My New Life

Sequel to My Other Life

Author:  Kat, a.k.a. KallieRose

E-mail:  kallierose@earthlink.net

Feedback:  Yes, please  :-)

Rating: So far PG-13.  I have no idea where this is going, so I'll leave it at that for now.

Pairing:  W/S

Disclaimer: All is owned by the great Joss, I merely use the characters for my own sick purposes <g>.

Summary:  Willow and Spike fluff.

Spoilers:  Um, takes place around season 4 or 5, I suppose.  Spike is helping the Scoobs, and is chipped.  He and Willow have become friends.

Author's note:  Thanks to Knightie and Feen for all their help.  All errors and screw-ups are completely mine  :-)

Dedicated to those people who prodded and poked at me until I started this again.  Especially Fayth!

~*~*~*~*~*~*~*~*~*~*~*~
 
 

~Part: 1~

Willow read the passage again, but it made as little sense the second time as it had the first. 'That's it,' she thought in frustration, sitting up on her bed and slamming the art history textbook closed and tossing it onto the floor.

She could multiply 289 by 348 in her head, divide the resulting number by 18, and never misplace a decimal point, but art history was kicking her ass, simply put.  Perhaps it was because she just didn't feel the same connection to art that she did to science and mathematics.  Science and math were composed of rules and formulas and *certainties*, while art was so damned subjective.

Willow sighed in annoyance, wishing that she could find some reason to shirk her studies.  As if in answer to her unasked prayer, the phone at her bedside table rang.  Lying down, she reached out her arm and pulled the phone from the base, bringing it up to greet her caller with a cheerful, and thankful 'hello'.

"Hey Will," came Spike's low, sexy voice; the voice that did things to her legs and knees--things she wasn't willing to admit to yet.

Not that he did it on purpose, she thought.  It was just his voice.  And it was sexy.

Her thoughts were interrupted again by his voice, "You there?"

"Oh, sorry Spike.  I was just thinking and then I got distracted."

"You think much too much.  Not good for you.  What are you up to tonight?"

Tonight, she thought, twisting an errant strand of hair as she considered the question.  "I really ought to study," she told him, but he could hear the uncertainty in her voice.

"You should, but you really don't want to, now do you?"

"It's just that I have this test tomorrow, and I don't feel like I'm anywhere near ready for it," she confided.

"What class?"

"Art history.  I hate it!" she whined, in a most un-Willow-like way.

"Art's fascinating stuff.  Why don't you like it?"

"Because it's stupid," she said, pouting now.  "What does the year the painting was made have to do with the brush strokes and price of tea in China, anyway?"

Instead of agreeing with her, Spike started to laugh into the phone.  "Pet, you have *no* idea.  What exactly are those teachers filling your head with?" he asked, shaking his head in mock dismay.

"Lots of boring dates and names, mostly."

"Well that's the problem, then.  You just don't have the right teachers.  I'll be by in half an hour.  Be ready to learn," he warned, "because I'm not wasting my time on you unless you're ready to actually work at this."

Willow ran a hand over her forehead, trying to rub away the beginnings of a study-induced headache. "I don't know, Spike.  I feel a bit of a headache coming on..."

"Well, I'll be there in half an hour.  Either get rid of your headache and get ready to study, or figure out where we're going to spend the evening.  Either way, you're stuck with me."

Before Willow could reply the vampire had already hung up and she was left holding a useless phone.  'He never says good-bye,' she thought with annoyance.  'I swear he hangs up like that on purpose, just so that nobody can argue with him.'

Replacing the phone carefully in the cradle, Willow laid back on the bed again, considering for a moment her relationship with Spike.  As much as he infuriated her from time to time, he had been true to his word and had turned into a surprisingly good friend.

It had been almost three months now since they had had their showdown, and Willow and Spike had agreed to be friends.  She really hadn't had any reason to regret her decision, not even once.  The blond was attentive, helpful, enthusiastic; he was even making an effort to get along better with the others.

