Part One

Willow was sitting in class when she turned around to find Oz looking at her. She smiled at him and turned around to listen to the teacher. When the bell rang Willow went to the library to find Xander and Buffy looking through some books.

"Hi everyone!!" Willow said with a sweet sound in her voice.

Xander looked up from where he was reading and tensed. He had been jumpy ever since they had almost kissed. He had started to think of her in a new light; he could not help but think he was falling in love with her. Of coarse, he would always push that thought aside for fear of receiving the same answer Buffy had given him. Plus if she did not like him, he did not want to risk hurting the friendship that he thought was so nice.

"You look happy...why?" Buffy asked, curious why Willow was so happy.

"Do I need a reason to be happy?" Willow asked, looking hurt.

"No, but if you are happy you need to dish with me. Is it a guy?" Buffy prodded, trying to get back on Willow's good side.

"Well as a matter of fact it is a guy," Willow answered, now smiling. "His name is Oz and I think he likes me."

"Really--that is great!!" Buffy said now standing next to Willow. "So, Xander, what do you think about that?"

"Great, real great," he replied dryly, standing.

"Aren't you happy for me, Xander?" Willow said looking at her dear friend.

"Hey, I am real happy for you, Willow," he replied as he went out of the library.

"What's wrong with him?" Buffy asked looking at the door were he was once standing.

"I don't know, but I have to get to class," Willow responded, walking toward the door then stopping. "Where is Giles, anyway?

"He has the flu. You should have heard him on the phone--he was all stuffy, I felt so bad for him!" Buffy said, sitting down.

"I will have to call him later," Willow decided as she pulled the library door open. "I will talk to you later."

Willow walked to the door of her class room and stopped, feeling as though someone was watching her. She turned around to find Oz staring at her, again. She smiled and went to her desk. As soon as she sat down, Oz came though the door and took his seat two rows to the right of hers.

I feel so pretty, she thought to herself. But then she thought what if he is staring at me becuase I have something in my hair, or a piece of toilet paper on my shoe? She looked down at her shoe. That's clear, she noted. She made a sweep on her hair, that seemed clear, too. Maybe, she thought, he really likes me? Or maybe he just wants me to tutor him? This is going to bug me all day! She opened her book,ready to start class.

After school Willow called Giles and talked to him. He wanted her to get him some books from the library and bring them to him. She started out to the library. Walking along, through the park, she carried holy water and a stake. Buffy always told her to be prepared for anything. She reached the library and retrieved the books.

She was a block away from the Watcher's house when a vampire appeared in front of her. She stopped and tried to find the stake she had brought. She could not find it! The vampire grabbed her by the neck and pushed her against the wall.

Just when she thought that nothing could save her, a dark figure appeared and grabbed her attacker by the hair and punched it. He had broken its nose. The vampire fled, howling in pain. Willow was stunned as the figure returned to her. He was in the light now and she could see who he was.....it was Angel.

Part Two

"Angel, is that you?" Willow called, trying not to act scared.

"Yeah," he answered not standing by her.

"Thank God. Thank you so much for saving me from the vampire. Were you following me?" she asked, not looking at him.

"Yeah. Is that Ok?"

"Yeah, it's fine. Thank you again for saving my life," Willow spoke, still not looking at him.

"Where were you going with all those books from the library?" He asked picking up the books that had fallen when the vampire had gone for her neck.

"I was going to get books for Giles. He is home with the flu," she replied as she took the books from him.

"Do you want me to go with you to Giles house?" Angel asked looking away from her. "There could be more of them."

"If you want to," Willow replied plainly, not wanting to be an inconvenience.

"I will then. You will be safe with me." Angel said looking at her with those dark eyes full of pain.

"OK." Willow said, her voice echoing the relief she felt.

They walked along to Giles' house and gave him the books. They told him about what had happened to Willow. Giles agreed that he thought it would be best if Angel walk Willow home just in case another attack occurred.

As they left and started to walk to Willow's house a vampire suddenly appeared behind Angel and slashed a gash in the side of his back. Willow quickly pulled out her holy water and splashed it in the vampire. A few seconds later the vampire was gone.

