On another rare, sunny day in London, Buffy sat in her Art Appreciation class, taking notes rapidly as her teacher lectured them on the Impressionists. This class was her favorite, and the only reason she ever looked forward to going to school. Three weeks had passed by since she had tearfully told Giles of her nightmarish experience, and neither had spoken a word about it to the other since. For the first time in a long while, she felt as if a little of her burden had been lifted. She hadn't had any nightmares, and she was content to blend into the background at school. No one really took much notice of her, but Spike had nodded to her once or twice when they passed in the hallways. Buffy only looked away shyly. She was still embarrassed that he had seen her wearing only a towel.

Buffy stole a glance at him, sitting across the room from her. She'd noticed the purple bruise on his cheek that had appeared suddenly two days ago was fading into a yellowish green color. Wondering what could have caused the injury, she suddenly felt an odd kinship with him. It was something she couldn't explain, but Buffy had the feeling he carried sadness similar to that of her own. Lost in thought, she didn't see that he had felt her staring at him, and she was startled when he turned and their eyes locked for an instant. Buffy's heart gave a jolt when she met his blue gaze, and she reddened and quickly turned away. She didn't know why she had been staring like that, but she hoped he didn't bother her about it.

Spike, seeing Buffy's embarrassed reaction, frowned, and wondered why she had been looking at him so intently. She'd had an unreadable expression on her face, and he suddenly remembered the ugly bruise he'd been sporting. He angered a bit when he thought that perhaps she pitied him. Of course, she couldn't really know for sure how he'd been hurt, he reasoned. For all she knew, he'd been whacked in the face during a rugby match in the park. Spike dismissed his anger, but he remained puzzled at the enigma that was Buffy Summers. She was such a little thing, he thought; so tiny and delicate and vulnerable. He didn't understand why she'd started to occupy his thoughts so much since that evening in his uncle's apartment. Spike figured perhaps it was because he couldn't seem to make a connection between the smiling, lively girl in the old pictures and the gloomy, apprehensive wraith that sat opposite him in class. Spike shook his head, trying to focus on the teacher's lecture. He wasn't doing very well in this class, and to be sure, he hadn't wanted to take it in the first place, but he needed an art credit in order to qualify for graduation and university.

When the bell signaled the end of the period, the students gathered up their belongings, and headed to the door. Spike forgot about Buffy for the moment and his mind was now on his worries about graduating. Buffy was relieved to see that he hadn't looked at her again, or tried to talk to her, and she made her way to the door. She was startled when she felt a hand touch her lightly on the shoulder, and she whirled around to see her teacher, Ms. Green smiling at her.

"Buffy, would you mind terribly if I spoke with you a moment? I'll write you a note if you're late for your next class," she said kindly.

Buffy shook her head, wondering what her teacher's reasons for keeping her were. Ms. Green was her favorite teacher next to Giles, and she returned the smile. "No, I don't mind. I'm only headed to the library to help Mr. Giles next, so I don't need a note or anything," she answered. Ms. Green nodded, and motioned for her to take a seat, and Buffy obliged.

"You are by far, my best student in this class," Ms. Green began and Buffy blushed. "You grasp the material very well, and your essay on the Pre- Raphaelites was quite remarkable." Buffy glowed under the teacher's praise, but wondered where this was going. Ms. Green detected Buffy's suspicions and winked. "You think I'm just trying to butter you up, and I am a bit, but rest assured that the praise was quite deserved." Buffy nodded, and the teacher got to her point. "There are some students in Year Twelve that are having some trouble with the essentials of interpretation, and I was wondering if you could devote some time to helping them out."

Buffy stopped herself from automatically refusing the teacher's request. She didn't want to interact with other students, but her mother had practically begged her to make an effort to at least be more involved with school activities, even if she didn't try to make friends. She figured she wouldn't really have to socialize, and she would be helping her teacher a lot by assenting, so she told Ms. Green she'd be happy to tutor.

Ms. Green's hopeful expression turned into a wide grin. "Great. I have two students that need help. Are you up to the challenge?"

"I think so," Buffy responded in what she hoped sounded like a confidant voice.

"Okay, then, why don't we start after school today?" Ms. Green suggested. "You can use this room, and I will give you the materials you'll need to help them study. So, we're all set then." Ms. Green clapped her hands, and then shooed Buffy out the door. "Off you go, and thanks again, Buffy." Buffy left the room, heading towards the library. Along with some nervousness regarding her aptitude as an instructor, she also felt a little elation that her teacher had such confidence in her, and it buoyed up her spirits considerably.

