"I will not," Spike said vehemently.

"Spikey," Willow began, glancing at her friends and winking before looking back at her mate. "You have to go. If you don't go, I can't go. Or I have to go alone."

"You will not," he said, his eyes sparking yellow. "I will not have you prancing around some silly party alone."

"Then go with me," she said, rolling her eyes.

"I hate Halloween," he grumbled, folding his arms across his chest and glaring at her.

"I know, sweetie," she said, smiling at him.

"And may I ask why you don't like Halloween?" Xander asked, giving the vampire a dumbfounded look.

"Yeah, I mean, vampire, Halloween. They sort of go together like peas and carrots," Riley said, curiosity in his eyes.

"Actually, Halloween is like the safest day you can have," Buffy said.

"As long as Ethan Rayne doesn't come to town," Willow said with a smile, remembering that Halloween.

"And we don't go to a frat party," Anya said, shuddering. "Hence, my party. I know it will be safe and non evil."

"Well, unless she cooks," Xander said, laughing as she smacked his arm.

"Don't know why you're calling it a bloody party when it's only going to be us anyway," Spike said, scowling. "Not like we all don't get together every damn weekend anyway."

"But this time there will be costumes," Willow said, laughing at his pout.

"I hate costumes," he said, his scowl deepening when he realized she was amused by his antics.

"And again I say, why?" Xander said, waving his hand to remind them that he had asked that already.

"It's just stupid," Spike said, shifting in the chair. "A bunch of idiotic whelps running around with plastic fangs and silly make up trying to be something they know nothing about. Bloody embarrassing for my kind, it is."

"Aw, poor baby," Anya said, stifling a giggle. Straightening up, she caught his eyes, "I've had to put up with the fake plastic masks of stupid children wanting to be demons. If I can deal with it, you can, child. I've had far more years to grow resentful and I personally find it rather amusing. So, you will get a costume, cover that cute little ass, come to my party and be happy! Got it?"

"Yeah," Xander said, echoing his lover's words with a smile that faded as Spike growled at him. "Wills, leash. He's growling."

Spike glared at Anya, staring into her eyes for several long, quiet moments as they held a staring contest. Over the past year, he and the ex-demon had actually become friends. Besides Willow, she and Xander were the only two he could really stand. True, Buffy and Riley weren't as horrible as they had been at one time, but he still hated the blonde bitch most of the time. Her boy toy wasn't a charmer either, so Spike had much rather be around the entire group or just Anya and Xander. He saw Anya raise an eyebrow, her look growing pointed and he knew she was about to start a long, in depth discussion on which one of them should be most offended by the human's silly practice. Knowing that in depth for Anya usually meant several hours of listening to her remember her past and bitch non stop, and knowing that shagging Willow awaited him at home, and, deep down, knowing he couldn't best Anya in a verbal argument, he finally looked away, his lips twitching. "So, you think I have a cute ass?"

"You know it's yummy," Willow said, giggling as she saw that he was going to give in to Anya. She looked at her best friend's girl friend and shot her a triumphant smile.

"Get him a costume," Anya said, winking at Willow. She and the redhead had spent the day before discussing plans for Willow's Halloween seduction of Spike, and Anya knew the part she must play. She had to get Spike to the party. She had done that, so her job was done. "Be there by nine."

"Yes, ma'am," Spike said, saluting her in a military gesture. Looking at Willow, he saw the gleam in her green eyes. "I am not wearing a costume though."

"We'll see," Willow said, moving to sit on his lap and snuggling closer to him. She began to talk to the others about the party, her mind trying to figure out every last detail of her planned seduction. Spike wouldn't know what hit him, she hoped.

*********************

Spike looked at the building, reading the colorful sign yet again. Bizzy's Costume Shoppe. He looked from the sign to Willow's face, seeing the amusement in her stunning green eyes and feeling a wave of apprehension cross over him. She looked entirely too excited at the prospect of buying some silly Halloween costume. And for once, excitement was not something he wanted to see in her eyes. He sighed loudly, allowing her to hear his displeasure yet again. "Must we?"

Willow laughed, "Quit being so silly. It's just a costume. You can't tell me you've never worn one before."

