Riley felt cold.  Hell, he was freezing.  His head throbbed.  < Oh Damn, 
Willow's a Vamp! >  His eyes flew open and he tried to move his hand to check 
his neck to see if he had been bitten.  Something sharp cut into his wrist.   
< Shit, I'm trussed up like a virgin in a bad B-rated film. >  Riley felt his 
heart race,  < Thank you Jesus, I'm still alive. >

"Hello handsome," Willow purred walking into the opened door of the cage and 
stopped.

" Oh God, Willow," Riley croaked.

Willow laughed seductively, " Do I look anything like Willow?" she asked, her 
hands resting on her slim hips, her breasts thrust even farther forward, 
straining against black leather.

  Riley's blue eyes traveled from the tip of the petit redheads high heel 
boots, along shapely calves and firm thighs wrapped up in shiny black 
leather.  He took in milky skin, tight hot pants, a well-muscled abdomen, and 
lush breasts trying to peek out, from the skimpy black top.    He felt his 
shrunken penis awaken as his eyes continued to traveled over her bee-stung 
lips, painted blood red, and finally met dark green emerald eyes.

" Well, answer me?" Willow grinned seductively.

Riley wasn't sure who the hell she was; she looked like Willow but.. < I must 
be having one hell of an erotic dream. >

~~~~~~~~~~~

 Giles and Spike watched the scene enfolding from the back of the van.  The 
cage was wired for both visual and sound.

" I'm not sure this was such a good idea," Giles mumbled to no one in 
particular as he watched Willow's curvaceous ass sway as she walked into the 
cage, closer to her captured prey.  

" I told you that, but No!  No one listens to Spike." he grumbled as his 
member rubbed painfully against his too tight pants.

~~~~~~~~~

" What's matter, cat got your tongue?"  She asked huskily, allowing her 
tongue to slip out of her mouth and slowly lick her ruby lips.

" Ahhh."  Riley lost all coherent thought as he watched  her teasing tongue.

Willow grinned and lowered her eyes running them over Riley's nearly naked 
body.

" Somebody is very happy to see me," she sighed as she moved closer to Riley.

Riley felt himself blushing, he also noted his dick didn't seem to care that 
this women was a) an undead creature and b) used to be Buffy's best friend.


~~~~~~~~

" What is that little witch doing?" Spike growled.

"Am I missing something," Xander chimed excitedly from the front seat of the 
van.

"I can't believe, Mr. All- American, Iowa farm boy is a soldier, what is the 
matter with me… why do I always pick losers." Buffy whimpered and blew her 
noise noisily.


~~~~~~~~
 Willow bent down and removed from her high cut boot a long thin black riding 
crop.

" Look, I can help you."  Riley smiled uncertainly, as his eyes moved up from 
her clevage to meet her sparkling eyes.

"Oh, Goody, I've been so bored since I lost my puppy." She leered running the 
slim, rigid, switch over Riley's well-muscled abdomen.

" Ah.. Willow…" Riley once again lost his thoughts as he felt her tickle his 
stomach with the rod.

"Don't call me that!" she snapped smacking his midsection with the riding 
crop.

"Ohhh" he exhaled sharply at the sensation of pain/pleasure that shot through 
him.

~~~~~~~~~~  

"Where in the bloody hell, did she get that thing!" Spike shouted. < His cock 
twitched violently.>

"Hmmm, what am I missing?"  Xander asked climbing onto the back on the van.

"Holy shit!" he whistled.

"What?  What's going on?" Buffy asked pushing her way past Xander in the 
crowed van.

" Hey!"  Buffy yelped,  " He's… she… look.. He's" she repeated.

"He's got a raging boner."  Xander finished,  " Who'd a thought Wills as a 
dominatrix." Xander added wistfully.

Spike smacked Xander in the back of the head.  "  Get back in the front of 
the bloody van." He ordered.

"Hey," Xander yelped, "How come you and Giles get to watch, why can't one of 
you sit up front with Buffy!"  He bitched.

Buffy burst into tears.

"That's it," Spike snapped, as he looked at the watcher who was biting his 
bottom lip as he stared glassy eyed at the monitor.

"Show's over!" he shouted, wrenching open the sliding door of the van.

~~~~~~~~~~

"Puppy, likes to play with Red," she purred dragging the end of the switch 
over one of Riley's puckered nipples.

"Er, Red.."  Riley began.

The metal door of the crypt opened with a crash as it hit the concrete wall.

Riley jumped.

"Lucy!  Daddy's home!"  Spike bellowed.