Angel's wound started to bleed profusely, so Willow took off the sweater she had been wearing and put it on the gash. She took him to her house and cleaned it up. She almost fainted when she saw all the blood. Angel saw this in her eyes. "Are you going to be all right?"

Willow looked at him and then the blood that was still coming out of the wound and ran up stairs. Angel could hear her gagging in the distance. He finished up cleaning his gash and followed her upstairs.

"Are you going to be ok?" Angel asked.

Willow emerged from the bathroom. She was a shade of green. "Yeah, I am fine. I just don't like blood that much."

"Do you need a drink or anything, a glass of water maybe?" Angel offered, helping her down the stairs and leading her to the couch.

"Yeah, I will get it."

" No, I will. Sit down." Angel said firmly, then he retreated to the kitchen.

" I am really sorry. I don't usually do that. But all the blood and stuff just got to me," Willow said as Angel came back with the water. He handed it to her. She took a drink then put the cup down on the table.

"Do you feel better?" Angel asked putting a hand on her shoulder.

"Yeah, a lot. Thank you," Willow replied.

Angel leaned in and kissed her on the lips gently. He pulled away then spoke. "You remind me of someone. From my past."

"Who?" Willow said still shocked about what had just happened.

"Her name was Sarah. She was a young maiden girl in the 18th century. I was in love with her. She had golden yellow hair and was a few years older then you. She and I fell in love. For years we were together," he paused, not able to look Willow in the eye. After a moment, he continued. "One night I was out with my friends. We had just gone swimming. We meet a girl, Darla--the vampire that attacked Buffy. That night she made my four friends and I vampires. One of those vampires was Spike. We went back to town. I went to Sarah and I killed her. Draining every bit of blood from her system. She was so warm and loving. All the things I see when I look at you. Willow," Angel said with love in his eyes.

He kissed her a few more times. Short meaningful kisses. Then pulled away." It's so much nicer with you Willow. I can just be me. I don't have to worry about if you are going to slay me or not. You have so much trust in your eyes."

"What about Buffy?" Willow asked trying not to break the connection that they had now.

"I don't think it would work. So has to much going on in her life. I just don't think it would work. Besides I saw them at the Bronze together.

"Who? Xander? They were together at the bronze." Willow asked still being held by Angel's strong arms.

"They were together smiling and hugging each other. They looked really happy together." Angel said with hurt in his eyes.

"How could she? She knows how much I like him," Willow said with hurt in her eyes. "Oh, I sorry Angel. I know you like Buffy. You must hurt so much."

"I do. But that is how I came to realize the fact that I love you. Buffy hurts me so much when I see her with Xander. But you, Willow, you could never hurt me even if you tried," Angel spoke softly, taking her hand in his. "I better get home...will you be ok? I mean if I leave you alone here?"

"I'll be fine. And Angel I think of you too." She smiled at him.

"Great. I will come by tomorrow. Will you be home?" Angel asked as he got up.

"If I know you will come, then yes," Willow replied as she lead him to the door.

"Bye, Willow." He kissed her sweetly "Sweet dreams. I will be thinking of you."

"Bye, Angel," she whispered as she closed the door.

She walked up the stairs to her room and laid down on her bed. "He likes me!" she said lightly. She got up, changed into her Pjs and climbed into bed. "Oh, great I have to deal with Buffy and Xander in the morning, that will be a lot of fun," she thought as she fell into a deep sleep.

Part Three

Willow awoke from the sound of her alarm clock. "Oh, Great school" she mummered to herself as she got up. "Buffy and Xander are going to be hanging all over each other today" She thought as she went into the bathroom.

15 minutes later she came out of the bathroom hair combed, teeth brushed, and dressed for school.

She went down the stairs and found a note on the table.
 
 

Willow,

I went to work early. Have a great day!