"Actually," he grew thoughtful, flashing back on the past hundred or so years of his life, "I don't recall every wearing one."

"You're kidding!" she said, her eyes widening. "Even for some evil killing fun with Angelus? You've never dressed up as someone else?"

"Luv, Angelus and I played games but rarely were clothes involved," he reminded her with a slight smirk, watching as her face flushed red. Even after being with her almost a year, she still blushed when she thought of him and his sire together.

"Well, um, yeah, ok. Not going there," she hastily said, ridding her mind of the images of her lover and Angel being together in that way. Not that it wasn't a lovely image, but because she had a mission to complete. She wanted Spike to enjoy Halloween, to remember this one with her. She wanted to make it special. "Stay here and I'll see if Bizzy is in."

Spike leaned against the stairs, his chin resting on the metal frame as he watched his lover knock on the large blue door that was behind the costume shop. He saw a woman answer the door, her blue curly hair catching him slightly off guard. He frowned, reaching for a cigarette as the two women spoke softly. He saw the blue haired chit look at him as if he were the main course on a dessert menu and then listened to his lover's husky laugh, the familiar sound causing a tightening in the front of his jeans. Damn chit could make him hard with just a laugh, and she knew it. He took a deep drag on his Marlboro, wondering what the hell he had gotten himself into for the night.

"You're really ok with this?" Willow asked the woman again.

"Hon, if I had a man like that, I wouldn't be wasting time talking to me," Dizzy said, looking over the handsome and lanky blonde that currently stood near the stairs smoking. She laughed, handing Willow the keys, "Just take whatever you need. I trust Anyanka and she trusts you. That's good enough for me. Enjoy tonight, kid. Not everyday that you get full access to a costume shop."

Willow smiled, "That's true. Oh, this is going to be so much fun. I can't wait to find the perfect costume for Spike. Something that he'll love."

"I'd recommend a fig leaf. He could go to Anya's party as Adam," Dizzy said, wriggling her eyebrows and leering at the vampire.

"No way!" Willow said, "He's much too arrogant as it is. Wearing only that, I

wouldn't be able to keep the girls away from him."

Dizzy chuckled, "I don't think he's going anywhere. No need to worry. Anyway, just enjoy tonight. Anya's told me a bit about the plan. Interesting idea. Go with it. Have fun."

"God, you sound like her," Willow said, smiling as she thought of Anya's words of encouragement. "Thanks again for this."

"Stop thanking me," Dizzy said, shaking her blue curls. "Get that yummy specimen inside and start working on those costume ideas. He's getting impatient and looking like he might bolt anytime."

"Sounds like my Spike," Willow said, glancing at him, her eyes softening with obvious love. "He just hates Halloween for some reason. I want this one to be perfect for him."

"I'm sure he won't forget it anytime soon," Dizzy said, picking up her bag. "Now, I have somewhere to be. Just bring the keys to Anya's tomorrow. I don't plan on opening up at all so I won't need them."

"Not open on Halloween? Is that smart?" Willow asked, wondering if she had messed with the business plans of the woman.

"Probably not, but I never stay open on the actual holiday. Much more entertaining things to do, don't you think?" Dizzy asked, winking as she walked down the stairs. She looked at Spike, motioning with her head, "She's all yours, honey."

Willow watched Spike put out his cigarette and amble up the stairs towards her. She put the key in her pocket, taking his hand and leading him into the costume shop, hoping that he would enjoy looking for a costume.

*********************

"Wow," Willow said softly, strolling among the many aisles of costumes. She and Anya had met with Bizzy a few days before, but she had not ventured into the back of the warehouse. Costumes in every shape, color and style littered the back room. She could see the open spots, knowing that those belonged to costumes that had been purchased or rented. She glanced at Spike and saw him looking around in distaste. Sighing, she realized this might be tougher than she had thought. "Come on."

Spike glanced at her and saw the look of disappointment flash in her eyes. Feeling like a jerk for causing that look, he smiled as brightly as he could, "Oh yay. Look at the pretty costumes."

Willow had to laugh, "Nice try but I know you're hating every second of this."

"I wouldn't say hating," he amended, grimacing as he noticed a clown costume. "God, those things scare me."

"You're scared of clowns?" she asked, having to giggle.

