There was the fact that she was a Slayer.

Okay. He really couldn't overlook that one.

Teenage girl or not, she could quite realistically reduce him to ash if the notion appealed to her. And little girl or not, she was fucking hot, all hormonal urges backed up with Slayer strength and stamina.

Not to mention the fact that she was everything his beautiful sibling, Buffy, wasn't, namely *BAD*. He didn't get the impression that Faith gave a rat's ass about doing the "right thing". She was a Slayer because she got off on the power, not because she felt she owed it to humanity. She had a bad attitude, which was just fine with him. More than fine, preferable. She was a girl after his own little black heart … and other parts of his anatomy.

He watched her flirt with the little boys at the bar. Friday night, the Bronze was packed to the hilt with Sunnyhell's younger crowd, not that they had anywhere else to go. Spike resisted the urge to march over to the bar, grab the Slayer and show her what it was like to go toe to toe with an equal. Odds were she'd never met anyone who could match her appetites or her stamina, until now.

As much as he hated to admit it, at least his blonde tart of a sibling hadn't bothered to get groiny with the food that frequented the Bronze. Angel was a flaming poof, but he was all vamp and more than capable of satisfying the former Slayer. What was Faith thinking bothering with these fragile human males? They'd be done just when she was getting started.

He grinned wolfishly as she flipped a strand of long dark hair over her shoulder. Oh how he loved his dark goddesses. Finishing what was left of his beer, he set the empty bottle on a table as he made his way towards her.

She spun instinctively as he approached, sensing he was a vamp, but as she looked at him, she lost the fighting stance, which isn't to say that she didn't still look predatory. It was all he could do not to laugh as her gaze raked him from head to toe, appraising him like a piece of meat.

"Like what you see, kitten?" he purred.

"I've seen it before," she replied cavalierly, her lips pulling into a smug grin as she shifted her weight, jutting out one hip seductively. "Remember? I kicked your ass in Sunny Rest two nights ago."

"Care for another match?" he asked, sounding solicitous.

"Buffy told me about you," she said, leaning in conspiratorially.

"Really?" he asked coyly. Of course he knew Buffy had told her about him, he'd grilled the tart about it for hours. "What exactly did the little princess say?"

Faith laughed lightly. "She said you used to be bad."

She laughed again at the frown on his face. He had apparently been expecting to stroke his ego. She'd stroke a lot of things, but a man's ego was not one of them. A guy either had it or he didn't, she wasn't about to placate anyone's feelings.

"Why don't you find out how bad I still am?" he asked, throwing down the gauntlet.

"Why not?" she answered lightly, walking out of the club as he followed closely. He definitely had potential.

"You did *what*?" Giles hissed.

Buffy flinched. He was old. He could seriously have a heart attack or something. She inwardly chided herself for not breaking it to him more gently.

"He's safe, I promise," Buffy pled lightly. "Faith will be fine."

Giles glared from his former Slayer to her Sire who was sitting quietly at the large library table.

"Don't look at me," Angel said defensively. "I don't think *either* of them should have anything to do with Spike. This is *her* idea."

"Either?" Giles queried Angel, shooting a glance at Buffy. "How much contact has Buffy had with Spike? You said you were going to keep her away from him."

"I tried," he said forcefully, then under his breath, "unsuccessfully."

"What exactly did they do?" Giles asked, his voice deathly cold.

Angel began to study the back of his hands very carefully, avoiding looking at Giles.

"Buffy!" Giles said, spinning to look at his former Slayer once again.

Not one to face a pissed off Watcher's wrath alone, Buffy pointed at Angel and said, "He was there too!"

Realizing the implications of what she'd just said, Buffy clapped her hand over her mouth, thanking the heavens she no longer had the ability to blush. Giles screwed his eyes shut and shook his head. It seemed all of the anger had left him as he sunk down into a nearby chair in defeat.

"We're vampires, Giles," Angel said quietly.

"Yes," the Watcher clarified, "and Spike is a soulless one at that. I don't want him anywhere near Faith."

"Giles –" Buffy began, but Angel silenced her with a look.

"Although I agree in principal," the dark vampire stated, "this is not my decision, or yours. It's Faith's. She's a Slayer. She can handle herself."

"She is a little more than a child," Giles said, clearly irritated.

Angel was glad he didn't need to breathe, Giles' last comment would have caused him to choke. "I bought that reasoning with Buffy. She was an innocent. There isn't much innocent about Faith. That girl knows exactly what she's getting into, Rupert."

"Spike is an animal!" the Watcher shouted, raging once again.

