Driving down the street in the car that he borrowed from his uncle Rory, Xander headed to the school in order to stop a group of zombies from blowing it up when he spotted Faith the second slayer in trouble. Stepping on the gas Xander sped up and slammed the car into a seven foot tall blue female demon saving Faith's life. Looking over to Faith Xander said, "Hey get in."

Doing as he said Faith hopped into the passenger seat and said, "Thanks for the save boy toy I was almost road kill there."

"You're welcome Faith," Xander replied as he drove over the demon and down the street before asking. "So where should I take you?"

"My motel," Faith told him which was at the other end of town making it a fifteen minute drive.

"Okay, so how have you been?" Xander asked as he tried to make small talk.

"I'm good," Faith replied as a very sexy idea flashed through her head. Looking Xander over Faith reached over and unbuttoned and unzipped his pants.

"Faith what are you doing?" Xander asked shocked as she pulled his cock out of his boxers and pants.

"I'm thanking you for saving my life," Faith said while licking her lips as she bent over and kissed the head of Xander's cock. Swirling her tongue around the head Faith swallowed as much of his cock as she could deep throating him.

"Oh so good," Xander moaned out as Faith began to bob her head up and down his cock.

Licking the shaft of Xander's cock while she bobbed her head up and down sucking him off Faith used her hand to fondle his balls. After a couple of minutes Faith felt Xander's cock begin to twitch in her mouth signaling that he was going to cum.

"Oh god I'm cumming," Xander moaned out as he came into Faith's mouth.

Pulling her mouth off of Xander's cock Faith sat up in her seat and spit his cum out the window. Looking around Faith noticed that they were parked in the parking lot of her motel. "When did we get here?"

"About a minute before I came," Xander replied answering her question before asking. "So why did you spit my cum out?"

"I don't swallow," Faith said with something in her voice that Xander couldn't identify as she got out of her car. "Why don't you come in and we can finish what we were doing."

"Alright," he replied as he got out of the car and followed her inside.

Unbuttoning her pants Faith pulled out a seven inch hard cock and told Xander, "Get on your knees and suck me off."

Doing as he was told Xander fell to his knees and asked before he sucked her off. "Aren't you going to pull your pants and panties down all the way?"

"No, you're not going to have a go at my pussy. All you're doing is sucking me off and then I'm going to fuck you that's it," Faith told him.

Frowning as he heard that tone again in her voice Xander decided to just go with it and suck her off. Shuffling forward Xander reached out with his right hand and pulled the forskin of her cock back and began to lick the head. While licking the head of Faith's cock Xander began to jerk her off while his left hand moved to play with her balls. When his hand reached her balls Xander pulled his mouth away from her and said, "Wow your so hairy don't you ever shave?"

"Nope I don't shave anymore," Faith said before grabbing Xander's head and shoving her cock into his mouth and down his throat. While face fucking Xander Faith said to him, "The reason I don't shave is because I no longer use my pussy. Now suck my cock you little cock whore."

Gagging slightly on Faith's cock Xander suppressed his gag reflex as she used his mouth to get off. Using his tongue Xander licked Faith's cock all over when all of a sudden she slammed her cock down his throat and came forcing him to swallow as much as he could before her cum spilled out of his mouth and down his chin. When she finished cumming Faith pulled her cock out of Xander's mouth making him fall back and try to catch his breath.

Stroking her cock to keep herself hard Faith looked down at Xander and said, "Bend over its time I fuck you."

"Wait let me catch my breath," Xander said as his breathing started to go back to normal.

"No time," Faith said as she used her slayer strength to lift him up and bend him over the bed with his ass in the air. Pulling his pants down Faith lined her cock up with his back entrance and shoved her cock into him roughly.

"Ouch Faith not too hard," Xander told her.

"Sorry Xander but we have to make this quick I need to do something," Faith said as she began to thrust in and out of him. fucking Xander's ass hard and fast Faith looked at him and slapped his ass cheeks hard.

"Dam it Faith that hurt," Xander complained.

"Oh suck it up," she said as she felt her balls tighten up as she came close to cumming. "Dam Xander I'm about to cum."

"Already," he asked.

"Yes I'm so close," Faith said as she pulled out of Xander and forced him to face her.

"Here it comes," Faith called out as she shot her seed all over Xander's face and hair.

"Wow that's a lot of cum," Xander commented as he pulled up his pants.

"Yes it is," Faith said as she led Xander to the door and pushed him out. "I'll see you some other time I have something to do."

"What the hell," Xander said as Faith slammed the motel door in his face. "Well this sucks," he thought out loud before he remembered about the zombies and left to go take care of them.