Part 1

Willow walked into the dorm room. She saw nothing, no card, no flowers, there was not even a message from Xander on the machine. Part of her said that she was acting childish. She had turned twenty, now she was too old for a tempter tantrum. It was tempting. She just took a deep breath, grabbed Mr. Gourdo and threw him across the room. Then she walked over to the offending pig and picked him up. "Sorry Mr. G." Willow said. She found the note Buffy left on her PC.

Willow,

Riley and I going away for the weekend. See you Monday.
Buffy

Willow ripped the post-it note from her PC and threw it in the garbage can. She spoke in Latin and the paper exploded into flames. She glared at the phone/answering machine, waiting for something to happen. She jumped when the phone rang. "Hello?"

"Willow, it's Giles, I hate to bother you, but I need your help, can you come over?"

Willow took a deep breath. "Sure Giles, I will be over."

"Listen, a new demon is town, I am sending Spike, he will protect you."

"Ok Giles."

Willow hung up the phone. She went and began to brush her hair. She knew that Giles worried about the gang after dark. She was not looking forward to listening to Spike bitch about having to play escort to her. Great, she thought, someone to remind me how pathetic my existence is. It was the soft knock on the door. "Come . . . who is it?"

"Good catch Red, it's your bodyguard." Spike said.

"Enter." Willow shouted.

Willow smiled as Spike opened her door and leaned into the frame, but not crossing the threshold. "Invite me in." Spike said.

"What's the matter Spike, can't get in?" Willow joked.

"Oh, I can love, but I was just wondering what it would be like to hear you invite me in." Spike said, still leaning against a doorframe with a still burning cigarette in his mouth.

"I will just get my bag." Willow said. Spike watched as she gathered her things. He tried to not watch her, but he found her so alluring. "What?" Willow snapped.

"Huh?" Spike said, confused by her.

"You're staring."

"Sorry, was lost in thought." Spike said.
"What are you thinking?" Willow asked, not sure if she really wanted to know the answer.

My cock buried deep inside you, Spike thought. "I was thinking how nice it would be to feel your blood on my tongue." Spike said.

"You know, I should have expected that." Willow snipped.

Spike smiled. She had spunk; he liked that about her. He smiled as he remembered the plan. Fortunately there were no demons on the way. Willow was surprised to see Spike so quiet. "What's up?" Willow asked.

"What makes you say that something's up?" Spike said trying not to sound too paranoid or too guilty.

"New demon?" Willow said, giving him her best 'duh' look.

"Yeah, I don't have the details on that, the watcher does." Spike said trying to sound normal.

Willow sighed deeply. Sometimes she really just was not into research mode. She knew that Giles would not ask, unless it was necessary. Buffy or Xander would ask because they knew that she would say yes. Sometimes it enraged her. Yet she did the typical Willow thing and did as she was told. She knew that she was doing good by helping them.

She noticed that Giles' house was dark. Spike had knocked on the door. "Enter." Giles bellowed.

Willow gasped when she saw the small cake and boxes of nicely wrapped presents. Her eyes watered as Giles and Spike shouted "Happy Birthday Willow!"

"You guys. You remembered. Thank you." Willow said. She smiled at them.

"Willow, you humans have a tradition of giving presents, so you must open them." Spike said, smiling slyly.

"You guys did not have to get me anything." Willow said.

"No, we did. Willow you have contributed so much to things, especially lately. It is the least we could do." Giles said, putting a purple party hat on her head. She smiled when Spike put on a blue hat, and Giles took the red one. She blew out the candles.

She was escorted to a chair and Spike handed her the gifts she was to open. Willow gasped when she saw the new magic books. She knew that they were spells that required a more practiced wicca. She then noticed the gifts had become more personal. "Willow, we are taking you for a night on the town. I will run you a bath and you can relax. We took the liberty of picking out your clothes for the evening, I will leave them in the bedroom." Giles said and left.

Willow smiled as she saw the deep green silk slip-dress that they had picked out for her as well as the black lace shawl. She saw soft undergarments and little shoes with straps on the ankles. She smiled when she saw all the sizes were right. Willow wondered how they knew, but then decided that she was probably better off not knowing. Willow lounged in the bath for a while and then when the water became too cold, she got out. She did her hair and dressed herself. She smiled when she saw herself in the mirror.

She stepped out into the main room and saw both men dressed elegantly in black suits. "You know, Rupert she is missing something." Spike casually said.

"Of course." Rupert said.

Willow saw Spike hand her a box. Both men saw Willow's jaw drop as she saw the emerald necklace and earrings set. Spike put the necklace on for her and Rupert put on her earrings. Willow let them escort her out of the house.

Willow could not believe the lavishness of it all. Willow had never eaten at Saluto's before, but she knew it was exclusive and expensive. The group had a small private corner booth. She noticed that there were curtains around the booths. "Spike, why are there curtains?"

"Well, sometimes you might just want privacy." Spike said.

The waitress had taken their order and Spike had ordered two bottles of the Merlot. The group had toasted to Willow. Willow could not believe how good the food and the wine tasted. She knew she was getting buzzed. She had nuzzled against Giles. She saw the intensity that Spike gazed at her with. Spike smiled and closed the curtains. Both men saw Willow lick her lips. Willow gently stared playing footsie with Spike. He smiled at her. "Willow, you are a tease."

"Perhaps, we should continue this elsewhere.." Giles softly said.

"I think so," Willow said, giggling like a child.

