the slow, sensual kiss from before

but this time with no teasing letting it build until they were both squirming. Willow spread her knees further apart to increase the

contact between the pair. She could feel the slayer moving a little beneath her. The tiny motion rubbed against her clit and she could feel her arousal building. She began rocking her hips pressing further into the slayer. She could feel smell Faith's arousal and knew she was making contact with her clit as well. Faith couldn't believe she was this turned on. They hadn't really been kissing that long, but she felt like she was about to explode. With each brush of Willow against the leather crotch of her pants she thought she would cum.

The sensation increased as she felt Willow cupping her right breast in her palm. The witch circled Faith's breast through her shirt making the nipple rise. Willow could feel her mouth water from wanting to lick the nipple. That thought just made her kiss Faith with an unrestrained passion. She rolled the bud between her fingers making Faith moan into her mouth. Their hips had picked up a rhythm pumping into each other bringing each woman closer to orgasm. Willow pinched down on Faith's nipple hard making the slayer gasp and said, "Faith, this is the really fun part. I want you to cum for me `cause I am about to cum for you."
With that both girls moved even faster, kissed harder and brought each other over the edge without ever taking off a stitch of clothing. They moaned unintelligibly into each other's mouths as the waves of pleasure rushed through their bodies. Willow fell limply against the slayer out of breath. "Oh my God, Willow, I didn't know that anyone could do that. I mean we never even really touched. God, God, God. Can we do that again?"

Willow kissed the tip of her nose and replied, "It's called desire Faith. I want you and not just for one night so you better be prepared. And yes we can do that anytime you want, but after this it only gets better." Willow then laid her head back on Faith's shoulder and they sat there holding each other until almost sunrise.
TBC