"Actually he's not," Angel replied quietly.

"What?" Giles asked.

"He's not himself," Angel explained. "The whole mess with Dru seriously damaged him. Spike was always into posturing and playing the big bad, but underneath it all, he's just a scared lovesick boy. He's always been much closer to human than most vamps."

"He tried to kill both you and Buffy on numerous occasions," Giles pointed out.

"That was before, when he had Dru. He's alone now."

"How can you seriously be advocating this?" Giles asked, aghast.

"I don't like Spike," Angel explained. "There is a lot of bad blood between us, literally. I don't want him near Buffy, but I can't deny the fact that with a little coaxing he could be an asset."

"An asset?"

"He's loyal, Rupert, as much as I hate to admit it. He was with Dru for over a century and she's a loon. He's also very bright and preternaturally strong. If he decides it would be in his best interest to keep Faith safe, it could be a good thing."

The Watcher scowled deeply. "I suppose I hadn't thought of it quite like that," he admitted reluctantly.

"A crypt?" she said, cocking an eyebrow at Spike.

"I'm a vampire, Luv, comes with the territory."

"Angel lives in a mansion," she countered.

"Angel is a giant flaming fruit."

Faith laughed, disconcerted that it sounded a bit nervous, as Spike advanced on her. She backed up instinctively until her backside connected with a stone sarcophagus in the middle of the room. Spike continued to advance until he was right in front of her, his hands planted on the lid of the tomb on either side of her hips.

"What do you want?" she asked, surprised that she was slightly breathless and starting to pant.

He leaned forward, being sure that his body wasn't touching any part of the Slayer's. When his lips were a hair's breadth from hers, he whispered a single word.

"You."

"Oh," she said lamely, swallowing convulsively.

He still wasn't touching her, but his body was on fire as he sensed all of the things happening to her, the raised heartbeat, the rapid breathing. She was starting to sweat despite the chill in the air. And she was beginning to get aroused. He could smell it through the leather pants that fit her like a second skin.

Gods he loved leather.

She couldn't take much more waiting. Her nipples had pebbled and he was standing so close that as her chest heaved with the force of her breath, they rubbed against the cotton of his black t-shirt. He seemed infinitely patient, standing still as stone, watching her, almost touching her, but not quite.

Faith hated feeling like this, like the choices were all his to make. He was a vamp! And she was a Slayer. Emboldened, she reached up, twining her fingers through the hair on the back of his head, crushing his lips to hers before he knew what was happening.

They were several blocks from the school, walking slowly towards her mother's house when Buffy stopped and turned towards Angel.

"You noticed, didn't you?" she asked in a tiny voice.

Angel fidgeted, shifting his weight from one foot to the other. "Yeah," he finally admitted. "Giles was scared, and I don't think it had anything to do with Faith and Spike."

Buffy nodded and then swallowed convulsively. "How do we live with this? It was making me sick. I could smell how frightened he was, I could almost *taste* it."

Angel smiled a sad smile at his young lover. "Most vampires exist for that reason, Buffy. They love the smell of fear, it heightens the enjoyment of the kill."

"It just made me nauseous."

"We're not like most vampires, Buffy. Smelling fear, especially on someone you care about is very distressing."

"He knows something he's not telling us," she said quietly.

"He's just trying to protect you, Buffy."

Spike growled uncontrollably as Faith pushed herself against him, using the sarcophagus for leverage. The position was awkward, and with a grunt of displeasure, Spike pulled his lips free of hers long enough to grab her firmly by the hips and seat her on top of the stone surface before resuming his oral molestations of her heated flesh. She was seated a few inches too high, her legs wrapped around his waist rather than his hips which prevented her from rubbing herself against the bulge in the front of his black jeans.

Working his lips down her neck, Spike proceeded to her chest and began to suck roughly at her nipples through the material of her white tanktop. Faith moaned, grabbing the collar of his black duster and forcing it down his back until it fell off of his shoulders and pooled on the floor. He broke off his ministrations on her nipples long enough to pull the shirt over his head, doing the same with hers before his had even hit the floor.

His mouth watered as he looked at her silky black bra, her ample bosom barely contained. He had loved Drusilla with his entire being, but he could not deny that Faith's body was infinitely more arousing. She was curvy and luscious like a piece of overly ripe fruit. She was rounded and soft and warm and oh gods, the smell.

Spike couldn't hold back a moan as he deeply inhaled the crypt's air. Everything was beginning to smell like Faith. With a growl, he pushed her back on the sarcophagus pulling roughly at the leather pants she wore.

