Second Chances



Willow leaned against the tree, sighing softly. She felt the bark brushing against the cotton of her t-shirt, making her scowl as she moved trying to get a more comfortable position. She opened her book, the words blurring in front of her eyes. She closed her eyes, taking a deep breath. She again tried to read only to find her thoughts wandering. She groaned softly, wishing she could just disappear into the soft earth that she sat on. Things were just so horrible lately. It seemed that it was never going to get better. She gathered her books, knowing it was useless to try to study. She hadn't been able to study for weeks.

She walked slowly through the commons, not in a hurry to get back to the dorm. Since everything that had happened, she preferred not being around Buffy. Not because she didn't still love her friend, but because she knew it was easier for the slayer. Buffy wasn't sure how to deal with her right now. None of them really were. They had started off being there for her only to drift away not two days later. She didn't blame them. She completely understood. She had to get over this on her own and knew they couldn't help. Not now. She reached the dorm, hesitating outside. Finally, she turned, heading towards town.

She hadn't slept in her dorm bed for weeks. Not since she and Buffy had fought. Her friend had pleaded with her to get out of bed and quit wasting her life. She hadn't wanted to listen to her friend, but knew now that she had been right. Hell, she had sat there meekly while Spike had tried to kill her. She had realized then that Buffy was right. She had hit bottom and hadn't been able to get out. But she was trying finally. She was still having problems but he had even noticed her new attitude.

She stepped into her parent's house, thankful that they were in Madrid for a few months. She hadn't bothered telling them she was staying at home. She honestly didn't think they even know she was going to college so why should they care where she lived? She sat on the couch, looking up with a smile. "Hey you."

"Here again?" Oz asked, sitting opposite her, his eyes watching her carefully.

"Yes" she said softly, sitting back. "I'm sorry.....I'm trying."

He smiled softly, "I know."

"It's just so hard...so much has happened. I mean, there was us and then Veruca. That night...and then Buffy. She feels so guilty in so many ways."

"She did her duty" Oz said, shaking his head.

"I know...I forgave her but she won't forgive herself" Willow said sadly. "I just remind her of everything so it's better to avoid her."

"It isn't better" he said.

"And then Spike" Willow continued, ignoring him. She knew he was hoping she could make up with Buffy. But, in a way, they had never really fought. Sure they had had some words about her lack of caring about anything, but she had realized Buffy was just worried about her. She looked at Oz and saw the love in his eyes. He was the only thing that had gotten through. She knew she would have wasted away eventually if he hadn't come back to her. She loved him so much.

"You were going to let him kill you" he remembered, looking away from her.

She sighed, knowing that he was disappointed in her. "It was so hard after that night.....losing you. I felt as if someone ripped my heart out...."

"Me too" he agreed quietly, adding, "But it's been five weeks."

"I know" she said, looking at him with a small smile.

"I love you Will" Oz said, running a hand over his face.

"I love you too Oz" she said, tears in her eyes. "So much...."

"But, you have a life to lead."

"No" she said simply. "You are my life...I'm happy like this."

He shook his head, "No, you aren't."

"All I need is you" she said.

"No. You need someone that can hold you and make you smile." Oz said, grimacing slightly at his words.

"Why did you come back if you wanted me with someone else?" Willow demanded, tears flowing as she got upset.

"Honey, I told you." Oz said, his eyes on her face, "They gave me a choice. Heaven or you. To me, they are one and the same."

"Oz...why did you have to die? Why did you have to leave me?" she asked, her arms going around herself as she cried silently, staring at him with the green eyes he had always managed to lose himself in.

"It was my time, baby" he said simply. "It was my time."

**********

The sounds of tapping and pages turning were the only things that broke the silence. Spike scowled at the redhead, pulling against the chains confining him to the chair. "Pet, this is too tight."

Willow didn't look up from her research. "Quit whining."

"Whining?" Spike spat out, contempt blazing in his blue eyes. "I do not whine, you silly little chit."

"Sounds like whining to me" she said, smiling slightly at the computer screen. She had been given vampsitting duty, deciding it would give her a chance to catch up on all the work she had missed at school. She was so far behind that she was tempted to just quit this semester and take a break, going back during Spring term. But, in the long run, she knew that she might not ever go back again. She really needed people around her, or so Oz told her. He kept pushing at her to be social, claiming that if she cut herself off from everyone, it was the same as dying.