Spike walked into the lunchroom a little later than usual, since his art teacher had pulled him aside in the hallway on his way there. She'd happily informed him that she had found a tutor for him, and that her name was Buffy Summers. Spike was surprised, to say the least that the quiet, reserved girl was going to be helping him towards graduation. The chit barely spoke in class, and though he didn't think she was stupid, necessarily, he wasn't sure she had what it took to get him to care much about art.

Joining his friends at their usual table, Spike munched on the apple he'd brought, and brought up the subject of Buffy.

"So, what do you guys make of that Summers chit?" he asked the group, gauging their reactions.

Most of the gang looked puzzled, and asked why he wanted to know.

"Seems she's going to be helping my arse to graduate." At the confused looks his friends gave him he added, "She's tutoring me in Art Appreciation this afternoon." Spike glanced at Tara. "You too, Sweets. We're to be in Green's room after school." Tara nodded and made a note in her day planner.

Willow was the first to answer his question. "I was her student helper on her first day. I don't know very much about her, though. She seemed nice, but she's really quiet. Oh, I remember her asking where Mrs. Slander's office was since she was to be her guidance counselor. I kinda feel bad about how I reacted, though."

"Why's that, honey?" Willow's stoic boyfriend Oz asked as he smoothed her red hair behind her ear.

"Well, you know, usually Slander handles problem cases, and I blurted out something like 'what did you do to deserve that?' and she got a little upset." Willow winced at the memory.

"I can't imagine why that cow, Slander is allowed to handle any kind of case, let alone problem kids," Spike commented. "Uncle Rupes says she's insane, but the school won't let her go." Inwardly he felt sorry that Buffy had likely been subjected to the woman's harsh judgment. He himself had been sent to her on a few occasions after causing trouble, and he despised the bint.

Oz spoke up again. "Yeah, I heard that your uncle had some words with her about mistreating some girl. Maybe it was Buffy." Spike thought that was probably true, but didn't comment. "To answer your question, though, she's in some of my classes, not really the talkative type, but who am I to judge?" This got a laugh from the group, and Xander quipped,

"Whaddaya mean, Oz, you're a regular 'Chatty Cathy'!" Everyone giggled, and Oz just shook his head. "Well, if you ask me, and I think you did, I think she's a little strange," Xander continued. "But you knew that, right? I mean that day when we saw her in the pool at my building, she flipped out on us."

"She flipped out?" Willow asked incredulously. "How so? Like in a happy, 'hi I'm glad to see you' way, or a violent, scary kind of way?"

"Neither." Xander replied. "She just didn't want to talk to us, and when we tried to corner her–"

"What?!" "You guys cornered her?" Willow and Tara both spoke so sharply, the boys jumped, feeling a little guilty.

"Hey, it's not like we were trying anything," defended Xander a little sheepishly. "We just, you know–"

"We just acted like complete wankers and scared her, that's what we did," Spike finished for his friend harshly.

Tara's brow knit into a frown, and the effect made her look fearsome. Spike blanched a little at the look she gave him and Xander. His normally mild and gentle friend barked at him angrily. "What did you do that for?"

"Dunno," Spike said, cringing. "Just wanted to see if we could make her talk to us, that's all. We thought maybe she thought she was too good to speak to the likes of us."

"Yeah, but then when you grabbed her–" Xander supplied without thinking.

"You grabbed her?!" Tara glared at Spike accusingly.

"Thanks, mate," he muttered at the now contrite Xander. "I wasn't thinking, I just wanted to talk to her, and she was being all uptight."

"Do the two of you even know what big jerks you are?" Willow stated sarcastically. "I don't think she's uptight or snobbish, she's just shy." Spike and Xander had the grace to look ashamed.

"Then you go and practically harass her." Tara added crossly. "Good job, guys."

"I suppose you're going to make us apologize or something, huh?" Xander mumbled. Willow simply arched a brow, and Tara shook her head.

"You'll just embarrass her further," she told them. "Just try to be respectful of her from now on, maybe." Tara rolled her eyes when the two boys looked at her with hangdog expressions. "Oh, don't do the 'sorry puppy face', guys!" she groaned. Xander and Spike exchanged glances, and turned back to the girls, sticking their bottom lips out and whimpering like little dogs, trying to melt the hearts of their irate female friends. Tara couldn't help but smile. Giggling, she relented. "Okay, you're forgiven."