Rupert Giles was startled as he turned around and found Angel standing in the middle of the library, watching him carefully.

"Is something wrong with Buffy?" he asked in a very serious tone.

"No," Angel said, appraising his appearance. "She's at her mother's house. She's fine."

"Oh ... good, " the Watcher said as he shifted uncomfortably. "Is there, uh, something I can help you with then?"

"What did the Watcher's Council say?" he asked boldly.

Giles' stance stiffened. Turning away from the vampire, he finished sorting through a stack of books.

"I know something is wrong, Rupert," Angel said slowly. "So did Buffy. We can smell fear and you smell like absolute terror. Are you in danger?"

Giles let out a small bark of a laugh. "In danger?" he asked sarcastically. "Oh, you could put it that way."

"Has the Watcher's Council threatened you?"

Giles turned and faced the vampire again. "No. They have not, which in itself is most distressing. They've requested access to the records I kept on Buffy, oddly enough though, not the ones on Faith. All they've wanted is information, there has been no mention of reprimand. I'm taking it to mean that they've abandoned all hopes of disciplinary action and decided it would be best to … remove me. The new Watcher, Wyndham-Price is already here to take over."

Angel sighed, "You're perfectly justified being scared, Rupert."

"I am not scared," Giles said angrily, "I'm bloody terrified!"

Giles shook his head and sat down in a nearby chair. Once he'd composed himself again, he addressed Angel, "I am not scared for myself. I've already lived far longer than someone with my history should be allowed. I'm worried about Buffy. I'm not sure they are completely convinced of her death."

If Angel had needed to breathe, he would have found himself unable. "You think they're here for Buffy?" he asked slowly.

Giles looked at the vampire for a long moment before answering. "I don't know. They could just be after me, trying to keep tabs on everything I've done, but it still worries me. The idea of what the Council could do to Buffy is just … I'd rather not think about it."

"I can keep her safe," Angel said firmly.

"Good, because I'm counting on that."

Faith bit deeply into her lower lip to stifle a scream as Spike's cold lips closed around her aching clit. She was lying across the sarcophagus, her legs thrown over Spike's shoulders, her heels resting against his back as he licked and sucked her into oblivion.

Spike growled uncontrollably as the brunette's thighs clamped tightly around his head and her thighs thrust up into his face. His face was covered with her warm juices and he was loving every second of it. She was so fucking hot, so responsive to his every touch. He doubted she'd ever been with a seriously skilled lover before and he intended to make up for her lost time.

As one of her infinitely strong hands tangled its way through his bleached locks to hold him more tightly to her, Spike broke off his ministrations on her clit to stab his tongue into her grasping channel. Faith was unable to keep quiet against the onslaught of sensations and he reveled in her husky whimpers which were echoing off the stone walls of the crypt.

After several minutes of teasing the Slayer to the point that her quiet whimpers had turned into full fledged whining, he took pity on her and moved his mouth back up to her clit. Several long hard sucks followed by rough licking and she was lost in ecstasy once again.

As he slowly caressed her down from her orgasm, moving back down to explore her luxuriously wet sheath again, Faith pushed him away, sitting up. He was momentarily confused, but realized she had pushed him away only long enough to swing her legs from his back to around his hips. He watched in awe as she fumbled clumsily with the fly of his black jeans, her eyes blind with lust.

"Let me get that, Pet," he managed to groan out as he moved his hands to free his aching cock.

Allowing him to worry about the zipper, Faith grabbed his face in both hands and proceeded to lick all of her wetness still lingering on his pale skin. Spike's eyes nearly rolled up into the back of his head as the eroticism of the moment hit him hard.

Just as he had his cock free, he went perfectly still. Faith grabbed him, trying to urge him on until he grabbed her by the shoulders, whispering to her to keep quiet.

Slowly, Faith's head cleared as the near frantic lust cooled and she too began to listen. Soon, she heard what had set Spike off. Voices, three or four of them. She wasn't sure exactly why it should have mattered until she heard the word "Slayer" said aloud. She went as still as the vampire holding her.

They listened for several minutes more, but were unable to make out much of the conversation from the inside of the crypt. Slowly, the two righted their clothing and made their way towards the door. Cracking it aside a few inches, both Faith and Spike saw the four men standing several hundred feet away near a small bench in the cemetery.

"Wesley?" Faith hissed quietly.

Wesley was standing with three other men, all dressed in black. They were an odd mix of characters. The first was tall and lanky, even compared to the new Watcher. The second was shorter, very burly, built like a Mac truck. The third was older than all the rest, closer to Giles' age, with snow white hair and a piercing gaze.