"No I'm not," he said, grinning sheepishly, "They just give me the creeps. So, luv, where shall we begin?"

She took his hand, leading him towards the east side of the warehouse, hoping that everything was set up as planned. "Actually, I came in the other day with Anya and chose a few selections for you. I didn't know exactly what would be perfect, so I have a choice. I figured you could try them on and we could see what you liked."

"Oh goodie," he said drolly, "I get to pick."

"Spike," she turned suddenly, her expression anxious, "if you really don't want to do this, we can leave. I would understand. It isn't that big of a deal."

"It is to you, pet," he said. He had listened to her enthusiasm over the silly holiday for weeks, hearing plans for her and Xander's costumes as far back as summer. He knew she had a childish love for this holiday and had no plans on ruining it for her. He might be a demon, but he did love her. "So, that makes it a big deal for me. I don't really care what I dress as though, so I'll let you pick something and we can just leave."

"No," she said forcefully. "If you're going to do this, you have to help pick. Please?"

It was that one word that did it. Spike knew he was goner. He was going to spend the night trying on stupid costumes for the chit, knowing that it was making her happy for some silly reason that only made sense to her. "All right, Red. Let's get this started, shall we?"

Willow beamed at him, leaning up and gently brushing her lips against his, "I love you."

He smiled, "Love you too. Now, lead me to the costumes. I can hardly wait."

Willow laughed, rolling her eyes at his faked enthusiastic tone. She took him towards the lounge area Bizzy had told her about. She saw the rack of costumes she had selected and smiled, saying a small thank you to the blue haired demon. "I'll give you one to try on and then we can see how you like it. Ok?"

Spike nodded, not really caring what he wore. It was just one night, after all. How important was that? He saw her move to sit in a large armchair beside a rack of bagged costumes. She settled down, tucking her feet under her and smiled at him. He smiled, removing his duster and tossing it over the sofa that was covered with bright cloth. "What first pet?"

Willow reached for the first costume, knowing that he was probably going to whine about it, but still wanting to see him in it. "Try this one first. I think I got the sizes right."

Spike took the garment bag and opened it, raising an eyebrow as its contents were revealed to him. "Luv, this isn't really much of a costume. Looks like what I was wearing when I was turned."

Willow nodded, "Spike, honey, that was over a hundred years ago. Today, those clothes are a costume."

He shrugged, making a face, "Hated wearing this crap then, now I'm supposed to wear it for fun?" he grumbled as he removed the brown trousers and white shirt. Looking at the material, he flashbacked to his turning and those early days, remembering the smells and the joy and the screams. Shaking his head slightly, he had to smile. He had enjoyed that time, though it did not compare to what he felt now with his Willow. He pulled his shirt over his head, putting on the white old fashioned one in its place. He left it unbuttoned for the time being, toeing off his boots and taking off his jeans. The tails of the shirt brushed against his ass, the material slightly rough against his bare skin. One thing he did not miss was the scratchy material everything seemed to have been made of back then. He pulled on the trousers, leaving them unfastened as he buttoned the shirt. He tucked the tails in and fastened the pants, grimacing slightly as the tight material rubbed his cock. He finally glanced up at Willow, seeing her watching him intently. "Well, what do you think?"

"You had brown hair then didn't you?" she asked softly, looking up from his bare feet along his body to his face.

"It was light brown, yeah," he said, trying to remember. "It was long, past the nape of my neck, curled slightly. Looked rather handsome, I did."

"And modest too," she said with a soft smile. She saw him smirk at her as he put on the brown vest, completing the picture. She saw him grow lost in thought again, knowing he must be remembering the past. "You look very nice, Spike. Do you like this one?"

"It's all right," he said, shrugging. "But I'd prefer something with not quite so many memories attached. Got anything else, Red?"

She smiled, "I've got lots more. Try this one."

He took the garment bag, removing the costume he had just tried on and putting it back on its proper hanger. He stood nude, enjoying the soft rush of air that moved over his irritated skin. "Damn material scratched like hell."