Love You,
Mom
 

Willow read the note and set it down on the table. She walked over to the kichen counter and saw the glass she had been drinking out of the night before. She smiled and put down the glass. She thought of Angel. His touch, his smell and his kiss. She smiled harder. "He is so sweet" She said aloud. She picked up the glass and put it in the dish washer. She made herself some eggs and toast, sat down and eat. 10 minutes later she was done with her breakfast and ready for school. She was about to go out the door when she spotted something from the corner of her eye. She turned around, shut the door, walked over to the couch and picked up a rose and note. She unfolded the blue paper and read it.
 

Willow,

Meet me at the Bronze tonight at 8:00. I want to take you somewhere I have never taken anyone before. See you tonight.

Angel
 

Willow smiled as she put the note in her pocket. She took the rose in her hands and went out the door.

She got to school and went to her locker to pick up the books for her first period class. She shut her locker and went downstairs. She stepped into the class room. She saw Buffy and sat down next to her.

"Where did you get the rose?" Buffy asked in an excited whisper.

Willow did not answer.

"Hello, Willow. Are you there? Who gave you this rose?" Buffy asked.

"Just someone." Willow replied with a smile on her face.

"Who?" Buffy prodded.

Willow responded only by giving Buffy a mysterious smile.

Part Four

Buffy gazed at Willow thoughtfully. The rose had to be from Xander...or well, maybe from Oz. Probably Xander; hopefully Xander. That was why Willow was being so secretive...it had to be! Buffy smiled to herself, recalling the previous night at The Bronze when Xander had come to her for advice.

"Uh, Buffy...can we talk?" Xander looked kind of pale and was obviously nervous. It reminded Buffy of how he had looked just before he had asked her to the Spring Fling.

"Sure, what's up?" she asked, silently dreading that he was going to ask her out again.

"Let's sit down," he suggested, making her more apprehensive-she was having a major case of deja vu.

"Okay..." They sat at one of the corner booths, Xander sitting next to her so that they could talk quietly. "Now spill. What is going on?"

"Uh, you know we've been friends for a long time now..." he started. Her heart sank. He was going to do it again. Just when she thought he was over her, just when she thought things couldn't be going better between them. He was going to blow it... "Oh, God...how do I even say this..."

Buffy closed her eyes, dreading what he was going to say next. "You know you don't really have to-"

"I'm in love with Willow."

"Xander, you know I really like you, but...What did you say?"

"I'm in love with her, Buffy. I guess I've known it for a while, I just...I just didn't want to screw things up with her. I mean she's my best friend! What if she doesn't...feel the same way? I don't think I could take it if I ruined our friendship. But if I don't say something she's gonna go off with that Oz guy. What do I do?" He looked so insecure and helpless that she had to refrain from just hugging him and telling him that everything was going to work out okay. That wouldn't be too constructive, and might just give him the wrong idea.

"I think you have to tell her. Do it tonight...well, no it's late. But do it tomorrow, first thing. Get her some flowers, maybe some candy, sweep her off her feet...you know that sort of thing. I don't think she could possibly turn you away...you two were just meant to be together."

"You really think so?"

"I know so."

Xander's face brightened. "Flowers, huh? You really think Willow would go for that?"

"What girl wouldn't?"

Xander shrugged slightly. "I just never really thought of Willow as...well anything but my best friend. I'll do it. Thanks, Buff. You da man."

"I know...now get out of here. You gotta get ready for your big day tomorrow."

Xander's face went blank. "My big day?"

Buffy smacked him lightly. "Willow!" she reminded.

He grinned. "Right. I am so on it." He stood up, ready to leave. She rose to her feet and was surprised when Xander grabbed her in a hug. "Thanks. You're a great friend. Wish me luck."

Buffy hugged him back, shocked by how right it felt to embrace him...this boy who was, well...not Angel. For a moment they stood there, oblivious to all that watched them. Then Xander slowly backed away. "Good luck. Go get her," she encouraged half-heartedly. She didn't understand what had just happened. This was Xander, for God's sake. And he was in love with Willow...Besides, she had Angel, and Angel was the only one for her. And yet... "Good night."

