Immediately Spikes harsh grip loosened, so Xanders whimpers quieted again. The ridged vampire face slid away leaving to show a beautiful human one with a scared eyebrow, giving the blond man a dangerous look. However the though exterior did not fit the sad and kind expression that now showed on Spikes face. "Oh pet. No." he murmured softly, pity leaking though his tone.

Xander growled. "I dont want your damn pity!"

"You know pet! Without may 'damn pity' you would be dead right now." Spike snorted at the ungrateful tone of the boy below him.

"Fine!" Xander shouted ""Kill me! Rip my throat out! Just go on and do it!"

"Oh pet, don't talk like that" Spike murmured softly again. "You have so much life to live. You can-"

"Can what?" Xander interrupted "Can get the snot beat out of me? Can cry myself to sleep again? What do you think is so great to live for?" he finished in a sarcastic tone.

"Your friends, the slayer and all them white hats." Xander scoffed "Well there are lots of other things, like...Places you've never been! Dog races! American made cars! Smoking! Sex!"

At the last suggestion Xander's eyes shifted away from Spike and his face started to redden.

"Whats this pet? Never been laid?" Spike asked pleasantly surprised at the boys embarrassment.

"Shut up" Xander snapped at Spike amused grin. "Why do you even care? Your just some evil vampire hell bent on killing Buffy."

Spike became serious. "I care because I know whats its like to live with a domineering jackass that likes to throw his weight around." When he paused Xander looked up at Spike, who seemed lost in his memory. "My sire, he-" the blond stopped talking as a shudder passed though him.

Xander stared at the 'big bad' above him wondering what could of happened to give him such horrible memories.

"He what?" Xander asked knot knowing what a sire was, but guessing it was something not so great.

"He taught me how to be strong. By beating me over and over till I leaned to make no noise, and with holding blood for days. One of his favorite things to do was tie me up and cut me. So that I bleed out. Then he would throw some poor chap in with me, to watch me tear them apart. The worst was when he gave me children." Spike didn't seem to realize what he was saying as the story came pouring out.

"Enough!" Xander exclaimed trying to stop the terrible flow of information.

Spike came to himself, and realized what he had told. "Now you see pet. It could be so much worse." He said to be reassuring. "When you can finally get out from under their thumb there is a so much to enjoy in the world. But the best I've found is blood and sex together." Spike licked his lips at the thought of it.

The blush that had faded now surged to Xander cheeks again.

"Oh pet! Are you embarrassed that you've never had sex?" Spike asked, now enjoying himself. "Embarrassed that you've never gotten this close to anyone? That you've never kissed anyone? Or how about that you've never had someone grip you cock tight and pull on it till you cum?" Spike ended his questions whispering huskily in the boys ear.

Xander moaned as the vampires hot breath ghosted over his ear.

"Want me to show you pet? Want me to show you what there is to live for?" the vampire taunted.

Xanders eyes closed and he whispered "Yes"

Spike smirked, the boy was on his hook now. "Yes what?" he asked

Xander swallowed hard, know that there was no going back from this point in time. "Yes, I want you to show me what there is to live for."

"Well if you insist" Spike said, licking the shell of Xanders ear causing the the boy to give a high pitched keen.

The blond proceeded to kiss and lick his way down the humans neck. Wanting to see more of his new inexperienced lover, Spike moved shifted his grip both of Xanders arms down with one of his. Then using his free hand he pulled Xanders shirt up, revealing a taunt bused torso.

Spike gently bushed his hand down the boys side. "Hush now pet." he soothed as Xander whimpered. "Not going to hurt you. Going to make you feel really good." Spike assured his lover, continuing to rub across his boys stomach, his cool hand comforting against the buses.

Eventually Spiks hand moved lower. He loosened Xanders pants and slipped his hand under the waist band, grabbing the boys slowly hardening member. The coolness of the made Xander gasp, so Spike took the opportunity and moved down to claim the parted lips. Xander moaned into the vampire mouth as their tongs twined together.

When Xander started to win dominance in the kiss, Spike released the boys wrists to grab a fistful of brown locks. Xander used his new freedom to open Spikes black jeans and pull out the vampires leaking cock. The topping male bucked up into the warm hand, Xander copping the motion as they both moaned and gasped their way to orgasm.

When their cum was drying on Xander stomach Spike scooted down and licked up a mouthful of it. Them moved back up and shared it with Xander in a kiss. Exhausted, Spike laid down next to Xander he pulled his boys head down to rest on his torso. The vampires chest rumbled as he enjoyed the warmth that the human provided to his cold body.

"Feel better now pet?" Spike questioned innocently.

"Much better" Xanders arms wound around the vampires waist tightly. Spike enjoyed the warmth for a wile before he had to break the comfortable bubble.

"I cant protect you love" Spike said quietly

Xander tensed, his grip on Spike loosening slightly. "I know" he replied

Spike gently squeezed Xander. "But I'll never hurt you." He promised

"I know." Xander repeated relaxing into a blissful state once again.