"I can see," Willow said softly, her eyes moving over his nude form. In the past months, she had memorized his body with both her mind and her hands. She knew every detail of it, from the slight markings of freckles along the small of his back to the scars that blended into his pale skin. She loved seeing him naked, the confidence and beauty he possessed. He was truly a work of art. She felt herself growing more aroused as he hung the costume up, oblivious to his nudity. She smiled, wondering if he had any idea how turned on she was becoming.

Spike finished with the first costume, opening the bag to reveal the second. Seeing it, he laughed out loud. "A pirate, luv? Is there something you'd like me to know?"

Willow grinned despite the blush covering her cheeks, "What? I've always thought pirates were sexy and charming."

"None of the ones I ever met were, pet," he said, "A bunch of old seamen with wrinkles and missing teeth and scars. Not like those books and movies. Though, they were an honorable lot."

"Things don't tend to always be like they are portrayed in the movies and in books," she said, thinking of all she had seen and heard about vampires before actually meeting any. "Anyway, I think you'd make a dashing pirate."

"I could handle that," he said, removing the blood red silk poet shirt. Looking at the ruffles, he had to grimace, "Ruffles, pet?"

"Spike," she warned, licking her lips as she watched his fingers slide across the red material, wishing they were sliding across her skin. She was supposed to be the one seducing him this holiday, but with every movement he made as he dressed and undressed, she was falling deeper under his spell. Of course, he could make the act of doing laundry sexy. Remembering the time they had shagged on her washing machine, she groaned softly. Not the right image for that particular moment.

Spike heard her groan, glancing up from beneath his eyelashes with surprise. He slowly smiled as he saw her flushed face and wide eyes. She was aroused. He sniffed the air, feeling like an idiot. It was there, thick and sweet and intoxicating. He watched her legs part slightly, feeling himself harden as he licked his lips. Glancing at the shirt in his hands, his smile grew wicked. She wanted a show? He'd give her a show she'd never forget.

*********************

Willow watched Spike as he set the shirt down, his large hands reaching for the leather pants she knew were left in the bag. She shifted in the chair again, watching as he stepped into the black leather. He pulled it up legs, smoothing the tight material as he moved. She saw him tuck his cock into the leather, the half hard shaft pushing immediately against it. She saw him look at her, his blue eyes darkening as he simply watched her. She smiled slowly, knowing that he could smell her arousal. There was no use acting as if she wasn't turned on by his little fashion show. She shrugged softly, whispering, "Continue."

Spike held back a groan at her husky word. His hardening cock pulsed again, letting him know it wanted to sink into her warmth. Instead, he began to fasten the front of the leather breeches, his hands fumbling with the ties. He heard the soft whoosh of material and glanced up, his hands falling from their task as he saw Willow settle back in the chair, minus her shirt. Her breasts stood out, firm and perky, the rosy nipples hard and pointed. He watched as she moved her finger to her mouth, licking at the slim digit before moving it across her breast, the trail of wetness soon covering her right breast and nipple. Her left hand had moved under her skirt, disappearing from his vision. He cursed softly, his cock instantly hard as he watched her. Her head fell back as her eyes closed, her soft groan caressing him almost like a lover. He was about to move towards her when she straightened, her eyes opening and catching his.

"Continue," she said, almost begging.

He nodded, caught up in the fantasy that she had created, "I love the smell of you. The sweet scent of your arousal. It's the most intoxicating thing I've ever smelled," he said huskily as he pulled the shirt on. He kept his eyes on hers, noticing that her skirt was riding up her pale thighs. He buttoned the few buttons on the silk shirt, feeling the sensual material caress his nipples. He licked his lips again, continuing, "How do I look?"

"Delicious," she whispered, flicking her finger across her clit again and sending shivers along her body. She was being truthful. The shirt lay open revealing the smooth muscles of his chest, the pants tight and molding his legs and the large bulge of his cock. With the look in his eyes, she could suddenly imagine what a captured maiden might have felt when faced by a lusty and virile pirate captain. She would never have been able to tell him no, probably end up begging for him to touch her and take her to places she had only heard about. She could imagine what the other woman at the party would think if they saw him like this. Buffy and Anya already thought he was a specimen of lust inducing thoughts, as they often teased her during their girls days out. If they saw him like this, well, she'd never hear the end of it. Not that she would mind, but the other guys might feel threatened. It wasn't jealousy. Nope, not her. She knew Spike loved her and would never even think about shagging anyone else, but still, she didn't want them to know just how sexy and dangerous he could be. "This won't do."