"The body was never found?" the older man asked Wesley.

"No. I'm afraid not, though that isn't too odd in a Slayer's death," Wes replied.

"True enough," the man admitted. "Hard to tell with this one though, especially after that clusterfuck with Nest."

The others nodded. Wesley spoke again, "Yes. Buffy technically died, causing Kendra and then Faith to be called. A new Slayer would only be called now in the event of Faith's death. It does make the process of verifying the Slayer's death a bit more difficult."

"Yes, it does, especially with that turn coat Giles doing everything he can to hinder our inquiries."

Wesley looked shocked. "Surely you don't suspect Mr. Giles of covering anything up, do you?"

"I'd never put anything past Rupert."

"What on earth do you suspect?" Wesley asked, his brow furrowing. "Surely you don't think Buffy actually survived, do you?"

The older man's mouth pursed, but he didn't say anything. He wasn't about to tip his hand to Wesley. "We'd just like to be sure," he said with finality.

"Of course, Mr. Marcus," Wesley said, chagrinned.

"We need to find Angel," Faith said quietly to Spike.

The peroxide blonde nodded and followed the Slayer as she snuck out of the cemetery.

After his conversation with Giles, Angel had returned to Joyce's to pick up Buffy and the two headed back to the mansion. As they were approaching the impressive structure, Angel felt an odd sensation. Instinctively, he shoved Buffy against the side of the building, deep in the shadows, covering her with his own form. As they waited in perfect silence, the front door the mansion was opened and closed very slowly as the intruders made their exit.

As they passed, Angel reached out and grabbed one of them by the back of the neck with a loud snarl.

Faith yelped in pain at the force of his grip, and when she realized who held her, yelled, "Jesus fucking Christ, Angel! What the hell are you trying to do, give me a heart attack?"

Angel winced at the volume of her tirade. Anyone for blocks around would have heard her outburst. "What are you two doing?" he snarled.

"Looking for you, Peaches," Spike shot back, removing Angel's hand from where it still rested on the nape of Faith's neck.

Angel frowned at his childe's actions and then narrowed his gaze. He sniffed the air. "I guess you two have made friends," he said, nonplussed. "Though I'd guess that Faith enjoyed things a little more than you, Spike."

Faith frowned and looked at Spike. "What's he talking about?"

"Vamp sense of smell," Spike explained quietly.

Faith looked at him dumbly for a moment and then her nose wrinkled in disgust and she turned to face Angel. "Oooooh, gross," she groaned.

"I'm assuming you two didn't come all the way over here to tell us you're a couple," Buffy interjected.

"No, Princess, we didn't," Spike explained, turning to face his Sire. "We came to tell you there's a black ops Council team in town and we heard them talking to the new Watcher about Buffy and the librarian."

"Damn," Angel hissed under his breath. "Let's get inside."

"How much can they possibly know?" Buffy asked from her seat next to Angel on the couch.

"Hard to say," Angel replied. "Any information they have would have been filtered through Giles, so that's in our favor."

"So what?" Spike said frowning. "They'd know standard stuff, right? Like Buffys' name, address, school records, that bullshit."

"Yes," Angel replied. "Everything else would have come from the journals Buffy's Watchers kept."

"No big there," Buffy said. "Merek wasn't around long enough to keep track of much and Giles … let's just say his version of events was the serious Cliff Notes edition."

"How so?" Faith asked, curious as to what Giles might have been hiding for his Slayer. She loved the idea that Buffy might have had a shady past.

"In short," Buffy said with a wry smile, "no Angel."

"Huh?" the other three asked in unison.

"No. Angel." Buffy repeated. "I guess he was … I don't know … disappointed in me. I read through his journals a couple of times – when he wasn't around of course – and he never mentioned Angel in any of them. I think he was ashamed of the fact that his Slayer was dating a vamp. Like he thought he failed me or something, like if he'd been a better Watcher I wouldn't have ended up with Angel."

Angel frowned but didn't say anything. He understood the Watcher's feelings.

"But that's good, right?" Faith asked. "That way they don't know to look for Angel."

"Yes," Angel answered. "It also means they'll eventually have to assume Buffy is dead, even if they think Kralik may have turned her."

"Whatcha mean?" Buffy asked, her brow furrowing. "Why wouldn't they just assume I'm a vamp because … well … hello, I'm a vamp."

"Turned Slayers don't last long," Angel said tersely.

The two Slayers, both former and present looked at the dark vampire.