Part 12

Spike kicked opened the metal door of the crypt so hard it clanged against 
the concrete wall and bounced back slamming shut, as he stormed into the 
chamber.
< I'm sick of sitting  on my arse drinking pig's blood through a plastic 
straw.  I'm tired of listening to the stupid slayer whine constantly.  The 
moron crack inane joke.  I want to feel bones crack under my skin.  I want to 
taste adrenaline-laced blood.  I want to fuck that redheaded vamp want-a be 
senseless for giving me a wicked case of blue balls. >

"Lucy, I'm home!"  Spike bellowed.

Riley's eyes widened in surprise as he saw the blond haired vampire in full 
game face enter the cage.
" Holy shit, " he squeaked,  "hostile 17!" < It must of failed.. he.. turned 
Willow.. Oh  God.. I should have let Forrest take her then ...maybe>

Willow glared at Spike, " What are you doing here?" she growled her pretty 
features changing into game face.  < How dare he interrupt, He doesn't think 
I can do this. >   Willow swung the black riding crop away from Riley and 
poked Spike in the chest with it.


~~~~~~~~~~
 Giles was still staring at the screen his eyes glazed over.  

" I hope he's not gonna ruin it, everything was just getting interesting."  
Xander grumbled.

" She's... Wills  has.. your stick thingie, Giles.. I was gonna ask what the 
hell you had that thing in your dresser for... but now.. eewee...more scaring 
visual images."  Buffy exclaimed.

" Hey, that switch is your Giles?"  Xander stared opened mouthed at the 
Watcher.  Visions of Giles playing submissive slave to Willow's dominance.  


Giles blushed scarlet. He opened his mouth to explain and snapped it shut. <  
How the hell am I going to explain having a riding crop in my underwear 
draw.. >
 He scowled, " Buffy what were you doing in my draws?"

~~~~~~~~~
"Can't send a little girl to do a demon's job, luv."  He smirked cockily, and 
reached out to snatch the riding crop that was poking him in the chest.  < 
I'll take this silly switch and spank your bare ass with it missy. >

Willow narrowed her golden eyed façade and pulled back the riding crop before 
he could grasp it.
" Your gonna ruin everything!" she spat petulantly, and swung the switch 
forward once again  planning to hit him with it.

This time Spike, anticipating her move, reached out to try and grasp the 
moving object, managing only to deflect the blow, knocking the switch out of 
Willow's tiny hand.  It clattered to the floor a few feet in front of Riley.  
Both Willow and Spike bent down quickly to try and retrieve the sex toy.   
Each bent over managed to grab an end.  The force of Spike's tug, gravity, 

along with the insufficiency of Willow's top caused her left breast to pop 
out of her leather top.  

" Whoops look at that!" she tittered.

Time stopped as both the living and the dead stared at one perfect rosy 
nipple. 

Spike stared at the ripe bud only a few scant inches from his face. He need 
only shift slightly and he could taste her...

Riley watching the two vampires wrestle over the thin rod.  He saw Willow's 
creamy breast spill out of her bra.  The sight of her hard nipple caused him 
to draw in a much-needed breath.

Spike heard the human male moan softly, thus snapping him out of the Witch's 
erotic spell.

He stood up, " Put yer bloody eyes back in yer head, or I'm gonna rip them 
from ..." he growled as he advanced upon Riley intending to beat the boy 
until he begged for mercy.

Riley flinched and closed his eyes anticipating the first blow.

" Ughhhh" Spike yelled in pain, grabbing his head ,falling to his knees, in 
front of Riley.

Willow stuffing her breast back into her top uttered,  " See.. What you nasty 
soldiers have done to my pussycat!" she huffed at Riley.

Part 13

"Whoa did you see that?" croaked Xander.

" Oh, yes," Giles managed to utter.

"What, What happened?"  Buffy asked curious as she had her back to the camera 
when Willow's breast popped out of her top.