"Stupid annoying little bitch" Spike grumbled. He glared at her back, finally giving in and sticking his tongue out at her.

"I saw that" she said in that lofty tone he was so despising.

"Sod off" he said, pulling against the chains.

*He does look uncomfortable*

Willow glanced to her right, surprised to see Oz looking sympathetically at Spike. "What?"

"Huh?" Spike asked, looking up. He saw the girl staring into space in front of him and frowned. "What the hell are you talking about?"

*I know about chains. Not fun*

"Should I loosen them?" Willow asked, forgetting that Spike was in the room. She watched Oz shrug, his eyes still on the vampire.

"Fuck yes, loosen them!" Spike said, "Not like I can bloody well hurt you now can I?"

"I'm not talking to you" she said to him, rolling her eyes. She looked back at Oz, "He's so damn annoying."

*Really? He's good for you...makes you alive*

"Whatever" Willow said, frowning slightly. She looked at Oz and caught his eyes. She sighed softly, standing up and going towards Spike. "If you try to bite me, I'll do something really scary, Mister."

"I'm shaking in me boots" he said sarcastically, wondering what the hell was wrong with her. Maybe living on the hellmouth wasn't healthy. She was sitting there holding a conversation with the empty air and they thought he was the insane one? He sighed in pleasure as the chains fell away. He looked at her in surprise.

"What?" she said, arching an eyebrow, "Not like you can bloody well hurt me anyway."

He smiled reluctantly as she moved back to sit at the computer. She had been attached to the thing the few times she had been to see the watcher. He had hardly spoken to her since his captivity, but he had listened. He knew her little puppy dog had mutted around and gotten himself killed saving her. She must be going through hell. Poor chit. He knew what it felt like to have someone one minute and then lose them. Cursing his damn implant, he moved to sit on the table beside her computer. "Whatcha working on?"

"Some assignments I missed" she said, trying to ignore him and concentrate on typing. She glared at Oz who simply smiled at her as he sat down.

"Need some help?" Spike asked, hating the hopeful tone even he heard in his voice. Once this implant was gone, he was going to hunt down every last scientist and soldier and tear their intestines out slowly.

"Spike, I'm trying to get this finished" she said, glaring at him as he continued to swing his legs, moving her laptop.

"Hey, now, pet!" he said, "I'm just trying to help. Don't get your knickers in a twist."

"Can we please leave my knickers out of this?" she asked, "Go watch TV or something."

"I always watch TV" he groaned, "the damn watcher puts it in the bathroom and leaves me for hours. None of them talk to me. They all hated me."

"I hate you" she reminded sweetly.

"And I bloody well hate them too" he said, nodding his head. "But you, I like you."

"Lucky me" she said rolling her eyes.

"So, can I help?" he asked again.

Willow looked into his eyes, finding it hard to believe that this was the same vampire that had terrorized them for so long. Sitting here practically begging to help her just so he didn't have be alone. She sighed, knowing what being alone was like. She handed him the book, "Fine. Read to me while I work on my paper. Start on page 55. I have ten chapters to catch up on."

Spike smiled, moving up onto the table. He opened the book and began to read to her as she typed.

**********

Willow heard the knocking and scowled. She glanced at the clock and saw that it was after one in the morning. Suddenly worried, she realized it could be Buffy. She got up and went to the door, opening it wide and freezing. "Spike?"

"Hiya Red" Spike said, leaning against the doorframe and tossing his finished cigarette on the ground.

"Um...what are you doing here?" Willow asked, chewing her bottom lip. It had been a week since he had started helping her catch up with her homework. Every day he insisted she meet him at Giles, where he would read her chapters too her. She hated to admit it, but she was growing slightly spoiled to his sexy voice reading to her. Of course, she'd never let him know that.

"Is that any way to treat a guest?" Spike said, pouting.

"You're a guest?" she said, smiling slightly. "Thought you had to be asked over to be a guest...."

"Details, details" he said.

Willow stood looking at him, enjoying the sight of him standing in her doorway. He was still one of the best looking people she had ever seen. "What did you want?"

Spike shifted uncomfortable under her curious gaze. "I thought you needed someone to come look after you."

She raised an eyebrow, smiling slightly. "Tell me the truth now."

