Hey, thanks to everybody who reviewed the first chapter - I'm glad you liked it! Please do review this one, too, whether you like it or not ... but I hope you will! - As for Faith ... There's a BIG surpraise heading her way, just read an find out!

Chapter 2

"If you're not feeling well, I'm gonna kiss you better!"

Faith stared at her, dumbfounded. She had heard the words, but her mind didn't seem to be able processing their meaning. She … surely she didn't … she can't … "Uh?"

"I'm gonna kiss you better", B repeated, still smiling happily. "It'll help, you'll see!"

She took a step forward – which shook Faith out of her stupor and made her all but jump backwards. Inside her heart and mind was one turmoil of emotions. This can't be happening … has to be a dream or some … "Whoa! Wait a sec, B!"

"Why? Don't you … you not want me to kiss you, Faithy?"

The dark-haired girl desperately tried to clear her thoughts. I have to .. I can't mess this up … "No … I mean, it's not like I don't …" she stuttered. "You can't, I can't …"

B was looking at her – it was that look again, the same as before, when Faith had 'broken her promise', the look that made her knees go all wobbly, and this time, she noticed, B's lower lip was starting to tremble slightly. "Why don't you want to kiss me, Faithy? Do you think I'm … not pretty?" She tried a smile, but it was a little strained. "I … I think you're veeery pretty, Faithy!" When Faith just stared at her, mouth agape, the smile disappeared and the trembling grew stronger. "Don't you think I'm pretty?" the blond girl asked in a small voice.

"God, B …" Faith managed to get out, hardly able to form the words. Her throat was constricted, she was literally trembling, and she had to close her eyes for a moment, trying to regain some kind of composure. The one thing she wanted so badly – to grab B and kiss her and tell her how much she loved her – was the one thing she couldn't do … An' you're askin' me if I think you're … What am I supposed to say, to do? She felt like it was killing her.

"Course you're pretty", she croaked, for her mouth was completely dry. "Hell, B, you're more than pretty, you're goddamn beautiful!" She didn't dare to look at the other girl – if she did, if she saw her face light up in one of those gorgeous smiles, she knew she might not be able to withstand. "But … but still I can't let you kiss me …"

"Why not?" She voice sounded a lot nearer now. Faith had to close her eyes again, as tightly as she could, and wrapped her arms around herself in a futile gesture of protection. Some things you can't protect yourself against, like your own feelings …

She drew some deep breaths. "Because …" she whispered hoarsely, "because …" But the words she was hoping for wouldn't come, convincing words, a plausible, rational explanation, covering her real reasons – she couldn't think of anything but the truth: "Because you're drunk, B. It would be takin' advantage of you bein' drunk, an' I won't do it! An' even if we kissed … it wouldn't mean anything to you. You think you want to kiss me now, but tomorrow you'd freak out, you'd be all disgusted, you'd avoid me or hate me an' … I couldn't stand it! I can't lose you, B, I …"

She sniffed, holding her eyes shut tightly all the time. "An' if we kissed an' you didn't remember tomorrow …" Here her voice became barely audible. " … I couldn't stand that, either …"

Suddenly, she could feel B even closer to her … a hand cupping her cheek, a thump gently brushing against her skin, wiping away the tears she hadn't realized were there. She tensed at the touch and wrapped her arms even more tightly around herself, not knowing what else to do.

"I won't." she heard B whisper. "Faith, look at me." The dark girl only shook her head.

"Then listen." The voice was gentle, caring. "I'm not going to freak out, I'm not going to avoid you, and I'm most certainly not going to hate you – quite the contrary. And if we kiss, I'm not going to forget it any time soon or ever … and you won't be taking advantage of me, either …"

It took some time for her words to register, then Faith jerked her eyes open in shock. B was standing before her, a small smile playing on her lips, and her eyes, these wonderful green-brow eyes were looking at her, full of warmth, friendship, and …

Realization hit her like a ton of bricks. She stepped back and stared at the blonde in disbelieve, feeling her pain replaced by a searing anger. "Ya aint drunk."

B shook her head. "No, I …"

But Faith didn't let her finish. "Damn you, B!" she yelled. "What kinda sick game are ya playin'? Let's make a fool outa Faith – let's get her to spill all her feelins, so …" She couldn't talk, couldn't think, couldn't take it any longer. The embarrassment, the humiliation were choking her, and she felt tears, more tears spilling from her eyes. "How … how could you …" she sobbed, turning away. She wanted to run, to just get away …

"No … no, Faith, it's not like that!" She wanted nothing more than run, hide, forget, but she couldn't. Something in B's voice … "Faith, please, I … I'd never … please let me explain …"

The dark-haired girl didn't turn round, but she didn't run, either. She just stood there, very straight, very tense, very vulnerable, listening to the voice behind her.

