Authors note: I apologize for taking so long to post this chapter. Real life caught up with me. A. Price

The little diner was filling quickly and someone was playing loud Country music on the

jukebox in the corner. The atmosphere was happy and very relaxed. Spike hated to admit it but he was actually enjoying himself, of course it probably had to do more with his present company then the atmosphere.

"Okay, I'll admit it, the fish isn't so bad." Spike grinned at Buffy from across the booth.

"Told you so." She smiled back before easing out of the booth, "I'll be right back."

He watched as she walked towards the Ladies Room smiling at the familiar sway of her hips.

"So, you're Beth Anne's friend." A masculine voice asked from behind him. Spike turned to see

an older man approaching the booth, a cup of coffee in his hand.

"Hello, I'm Frank, Margie's husband. I won't say it's nice to meet you," He smiled and continued," 'till I talk to you a bit about Beth Anne." He winked as he sat down on Buffy's side of the booth.

Spike raised his eyebrow, "Yeah, I'm her friend, William. What do you want to talk about?"

"First off, the looks Beth Anne has been casting your way, son, I'm here to tell you that's not how a friend looks at you. She obviously cares a great deal for you." His voice took on a soft tone, "Margie and I care a great deal for Beth Anne too."

Spike glared at him, "And you're thinking your nephew would be much better for her right?"

"No need to get defensive. I know this is completely none of my business but Margie she worries." He glanced at his wife behind the counter, " I'm of the mind that you can't force someone to have feelings for someone else. It's pretty obvious that Beth Anne doesn't care for Joey the way he would like for her too. She does seem to care for you though and I'm just making sure the girl isn't going to get hurt. Don't know her whole story but I can tell she's had plenty of grief in her short life. Like I said, we just don't want to see her hurt again." Frank took a sip of coffee.

Spike's first thought was how angry the mans words made him, how dare he think he would ever hurt Buffy. He sighed when he thought about the hurt he and Buffy had caused each other in the past. As he sifted through the words again he answered, "I'm not sure how to make you feel better, all I can say is that I do care for her. I'm going to do my best to make sure she doesn't get hurt again. Also, glad to see she has friends like you who care that much for her." Spike extended his hand across the table.

Frank took the offered hand and shook it firmly, "Nice to meet you, William." He smiled as he stood up, "Speaking of Beth Anne, here she comes, now."

"Frank, how are you?" Buffy hugged the older man.

"I'm good, Beth. Just wanted to introduce myself to your friend. Ya'll have a good night." He smiled at Spike, "Hope to see you again, William." He nodded as he walked off towards the counter where Margie was watching him.

"So, you met, Frank." Buffy sat down.

"He came to introduce himself." Spike took another bite of hushpuppy, "You've come a long way, Buffy."

"Huh?"

"I mean you once told me that you didn't let people get close to you. These people all seem close to you, they care about you. In fact he was wanting to make sure of my intentions towards you."

Buffy laughed softly, "Your intentions, huh? I guess I have managed to get close to them in a short time, too. I guess it's just that they are good, caring people."

"According to Frank, the looks we exchange show a bit more then friendship." Spike raised his eyebrows and nodded.

"Perceptive isn't he?" She laughed again.

"I like that sound. You really haven't laughed enough."

"It's easy to do when you're happy." She reached across the table and took his hand, "It took forever to realize it, but you do make me happy."

L.A. was getting more dangerous for him everyday. Angel settled into the dark corner of the

abandoned warehouse. He'd been surprised to find it empty, it was the perfect vamp hideout. It reminded him of the warehouse in Sunnydale, the one that Spike and Druscilla had taken over. He frowned when he thought about Spike, he was…he had been such a contradiction. Angel had finally decided that Spike had indeed turned around; he'd fought bravely to the very end. He had

also reluctantly conceded that Spike had loved Buffy.

A part of him had hated Spike for that, yet another part of him was jealous of how Spike had loved her. For Angel loving Buffy was a sweet misery. She had been the first woman he had truly loved

In his life, the first woman to see worth in him, to trust him and he could never be sure of himself around her. He was sure the curse didn't matter anymore; after all he'd slept with Nina without a hitch. But with Buffy he could never be sure - she was the one he wanted above all and he wasn't at all sure that the curse wouldn't come back into play if he were ever allowed to have her. Spike had simply loved her - accepted her faults and wasn't intimidated by her strengths, fought by her side and died for her - it was that simple for him.

Died, seemed to be a word that Angel was used to, they were all dead now, Wesley, Gunn, Ilyria and Spike. He had the guilt of their deaths hanging over his head, yes they each had agreed to the battle knowing the odds against them but that knowledge didn't help Angel sleep any better.

He shifted against the cold cement wall of the warehouse and realized that in all his years he had never felt lonelier.

TBC