author notes: first off, I wanted to thank everybody who has been reading and reviewing my stories. I pretty much live for feedback. so, basically, you guys rock. secondly, this one is kinda long, and pointlessly fluffy. Enjoy, because the next one is probably gonna be pretty angsty.

disclaimer: I forgot to put one on the last two chaps. whoops. Buffy has never, and will never belong to me. the titles of those two chaps belonged to The Killers and Say Hi To Your Mom, respectively. title of this one belongs to Say Anything.

timeline: late season three, but Angel didn't come back. or he left already. doesn't really matter, he's just gone. and Faith isn't evil.

The Writhing South

Dammit. I think this is the fifth time I've read that sentence and I haven't absorbed a thing. I guess I've never been very sponge-y.

It's not my fault, though. No siree! I mean how could anyone concentrate with Faith sitting over there acting like…like a porn star.

Okay, so fine. She's not intentionally acting like porn star, but it's Faith! She just naturally sits all porn-staresque.

Because seriously, who sucks on a pen like that? I mean, for God's sake, the way her tongue keeps circling the top, every so often nibbling gently. Jesus, her and that pen should get a room.

I wonder what it would feel like. To have those pouty lips traveling down my stomach. Her pink tongue flicks out as she continues her assault on the blue cap.

That same tongue dipping into the hollow of my neck. White teeth digging into my hipbone...my nails sliding down her spine….

Oh my god. Did I just moan out loud? I think I kinda did.

Faith's the only one who catches it. Perks of Slayer hearing, I guess. She glances up at me, and I feel the heat in my face rush south when she slowly pulls the pen from her lips. She raises one perfectly sculpted eyebrow and sends me a shit-eating grin.

My breath hitches and I try to look busy with my Big Book of Things That Go Bump in the Night. Well, that's not really what the title is. But, me? Not so good with the pronunciation of ancient Greek text.

"Oh, Buffy, I forgot to ask, how did last night's make out go?"

WHAT?

Giles is gazing at me expectantly over his glasses. Panic mode? Check.

"I didn't…w-we…there wasn't…um…what?"

I'm not nervous. Nope. Nothing to hide here.

Because I was in no way, shape or form making out with Faith last night.

I wasn't.

I also did not get knocked to my ass by a newbie vamp because I was too distracted by Faith's hands under my shirt, undoing my bra strap. Didn't happen.

"I asked you how the stake out went. You two were supposed to do recon outside the Mayor's office last night."

"R-right. Stake out. Mayor's office. We did that." For a few minutes. "Very uneventful. Boring even…"

"Well, I wouldn't say boring, B…" She gives me a smoldering look, subconsciously licking her lips. I think if I blush any harder, my face will match Faith's lipstick. She flashes me those perfect, shiny white teeth.

"We kept ourselves… occupied." She says, grinning predatorily. I shift uncomfortably in my seat.

"Yup…those vamps and their…occupying techniques." I say, nodding. My voice also seems to have taken on a high, pitchy quality. That's always good.

Giles and the others are staring at us with interest. Faith is grinning at me like she's won the damn lottery, and I either look like I'm going to smack her, or jump her. I really hope it's the former.

"Yes…well, I think it would be beneficial to try again tonight." Giles says, breaking the awkward silence.

"You got it, G-man." Faith winks at me then turns her attention back to the large text in front of her.

Okay. Fine. So maybe there was some kissing last night.

…And maybe even a little gropage.

Oh, great, she's back to the pen sex, pushing the cap past full lips, where she chews idly on the end. I swear to God, if she keeps that up I'm going to rip that pen from her mouth and replace it with my –

NO! Bad thoughts, Buffy! Very bad, very hot…umm...wow. Faith's leaning back in the chair now, flipping her hair over her shoulder. My eyes drop to the exposed skin of her neck, right to her pulse point. I've always wondered what it was with vamps and all the neck biting. I can sympathize now.

I so wanna bite her.

I glance up to find her eyes on me again. Whoops. She definitely knows I was checking her out. She curls her lips into sexy grin around the cap of the pen. She sucks on the pen a little harder, and drops her head to one side, nodding subtly toward the double doors.

And then she's stretching, her too-tiny tank riding up further and further. I seem to have forgotten how to breathe. All I can think about is taut, smooth skin and how badly I wanna run my tongue along her stomach. She pushes out her chest, and her tank goes higher. I fidget, my nails digging into my palm.

She arches her neck, dragging out the stretch, and oh my god, if she just lets it ride up a little farther…

Thud

The book I was (not) reading falls to the ground and suddenly, all eyes are on me again. Fire engine red is really not a good color for my cheeks. Faith drops her arms to her sides and gives me the naughtiest smile I've ever seen.

"I have to go to the bathroom." She announces, gazing directly at me. How does she do that? Make a normal phrase like 'I have to go to the bathroom' sound like 'I really wanna fuck you right now.'

As she passes behind my chair, she lets her fingers brush along my shoulders, and I can smell her now, all leather and vanilla.

Well if she thinks that I'm just gonna go after her like…I'm some kinda…um, well she's got another…uh, goddamn her ass looks so hot in those tight, black jeans. Did she paint them on this morning?

My eyes follow her hips from side to side as she struts from the room, pushing through the doors.

She's not gone thirty seconds when I slam my book down on the table and stand abruptly.

"Bathroom! I need to go to the bathroom!"

I realize I must have shouted this, because everyone is now looking at me with raised eyebrows. I stare back expectantly. Giles clears his throat.

"Well, by all means…" He says, gesturing toward the double doors.

"Right!"

I spin on my heel, rushing after Faith.

I'm gonna find out first hand how tight Faith's…pants really are.