The two of them usually got together at least twice a week to see a movie, go bowling, or just sit at home and watch TV.  No matter what they did, Willow found herself warming to the vampire and enjoying their time together.

~~~*~~~

"You're saying that these artists weren't even allowed to have public exhibitions because they didn't follow the prescribed techniques of their day and age?  That's insane!"

They sat side by side on the couch in Willow's living room, textbooks and a half-eaten bowl of popcorn spread out on the coffee table in front of them.  Spike had been regaling her with stories of the Impressionist era, and the reasons behind the movement that they were studying in class.  These were things that her dry professor had never talked about, and having the details and backstory behind the dates and phrases was a fascinating treat.

Willow was amazed by the amount of knowledge Spike had about the Impressionist movement.  Every time she thought she had him pigeon-holed as being interested in one sort of thing, he just popped up with another interest of his and surprised her yet again.  She had never realized what a well-rounded and educated person he was.  Not that she had ever thought him stupid.  It was simply that he had always seemed to be more street-smart than book smart.

"So do you understand now why the Salon de Refuses was such a big deal for them, in their time?"  He watched as the redhead nodded her head slowly, teeth nibbling lightly on her lower lip, as she considered all that he had told her.  "And when and where did that happen?" he asked with a smile, prodding her just a bit with his elbow.

"Paris, um, 1863, right?" she answered, slightly excited that she finally knew the answer to this question.

"Right!" he agreed enthusiastically.  "See, knowing the background and the influences of the time makes it so much easier to remember the big things like names and dates.  Am I right?"

Willow looked at him, watching the enthusiasm in his face as he taught her.  He really was striking, she thought absently.  The hair, matched up with those cheekbones, and the rest of the face...

"Willow?  Didn't cause you to doze off there for a moment, did I?"

She started guiltily, realizing that he had been talking to her while she was examining his face.  And just why the heck had she been doing that, anyway?  Yes, he was a good-looking guy, she thought, but he was her friend.  Nothing more.  She was the one who had insisted that it remain that way, and it was a little late to be noticing things like his strong chin and his long, slender fingers, and STOP IT, she told herself, realizing that Spike was speaking again, and trying to concentrate on the words, instead of the lips.

"So do you think you're ready for the big test tomorrow, or do you want to go over anything again?" he asked, quite content to stay all night if it meant that he could spend time with his redhead.

"Nope, I think I'm good," she answered, giving him a confident smile.  She really did feel good about her chances tomorrow.  As long as she didn't mystically manage to forget everything overnight, she should be fine.

Spike watched as the young woman stretched, and then opened her mouth and yawned, her mouth gaping open.  A mischievous glimmer entered the vampire's eye, and he grabbed a piece of popcorn from the bowl and tossed it neatly into Willow's mouth.  He loved the surprised look in her eyes as the perfect throw landed the kernel of corn right onto her pink tongue.

"Why you..." she trailed off, grabbing a handful of popcorn from the bowl and pelting Spike with little pieces of salty buttery goodness.  Their play soon degenerated into fist-fuls of popcorn flying through the air between the two occupants of the house, Spike hiding behind the couch while Willow hid behind a convenient chair.

"Damn, all out," Spike called, as he threw the last of his popcorn in an attempt at a sneak attack.

"Me too," Willow confessed, standing and showing her empty hands, an exuberant smile shining on her face.  She walked to the center of the living room, surprised to see Spike still crouched behind the couch.

"Gotcha!" he yelled, grabbing her with his left arm and attempting to stuff a handful of popcorn into her mouth with his right hand.  She tried to twist away from him, turning her head first one direction and then the other in an attempt to avoid the popcorn, and in the end they fell to the floor, a twisted combination of legs and arms.

~Part: 2~

Spike looked down at Willow as he straddled her body, sitting comfortably on her stomach.  He watched with a smile as she bucked her hips in an attempt to dislodge him, twisting her hips wildly as she struggled.  'Damn, a bit more of this and I just might have to excuse myself,' he thought, as his pants were slowly becoming more and more constricting.

"Get off of me, Spike," she growled as she struggled, a sudden feeling of helplessness coming over her.  He was her friend, but he was also capable of doing a lot of damage when properly motivated, and sometimes she forgot about that.  Now, as he sat over her, watching her struggles with a condescending smile, she was strongly reminded of that fact.

"Or what, my little prisoner?" he growled back, continuing to smile in the face of her mounting frustration and anger.  "Looks like I'm the one in the driver's seat now, so to speak."

A sudden memory struck Willow.  They had been in this position before:  Spike, sitting on her, taunting her; her, feeling angry and helpless.  The last time it had happened, she bit his nose.  Hard.  Boy had he been angry then!  And if he thought that she might try that again...

Spike watched the look on Willow's face change from frustrated, to sly and secretive.  She was up to something, he knew, but what?  Something tugged at his memory, something familiar, but the more he tried to catch it, the further away the memory ran.

Suddenly she opened her little mouth and he focused on her sharp, white teeth.  Teeth that had caused a large amount of pain the last time she had used them on his poor, defenseless nose.  THAT was the memory that had been eluding him.

Suddenly he moved off of her like she had scalded him, and looked down on her as if she was dangerous.  Willow laughed as she saw the cautious expression on his face.  Yes, he definitely remembered what she'd done to his nose.  He might be stronger than she was, but stronger wasn't always better, she thought with satisfaction.

Sitting up, she brushed a stray piece of popcorn from her hair.  Spike sat next to her and began to help her with the popcorn situation.  He took her hands and laid them in her lap.

Willow sat quite still; she could feel his hands gently running through her hair, his touch almost as light as a caress, as he pulled a half-dozen pieces of white puffy popcorn from her hair, placing them in a row on his jean-covered thigh.

When he had assured himself that there was no more popcorn to be found, he regretfully pulled his hand out of her hair, teasing a couple of the strands as his hands left.

"Thanks, Spike," she said solemnly, her earlier, sillier mood vanished.

"No problem," he told her, grabbing a piece of popcorn and throwing it high in the air.

Willow watched it soar, turning and twisting, before it fell perfectly into Spike's waiting mouth.

"Hmmmm," he murmured, giving every impression that the popcorn was unusually good.  "Willow-flavored popcorn," he explained, answering her unasked question.

She made her "ew" face, and he laughed as he watched the way her expression changed.

"I promise you, it's a vampire delicacy," he told her, grinning at her disgust. Then he reconsidered, "Okay, maybe it takes a certain kind of vampire to appreciate it.  But hey, it's not like I dipped it in blood first or anything."

The "ew" face surfaced again briefly, before Willow began to laugh along with him.

~~~*~~~

Yet another aced test under her belt, Willow sailed into the Magic Box the next day with a smile on her face.  Buffy and Xander were already seated at the large table, while Giles and Spike were nowhere in sight.

"So what's with the big ol' smile, Will?" Xander asked.  "Did you once slay the evil that is Art History?"

"That's right," Buffy said.  "You had that nasty test today.  So is he right?  Did you kick ass on that test you were stressing over?"

"I sure did!" the redhead said with a smile, as she joined them at the table.  "Well, with a little help from Spike, that is."

"Spike?!?" Buffy and Xander cried in unison.  They still weren't happy with her choice of friend, but neither of them could figure out how to derail the new friendship.

"Yes, Spike," Willow confirmed, slightly annoyed.  "Spike knows a lot about history.  He was a HUGE help."

"So you passed, did you?" came Spike's voice from downstairs.  Buffy and Xander exchanged disgusted looks, before glaring at the blond as he entered the room.

"Not just passed, I but got an A," Willow replied happily.  "And I couldn't have done it without you," she added gratefully, walking over to give the vampire a quick impulsive hug.  "Thanks again."