When it was clear Angel wasn't going to elaborate, Spike explained, "Turned Slayers can't handle it. They bug out, suicide."

Buffy frowned. "It was really weird, yeah, and upsetting at first … but I'm not gonna off myself."

Spike smiled, "Most turned Slayers weren't fucking their Sires before they got turned, Princess."

"Oh."

It was several hours later when the small group disbanded, ending with Spike escorting Faith back to her motel room. They'd gone over the situation from every angle, but they still didn't have a firm plan. Basically, they just needed to be careful, to keep out of sight. None of them were sure what to do with Giles, but they all agreed he was in danger. Trying to help him, however, could possibly put Buffy at an even greater risk, so they decided to wait and see.

As they reached Faith's hotel room, she unlocked the door and then turned to face Spike. "I probably shouldn't invite you in," she said seductively.

"Public rooms, pet," he explained with a leer, "you don't have to invite me in."

"That's not *exactly* what I meant," she said with a smile.

Grabbing her by the waist, Spike pulled her against himself and kissed her passionately, his tongue plunging into her mouth in search of hers. Curling one hand through the hair at the nape of his neck, and the other around the front of his duster, Faith pulled him into the room, slamming the door behind them.

Sometime around four in the morning, Spike stumbled back into the living room in the mansion, still reeking of Faith. Damn that girl was amazing, he thought to himself. Not relishing the idea of being stuck in her rathole of a motel room all day, he'd snuck out after she fell asleep, but he left her a note asking her to stop by his crypt as soon as she felt up to it.

He hoped she found the humor in the note. He didn't relish the idea of being woken up in the middle of the day by a brassed off Slayer.

Rooting around in the chair cushions, Spike found the prize he'd somehow dropped earlier, during their planning session. Faith's underwear. He knew it was a little pervy, and that just made him grin harder. Grabbing the flimsy black thong, he stuffed it into his pocket.

As he turned to leave, he noticed the door to Angel's room was open. He could hear exactly what was going on inside. Peeking around the corner, he saw what he'd been expecting … but that didn't make it any less exciting.

Buffy was lying face down on the mattress, a folded pillow under her hips, pushing her luscious ass into the air. Angel was kneeling between her spread legs, thrusting in and out of her body at a languid pace. They'd probably been going at it for hours so the frantic edge was off for both of them. They were taking their time, savoring the feel of each other's bodies. It was one of the hottest things Spike had ever seen – and he'd seen a lot. He outwardly detested them both, but he had to admit, watching them fuck could give a Buddhist monk a hard on. They were amazing together.

Spike knew that Angel felt his presence, but his Sire didn't bark at him or throw anything the way Spike half expected he would. Instead, he leaned forward over Buffy's body, placing tender kisses along the nape of her neck before vamping out and sinking his teeth into her pale flesh. Buffy's body went rigid as he bit down, climaxing violently. Angel continued to stroke inside her, fucking her through her orgasm. As the former Slayer finally calmed, Angel glanced over his shoulder at his elder childe.

Spike shuddered involuntarily at the expression on his Sire's face. It was one of love, possession, and … fear. Angel was terrified, terrified of losing his mate. Spike knew the feeling intimately. When Drusilla had left him, it killed part of him and before that, there was the scene in Prague. He knew Angel's anguish. His Sire's eyes silently begged him to protect the youngest in their family, the most vulnerable, his Sire's true mate. Spike nodded his assent and Angel turned his gaze back to the beautiful creature sprawled before him. Part of his fears appeased, he set about attaining his own release.

Spike dropped his gaze and backed out of the room, continuing until the backs of his calves hit the coffee table. He sat down heavily, listening to the sounds coming from Angel's room. In his mind's eye, he could see his Sire pounding into the tiny blonde, intent on seeing her reach another quivering climax before he allowed himself his final release. As if that act could somehow bind her more tightly to him than she already was, so tightly that no one could ever take her away from him.

How had Spike come to this point? He hadn't respected his Sire's authority in more than a century and now here he was not only obeying him, but pledging to protect his mate. The mate who just happened to be a former Slayer. But what was that compared to the fact that Spike himself was now involved with a Slayer – and a breathing one at that?

He was disgusted with himself. Disgusted that he was listening to his froofy Sire, disgusted that he was fucking a Slayer, disgusted that listening to Peaches and the tart going at it gave him a massive hard on and finally disgusted because he was going to have to wait until sometime tomorrow before Faith could help him take care of his hard on. Because, disgusting or not, there was no way he was going to stop fucking the Slayer.

The End

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