"Later, Buff." She watched him as he walked away, never noticing the figure watching them from the shadows.

~~~*~~~

After class, Buffy went looking for Xander. She just had to find out how things went, and it was obvious that Willow was not going to tell. He wasn't at his locker, so she headed to the student lounge. When she didn't find him there, she decided to check the library. Still no luck. She was ready to give up when she spotted him pacing back and forth in an otherwise empty classroom.

"Xander?" she called. He stopped pacing and gazed at her. "Hey," she greeted. "The rose was a nice touch," she congratulated as she entered the room. "She was carrying it around..." she trailed off as she spotted something from the corner of her eye. A small bouquet of flowers...in the waste basket. She felt as though she had been hit by a ton of bricks. "Oh, God...it wasn't from you?"

"I was too late, Buffy," he admitted miserably. "I lost. She'll probably go off, marry him, forget I even exist."

"Now, you know that will never happen. She couldn't possibly forget you. God, she's only been in love with you for-" Her eyes widened as she realized what she had just blurted out. Willow was going to be so mad at her!

"What?"

The damage was already done, so Buffy recounted several conversations she had had with the hacker regarding him. "So," she concluded,. "you still have a chance." She fished the flowers out of the garbage and dusted them off. She handed them to him. "Just tell her!"

Xander took a deep breath. "Okay, I'll do it." He took the flowers from Buffy, and went in search of Willow, his resolve renewed.

Buffy sank into the nearest desk, and closed her eyes. She hoped she had done the right thing. If not, Xander was going to have his heart broken and it would be all her fault. All she could do now was wait.

Part Five

Willow had gone right home after school. It was three hours until she had to go to the Bronze.

"A touching Christmas Memory," she murmured aloud, as she caught sight of the note Angel had left. She pushed the notebook aside and picked up the rose Angel had given her.

"He is so sweet..." She thought as she smelled the rose. She stared at it in a happy daze. "Snap out of it Willow, you can't think about him all night."

She got up from her bed and walked to her desk. She opened her desk and pulled out the makeup that she had bought a few weeks earlier when she had gone shopping with Buffy. There was lip stick, blush, perfume, and eyeliner. At the time she had figured that her purchases would likely go to waste, but Buffy had insisted.

She went to her closet and opened the door. She scanned the clothes, silently cursing her own taste in wardrobe. Then she spotted the short black dress that Buffy had given her for her birthday a few months back. She had never thought she would ever wear it 'til now. To complete her look, she found a pair of back high heals and a dark blue scarf.

By 7:30 she was dressed, makeup done, hair done and shoes on. She tied the scarf around her neck, and then looked in the mirror. She was amazed at the results of her the mirror.

"Wow, I am really a dish," she thought proudly. "What am I missing?" she asked herself. She looked around and spotted her jewelry box. She walked over to it and opened it pulled out a pair of gold earrings and a gold locket and put them on. She gave herself one last glance in the mirror and walked out the door. She walked down the stairs and out the door to her house.

She was a block away from the Bronze when she felt something watching her. Slightly worried, she turned around and saw a dark figure watching her. It came closer and she saw it's face. It was Angel.

He stopped as he reached her and he smiled down at her. He was wearing his trademark black jacket and black pants, but not the usual white shirt. Tonight, it was dark blue.

"You look great!" He complimented her, still smiling.

"Thanks, you do to. I like your shirt." She returned, smiling at him.

"Thanks, I love your dress," he said as he took her hand.

"Where are we going?" she asked as he lead her to a limo.

"You will see," he replied, opening her door.

She looked at him then smiled. Then stepped into the limo, never once noticing that a second figure was watching from the shadows.

The figure watched as the limo pulled away, then turned, dropping a small bouquet of flowers and fled, never looking back.

Part Six

Xander ran all the way home. She's with him, he thought grimly as he reached his front steps and sat down. I wasreally too late...God, that guy gets all the girls. First Buffy...what about Buffy? She would not have been in such a good mood if they had broken up! Oh...poor Buffy.

Xander went inside and headed to his room. "It's official, this day can't get any worse," he said as he went upstairs.

"Did you say something, Xander?" his mom asked as he got to the top of the stairs.

"No...'night," he replied as he stepped in his room and shut the door...and thought about Willow and Angel having a great time on their date.