"Eh, it was my pleasure," Spike replied modestly, her words of thanks like music to his ears.  Plus, the twin glares from Buffy and Xander were giving him the most delicious tingly feelings.  Anytime he could piss off those two, and listen to Willow's excited voice, well, that was a good day indeed.

~~~*~~~

The night wore on as it usually did: Willow studied, Buffy and Xander pretended to study, Giles researched some recent demon activity in South America, and Spike plotted ways to spend time with his redhead.  Finally, 9 o'clock rolled around, and Willow decided to head home.

"I'm outta here, guys," she announced, smiling as she tried to stifle a yawn.  "See everyone tomorrow."

"I'll walk you," Xander said quickly, shooting a glance at the vampire, who had just been about to offer to walk Willow home.  'Not this time blondie,' Xander thought.  'Score one for the Xan-man.'

"Thanks," Willow said, giving him a smile.  "Bye," she called back to Giles, Spike and Buffy, as the two-some walked out the door and into the cold night.

Spike fumed in the corner, indulging in his third-favorite pastime:  plotting ways to kill the moron.  Plotting ways to kill the slayer was his second-favorite pastime, of course.  There had to be *some* way that he could pull off a small little murder without the chip exploding.  He just had to figure it out.

~~~*~~~

They were only a block from Willow's house when they realized that they were in trouble.  The vampires came out of nowhere, eight of them in all, ringing a circle around the two frail humans quite easily.

Not wasting a moment, Willow and Xander moved to stand back-to-back, hoping to make the most of their weapons.  But the two vials of holy water and four stakes were no match for eight vampires, even if they were minions.  Before long Xander was passed out on the street, a small trail of blood leaking from the corner of his mouth.  Willow had tried to continue to fight, but one of the other vampires put his foot on Xander's unprotected head and hissed at her.

Her head shot up, and she gave a brief glance in that direction.  Green eyes grew big at the unspoken threat:  if she kept fighting, he'd crush Xander's head like a ripe melon.  Or an unripe one.  Either way, he was smushed.

The redhead stopped her struggles and dropped the remaining stake she held, her eyes pleading with the minion not to hurt her friend.

He moved aside, and two of the other minions picked Xander up and headed north, towards the old part of town.  The added burden of the boy's weight didn't seem to slow them down at all.  Another vampire grabbed Willow's arm, giving it a sharp twist, which had the redhead gasping in pain, and tears gathering in her eyes.  'Don't struggle or you'll be sorry,' seemed to be the warning this time.

"Where are we going," she asked, as they moved rapidly through the shadows at almost breakneck speed. There was no reply to her question, just the rough hand of the vampire pulling her along.  Houses and tree-lined streets gave way to an older neighborhood with larger streets and fewer, larger houses.  Still they hurried on.

At one point, trying to figure out (a) why they were still alive; and (b) where they were being taken.  This was obviously no ordinary vamp raid.  If that had been the case, they would both be dead by now.  No, somebody had been looking for them specifically, and wanted them alive.
 

Willow looked up when they stopped in front of the old Weatherby mansion.  The paint was peeling, the windows were boarded up; the place looked like it hadn't been lived in for years.  It had never occurred to her that it could be a haven for vampires, but of course now that she thought about it, she gave herself a big old 'DUH'.

They entered the house, and she was ushered into an old-fashioned sitting room, where Xander was unceremoniously dumped on the floor at her feet.  Their vampire escorts left them alone, but Willow could hear them moving around outside of the closed door, and knew that any escape attempt would have to wait for later.

Besides, she was concerned that Xander still hadn't regained consciousness.  But before she could check on him further, the doors to the sitting room opened again, admitting a single figure clothed in power and menace.  That was when Willow realized that her problems had just begun.

~Part: 3~

As the vampire entered the room, Willow's breath caught in her throat.  He was stunning, pure sex in human, er..vampire form.

Jet black hair that her hands ached to touch formed waves around his face, framing the high cheekbones and full, ripe lips.  His eyes...well, his eyes were like nothing she had ever seen.  The color was that of the sky on a dark, moonless night.  Pure blue eyes so dark you could barely discern the pupils sparkled at her from beneath thick dark eyelashes.

He walked towards them, his eyes riveted to her face, and again Willow had to catch her breath.  He moved his tall, lean body with the ease of a dancer, seeming almost to glide instead of walk.

Rarely had she seen such beauty before, and rarely, she suspected such evil.

He caught her watching him, and nodded at her, a knowing look in his eyes.  He was used to the looks he received from women, and often from men as well.  They were just another means of distracting his prey.

"I am Marco," he said, his voice low and serious.  "You may call me Master."

He watched as the small woman fidget nervously, occasionally casting looks at her companion, still passed out on the floor.  "You," he continued, "I will call 'bait.'" He smiled a humorless smile as he said the words, his white teeth a contrast to his darker lips.

"Bait?" Willow asked nervously.  "What do you mean-oh," she stopped then, going pale and still.  "You want Buffy."

"Yes, I seek the Slayer.  You are the bait.  When she finds out that I have you, she will of course seek you out.  Once here, she will fall into my trap.  With her gone, I will be free to rule this city, and the Hellmouth.  It will be a glorious time to be a vampire," he told her, watching her pale even further.  "You will see," he added.

"I-I will?"

"Why yes, of course.  You will be a minion by then, I am sure.  With that flaming red hair and those beautiful eyes, I'm sure someone won't be able to resist."

He watched as the emotions clouded her eyes:  hopelessness, fear, a little bit of anger.  She remained silent, and finally he shrugged, and motioned to a couple of his minions.

"Take her and her companion to an empty room and lock them in.  And NO SNACKS," he thundered the last two words, and the minions jumped to do his bidding.  A skanky-looking female vampire, turned in the '80s, judging by her big hair and bad make-up, grabbed Willow by the arm, pulling her out of the room.  Her partner grabbed Xander and dragged him behind them.

They traveled in silence, first down a long hallway, and then up a steep flight of stairs.  Willow took every opportunity to analyze what she could of their location, looking for anything that might help them escape later.  Xander, being unconscious, of course did nothing.

The room they were taken to was small and dismal, and all surfaces were covered by a thick layer of dust.  A large canopy bed dominated the room, dwarfing the small chest of drawers and an even smaller window.  The window itself was boarded up tight from the outside, and there was no hope of escape from that corner.

As the minions left them, Willow heard the click of the lock as the deadbolt was shot into place from the outside.  They would not be leaving this room anytime soon.  Not unless their captors wanted them to.