"But just this once," Willow added, still looking stern, but she laughed inwardly at her friends' antics. She had a hard time resisting the 'puppy face' and they knew it well.

Buffy stopped anxiously outside the door of Ms. Green's classroom. She had taken her time after her last class, trying to calm her nerves as she went to her locker and packed up the books she needed to take home. She'd headed down the corridors, weaving her way slowly among the other students until she reached her destination.

"You can do this, you can do this," Buffy chanted to herself, and she took a deep breath. "Just don't throw up on anyone, and you'll be fine." Buffy started to open the door, but paused when she heard voices inside. She could hear Ms. Green chatting animatedly with another girl and a boy. The girl's voice was unfamiliar, but Buffy started when she recognized the boy's drawling baritone.

'Spike?' she thought frantically. 'I have to tutor him?' Buffy had to keep herself from turning tail and running home. 'No big, Buffy, he just saw you almost naked after he harassed you at the pool.' She frowned. 'Way to reassure yourself, girl,' she chastised inwardly. Squeezing her eyes shut, she shook her head at her foolishness. She'd have to face him sooner or later, and she may as well get it over with now. Swinging the door open, she stepped inside the classroom.

Three heads swiveled around to face her. The girl was someone she'd seen around school, but did not know. Ms. Green came forward to usher Buffy into the room.

"Here's the brilliant apprentice I was talking about," she said as she brought Buffy to stand in front of the other two teenagers. "William, Tara, do you know Buffy Summers?" Buffy avoided Spike's gaze as he responded, and she looked at the girl named Tara who was smiling at her kindly.

"It's nice to meet you, Buffy." Tara said. Buffy smiled shyly, and warmed to Tara's gentle nature. Spike found himself a little miffed that Buffy wouldn't look at him, and he bit back a remark that would have had Tara ripping him to shreds. At last, Buffy turned to him and offered him a weak smile. He nodded curtly in return.

Ms. Green handed Buffy a folder. "This is what they essentially need to study. If you could work on interpretation and different painting styles for today, I think that would be a good start." Buffy took the folder and nodded. She could do this. "Great." Ms. Green headed for the door. "I have an appointment at five, so you can use the room until then. I'll be in the teacher's lounge if you need anything." Ms. Green waved and walked out the door. An awkward silence followed her exit, as Buffy turned to face her 'students' uncertainly.

Buffy put her book bag down and flipped through the contents of the folder. She glanced up and saw Tara looking at her expectantly and noticed Spike lighting up a cigarette by the open window.

"Can you work miracles, love?" Spike asked taking a drag on his cigarette and blowing smoke out the window.

"Why?" Buffy asked, mystified.

"Because that's what you're gonna bloody need for me to pass." Spike flicked the ashes on the sill, and took another pull.

She rolled her eyes, "If you want to learn this, I can help you. Otherwise, don't waste my time." Spike took note of her stern tone and arched an eyebrow. Ignoring this gesture, Buffy looked over at Tara. "What are you having trouble with, Tara?"

"I-I'm having a hard time with remembering the artist to the picture and the diff-different techniques that they use and are known for." The curvy blond replied.

Buffy nodded confidently. "Well, I can definitely help you with that." She sifted through the pictures of paintings, and held up one for Tara. "Take a look at this one, and–" She was cut off by a loud groan from Spike.

"This is bloody stupid. I can't believe that I am going to fail art and then I won't bloody graduate!" Buffy strode over to Spike and pulled the cigarette from his mouth and crushed it under her foot. She stared Spike right in the eye, her lips set in a firm line.

"You definitely won't graduate if you keep interrupting me." She folded her arms and leveled her gaze. "Now, if you're finished with your bellyaching, I'd like to get started." Spike returned her stare, but Buffy held her ground. Sighing, Spike shrugged and stood up from the windowsill.

"Go ahead," he said with exaggerated resign. "Fill my brain up with knowledge, teach." Inwardly, Spike was delighted that he'd gotten the girl to show a little backbone. Her green eyes flashed when she got mad, and he found himself wanting to ruffle her feathers a bit more. 'Maybe I can get her to even smile,' he mused. He wanted to see the girl from the scrapbook in the flesh.