"What?" he asked, his hand moving against the front of the breeches as he watched her think.

"That costume. I'd never keep the women off of you," she said, biting her lip as she pushed a finger into her folds.

"I'd keep them off," he muttered, pulling at the ties of the pants. He slid them down slightly, freeing his aching cock. He began to stroke himself slowly, knowing that this costume would not work. Just the feel of the silk on his skin and he'd be hard, remembering Willow in front of him, her hand buried in her reddish brown curls, her breasts beckoning for his mouth. Groaning, he said, "You're right. I can't wear this to the party."

"Keep it though," she said, smiling slightly at his quizzical look. "I'm rather enjoying this fantasy of being a captive of a dashing pirate king."

He laughed huskily, tightening his hold on his cock, "I could enjoy that, luv."

"Try the next one on," she urged, reluctantly pulling her hand from her wetness. She brought her finger to her mouth, licking her juices off as her eyes stayed on his. She saw a flash of yellow enter the blue depths and smiled, knowing that he was starting to lose his control. "We'll keep the pirate fantasy for ourselves."

Spike moved forward, roughly pulling her hand to his mouth and sucking her wet finger inside. He licked at it, savoring her juices before pulling away with a smirk. "Couldn't let that go to waste, could I?"

"The next costume, Spike," she said breathlessly, her skirt soaking from his rough display. She wanted him inside her, his mouth on hers. Just who was seducing whom?

*********************

Willow pushed her skirt down as Spike finished fastening his shirt. She moved one leg over the arm of the chair, spreading her legs as her fingers began to move across her clit. She moaned, causing him to look up and freeze. She licked her lips, all pretense at being unaffected forgotten as need and desire filled her green eyes. This was the fifth costume that he had tried on, each different yet becoming sensual as soon as he touched them. She had been watching him for over an hour, watching him tease her with slow movements and sly smirks. He was hard, had been since the pirate costume. She had picked the remaining costumes herself, but honestly could not tell anyone what they were. She had been caught up in Spike, not paying any attention to what he was wearing. She did know that each piece of material molded to him, giving him a dangerous and sexy look even when it was something mundane and silly. The man could wear a clown costume and be sexy. She watched as he fastened the black mask around his head, completing the Zorro costume. He was clothed all in black, leather again but with a different fastening, and a black silk shirt that he had deliberately left mostly unbuttoned. The black of the mask brought out the blue in his eyes, riveted her attention on the yellow tinges in their blue depths. He had been fighting his demon for over an hour. She had seen that yellow spark, knew he wanted to fuck her. But, because he knew this was important to her, he had fought that impulse to sink inside her, no matter how much she had tried to get him not to. But, now, seeing the muscle clench in his cheek, she knew he was to his limit. Finally.

"Fuck me, Spike," she demanded huskily, her arousal having taken over her very soul. She had never imagined watching someone dress being such a turn on, yet she was more on edge that she could remember ever being. She knew she would cum with one touch from him, but she had to have him inside now.

"What do you say, pet?" he asked lazily, his fingers stroking the leather whip that completed this particular costume. He saw her close her eyes, three fingers buried inside those sweet lips as her thumb brushed against her clit. He tossed the whip beside the pirate costume, knowing that he had some uses for it during that particular fantasy.

"Please fuck me, damn it," she said, looking at him again.

He smiled triumphantly, knowing that she had meant to seduce him for her particular holiday and that he had taken it out of her hands. He pushed the leather pants down as he walked, the shirt over his head before he had taken two steps. He moved to his knees, his hand snaking around behind her back. He pulled her to the edge of the chair, claiming her mouth as he pulled her hand away and plunged into her tightness. She cried out in release as he fucked her tight cunt. It surprised him that after so many months of shagging, she was still so damn tight. He loved it, loved her warmth and tightness and touch and smell. He began to move inside her rapidly, knowing that the past hour had been enough foreplay. There had been no touching, but he was more turned on than he had ever imagined. She had cum once from just barely touching him, but he knew his wildcat had several more waiting for release.