She turned her attention to Xander, half-lifting and half-pulling him onto the bed.  Sitting down next to him, she leaned over and tapped his face lightly, looking for signs of his return to consciousness.

"Xander?  Can you hear me?  I really need you to wake up," she told him, hoping that the tone of her voice would instill some urgency into the unconscious youth.  Doctors said that when a person was unconscious, they could still sometimes sense and/or hear the people around them.  She hoped that this was the case with Xander, and that she could coax him into consciousness soon.

Time passed, and with each passing minute, Willow grew more nervous.  He'd been out too long.  Shouldn't he be awake by now?  "Xander," she tried again, "Please, please wake up.  I'm...I'm really scared," she confessed with a tremor in her voice.  "There's this big vampire, and he's going to use us to trap Buffy."  She poured out her fears to her unconscious friend, growing more and more frightened as she went.

'What was that?' she thought, as she saw him twitch his finger from the corner of her eye.  'Did it happen, or did I imagine it?' she wondered.  Then the finger moved again, and she knew that everything would be okay.

"Xander!" she whispered urgently, looking for more signs of his return to consciousness.  As she eagerly watched, his eyelids began to flutter slightly, and finally his eyes slowly began to open.  Relief flooded her body as she stared down into the opening eyes of her childhood friend.

"Thank god, you're awake, finally!"

"Will?  Where?" he asked, groggy and confused.  Where was he?  How had he gotten there?  And most important, why was Willow looking so upset?

"We're in the old Weatherby mansion, you remember it, Xander?  That old house on the other side of town that used to really creep us out, only we never knew why?  Well now I know why, we know why.  It's like a half-way house for vampires.  They're everywhere!" She babbled.

"Spike or Angelus?" he mumbled.

"Huh?  Spike or Angelus?" What was he asking?  Then it struck her.  "Oh, you mean who kidnapped us?  Neither of them.  This vampire named Marco.  Oh," she stopped short, as she remembered their purpose, "And he says that he's going to use us for bait to catch Buffy!"

"Why am I always the bait?" Xander asked, slightly disgusted with himself.  "Why can't someone kidnap me for *me*?" he asked, apparently ignoring the bigger picture for a moment.

He seemed a little stronger, so Willow helped him to sit up against the headboard, then settled herself next to him.  He just looked so sad and forlorn, she thought.  Those big puppy-dog eyes did it to her every time, she thought as she reached over to push the hair out of his eyes.

"Sorry, Xander.  Not having super-powers sucks, doesn't it?" she agreed sadly.  Sure, she was getting fairly good at simple magic, but that needed lots of preparation and spellbooks and stuff.  Willow had wracked her mind to come up with some sort of a spell to get them out of this, but other than the floating pencil trick, nothing seemed to come to mind.  And since pencils did not seem to be in evidence here, she was all out of ideas.

Xander laid his head on her shoulder, feeling down and defeated.  "The door's locked, and/or guarded by vampires, I suppose?"

"Yup to both, I suspect."

"So basically you're telling me that we have nothing to do other than keep ourselves amused, until either Buffy comes and rescues us, or we meet our impending death?"  Xander moved his head to look up into Willow's eyes, hoping that she had some sort of secret plan that she had not previously mentioned.

Willow nodded solemnly, confirming his worst fears.  She had no plan.  The brunette sighed then, and rested his head back on her shoulder.

"So when we get rescued, what do you want to do?" the redhead asked, trying to distract her friend from his hopeless thoughts.  Best to keep everyone's spirits up, she thought.

"Oh, this is a game, right?  Okay, I'll play.  I'm gonna eat a dozen donuts.  All by myself." His stomach gurgled happily at the thought, and Willow suppressed a small giggle, feeling slightly better already.  Xander had always been able to cheer her up, no matter how dire their situation was.

"What about you, Wills?"

"I don't know," she confessed, not having thought that far ahead.  "Damn, I hope we're not in here for too long.  I've got another test tomorrow.  Somehow I don't think my psyche teacher is going to accept 'kidnapped by vampires' as a reasonable excuse for letting me take a make-up test."

Willow went back and considered the original question again.  "I guess if-WHEN we get out of here, I'm going to have to do some studying," she said sadly.  Maybe Spike knew something about psychology, she thought.  She could always call him and ask if he wanted to help her study.  They had had fun the other night, and she had learned a lot from him.

"All work and no play, Will," Xander murmured, sitting up and giving her a strange look.

And yet the way he was looking at her was oddly familiar, she realized.  Suddenly she had a flashback.  Kidnapped by Spike, stuck in an old warehouse with Xander and a bed.  The...well, what they had almost done.  Then the aftermath...Xander losing Cordelia forever, and she had almost lost Oz.

But things were different now.  Cordelia was nothing but a distant memory, and Oz had left her eventually, to pursue his music career.  Maybe a little comfort wouldn't be so bad right now, seeing that their impending death was staring them in the face.  They were both free and unattached; there was no reason that they shouldn't find a little reassurance together.  Boy, would her psychology teacher have a field day with this, she suspected.

"Willow," Xander breathed the name, trying to catch her eyes with his own and bring her attention back to him.

"Should we?" she whispered.

Xander's soft lips touched hers in an answer, the kiss tender and comforting.  She relaxed into it, opening her mouth and letting his tongue inside to explore.

~Part: 4~

Spike stood in the shadow as he watched the slayer do battle with a rather persistent minion.  He had been heading home from a profitable night at the poker table, and decided to stop for a moment to watch the show.  The minion was fast and precise, for a minion, and it was taking the slayer a little longer than usual to dispose of him.

As much as he despised the blonde on a personal level, Spike had to admit that Bitchy was one hell of a fighter.  Quick and lethal, small and nearly bursting with energy, she was slowly but surely punching and kicking her way to victory.

Then, out of the corner of his eye, he saw another minion.  This one also stood watching the fight before them.  'That's odd,' Spike thought.  Usually a minion that encountered a fighting slayer would choose a little two-on-one action, hoping that the sheer strength of the two against one would be enough to best her.  Of course, minions were stupid.  That never worked.  But that never stopped them from trying.  Except now, apparently.