"Bloody hell" he groaned, "Damn woman and the endless questions...."

"Spike" she said, "Why are you really here?"

"I was lonely" he said, glaring at her. "Happy now? I was bored and lonely."

"Come in Spike" she said, moving to the side. She didn't even feel the slightest hesitation in giving him access to her house.

He smiled slightly, "Thanks, pet."

Willow shut the door, watching him look around her house. He jumped over the top of the couch, his booted feet balancing on the table. She laughed, moving back to sit down in her favorite armchair. "Comfortable?"

"Eh" he said, shrugging. "It's all right." He looked at her, then looked at the television. "What's on, luv?"

"We were watching The Thin Man" Willow said, looking back at the TV.

"We?" he said, frowning and looking around.

Willow's eyes widened slightly, "Um...I meant I was watching it."

"Uh huh" he said, deciding not to say anything. Instead, he took his duster off and laid it over the sofa. He looked around, "This is cozy. Got any popcorn?"

"You eat popcorn?" she asked, laughing softly. She looked over to where Oz was and saw that he was gone. Shrugging, she decided he must have been tired. Did ghosts get tired? She stood, "I've got popcorn. If you're a good boy, I'll even share my chocolate."

"Chocolate?" he brightened. "I love chocolate with my popcorn. I can be a good boy...."

She glanced at him, caught by the darkening in his eyes. "Um...did you bring something to drink?"

"No, but if I'm reeeeeaaaal good, would you share your soda with me?" he asked, grinning as she blushed under his look.

"Yes" she squeaked. "I'll make that popcorn now..."

He settled back, watching her leave the room. He smiled, turning his attention back to the television as he waited for her. This beat hanging around the watcher's place alone. Hearing her move in the kitchen, he chuckled. This was far better than being alone.

**********

Willow finished her homework with a satisfied smile. She looked up, trying to see Oz. She looked around, finally spotting him sitting silently on the sofa. "I finished. I'm all caught up."

He looked at her, "I'm proud." "I am so glad that Spike helped me with the reading" she had to confess softly. "I'd never have finished it all."

"Did you tell him?" he asked.

"I couldn't. He'd think I was a geek" Willow said, making a face. "I mean, look at him then look at me. I'm such a silly child around him."

"Tell him" Oz said.

"Why do I bother?" Willow asked, laughing softly. "I don't want him to think I'm some idiot. I mean....I like him."

"I know" Oz said.

Willow looked at him and sighed, "I'm sorry. I don't want to forget you, but he's so sweet when it's just us. He's been over here every night for the past week....I feel so stupid."

"You haven't needed me for awhile" he said quietly.

"I'm scared" Willow said, looking at Oz. "I'm trying to let you go....It's just so hard....I hate being alone."

"It won't get any easier unless you let go of the past" he said, speaking her mind.

Willow closed her eyes, "I can't. Not yet. It's too soon....I'm sorry..."

"Don't be sorry" Oz said, "but you need to try."

Willow opened her eyes, noticing that he had faded slightly. She nodded, "I know. I will. Do you think I should thank Spike?"

"Yes" he spoke the words her subconscious was yelling in his slow voice.

"Ok. You're usually right" Willow said, looking away from him. She wanted so badly to rush into his arms, but how could she? He was just a figment of her imagination after all. Something she refused to let go because she was scared. She took a deep breath, deciding that she would thank Spike. She needed to take a chance, even if he thought she was a dopey kid. Oz was right. She was alive. She needed to remember that. She smiled softly at him as she began to put her homework away. She felt better after talking to him, as she usually did. She knew she had to let him go eventually or she might go crazy. She almost laughed at that thought. Wasn't it crazy enough to talk to your dead lover?

**********

Spike let himself into Willow's house, using the key he had managed to charm out of her. He smiled, pretty proud of himself over that feat. He had given her some story about needing somewhere to hide in case the crypt was occupied. Luckily, she hadn't questioned him, simply handing over a key. Of course, he had to wonder if she gave anyone that asked a key. That wasn't good. He moved into the living room, jumping over the top of the couch and putting his feet on the table. He settled into the couch, in his usual place. He reached for the remote, smiling as he realized that she had kept it by the table for him to reach.

"Spike? Is that you?" Willow called down from her room.