She was however witness to Spike screaming in agony and falling to the floor.

~~~~~~~
Riley wasn't sure if he wanted to laugh or cry. < Hell, if I live through 
this, I expect my military career will be over, I'll be trying to sell some 
tell all book on Jerry Springer. >

Vamp Willow walked over the prone Spike. " My Pussycat is no more fun, I'm 
bored," she said leaning her entire body into Riley's and whispered in his 
ear. " You did this to him, I want to know who, when, where, why and how.  If 
you don't start talking I'm gonna have to find something else beside violence 
to cheer up my Pussycat, perhaps Buffy all naked and helpless.  That ought to 
cheer him up, don't ya think? " She purred the bit into his earlobe.

Spike watched the red-haired siren rub herself against the young pup.  < I 
bloody well hate this! >

" No!"  Riley yelled.

Willow pulled back, still wearing the magic induced game face.  She turned 
towards Spike and held her hand out to him, her red lips smeared with Riley's 
blood.

" Did you hear that Pussycat.." Willow giggled

Spike couldn't take any more.  He quickly stood up and pulled the arousing 
witch into his arms and crushed his mouth against hers in a punishing kiss. 
He captured her surprised gasp. He pulled her slim hips roughly into his 
pelvis to rub his tortured cock against her soft mound. 
His fangs cut into her lips, he thrust his tongue into her teasing mouth, and 
sucked her provoking tongue into his mouth.  He could taste the pup's blood 
on her lips; however, her fiery elixir was pure ambrosia.  He wanted to 
consume her.   He was sick of her teasing, she would be his.  

Willow was taken by surprise at Spike's fierce kiss.  His was mouth was cool, 
wet, his rough tongue thrust into her mouth and captured her own tongue and 
sucked at it.  She could taste her own blood and something else, something 
like ginger, explode along her taste buds.  Her tongue explored uncharted 
terrain of his mouth.  She could feel his arousal poking her in the stomach.  
A purely feminine rush of power raced through her.  She felt her own sex 
swell with desire for this man.   She wanted him, here and now.  She felt 
lightheaded.  She needed to breathe; she tried to pull away from him, tried 
to break away from his tormenting kiss.  

Spike felt her try and pull away.  < You're mine, only mine> He tightened his 
grip on her, moving one hand from her ass up to cup the back of her head.

< I can't breath! Oh Goddess I can't breathe! >

~~~~~~~~~
Riley watched the pair of vampires paw and rub against one another.  He was 
strangely aroused. < Maybe I could hawk the book on cable instead. >

Giles and Xander watched the black and white screen with glazed eyes and hard 
cocks, each wishing they were giving Willow that kind of tongue-lashing.

" Eweee, I'm gonna have to go to therapy for the rest of my life if I'm 
continually exposed to this type of scaring trauma!" Buffy exclaimed after 
watching the two devouring one another's oral cavities and rub up against one 
another, not to mention the moaning and groaning.

 " Who is making that noise anyway?"  Buffy snapped. 

Willow's body overtaxed by the magical spells, and intense erotic 
stimulation, not to mention lack of oxygen reacted in the only way it knew 
how.  She passed out.

Spike felt the witch stop struggling in his arms, he noted she was suddenly 
limp. He pulled his head back, < Bloody Hell, she's passed out! >  He gazed 
into her pale face, both lipstick and blood smeared from her swollen lips 
across her face.  Her human face,  flush, < I forgot she's human, she needs 
to breath you stupid sod. >  Spike shifted his hands under her tiny body and 
lifted her up.  < Fuck! The whole damn cartoon gang was watching us. >  Spike 
glared at Riley, " I'll be back and you better be more forthcoming with 
answers!" he hissed.

Spike quickly exited the crypt and leaned upon a headstone.  He gently 
cradled the petite women in his arms, " Willow, Pet," he called softly 
caressing her cheek. He noted she was breathing and her pulse was racing 
wildly, he could see the vein in her neck throbbing. < Yeah just like my 
cock. >

Willow stirred and opened her green eyes.  " Spike?" she whispered 
uncertainly       "what?  Oh Goddess," she yelped suddenly remembering the 
feel and taste of this man.  She blushed furiously and immediately felt 
guilty that she had behaved so wantonly.  She then noticed the rather 
prominent hardness that was poking her backside.  She pulled away from Spike 
needing to get away from him before she did something embarrassing like her 
uninhibited self.

He lost his hold on her and she fell upon the ground with a "oofaah."

Part 14

"Where's he going with Willow?" Xander asked tightly.

" There probably out in the middle of the cemetery rutting like dogs in 
heat," Buffy
exclaimed disgustedly.

Giles and Xander's eyes simultaneously widened.

"Well what the hell are you two doing still sitting here?" Buffy uttered 
rolling her eyes. 
"Somebody better go stop em!" Buffy whined.

Giles shot up and moved toward the van door.  Xander, younger and with quicker
reflexes, pushed Giles aside and slid open the door  scrambling out into the 
night. < I'll be damned before I let that bloodsucker get pelvic with Wills!>


Spike looked down at the blushing Witch sprawled  upon the ground.  The voice in his head echoed the throbbing in his groin.  He stood up.

Willow inhaled sharply, her mind was screaming, < get away, get away, undead 
soulless demon>  Her body was still humming with sexual desire for this 
seductive vampire screaming, take me, take me now.