The minion waiting in the shadows was still waiting patiently, and as Spike looked closer, he saw that in his hand the minion carried a folded white piece of paper.  Curiouser and curiouser.

Finally, with a well-placed stake and a jaunty quip, Buffy dispatched her opponent and stopped to brush the vamp dust away from her new mini-skirt.  The skirt was short, red, and had been half-price at the department store, so there was no way she was going to let vampires ruin it with their stupid dust.

Suddenly she looked up, seeming to sense the other minion even before it appeared from out of the shadows, carrying the paper in front of itself like a white truce flag.

"Sorry, I'm not sponsoring 'Vamps for Literacy Day'" she quipped, stalking towards the vampire in a strange reversal of how it usually stalked a human.

The vampire before her quailed a bit, but stood his ground.  Still he made no effort at all to fight.  Spike moved a little closer, his sharp ears listening for their words.  Something about this situation just didn't feel right to him.

"You'll be a little more agreeable once you read this, I think," the minion said, suddenly a little bolder.  He made a quick move forward, dropping the paper directly in front of the slayer and then moving back quickly, fading into the shadow of a large oak tree.

Spike watched as the minion began to move away from the slayer, headed to who knew where.  Maybe it was boredom, or maybe some of Willow's curious nature had rubbed off on him.  Whatever the reason, the blond vampire decided to follow the minion, curious about what had led him on such a perilous mission.

As he headed away from the slayer, he barely heard her words floating across the night air.  "Oh god, Willow!" she cried, her voice anguished.  Or at least that's what Spike thought he heard.  It was hard to be sure.  For a split second he considered turning back to see what had Buffy so upset, but his instincts were telling him to follow the minion.  If Willow *was* in trouble, then this creature would probably lead him right to her.

Spike's thoughts were chaotic as he followed the minion through the dark night.  Whoever had her was probably using her as some sort of a lure in an attempt to capture the slayer.  'Damn that stubborn redheaded chit,' he raged.  He knew it wasn't really her fault, but he needed someone to be angry at, and right now she was it.  He didn't want to care for her, didn't want to be afraid for her, but he was.  And being vulnerable like that really pissed him off.

On the bright side, he realized, if whoever had her was using her as bait, then that meant that she was still alive, and probably hadn't been harmed.  On the dark side, though, it probably meant that there was a new player in town; none of the vampires around Sunnydale these days had any illusions that they could take on the slayer and win.  But someone new in town, someone who hadn't gone up against the slayer before, might fancy a dance with her, thinking that they could best her.  And maybe they could.  Frankly, Spike didn't really care.  All he really cared about at this moment was finding out what trouble his little redhead had gotten herself into, and getting her out of it safe and sound.

His thoughts faded as the minion he had been following approached a large old house.  There was no doubt in Spike's mind that this was where Willow was being kept.  The place had an overpowering stench of evil, and for a moment Spike reveled in the scent, remembering the days when he commanded his own army of minions.

Well, what was he going to do now?  He could either head back to the slayer and tell her what he'd seen, or he could try to get a little closer and do some reconnaissance.  Maybe even rescue the girl himself, if she was inside, and the odds weren't too much against him.  Spike had never been one to play it safe, especially when he had so much at stake, so he decided on the direct approach.

Walking with his biggest swagger, he approached the house, opened the door, and walked right on in, just like he belonged there.  And surprisingly enough, nobody even noticed.  When he looked around, Spike realized why.  There were dozens of demons here, some lounging and drinking, others playing cards in the parlour, some in deep discussion with a tall, dark-haired vampire who seemed to be giving them orders.

Spike looked around the lower level as much as he could, but saw no sign of the redhead.  As he walked past another hallway, he noticed several vampires standing guard at the bottom of a small set of stairs leading up to a second floor.  He walked by, trying to act casual, but his demon almost burst forth when he smelled Willow's scent.  She had been by here fairly recently, and apparently the moron had been with her.