"No...just some stranger" he called back, "Saw the door open and thought I'd stop in to watch television."

"Oh" she said, giggling. "Well, don't take anything. I'm getting dressed and will be down soon."

Spike groaned as her innocent words drifted over him. His cock hardened at the vision that filled his mind. She must have been in the shower, he realized. If he had been ten minutes earlier, he could have snuck upstairs and surprised her. He shifted on the couch, his jeans suddenly tight. He wanted the damn redhead. Had realized it two nights before when he had watched her study, the pencil balanced in her mouth. He had watched her for an hour, simply enjoying the way her eyes looked as she wrote her paper. He had not wanted to leave, wishing he were the thing she was studying so intently. Wanting all of her attention focused on him that way. He had realized then that he was falling for her.

He still wasn't sure how he felt about that. It went against everything he stood for as a master vampire. She was a human, meant for food or shagging. Not liking. Yet, he enjoyed being with her. The past couple of weeks had been wonderful. He had been able to get out of the watcher's apartment plus she was fantastic company. He turned the channels on the remote, not stopping at any certain thing. He wasn't sure why he wasn't able to find a definite program. Nothing held his interest. Of course, his interest was upstairs getting dressed. All he could see was Willow standing naked in her room, her bare breasts pert and just begging for his hands to caress. He was so caught up in the fantasy going through his mind, already entering her and making her cry out in passion, that he didn't hear her come up behind him.

Willow stood looking at him, a small smile on her face. He was lost in thought, she realized. Usually he was absorbed in a program or looking up at her. Not this time. He was playing couch commando with the remote, his eyes staring into space not even looking at the television. She wondered what he was thinking about. The look in his eyes was intriguing. She heard him groan softly and froze, realizing what he must be thinking of. She glanced down and saw the large bulge straining against his jeans and gulped. He must be huge, she realized. She moaned softly, visions flooding her mind. She saw him stiffen and look up at her, his eyes holding a caught look. "I thought you weren't Spike" she said softly, moving to her chair.

"How long you been there pet?" he asked, cursing himself for not having sensed her. He saw her eyes dart to his lap and smirked slightly. She was aroused. He could smell it. He lazily sat back, his arms going on either side of the couch. He made no effort to cover his still throbbing erection. He had nothing to hide from her. Besides, it was all her bloody damn fault. Showering at such an ungodly hour. Being all soft smelling and naked when he came in.

"Not very" she said softly, glancing at the TV that had stopped on an old black and white movie. She smiled as she recognized it. "This is Bringing Up Baby."

Spike glanced at the telly and shrugged, "If you say so."

"Have you ever seen this?" Willow asked, looking at him.

"Don't believe so" he said, wondering how she could jump from being aroused and intrigued by him to watching some dumb movie. He would never understand humans. Change that. He would never understand Willow.

"This is so funny" Willow said, laughing at his expression. "Trust me, Spike. You'll love it."

"I trust you pet, but I am having doubts" he said, smiling at her.

She rolled her eyes, getting the blanket and pillow and tossing it on the floor. "This is a must be comfortable movie" she said, laying on the floor on her stomach and turning to watch. "Lay down here by me. You'll enjoy it more from this angle."

Spike arched an eyebrow, his lips twitching slightly. He stood, losing his duster. He kicked off his boots, smiling at her look. "Have to get comfortable, pet."

"Oh, that's fine" she said, turning back to the TV. She felt him move beside her, his pillow overlapping hers. She felt his body laying almost on top of her and groaned. Why had she gotten on the floor? She should have stayed in her chair where she was safe from his touch. She glanced at him and saw him starting to watch the movie. She smiled as he laughed softly. "Thanks."

"For what?" he glanced at her, surprised that he was enjoying the movie.

"For helping me get caught up" she said, looking over at him. "It helped me a lot."

"Forget about it" he said, smiling slightly before turning his attention back to the movie.

She smiled, putting her chin on her hands and watching the movie. She started to giggle at the antics of Katherine Hepburn, Cary Grant and Baby as she relaxed against him, his leg brushing hers as they watched the movie.

**********

Willow watched the end credits for Bringing Up Baby as they rolled across the screen. She felt Spike beside her, his leg still touching hers. The next movie began and she smiled as she saw it was It Happened One Night. "This is a classic too."