" Sorry Pet," Spike practically purred as he knelt down next to Willow.  

Willow opened her mouth to speak but suddenly didn't trust herself.  She 
cursed her uninhibited self and her traitorous body.  Her superego still 
crushed by Oz's rejection and
abandonment asserted itself.  Willow scrambled backward like a crab to put 
some much needed space between herself and Spike.
< You want him like you never, ever wanted Oz! ...No! He'll fuck you and 
leave you he is a  vampire, they only think about sex, blood and domination.. 
he'll have you once.. be bored .. he'll laugh at you..>

" Pet?"  "Are you hurt?" Spike asked leaning over her.

" Hey!," Xander shouted running towards the couple, Giles right behind him.

Willow's unsatisfied libido, her pain from past rejection and embarrassment 
from acting like some wanton creature of the night with both Riley and Spike, 
while her best friends looked on, manifested itself in anger.

Willow stood and poked her finger into Spike's hard chest.  " You stupid 
vampire!  He was just about to tell me what we wanted to know..." she yelled

Spike blinked dumfound at the Witch's mercurial mood.  He retorted 
defensively, " He was about to cum in his pant's Ducks."

" Ooohh, you just had to but in, had to come in and assert your silly vampire 
dominance.. you ruined everything." Willow shouted, putting her arms on her 
hips.

" I most certainly did not!" Spike yelled back.  < I ought ta shag that high 
and might
attitude!>

" Did to!  Like an animal marking its territory." Willow snapped.

"Unlike your wolf, I needn't piss all over to..." his words were cut off by a 
sharp slap.

Willow's hand stung.  She was shocked by her violent actions.  Wide eyed she 
was frozen
in place by Spike's  burning gaze. 

Spike was stunned once again by the little wildcat.    
Spike morphed into game face. He felt extraordinary desire for this fiery 
mortal women.  He grabbed her shoulders and pulled her roughly into his hard 

body once again.  Her flesh was overheated, her pulse beat widly , her blood 
singing a siren song to him. He could feel her soft breasts and pebbled 
nipples pressing against his chest.  He smelled her fememine arousal.  He 
growled into her ear, " ... I  take what is mine.." he scrapped his fangs 
lightly
along her throat.  

Willow moaned in spite of herself as she felt the vampire's cool tongue lick 
her
overheated skin. ".. and what I claim as mine.. is mine forever.. I never 
leave behind." 
Spike rumbled against her throat.

" That's enough!"  Giles yelled pulling Spike away from Willow.

The redhead who was leaning against Spike for support, fell once again upon 
her ass.

Part 15

Giles was in full-blown lecture mode. "You two are going to ruin this whole
plan with your shenanigans." He fussed waving his arms at Willow and Spike.

Buffy approached Willow and helped her to her feet. " He's one to talk,"
Buffy whispered to Willow,  " that stickie thing in his draws, sheeesh." She 
said rolling her eyes.

" It's a wonder this place isn't surrounded with commando's." Giles continued 
with his tirade.
" Xander, use the dart gun again to sedate Riley.  You and Spike unchain him,
dress the poor boy and chain him back up to the cot.  This whole evening has
been nothing but a silly fiasco!" He ordered.

" Has not!"  Both Spike and Willow responded simultaneously.

Willow glared at Spike, " He was just about to tell me when you stuck your
tongue in my mouth." She spat.

" First time for everything, Ducks," Spike replied grinning cockily.

" You.. You conceited corpse.  Keep your icy hands off me.  Why don't' you go
back to Whines a lot Harmony." Willow snapped angrly.

< I love a gal with fire. >  Spike just smirked and stared at Willow's 
retreating backside admiring the view.

 " Don't' just stand there, move!" Giles snapped at Spike and Xander who both 
stood watching Willow walk away.

~~~~~~
" So," Buffy asked Willow as she walked her back to Giles,  " Your not 
interested in Spike are you?"

" Are you kidding Buffy?  Do I look stupid, I'm not about to fall for that 
macho grrr your mine crap." Willow answered.  < Yeah, if only men were loyal 
and I were more like my vamp self. >

Willow stumbled, " You O.K. Willow?"  Buffy asked.

" Yeah, it's these stupid boots and I'm dead on my feet, no pun intended, " 
she giggled.
" The spell last only so long and I'm just exhausted.  I think I could sleep 
for a week."