They fucked roughly, his hands kneading her breasts while her fingernails dug into his back. He slid his fangs along her throat, thrusting into her as his thumb twisted her clit. She screamed out his name, her muscles tightening around his cock. He bit into her neck as he sent his seed into her, her blood thick and rich as it coursed down his throat. He pulled his mouth away, licking at the light trickle that flowed from the two wounds. He heard himself growling softly, a soothing growl that tended to follow their mating. He nuzzled her neck, holding her tight against him as he lay contentedly inside her.

"Spike," she said softly, her voice sated.

"Yeah, Red?" he said, not moving.

"I don't think you can wear that costume either," she said with a soft giggle, holding up the mask she had torn off during their mating.

He laughed, kissing her swiftly, "I'm sure there is something in this place I can wear, luv. We have all night and tomorrow to find something, after all. I don't mind trying on a few more things."

She smiled, running a finger along his cheek, "I wanted you to enjoy Halloween as much as I do. To have fun with it, remember it as being something special. Sort of didn't go the way I planned."

"Oh, luv. I don't think I'll ever forget this night," he said softly, "Costumes have taken on an entirely different meaning for me."

She laughed, "Oh yeah. I think I'll second that."

"Speaking of," he added with a twinkle in his eyes, "When do you start trying them on?"

She giggled, "After we find you something to wear, it's my turn."

"Damn, I think I could learn to love Halloween," he said, leaning down and capturing her lips again as he began to slowly move inside her.

****************

"They had better get here soon," Anya said, glaring at the door.

"Honey, they're only ten minutes late," Xander said with a smile.

"Yeah, she's probably having to threaten him into wearing a costume," Buffy said, straightening the skirt of her cheerleader costume. She glanced at Riley who had just entered the room, his Lakers uniform showing off his arms and legs. She smiled, moving for him to sit beside her.

"He'd better wear a damn costume!" Anya said, making a face. "Bizzy said they had the entire night and afternoon to find something for the idiot vampire."

"I can't believe she arranged for them to have an entire warehouse to choose from," Xander said, awe in his voice. "Man, I would have loved that."

"You look fine," Anya said, looking at her lover who was dressed as a punk rocker. "Though the pink hair is a bit much."

"I don't look good in pink?" Xander asked, laughing as she rolled her eyes. He looked at her harem girl costume, smiling as he saw her scowl at him, "You look great in almost nothing, dear."

"That's better," Anya said, looking at the door as it began to open. She stood, moving towards it with a glare, "Where the hell have you two been?"

"Happy Halloween, Anya," Willow said, used to the girls abrupt ways by now. "Buffy, a cheerleader?"

"What?" Buffy said, shrugging with a sheepish smile, "I used to be one, remember? Besides, what are you?"

"She's a ghost," Spike said, moving into the room. He glanced at Xander and laughed, "God, now I've seen everything. The poof has pink hair."

"A ghost?" Anya frowned, looking at Willow and seeing a pretty white dress of silk that fell past her knees. True, it wasn't something the girl would normally wear and she did look stunning, but it wasn't a real costume. "That's not fair."

"Sorry," Willow said with a smile. "I was aiming for this slave peasant costume but...."

"I told you, over my dead body," Spike said, glaring at her. He felt himself harden as he remembered exactly what they had done when she had been wearing that costume. "No man was going to see you in that."

"Quit sulking," she said with a smile, "I didn't wear it did I?"

"Damn straight you didn't," he said, "And I do not sulk."

"Do too," she taunted before looking at Anya. "Sorry, hon. I rather like it though. First time I saw Spike, I was a ghost. Seems rather fitting to be one our first Halloween together."

"Hmmph," Anya said, glaring at the redhead. "You so owe me, little girl."

"It's better than that sheet you wore last time," Buffy said with a smile.

"And what the hell are you?" Anya demanded, ignoring Buffy and looking at Spike's familiar leather duster and tight black jeans. True, he was wearing a black silk shirt but other than that, he looked the same.

"A vampire," he said, bringing forth his game face. He had taken the pirate costume and the whip and mask from the Zorro costume, but after much deliberation and shagging, it had been decided by Willow that he should just be a vampire. Laughing, he pulled Willow to him, "You know, I rather like this Halloween thing. When do we trick or treat?"
 

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