Spike had taken care of the bill and had the valet bring the car around. Giles opened the door and Willow slipped into the back seat. He then went to shut the door, "Rupert, ride back here with me." Willow softly said.

Rupert smiled and said, "If that is what the birthday girl desires..." He then slipped into the backseat with Willow. Rupert cupped her face and softly kissed her lips. Willow moaned softly as she felt Rupert's tongue slip into her mouth. Spike watched in the mirror as the watcher and the witch kissed. He felt a surge of lust. He was glad his place was close. He was lost in his own thoughts as he felt something on the back of his head. He then noticed the stockinged foot running over his ear. He leaned into it.

While at a stoplight, Spike turned around and kissed her foot softly, teasing the bottom of her foot with his cool tongue. He did this until the car behind him honked his horn. Spike then resumed driving. He smiled when he pulled into his driveway. He slipped the car into the garage. He opened the door to help Willow out. He took her hand and pulled her hard next to him. She smiled. He then kissed her deeply, letting his tongue plunder her mouth. Willow felt Spike pull her against him. She groaned when she felt something else.

Willow felt pressure from behind her. She felt Rupert pressing himself against her, kissing her neck while Spike devoured her mouth. Willow ran one hand through Spike's hair and the other through Rupert's hair. Willow loved the feeling of being covered, smothered, by these two men. She had liked them both, though each in different ways. Spike finally broke off his kiss, leaving Willow panting. Spike then joined Rupert in kissing Willow's neck. Willow continued to press both men into her. She had not felt this kind of pleasure, and she did not want it to end.

Spike spoke huskily "Inside?"

Willow blushed when she realized she was making out with Rupert and Spike in Spike's garage. Spike led the way. He took her hand in his and Willow took Rupert's hand. Spike smiled when they saw the place. It was nice. "Shall we go upstairs?"

Willow nodded. She groaned when Rupert had picked her up. She noticed how Spike had grabbed a new bottle of wine, a big bucket of ice and a bag of blood. Willow loved being in Rupert's arms. She smiled when she saw the huge king-size bed. She saw a marble fireplace and a balcony. She also saw a huge master bath with a hot tub that could fit easily five people. She felt Rupert lay her gently on the bed, before he climbed on the bed with her.

Willow loved the feeling of Rupert's tongue on her throat. She felt cool hands working to remove her shoes. She groaned when Spike took her shoes off and then began to kiss her feet. Willow groaned when Rupert's lips left hers. She then felt Rupert's warm mouth on her other foot. Willow moaned as the men began a rhythm of teasing her feet; they both ran their tongues in similar patterns. Willow felt each mans' hand slowly slide up her leg, their hands moved as though they were from the same body.

Willow lifted her hips so the men could get the dress off her. Willow noticed how both hands just lightly grazed the sides of her breasts. Willow moaned softly. She lay back while Spike and Rupert went to her ankles. Willow then sat up and pushed Spike on his back. He smiled as Willow took control. Spike laid back and watched as Willow and Rupert crawled to him. He saw how Willow went right for his boots. She gently unlaced them. Rupert had done the other foot. Spike smiled as Willow had taken an ice cube from the bucket and put it in her mouth. Spike purred low as she held the ice cube with her teeth, she ran the ice cube along the bottom of his foot. Spike was going crazy between Willow's ice and the warm mouth of Rupert. Spike was trying to keep his game face away.

Willow then crawled up the bed to Spike. Spike felt his blood run cold as Willow looked at him. He saw the ice cube melting in her warm mouth. Spike them grabbed her quickly and kissed her hard, stealing the melting ice cube from her. Willow began kissing his jaw line. Spike purred as Willow had kissed along his jaw from ear to ear.

Willow ran her fingers over his shirt. She took her time with the buttons, some of them she tugged on with her teeth. Spike wanted to push her and Rupert away and rip the shirt off, but he chose to purr low. Willow and Rupert shared a look. Spike saw as on one side of him, Willow was removing his shirt. On the other side, Rupert was removing his pants. Spike loved the feeling of all warm twenty fingers over his cool flesh. Spike in his wildest dreams could not believe the fire that lie within Willow.

Rupert then looked at Spike and winked. Spike then pulled Willow on top of him. He saw the desire in her eyes. "I want you." Spike said. He then ran his cool fingertip along her arm. Willow grinned and positioned herself above him. Spike growled as she impaled herself on him. He could not believe how hot she was, so tight, so warm. He wondered if he would burn. Willow hissed as he slowly moved under her. Spike then felt Rupert's hand come around to stroke Willow's clit.

Willow came quickly from the skilled hands of the watcher. Rupert then chuckled. He lightly spanked Willow. "One, Two, Three, Four, Five..." He counted off giving her birthday spankings. At first Willow winced when Rupert spanked her, but then the moans became deeper. Spike growled as Willow moved around, grabbing him in different spots. "Nineteen, Twenty." Rupert said. His hand reached around and squeezed a nipple hard. "And a pinch for growing an inch." Willow groaned as Rupert teased her nipple.

Rupert smiled as he began to massage her ass. Spike smirked knowing what the watcher had in mind. "Please?" Willow asked. Rupert then began to work her asshole, slowly sliding in one finger, then working two inside her. Willow came again from the sensations. Rupert then used some hand lotion and slicked his cock up, as well as her ass. Willow groaned as he filled her. Willow had never felt full like that before. The three of them found a rhythm and worked together. When the release finally took them all, Spike found himself panting, he also heard the frenzied heartbeats of Willow and Rupert.
 

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