"You can't learn this stuff if you don't have some passion for art. So, it's gonna take more than me just filling your brain with facts. Now, you give me two weeks, and I will get you loving art!" she exclaimed, and punctuated her statement by pushing him down into a chair. A stunned moment followed, and no one spoke. Spike fought to bite back a smile. 'Meow, kitty's got claws,' he marveled.

Buffy covered her own amusement and picked up a sample. "Okay. What do you see in this picture?" She held up photograph of a painting whose background was all black, but red splotches interspersed sporadically.

Tara squinted at it and asked, "Are you asking what the painter felt when he painted it or what?"

Buffy smiled, "No. The painter's dead; we can't ask him how he felt when he created this. I want to know how you feel about it. Just look at it and say the first thing that comes to mind." Tara stared pensively at the picture and came to a conclusion after a minute.

"Fear," she said resolutely. "Black represents fear and red represents the blood caused by the fear."

Spike guffawed at her answer and Tara's eyes watered.

Buffy scowled at him. "Spike, why don't you tell me what you think it is about," she challenged.

He answered, "Colors. It's black and red."

She snorted, "No, smart ass. What do you feel?"

Spike thought over his answer for a long moment and then replied with fervor, "It reminds me of pain. The red is part your heart and the black is holes that are left in it from pain. From bad experiences."

Buffy smiled, "See? Not so hard. Both of your answers were negative stimuli."

Tara spoke up, wanting to know what the right answer was. "I don't know that there is a right answer, Tara. Everything's subjective."

"Well, what do you feel?" Tara inquired.

Taken aback, Buffy mulled over her answer. "What do I feel? What do I feel? Well, I feel that the red is life and black is nothingness. That life is surrounded by a black hole, that consumes everything you work for and everything you have saved up. That no matter what you do in life, it will all end one day. I see-I see emptiness." She quickly pulled out another picture and showed them, "Now what do you feel?"

They continued on for an hour, looking at various abstract paintings, and discussing their interpretations. Tara realized that she needed to get home early, and so Spike and Buffy were left alone. Buffy found herself feeling uncomfortable without the other girl's presence, and she shifted uneasily in her seat. Spike sensed her unease, and tried to break the silence. "So, uh...what's next, love?" Buffy started, having been lost in her own thoughts about what to do next.

"Oh, um. I don't know. I guess we could go over today's lecture if you want," she suggested.

"Not really, no." Spike leaned back in his chair, his hands behind his head.

"Huh?" Buffy stared at him quizzically.

"I don't want to go over the lecture, pet," he smirked at her, and rocked back and forth in the chair.

Buffy flipped through the folder again, looking for further instructions. "Oh. Well, then I guess..."

"How 'bout we get to know each other a bit? What's your story anyway?" Spike sat forward, bringing the chair legs to the floor with a 'clunk', and leaned on the desk, looking intently at her.

Buffy looked up at him sharply, meeting his eyes. As soon as she did so, she knew that it had been a mistake. She was frozen in time for a moment as she stared into his cerulean orbs. He searched her green ones, and she felt as if he was trying to see through her to her soul. She blinked, then the moment passed, and she sensed her defenses falling into place. "My story? What do you mean?" Spike cursed himself for opening his big mouth. Buffy had seemed relaxed over the past hour, and he had wondered if he could get her to open up to him a little. Unfortunately, his question seemed to have alarmed her, and he could see her closing herself off once again.

"I dunno," he quickly replied, trying to remedy the situation. "Guess I just wanted to be friendly, that's all."

Buffy took a deep breath, trying to swallow the panic that was rising in her chest. "I don't want friends," she said softly.

"Why?" Spike asked, baffled.

"You ask too many questions," Buffy replied. "I just don't, okay?" She shifted her eyes down to her clasped hands. Friends couldn't be counted on, she thought. Not really. Giles was her friend, but he was an adult, and extremely compassionate. People her own age would use her mercilessly and then abandon her when they were done. The girls she had grown up with, that she thought she'd been close with, hadn't really known her at all, and they deserted her when she'd needed them the most. She didn't want to let anyone get that close again.

Spike didn't let her off so easily though. "So, why did you agree to tutor me and Tara?" He tilted his head, studying the effect his questions had on her. Buffy just shrugged her shoulders.