~~~*~~~

"This is so beautiful..." Willow said as they got out of the limo. "What are we doing here?" She asked as she looked around.

They were on a cliff of some sort. There was a picnic already laid out, with candles around the blanket. On the blanket was a basket with two glasses, one on each side. On top of the basket there was a bottle of wine or something. She turned around to find Angel back at the limo telling something to the driver. After a few minutes he came back to Willow's side and the limo started down the hill.

"Do you like it?" he asked.

"I love it...where did the limo go?" she asked him.

"I told him to come back in a few hours....is that ok?" he asked, leading her to the blanket.

"Yeah it is fine." She said sitting down.

"Good."

~~~*~~~

Xander awoke to the sound of the phone ringing. He stirred slightly, then opened his eyes. He sat up and answered the phone. "Hello?" he asked groggily.

"Hi, Xander. It's me...Buffy."

"Oh, hi, Buffy...whats up?" he asked remembering the night before. How he wanted to tell Willow how he felt...and how he saw Angel and Willow get into the limo together. Then he remembered about Buffy. How she is going to feel when she finds out about this? What will she do?

"Xander, are you there?" Buffy asked laughing a little.

He realized that he had just left her hanging. "Yeah, I am still here...what did you call for?"

"Yeah, I wanted to ask you how it went. Did you tell her, how did she take it, are you going out, have you kissed her?" Buffy asked all in one breath.

"No, no, no and no," he said not wanting to go into it any more. But he new Buffy would want to know and he would have to tell her, everything.

"What do you mean no? I thought you were going to tell her." she said, surprised. She had been so sure that he would actually go through with it. He'd seemed so psyched!

"Well I was going to tell her, but then she had to go somewhere..." he said trying not to tell her the next part.

"Well who did she go somewhere with? Her parents?" She was getting slightly frustrated. What was he trying to hide?

"No."

"Then with who?" she pried, really wanting to know.

"I don't think you want to know who, Buffy. Just trust me. You don't want to know"

"Why? Just tell me Xander, I can handle it."

"Ok then she was...um...with Angel..."

Part Seven

"What?" Was all that Buffy could say.

"You, heard me Buffy don't make me say it again, it hurts to much as it is." He said looking at his clock that read 11:04 P.M.

"Are you sure it was Angel, I mean are you really sure it was her?" She said praying that in some magical way that they weren't on a date together.

"I am sure, Buffy. I am really sure...." Xander said in a soft voice.

"Why would he do that to me? We are together?" Buffy said starting to get mad at Angel.

Xander got out of bed and now sat at his desk with the phone to his ear.

"I really missed my chance to tell her I loved her...."

~~~*~~~

"That was so great, Angel" Willow said back in the Limo, on their way back to Sunnydale.

"Yeah it was, Willow.." He said staring at her.

"I loved talking to you tonight Angel..." He sentence was cut off by Angel's mouth on hers.

They shared a very romantic kiss that lasted a few minutes. When they pulled back from each other Angel smiled at her.

"What?" She asked getting a little red from her looking at her.

"Nothing....It is just that you look so pretty...." He said kissing her check.

"Well thank you..." She said still blushing.

"No thank you." He said talking her hand in his.

"For what?"

"For a great night" He said kissing her.