"I don't think I saw this one either" he said, having honestly enjoyed the last film, despite having her so close to him. "I like the title."

She looked at him and saw him wriggling his eyebrows. Groaning, she said, "You and that dirty mind. Just hush and watch."

"Don't tell me to hush" Spike said, glaring at her.

"Then quit being so silly" she said, smiling sweetly before looking back at the TV.

"I am not silly" he said, irritation that she was treating him like some child. Stupid little chit. He'd show her silly.

"I know you aren't" she said, "Now, just watch the movie."

Spike rolled his eyes at her dismissal of his words and went back to the movie. He let his leg move closer to hers and listened to her breathing catch. Her heart started racing as he casually let his leg rub against hers. For one insane moment he wished he wore shorts. That way he could feel the warmth of her leg against his instead of feeling it through the denim of his jeans. He was a sap. The implant must have short-circuited his mind, turning him into a poof like nancy boy just like Peaches. That was the only explanation he could think of. No other reason he could be acting so stupid. Nope. Not a one.

Willow was going to kill him. Worse than that, she was going to run to the church and have the priest bless her plumbing. She was then going to toss his miserable bleached ass into the fucking shower for teasing her. Show him to mess with her. She suddenly got visions of him in the shower, his nude body dripping with water. She forgot the holy water and just imagined the steam that would surround them as they made their own heat. She had no idea that the scent of her arousal was thick in the air. She heard his low groan and tore her eyes from the images of Clark Gable and looked at him. She was caught by the darkening in his eyes as he looked at her. She licked her lips, the atmosphere crackling with the tension between them.

Spike saw her pink tongue lick her lips and moved quickly. He caught her lips, his tongue replacing hers. He had been good. He had laid there quietly throughout the entire leopard movie. He had resisted the urge to roll her over and sink deep into her warmth. He was through with being good. Good was poof like. Next thing you knew, he'd be walking around wearing black and brooding just like Soul Boy. That's where being good got you. He was not good. He was a damn vampire. He was supposed to be bad. His hand went behind her head as he deepened the kiss, determined to remind her just how bad he could be.

**********

Willow whimpered as he deepened the kiss. She felt the floor behind her as he pushed her back against the blankets. Her hands moved along his back, pulling at his shirt in frustration. It seemed as if she had been waiting so long for this. She had hardly had to imagine Oz in the past week. Spike's face had slowly pushed the wolf's from her mind. Her love for Oz would never fade, that she knew. He had died after saving her life. She knew that Buffy had had to kill him or he would have killed her. But, she could understand that it was the wolf that had attacked her. Oz never would have done that. That was reason she had been so terrified to let his memory go. She felt as if it was her fault he had been killed. She was glad for Spike, seeing as the blonde vampire had never met Oz and hadn't been around when the entire fiasco had happened. She pushed all thoughts of Oz from her mind as she felt Spike's hard body pressed against hers so intimately.

Spike could tell when she came back. Over the past week, he had grown to sense her mind wanderings. He also had a pretty good idea where she went...who she saw. It was the wolf. He knew without a doubt that that was who she spoke to, acting as if he were still alive. But, he had to admit that it had been happening far and far less recently. She seemed to have finally accepted that dog boy was gone and not coming back. He felt her begin to return his kiss and almost felt like dancing around in joy. It was rather pathetic that such a simple gesture as a returned kiss could make him so happy. The implant must have messed with his mind in more ways than he feared.

Willow arched against him, her legs wrapping around his own denim covered ones. She could feel the roughness of the material against her and moaned softly, unknowingly rocking against him. She felt his mouth leave hers and she gasped for need breath. She looked at him, her eyes dazed slightly. "Spike?"

"I want you" he said, his voice husky. He wanted nothing more than to sink into her, but he didn't want to find himself with a stake in his heart.

"I can tell" she said softly, pushing against the hardness that was pushing against his jeans.

He smiled slightly at the look of arousal in her eyes. "What do you want, luv?"

Her eyes widened slightly, not sure what he was asking. "Spike" she hissed, the ache between her legs consuming her.

"Tell me what you want" he demanded, his hands tangling in her hair as he pulled just enough to get her to answer.

"You. I want you." she whispered, acknowledging her need. "Please fuck me."