The blond was no dummy.  He knew that there was no way he would be able to get through all those vampires and reach Willow.  And even if he did, there was no way he would get her out of there.  Not by himself.  As much as it pained him to admit it, he had done all he could here. It was time to bring in reinforcements, including Buffy.

~~~*~~~

Spike covered the distance from the vampire den to the Magic Box in record time.  He figured that if Buffy called a meeting, this was where it would be.  And sure enough, when he entered the store he found Buffy and Giles deep in discussion.

"Where the hell have you been?  I've been calling all over town for you."

"Nice to see you too, slayer," he snarled.

"We really don't have time for you two to play games right this minute," Giles interrupted.  "Willow and Xander are missing."

"Yeah, I know." Spike fielded astounded looks from the watcher and the slayer.  "While you were 'calling all over town', I was finding them," Spike said, giving Buffy a disgusted look.

"What-how-well, never mind now," Giles decided, "The important thing is that you know where they are."

"Tell me where they are," Buffy said, "And Mister Pointy and I will take care of the rest."

"Wait a minute, slayer," Spike cautioned, "It's not as simple as that."

"What the hell are you talking about, Spike?  How complicated can it be?  I came, I saw, I slayed.  It doesn't get much simpler than that."

"Maybe if there were only a half-dozen of them, yeah," he admitted.  "But this operation is a lot larger than that.  I saw at least two dozen vamps tonight, and I suspect there were at least another dozen hidden away in various rooms.  You go in there all by yourself and it'll be more like, 'I came, I saw, I got slayed.'  And while I personally have no problem with that, I damn well want to be the one to take you out."

"Gee Spike, I didn't know you cared," the blonde sneered at him.

"Buffy," Giles cautioned, "Spike obviously has a better handle on this than we do."  Buffy glared at her watcher, but let him continue. "Spike, do you have any suggestions?  Perhaps a plan?"

The blond vampire considered everything he knew for just a moment, then told them what he thought was their best shot at getting their two friends out alive.  "We're going to need a lot of help with this.  I know some people who might be willing, if the price is right.  Some'll do it for free, because they owe me.  Some'll do it just for the fun of cracking some skulls together.  But others'll want some cash.  Can you do that?"

Giles nodded slowly, his mind calculating how much money he could get his hands on quickly.

"Okay, I'll make some calls," Spike told them.  "If you two know of anyone who might help, or who owes you, this would be a good time to call in that favor.  How about we try to get a group assembled here in two hours?  Then we storm the castle.  The element of surprise should work for us, and hopefully we can get in and reach Willow and the moron before they know what hit them.

~Part: 5~

Giles and Buffy surveyed their troops, looking from one creature to the next, each one just a little more unusual than the one before.  Two hours had passed, and true to his word, Spike had managed to round up a little over two dozen people, make that creatures, to help them in their attempt to free Xander and Willow.

"Yo, slayer, I think we're all here." The three of them had decided that Spike would be in charge of the operation, since some of the demons weren't too keen on taking orders from the slayer.  But each of them had reasons of their own to help Spike, be it owed favors, financial incentives, boredom, or something else entirely.

Spike pulled one demon from the crowd.  He was pink-skinned, with tons of skin hanging like crepe paper off of his short but bulky frame.  With a rather non-lethal smile on his face, he didn't look terribly threatening, but Buffy knew better than anyone that looks could be deceiving.

"This here is Clem.  Clem, this is the slayer."

Clem looked at Buffy with friendly red eyes, and waved happily at her. "Hi Buffy," he said cheerfully, looking for all the word like a puppy who wanted to be patted on the head and told what a good boy he was.

"Ah, hi, Clem," Buffy answered, rather taken aback by the demon's friendly appearance.  'And this guy is going to help us *how*?' she asked herself.  Then she decided not to look a gift horse in the mouth, or in this case a gift demon.  But still, the same rules applied, right?

"Clem is going to be leading the fighting squad.  This bunch here," Spike motioned towards a rather nasty-looking group of demons and possibly (or possibly not) human fighters, all armed with swords, crossbows, stakes, and other weapons of destruction.

"So while they're taking care of the bulk of the vampires," he continued, "You, Giles, myself, and another small contingent will head upstairs and break Willow out."

"Willow AND Xander," Giles reminded him.

"Oh, yeah, I suppose we can get the moron out while we're there," Spike said, sighing with mock disgust.

"So, we all know our parts, right?" the blond vampire asked, raising his voice to be heard over the increasingly noisy demons, who sounded like they were all ready for a fight, any fight.  "Let's go," he yelled, pushing them out into the street.

"And for fuck's sake," he bellowed, "Can we *try* to be quiet here?  I don't want them hearing us from five miles away!"

~~~*~~~

Kissing was good, Willow decided.  She liked kissing; it made her feel all soft and warm inside.  And kissing Xander just seemed comfortable.  She had loved him since before she even had a name for her feelings.  And lying in his arms now made her feel a little less frightened, and a little less vulnerable to the evil around them.

"Xander?" she asked, watching the steady rise and fall of his chest.

"Willow?" he answered back, opening his eyes and focusing them on his oldest friend.

"I like this...this kissing," she confided quietly, snuggling closer to him and burying her head in his shoulder.

"Me too," he said, his voice almost a sigh.

"But it doesn't have to be anything more, does it?"

"It can be whatever you want it to be, Will."

"Because at first, I thought maybe, but now, with the kissing, it's just so nice, and I don't think I want to mess it up with the sex.  It just makes everything so complicated, you know?  And I don't want to not be your friend-"

"Willow, *it's okay*," he told her, hoping to stop her babble before it got even more difficult to understand.  Sometimes the way her mind worked astounded, confused, and even frightened him.  She was something, his Willow was.

Xander held the redhead tightly in his arms, trying to erase everything going on around them.  They could hear more noise than before, as if the occupants of the house were indulging in a raucous party or maybe a good old-fashioned bar fight.  When she heard the noise, Willow moved herself even closer to Xander, their bodies pressed up together intimately.  They kissed again, another long, pleasant, comforting kiss.  The two tried as hard as they could to concentrate on each other and not what was going on around them.  Maybe if they tried hard enough, they could make it all go away...

Just then, the door slammed open, and Xander and Willow were stupefied to see Buffy standing there, crossbow in hands, followed by Giles.

"Geez, you guys, if I had known you were doing that, I'd have just left you here!" Buffy told them, a slight smile quirking at the corners of her lips.  She watched with amusement as both the occupants of the bed started to blush profusely.

Giles, on the other hand, seemed to be trying very hard not to look at anyone or anything at all.  If it weren't for the fact that they were trying to be ready for battle, Willow suspected that he would have already had his glasses off for a good, strong polishing.

Willow heard Spike's voice out in the hall, yelling, "What the bloody hell is holding you guys up..." and then the blond vampire was half-way into the room, his face a cold mask of barely-contained rage and fury when his eyes landed on the two people in the bed, and what they were doing.  Or rather, what he imagined they had been doing.

Spike took one look at the redhead, HIS redhead, being held intimately by that...that...imbecile, and it was all he could do to keep the demon from breaking every bone in the moron's body, and then forcing Willow to his will, chip be damned.  He craved, no, he needed revenge.  But now was not the time or the place.

He gave her one look, trying to convey all of his rage, betrayal, pain and disgust, and then turned sharply and walked out of the room, ignoring the questioning looks of the others.

Willow watched Spike's retreating form, bewildered and a little bit frightened.  Why was he so upset?  It wasn't as if they were anything other than friends.  'He had no right to be upset,' she thought, trying to convince herself that that was the truth.

"Come on, you two, let's get moving, shall we?  We don't want to be here any longer than we have to, and I'm sure that some of the contingent downstairs will be needing some reinforcements."  Giles had stopped staring at the walls of the room, and had turned to address Willow and Xander.  Well that was progress, at least.

The two former captives untangled limbs and bodies, and soon all of them were beating a hasty retreat.  Willow watched in amazement as they made their way down the stairs and out into the cold night air.  Who were all of those demons, and why had they been helping rescue her and Xander?  She would have to ask Buffy about that later, but for now all she wanted was an extremely warm bath, and about a week of long, peaceful, quiet sleep, in her own bed.