"I … I'm sorry that I hurt you", the voice said, trembling. "I didn't mean to, but … I had to know, and … and I was afraid, and so I … I thought that …" There was a pause, and when the voice spoke again, it sounded more collected. "I fell for you, Faith, and hard. I found myself thinking of you all the time, watching you, spacing out looking at you …"

The voice chuckled. "I …I caught myself looking forward to meeting you, making excuses to hang out with you, trying to draw out patrol so could spend time with you … I started to notice how … how your face lights up when you're happy, how you show these cute dimples whenever you smile, and that I wanted to make you smile … I realized just how damn sexy you look in these tight …"

Another pause. Faith still couldn't make herself turn round, no matter how much she wanted to – she just couldn't. She waited for the voice to speak again, and it did. "I denied it, of course. What I felt … for you. The attraction, the … I tried to convince myself that it wasn't there – until I couldn't deny it any longer. You know why your sexual innuendos always unsettled me that much? Because I realized I wished you'd actually … mean it."

The last two words had been spoken very quietly, the embarrassment and uncertainty in them was unmistakable, yet so was the determination to speak. "I found myself daydreaming about … I found myself thinking: What if I asked you out? Just … to go to the cinema or something …"

Now Faith did turn round. "Know what, B?" she spat. "That might have been a good idea! Way better than messin' with me like this!" But she already felt her anger dissolving at the sight in front of her, for B looked close to tears.

"I know, Faith, I really do! But … I was afraid, afraid you … you didn't like me the way I like you, afraid of rejection. I … sometimes I thought I'd pick up something between us, like a vibe, a spark, but how could I be sure? This is all new for me, I've … I've never felt like that before … especially not … for a girl …" She hung her head, embarrassed. "I was afraid, Faith", she whispered. "Afraid of losing you as a friend … So Willow came up with that idea …"

"Hold on a sec!" Faith interrupted. "Red's in on this?"

B gave her a quick glance, then nodded. "I was so confused, I didn't know that to do, and she's my best friend, so I talked to her, and she said … well, she was pretty shocked at first, but then …"

"Buffy." The blond fell silent at once. Faith looked at her and felt her anger disappear, being replaced by … hope? "I wish you'd just asked me out …" Then she was moving, unaware of having decided to so, and Buffy was moving, too, and suddenly they were standing very close to one another, yet there was still a small space between them, there bodies were not quite touching …

"Yeah, I wish I had, too …"

Faith was looking into Buffy's eyes, mysterious, intriguing, keeping unknown treasures hidden in their depths … she could get lost in them, she knew, and more than anything she wanted to lose herself, just to let go of everything, allow herself to fall … then she would be save, cared for, loved …

But at that moment, the fear was back. What the hell am I thinkin'? I can't let go, I can't make myself vulnerable! I have to … to … be on my guard, I can't let her in … What if … And she felt herself retreating – not physically, but emotionally, rebuilding her defenses, her inner walls almost against her will.

Buffy felt it, too. One moment, Faith's eyes had been windows to her soul, dark, but clear as the sky in a winter's night – now a thick veil seemed to have fallen again, blocking her out. "Faith … what is it? Are you … are you all right?"

The younger girl closed her eyes for a moment, and when she opened them again, Buffy could see the struggle going on, the doubt, the fear, the pain … old wounds, deeper and more terrible than she dared to imagine, that had slowly begun to heal, but still could be ripped open again, by the slightest touch … scars where she'd been burned once …the desperate desire for love, both to be loved and to be allowed to love – and the overwhelming fear of being hurt again …

A wave of compassion and … love? rose inside her at the torment and pain, and she felt tears prickle in her eyes. "I won't." she whispered with a constricted voice. "I promise." And at Faith's look, puzzled and slightly alarmed at once, she added: "I won't hurt you. I promise, Faithy."

A single tear rolled down Faith's cheek. Buffy wiped it away like she'd done before, and again she cupped the other girl's face in her hand, caressing her gently. Faith was leaning into her touch, but her body was still tense, the struggle still raging inside her.

"I promise." Buffy repeated. "Do you trust me?" For some seconds, Faith stood very still, then she nodded. The blonde girl smiled. "Good. Now can I kiss you? Please?"

--