"Gladly" he moved with intent, claiming her lips as his hands removed her shirt. He moved his mouth lower, brushing from her neck down to her breasts. She hadn't bothered with a bra after he had surprised her in the shower, he was happy to notice. He took one of her hard nipples into his mouth, his hand move down her body until it slipped past the waistband of her shorts. He heard her low moan as his cool fingertips brushed against her wetness. He began to tease her clit, letting his fingers slide into her tightness as she rocked against him. He heard her soft sighs and removed his hand, sliding her shorts down her legs. He heard her groan of disappointment and chuckled against her skin. The scent of her arousal was thick in the air, surrounding them. He sat up, his eyes on hers as he stripped as quickly as he could. He stood, moving his jeans down his legs. He saw her eyes widen at the sight of him and grinned.

His right hand encircled his cock, pumping the hardness slightly as he continued to watch her eyes. He brushed his thumb over the head, wiping the leaky trail of pre-cum along his shaft as he smiled at her. She was breathing hard, her breasts beckoning to him. He knelt, spreading her legs as he moved between them. He caught her mouth as he moved his cock between her legs. He brushed the head against her clit, knowing that she was ready for him. He entered her fully, hearing her groan of pleasure as he stretched her more than she had ever been before. His balls slapped against her ass as he began to move. She was arching against each thrust, taking him as deep as she could. Her tight warmness has him ready to lose it much sooner than he had planned. His reached between them, rubbing against her clit roughly as he sent her over the edge. He grunted, his seed spilling into her as she screamed out her release, her fingernails digging into his back. He collapsed against her, his mouth brushing kisses against her neck as they lay exhausted on the blankets.

**********

"You'd really like him" Willow said softly. She smiled at the image of Oz facing her. "I think I might be falling in love with him. Can you believe it? I'll always love you, but you've been dead over six months now. He's been there for me.....he even got me to make up with Buffy. I know, that's funny. Spike convincing me to make peace with the slayer. He did though."

Spike heard whispering and got up, frowning slightly. He moved to the kitchen door, looking in at her. He had thought she was finished with talking to Oz. She had confessed to him that after the boy had died, she had begun imagining that he was there...talking to him. Spike had been jealous of him, jealous of a silly dream she was having. That's when he had had to admit to himself that he loved her. He decided to just let her talk, knowing he couldn't stop her. He leaned against the doorway, listening.

"So, Buffy and I are friends again. Well, sort of. She still feels guilty, but she's actually ok with me and Spike. I never thought I'd see the day she'd encourage me to become involved with him. She told me that he makes me happy and that he can protect me when she isn't around. I think she likes that idea the most. He still doesn't like her, but he knew I was a bit lost without her in my life. He tolerates her for me."

Spike had to smile at her perception. He had tried his best to ignore the slayer, knowing that baiting her wouldn't make Willow happy. If anything, it upset her. That was something he couldn't stand to do. He and Willow spoke of almost everything, his reserve having finally slipped after they had been together a little less than a month. He had told her things he had never told anyone before. She had done the same thing. Or so he thought. Now, she had rather tell an imaginary dead ex-boyfriend than him.

"Xander likes him too. Everyone likes him" she said softly. She smiled as she sat at the table, her eyes on Oz. "Underneath it all, he's so special. I don't even think he has any idea how special he really is. Oh goddess, Oz. I'm so scared. I honestly thought I'd quit talking to you, but I need someone to listen."

She looked at him and saw him waiting, his expression amused. She sighed, smiling at him. "I love him. So very much. What am I supposed to do?"

"Why don't you try telling him" Spike suggested, watching her stand and look at him with wide eyes.

"Spike!" She squeaked, "Wh...what are you doing here?"

"Listening" he said with a smile. "Who were you talking to?"

"Oz" she said honestly. "Myself. Whichever you prefer."

"So, do you have something to tell me?" he asked, looking at her expectantly.

"I love you" she said softly, looking at the floor. "I think I have for months."

"Do you have any idea how long I've been waiting to hear that?" he asked, moving closer to her.

"Really?" she smiled softly. She glanced behind her and saw that Oz had left again. She looked back at Spike and said, "Guess it is true."

"What?" he asked, taking her hands.

"There really are such things as second chances" she said quietly, standing on her tiptoes and kissing him. She felt his hands go around her back, pulling her closer as the kiss deepened.

THE END

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