~Part: 6~

Spike stormed down the stairs to the main floor, dusting any vampires he saw along the way with a savagery that was unfamiliar to those who knew him now.  His violent nature in the past had been well known and heralded by the vampire community.  But now, in his rage, he turned that violence towards his own kind in an attempt to push back the anger and jealousy that threatened to overwhelm him completely.

He surveyed the chaos that was the lower level of the mansion.  Demons were everywhere, and their numbers and their enthusiasm were making quick work of the remaining vampires. He saw Clem, who waved happily at him as he decapitated a minion with dark blue hair, swinging his axe with pure joy and abandon.  During his follow-through, the axe hit the solid wall of the house and stuck there.  After giving it a couple of tugs, the loose-skinned fellow shrugged and decided to give up on retrieving the axe, slowly making his way through the crowd to come to Spike's side.  He spoke directly into the vampire's ear, doing his best to make himself heard over the noise of the fight.

"That guy you mentioned earlier, the dark-haired guy with all the power?  The one you thought was probably behind all of this?  Well, he and a couple of his minions made it out.  I think he saw that there wasn't any way that he and his buddies were going to get out of this alive, er, corporeal, sorry.  So anyway, he used a handful of his flunkeys as kind of a shield, and then just pushed his way out."

Spike frowned, not terribly happy about the news.  But the main reason that they had attacked had been to get Willow and Xander out, so as long as that was accomplished, he couldn't be too upset.  Besides, there was plenty of time later to wreak his bloody vengeance on the bastard.  He would check all the usual vampire haunts and see what he could find out about the mysterious newcomer.  Someone was sure to have a line on who he was and where he was staying.

As he and Clem talked, Spike watched Willow and the others quickly leave the mansion, the two former prisoners gaping in wide-eyed amazement at the rather bizarre forces that had liberated them.  He thought that the redhead had given him a look, perhaps a look of thanks, but maybe that was just his imagination indulging in some wishful thinking.

"Thanks Clem," he said, dragging his mind back to the here and now.  "You did a good job tonight.  You and the fellows, you have my gratitude.  And not just mine, but the slayer's as well.  She can be a right nasty bitch, but when you need her, she'll be there for you.  And like I said before, your debt to me is paid."

"Hey Spike, no problem.  I'm glad I could help.  And you know the rest of the guys, they're always ready for a little fun.  Working with the slayer was kind of odd, but she behaved herself, so I guess there's nothing to complain about there."

Spike smiled at his friend, trying like hell to keep his control and his focus, while his demon raged inside him.  Oh how he wanted to be somewhere else, somewhere where he could indulge his vicious temper.  He looked back across the house and realized that there really wasn't much chance for a good fight here anymore; most of the vampires were long dusted, and the remaining demons were, for the most part, indulging in a bit of a free-for-all.  Sometimes a demon just wanted to fight, and apparently it didn't matter a hell of a lot who the opponent was.

"I'll leave your lot to the clean-up, then," he told Clem, giving him a slap on the back.  "Tell them that if they find anything worth stealing, they're welcome to it."  He looked around appraisingly, noting that there was still some furniture that hadn't been quite completely destroyed yet, along with a rather handsome old curio cabinet full of knick-knacks.  The upstairs rooms might contain something worthwhile as well, possibly.  They were mostly intact.  A large crash drew his attention back to what remained of the curio cabinet, and the dust that was all that remained of the last minion.  Oh, well, never mind about the cabinet.  Too bad, that.