"Your Welcome..." She said kissing him back.

~~~*~~~

Oz was sitting at his desk in his room. H was looking the phone book.

"Sage Rosenberg, Sage Rosenberg, where are you?" He said with his hands shaking.

"Oh, there you are, 678-9524.

He picked up his phone and dialed in the number.

"Hello." Said a woman's voice.

"Hi. Is Willow home? He asked with his voice shaking.

"No, she's out. May I take a message?"

"No, I will call back tomorrow." He said and then hung up the phone.

"That was so cool, Oz!"

Part 8

Willow is getting ready for school. She gets out of the shower, dries her hair, and gets dressed. She walks down the stairs and hears a knock on the door. She walks to it and opens it.

"Oz! Hi, how are you?" she asked surprised to see him at her house.

"Oh I just wanted to take you to school if you want a ride," he says looking at her. She is so pretty. He thinks.

"Sure just let me eat something. Come in, do you want anything to eat?" She asked waiting for him to come in all the way before shutting the door.

"No, thanks I ate before I came over," he said sitting at the table.

"Oh, OK," she said eating some toast.

In a matter of few minutes she was done with her toast and in Oz's van. On the way to school he had told her that he had called her house the night before wanting to talk to her. She had said that she was out with a friend of hers.

"Oh, well what did you want to ask me, Oz?" she asked, looking in her back pack for something.

"Well, I know you will most likely say no but do you want to go out with me on Friday?" He had said that very fast.

"I don't know, Oz. I really like you and everything but I am kind of involved with someone right now.

"Oh, that's cool..." he said with a sad look on his face.

By that time, they were at school. They got out of the van and walked to their lockers. Willow felt bad about what had happened with Oz. A hand touched her shoulder and broke her thoughts.

"Oh, hi, Buffy. What's up?" Willow looked up at Buffy, and saw the madness in her eyes.

"Xander saw you with Angel last night...How could you??!!!!"

~~~*~~~

Xander was in the library sitting at a table and was thinking. I love my best friend and at one point she loved me. But now she has dead boy to be with. Then his thoughts drifted to Buffy. She did not say it last night but she was mad. She is most likely yelling at Willow now.

With that, Xander got up from his seat and went to find Willow, hoping that Buffy had not yelled at Willow yet.

~~~*~~~

Willow just stood there for a few seconds stunned.

"How could I?!? Angel saw you and Xander together, how could you be mad at me when you got together with Xander behind Angel's back!!!!! I was hurt, you know I love Xander."

Just then Xander walked up behind Willow. Oh, god please let Xander not have heard what I just said.

But it was out. Xander broke into the biggest grin, but then it faded when he remembered the image of Angel and Willow getting into the limo.

"Xander, please say that you didn't hear that..." Willow said.

"I did Willow, I am I could not be happier, I love you too." And with that he walked up to her and kissed her.

"But what about you and Buffy? Angel saw you two hugging," she said after the kiss had ended.

"What? Me and Buffy? We are just friends." He kissed her again.

"Yeah, Willow he was telling me about him loving you and I was glad so I hugged him," Buffy said.

"Oh, god, Oh, god," Willow said about to cry.

"What?" both Xander and Buffy said at the same time.

"Angel thinks you two are together. Oh, Buffy...Me and Angel kissed. I am so sorry...You need to talk to Angel," she said looking at Buffy.

"Oh, he does? I really need to talk to him then." With that she left for his house.

"So, let me walk you to class, Willow?" Xander asked looking at Willow with love in his eyes.

"Yeah..." she said closing her locker.

I still need to talk to Angel, she thought. Tonight.

Part Nine

Buffy had gone over to Angel's to explain what was going on to him and to tell him that Xander and Willow were together. He was surprised then said something to her like 'Finally that boy noticed her' Then Angel and Buffy kissed, and made-up.

~~~*~~~

Willow was on her way to Angels house to talk about what had happened. She knocked on his door. He opened it and let her in. They walked to the couch and sat down.

"Hi, Angel" Willow said looking at him.

"Hi."

"We need to talk," they both said at the same time. They both laughed.

"Yeah, we do," he said talking her hand in his.

"I know that we have been close that last few days and I just want to tell you thanks. Thanks for letting me know what it felt like to be cared for by someone," she said looking at him.

"No, problem," he said kissing her on the check.

"Well I hear you and Xander are cozy," he said smiling at her.

"Yeah, we are. He finally noticed me," she said beaming.

"Good, I am happy for you," he said smiling at her again.

"Yeah. I just think that we should be friends again. Can we do that Angel? I don't want to lose a friendship like yours."

"Yeah oh course," he said then hugged her.

"I better go home. Xander wants to go to the Bronze tonight," she said getting up.

"Ok, see you later," Angel said as Willow opened that door.

"Bye," she said closing that door behind her.

When she was out of the apartment he looked around and said, "I will always care for you, Willow Rosenberg."

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