~~~~~~~~
When Giles and Spike entered the apartment an hour later they found Buffy 
sound asleep in Giles wing back chair her mouth hanging open and drool 
forming at the edge of her lips.  Giles smiled and Spike was about to make a 
snotty comment when his eyes fell upon Willow stretched out on Giles couch.  
She was curled up on her side a navy blue blanket clutched in her hand.  One 
long leg peeked out from underneath the blanket.  Moonlight cut a swath 
across her still form, a halo of fire framing her angelic face.  Spike felt 
that strange tightening in his chest once again.  < Damn they've messed with 
me ticker too, I keep getting this fluttery feeling, almost as bad as the 
pain in my head. >

Giles gently shook Buffy awake.  She stood stretched and yawned " night to 
Giles" before she slipped out the door.
Giles locked the door behind Buffy and turned and saw Spike staring at 
Willow's sleeping form.
" You hurt that girl and you'll beg for mercy before becoming dust at 
sunrise."  Giles promised.

Spike rolled his eyes at the ex-watcher and headed for the basement stairs.  
He waited until Giles was safely tucked into bed before creeping back into 
the living room.  He moved to the armchair that Buffy had vacated.  He 
watched the rise and fall of Willow's chest.  He gazed at her long eyelashes. 
 He felt this uncontrollable impulse to touch her silky skin.  He stood up 
and furtively moved closer to her.  He stopped as she shifted onto her back 
and moved one arm up above her head.

" Oz" she whispered.

Spike felt another strange tugging in his chest. < That damn dog, I can't 
believe she is dreaming of him! >

Willow was dreaming she had Oz chained up to the wall in his lair.  She had 
him stripped naked and was rubbing up against him wearing only his orange 
Dingo Ate My Baby's tee shirt.  He was begging her to let him kiss her just 
once more.    Then Spike burst in  " Lucy I'm home!"  He strode over to her 
all grrr.         " What is he doing here?"   Spike asked angrly
 " Nothing, I just thought he might like to see what he's missing." Willow 
smiled brightly at Spike.

 He moved like a great cat and pulled her body roughly against his.  " You're 
mine, only mine, forever mine!" he growled as he grazed her neck with his 
fangs.

Willow moaned and arched upwards.  She felt his tongue lap at her hot blood 
causing a bolt of pleasure to ignite each of her nerve ending throughout her 
body, before descending in a dull ache in her core.  She put her hands in his 
silky hair.  Oz yelled his displeasure and rattled and tugged at the chains 
to get loose.  Willow opened her eyes and whispered huskily, "you had your 
chance."

Spike growled against her neck, " mine".  He moved his tongue up along her 
throat and nuzzled her ear lobe.  He stuck his tongue in her ear, teasing the 
delicate rim, while whispering, " mine, mine mine" in time with her heart 
beat.  Willow ran her hands along Spike's firmly muscled back and arched her 
now throbbing mound against his pelvis.  She wanted him to take her now make 
her his.  She clutched at his tight ass, her hands clawing at the soft 
leather trying to gain purchase.  He moved her backwards lifted her hips and 
lay her down upon the cot.  Spike growled and moved his cool lips to one 
breast while stroking the other with his hand.  He suckled and nipped at her 
nipple through the cotton tee.  Her sex was weeping for him.  So wet, she 
felt his cool hands, slid between her legs.  She felt him push her tee 
upwards. She arched like a newly strung bow plucked for the first time, as 
one of his fingers brushed along her engorged lips.  She felt him push her 
legs apart and felt his cool breath against her molten core.  She moaned as 
she felt his silken tongue explore her most secret place.  She felt herself 
bloom for him, serenading him with moans and gasps as he pulled at her clit 
with his mouth, his teeth, his lips, not stopping ,just sucking and twisting 
and... she screamed out his name " SPIKE!!"

Giles sat bolt upright in bed.  He flung back his blankets.  < That damn 
vampire bothering her, I warned him. >
The hall light flicked on and Giles called out, " Willow, you alright?"

Willow's heart was pounding and she couldn't seem to catch her breath.  Her 
body tingled all over like she had gotten an electric shock.  Her sex 
twitched.  < Wow, what a dream she, I'm soaking wet and I think I had an 
organism. >

" Willow?"  Giles repeated.

" Yes," she replied her voice cracking. " Just a dream, Giles, sorry I woke 
you."  Willow reached down to retrieve the blanket she must have kicked onto 
the floor.

Giles sighed loudly and shut the light off.

Willow moved a hand to touch herself. < It must been an orgasm, figures all 
my time with Oz and I never have one and then I dream about him and cum...> 
Willow then noticed the huge wet spot over her right breast.  < Oh sweet 
goddess! >

Spike was cursing Giles in the darkness of the basement.  He lay on the 
narrow cot, he pulled at his painful cock, he licked his lips tasting her as 
he shot his cold seed upon his abdomen.

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