"I agreed to help out," she replied. She raised her eyes, but refused to meet his gaze. "I love art. I enjoy it. It's the only thing lately that makes me happy, and I promised my mom I'd get more involved in school. Besides, if I can pass on my passion for art to someone else, I'll have done something good." Spike didn't respond, he just continued to regard her silently for a few more moments, and her discomfort grew. "That's as much as I'm ever going to tell you about me, okay? So, please, enough with the questions. If you don't want to do any more work today, I'd like to go home," she stated determinedly. Finally, she stared straight at him. "I don't want to become friends. I just want to help you and then become invisible again."

Spike felt a sinking disappointment, but he didn't know why. Even though he wasn't satisfied with her responses, he finally relented. "Fine by me, pet." He glanced at the clock, and the sinking feeling was replaced by a surge of panic as he noted the time. He sprang out of his seat. "Damn! It's almost five, and I told my da I'd be home before then. He's going to kill me!" Spike grabbed up his book bag and his coat.

Buffy was startled by his apprehension, and she stood up as well, gathering her things. "Okay. We can be done. I can tell him I kept you, or...or something," she felt the need to protect him for some reason.

"No need, pet." Spike assured her. "But thanks." He headed for the door, and spoke to her over his shoulder. "You might as well walk with me, since my house is on the way to your place."

"Okay," she replied uncertainly.

"I'm not trying to be 'friends' with you, don't worry," he told her with an affable smirk. "After all, it'll be dark soon, and even though we're not friends, I wouldn't want anything to happen to you." Buffy rolled her eyes at his exaggerated assertions.

"All right, let's go," she said, and headed out the door and down the hallway to the exit with him.

They hurried down the street, not speaking, both with questions about the other swirling around their minds. Spike didn't understand his curiosity, and he knew she would probably bite his head off for what he was about to ask her, but he couldn't help himself.

"Buffy?" He said tentatively.

"Yeah?" Buffy didn't turn to look at him, not wanting to get lost in his eyes again.

Spike hesitated a moment and then said, "I'm going to ask you another question, and I promise I don't mean any harm by it," Buffy spun her head over to him at that and raised an eyebrow. "Why–why don't you like people to touch you?" Spike flinched in mock apprehension of her attack on his person, and Buffy surprised herself when she realized she was suppressing a smile. She thought a moment, and replied,

"Because if you touched me, I would have to use my self defense. And I am quite strong, so I don't want to hurt you." She found herself laughing when she saw his eyebrows shoot up and his jaw drop. Spike thrilled to the sound of her giggles, and his heart warmed at the thought that he'd been the cause, however unwittingly. He resolved then and there, that despite her 'no friends' rule, he'd try to coax more laughter out of her every day. Her chuckles petered out, and when he smiled back at her, and she sobered. Disappointed, yet still determined, he spied his house up ahead, and slowed his pace.

"Well, love, this is my stop," he said, halting at the front walk of his house. "Your place is only a block over from here, so you don't have too far to go." He stared down at her, reluctant to let her go, but he knew she wouldn't come into his house if he invited her. That was probably for the best, he thought, since he was never sure what kind of a temper his father would be in. "Same time tomorrow?"

"Yeah, I guess so." She replied, suddenly uncomfortable again.

"Well, in I go then," Spike muttered awkwardly, and he turned and walked up to the door and let himself in. Buffy stood and watched him disappear, and turned to leave, when she heard a loud crash, and a sharp yell of protest from Spike.

Another voice, which Buffy presumed to belong to Spike's father screamed "Bloody fucking hell, boy! I tell you to be home before five, and you bloody well better be here!" Aghast at the vicious tone the man used she stood frozen on the sidewalk, her eyes wide. She heard Spike respond,

"It's only ten after, and I had to stay–"

"Don't you talk back to me, you smarmy little cock-up. Do you want me to bash your head in?" Not wanting to hear anymore, Buffy ran the rest of the way home. She'd go and tell her mom, or Giles, she thought as she entered the building breathlessly. She rushed to the elevators, and waited impatiently for one to arrive. 'Giles will know what to do,' Buffy told herself. When she finally got to her apartment, she flung her book bag aside, and called for her mother. Not hearing an answer, she bolted out the door and down the hallway to Giles' door. She knocked frantically, calling his name, but no reply came. Dazed, Buffy slowly walked back to her own door, her mind racing. Should she have stayed there, she wondered. What could she have done, though? Maybe it was nothing, she thought, letting herself back in to her home. Maybe his father's bark was worse than his bite, so to speak and he just yelled a lot. That notion quelled her fears a little, and she decided to wait it out for now and started on her homework. She was a little worn out though, and halfway through reading a chapter in her social studies book, she dozed off.