Spike stood outside Sunnydale High, leaning against the brick wall, a lit cigarette dangling from his lips. He inhaled the smoke deep into his long-dead lungs and exhaled a stream of blue-gray smoke. Willow walked to Spike's side, hands in the pockets of her corduroys. She scuffed the bottoms of her shoes nervously as she stopped beside Spike. "So…um…you're going to your crypt? Or…um…the factory?" she asked.

"Don't know yet, Red," Spike said.

Willow bit her bottom lip nervously. "Um, Spike, I have a question…" Willow started.

"What?" he asked.

"How do you remember?" she blushed, "I mean, remember the spell? Angel told me that no one would remember."

"Well, maybe it's because you fucked up my life so much," the vampire said, exhaling some smoke.

"I said I was sorry," Willow sighed. "Do you remember your new…unlife?"

Spike shook his head in the negative, flicking some ash from the cigarette. "Not a bloody thing after Angelus sired me," Spike stated.

"Oh…" Willow stated, the redhead was silent for a few moments. "Where are you off to?"

"I was thinking of grabbing a bite to eat," Spike stated.

"Oh…ewww," Willow said. "You'd better not."

"Guess so," Spike rolled his eyes. He paused. "You're not afraid of me?"

Willow arched a brow. "Do you want me to answer that?" she stated.

"I don't have a chip, Red, I could drain you dry right here, leave your body for the Slayer," Spike stated and Willow shrugged.

"No. You won't…" she stated. "You've changed a lot in the past year and I'm not just talking about your Buffy-lust," she stated and Spike grimaced. "I would have believed you'd kill me when you came in my dorm room that night…but with the chip, you've begun to enjoy being a white hat."

Spike glared at her, even though he knew she was right. She smiled at him. "So where are you going to stay?"

"I don't fancy staying in a crypt," he said. "Factory's too big for one vampire, can't afford the mansion."

Willow knew she was going to regret what she was about to say even before she said it. But still, she said it, "Would you like to, uh, stay with me?" she asked. "Mom and Dad are in London, the basement's been turned into a living room area, even if they were here, they hardly go down there."

"Why, Red, are you asking me to move in with you?" Spike asked, eyes wide. "On the first date, no less, I'm shocked…"

Willow smacked him on the arm. "Shut up, Spike," she hissed.

"Ow, luv," he smirked. "You wound me." He put a hand over his heart with mock-pain.

"Forget I said a thing," Willow rolled her eyes.

"Sure, I'll stay," Spike smirked.

"Keep your hands feet and other objects to yourself. I'm still with Tara," she stated.

"In the future - well, a future - a future which most likely can't happen now," Spike stated.

"What do you mean, 'most likely can't happen now?'" Willow demanded.

"Think about it, luv," Spike said, flicking the ash off his cigarette. "This is 1997, almost 1998 - the year in which Buffy shags Brood-boy. You're telling me you'll do nothing to stop it? That you'll let your teacher die, let your friends go through all that pain - again - when you know you can stop it? And if you stop it then Angel won't go to Hell and get his brood on then leave Sunnydale for L.A. Then all those innocents he's saved will die."

Willow frowned, she hadn't thought of that but Spike continued on. "Everything will be different now that's what happens when you time travel. It's a big puzzle, you change one piece and the whole picture changes. And, Red, you've most definitely changed a few pieces 'round," Spike said, tossing his cigarette butt to the ground and walking off. The redhead stared at the ground before chasing after Spike.

"Well, we have to un-change them then," Willow stated.

"If you don't change them, Buffy will die. How 'bout those moral dilemmas, pet?" he stated.

"There has to be some way," Willow said there was a long pause as Willow thought it over. "I can change it. I have the spell…" she reached into her pocket and grimaced when she realized she'd changed her clothes. "It's at home." She raced toward her house, Spike following.

Once home, Willow paused to invite him in to find that he already had an invite. "How is that possible?" Willow demanded. "This is the past."

"Beats me, you're the witchy," Spike stated as he entered the house and followed her to her room.

"I didn't say you could come in here," she scowled and Spike shrugged.

"'Snot like I haven't been in your bed before, luv," Spike stated, looking her over and Willow glared at him.

"That was a long time ago," Willow stated.

"Not to me, just a few days…" Spike answered and Willow attacked her clothes, searching for the spell but she couldn't find it.

Meanwhile, Spike looked through her closet. "Fluffy, fluffy, pink…" he rattled off, "fluffy and pink, fluffy, fluffy, pink. Ooh, Red, I didn't know you had it in you." Spike pulled out a little black dress with an emerald green lace overlay with a smile.

Willow searched under her bed for the spell only managing to find the X-rated romance novels she'd hidden there. The redhead turned to face Spike and blushed as she realized what he held. "Put that back!" she hissed.

"Now why didn't you wear this?" he asked.

"I forgot I had it. Buffy bought it for my birthday," Willow said. "Now put it back." She slumped onto the bed with a grimace and Spike put the dress back in her closet. "I can't find the spell." Spike sat beside her and nodded. "Guess we're stuck here," Spike answered.

"Unless I can find it again in one of Giles's books. I hope it wasn't in one of Wesley's or I'll have to wait an entire year to fix this. Or he might not even have them yet. Damn."

Spike plopped down on Willow's bed. "It's all right, make the best of what you've got," Spike said.

"That's easy for you to say," Willow sighed. Spike moved onto his side to face her, resting his head on a hand.

"Why do you say that, pet?" he asked.

Willow shrugged. "I mean, you spend the next few years getting your ass kicked and falling in love with Buffy. I grow out of my nerd phase. I fall in love: twice. I become a powerful witch. My future's good and I love it," Willow said.

"If you say so," Spike answered.

"Goddess, Spike, you're a pain," Willow sighed.