"See you at the game next week," Clem replied, watching the tense set of the blond vampire's shoulders as he walked out the door and into the dark night.  'Poor guy,' the demon thought, 'He really needs to learn how to relax and just let go.'

~~~*~~~

Spike paced back and forth in his lair, also known as the basement of the Magic Box.  He had wanted to go somewhere where he could be alone, yet at the same time, he had really needed to kill something.  In a bit of a compromise, he headed back towards the shop, hoping to spend some time in the training room.  Mainly, he just needed to be away from Willow and the rest of her little band of do-gooders.  In his current state of mind, he wasn't sure what he would do if he met up with her, but if past experience was any indication, it wouldn't be pretty.  In fact, it would probably end with him rolling around on the floor in chip-induced pain, while she looked down at him from high above, soft green eyes filled with pity and possibly disgust.

When he had walked in on her and that idiot, in what had obviously been the middle of *something*, the rage and the pain he had felt was almost palpable.  She was HIS, dammit.  His demon demanded that she pay for the pain she had caused him.  His imagination concocted scene after scene of delicious torture.  He pictured her crying, watching as he killed everyone she had ever cared about, and then pushing her down and taking her until she was so tired and sore and dead inside that she no longer had the strength to fight him.  And then, and only then, he would sink his fangs into her neck and suck the life out of her until there was nothing left but a shadow.

He shook his head, moving into the training room, hoping a serious workout would dispel the tantalizing images.  He could never do any of the wonderful things he had been imagining, of course.  Not while the damned chip was still in his head.  But someday...

Someday, someday, someday, he punched his hand into the wall of the training room, in time with the words.  Someday she would be old and grey, and he would still be waiting for the chip to malfunction.  He needed to do something NOW.

He had tried to go with the traditional human male/female mating ritual, the only way he knew how to get her attention.  The demon had raged against him, calling him a poof, a puppy dog, and various other names.  But it had been working.  Things between them had been going quite well up until tonight.  She had been spending time with him, alone, of her own volition, and he could have sworn that she was starting to see him as a friend.  And it wasn't a far jump from friendship to something stronger.

And then the sight of her tonight:  flushed skin, mussed hair, puffy lips, eyes wide and surprised; it was HIM that should have made her look like that, the demon raged again.

This was getting him nowhere.  No matter how mad he was now, he would get over it.  He had no choice, really.  He wanted her, needed her, and as long as he had the chip, the only way that he could have her was if she came to him willingly.

Spike looked down at his hand, the cuts from his abuse of the wall already beginning to heal.  It was stupid, really.  Not only did he not feel any better for having hit the wall, but now he was going to have to fix the two rather large holes he had punched into it.  The watcher was a bit of an arse when it came to that sort of thing.  Kept mumbling on about 'damage deposits' and 'no hanging pictures on the walls.'  Like he cared what some old ninny had to say.

He imagined another scene:  dancing with his Willow, drenched in the blood of the slayer and her watcher.  He sighed and made his way to his bedroom, hoping to get a couple of hours rest now that the sun was up.

~Part: 7~

Willow stared in bemused silence at the demon free-for-all that seemed to be taking place around them as they quickly headed towards the door.  Her eyes scanned the faces and bodies around her, amazed at the number and variety of creatures fighting.  Finally her eyes caught the shock of white hair that she had unconsciously been seeking, and her wide green eyes met the crystal blue ones of Spike.

There was something hiding there in the depths his eyes, something different and somewhat frightening.  And then it was gone; disappeared so quickly that she wasn't sure it had ever been there in the first place.  She gave him a small, nervous smile, and then scooted out the door behind Buffy and Xander.

They walked quietly through the night, the cool evening air feeling even colder against her flushed skin.  Finally the silence became oppressive, and Willow felt relieved when someone finally spoke.

"So what was with the demon freak-show?" Xander asked.  "I mean, not that I'm not grateful for the rescue, mind you.  Although I'm sure that I would have gotten us out of trouble soon.  I was working on this plan..."

Giles snorted out loud, earning him an amused glance from Buffy.

"So Xander," the blonde teased, "In what way was sticking your tongue down Willow's throat part of that plan?  Hoping to distract the guards by choking her, maybe?"

"Buffy," Willow admonished softly, "He was just helping me to feel a little less scared.  If anyone was to blame for our behavior, it's me."

The slayer was immediately contrite.  "I'm sorry, Wills, it's just that we came in guns a-blazin', and figured we were helping, and then we were a little surprised at the reception we got."

"I understand, Buffy, I really do.  And god knows I'm grateful for the save.  I guess your timing just could have been a little better," Willow said ruefully.  "Not that I'm really complaining, mind you!"  She stopped for a moment, trying to remember something.  "But you never answered Xander's question.  What was with all those demons?  And, oh!  How did you know where we were so quickly?"

There was silence for a moment.  Buffy loathed admitting that Spike had actually helped them out, and was trying to figure out some other way to explain things.  Giles was the one who finally enlightened them.

"It was Spike, actually," the watcher told them.  "He overheard the vampire who came to tell Buffy about the kidnapping.  They were trying to lure her into coming to get you, of course.  At any rate, Spike followed this vampire back to that house, and after a little bit of reconnaissance, he came back and told us what he had seen.  From there, he called up some of his, er, acquaintances, and we went and 'stormed the castle,' as it were."

"Spike?" Xander asked, incredulous.  "Our Spike?  As in Spike-y the neutered wonder?  Now why the hell would he do something like that?"

"Xander!" Willow gasped.  "Admittedly he's not always so nice, and, well, yeah, he tried to kill us before, a lot," she said. "But, damn, where was I going with this?" she stopped for a moment, lost in thought,  "Oh!  But he did save us, so--so be nice!"

Giles smiled paternally at her, placing a comforting hand on her shoulder.  Buffy and Xander merely exchanged unhappy glances, silently promising each other that they would discuss this at a later date.

Before long they reached Willow's house, and bid their friend goodnight.  Willow had never been quite so glad to see her house, even though her parents were gone and it was empty once again.  She climbed the stairs and threw herself upon her bed.  The adrenaline that had seen her through the rest of her day had deserted her now, and before she could even consider the events of the evening, she was fast asleep and dreaming.

~~~*~~~

Willow arrived late at the Magic Box the next evening.  She had a paper due on the political system of 1790's France, and decided that spending time in the library would be better than trying to research online.  The quiet and order of the library was a welcome change to the chaos that had been her life lately, and so she lingered perhaps a little longer than was strictly necessary.  But all too soon, the darkening sky told her that it was time to meet her friends and discuss the day's events.

She hoped that they would have a chance to talk a little more about the previous evening as well.  Both she and Xander owed Spike a debt of gratitude, although she doubted she would ever get her friend to do more than give an insincere thanks.  Still, she could, and would find some way to repay Spike.  Maybe she could find a way to 'liberate' some human blood from the blood bank, or...her mind searched for other possible ways to thank her friend.

"Hey Wills," the voices called to her as she entered the shop.  She gave a quick smile at Spike, who merely looked back at her, an unreadable expression on his face.  Her eyes passed quickly to Xander and Buffy, who were sitting at the table as usual.  Xander was stuffing a Twinkie in his mouth, or was it a ho-ho?  Willow was never quite sure which was which.  Meanwhile, Buffy was painting her nails.  Willow looked at the slayer in horror as she realized that the book the blonde was resting the fingernail polish on was one of Giles' rare compendiums, but Buffy seemed oblivious.

"Buffy," she sighed, rescuing the book from the polish-happy slayer.

"What?  I needed something to rest my hand on while I was polishing!" she insisted, holding up her hand to examine the color.  "What do you think, Wills?  Is it too red?  I was looking for something that would say 'I've killed before and I'll kill again' but maybe this is too much?"

Willow took Buffy's hand for a moment and examined the color. "No, I think that's about right," she confirmed, releasing Buffy's hand and moving to carefully place the compendium back in the stacks.  She grabbed a copy of one of the Anne Rice books and gave it to Buffy.  "Here, this is much better suited for your purposes."

Buffy gave her a pitying look, but took the proffered book and placed the nail polish down squarely in the middle of it.

Turning her attention towards her vampire friend, Willow went to sit down in the lounge chair next to Spike.  He gave her another of his blank looks, but Willow plunged on ahead, not deterred in the slightest.

"Giles told me what you did for us last night," she started breathlessly, her nerves aflutter at his expressionless stare, "And I wanted to thank you.  You--you saved our lives, and I'm really grateful.  Xander is too, aren't you Xander," she gave the brunette a stare, daring him to disagree.

"Yeah, thanks," the youth mumbled, stuffing another snack food cake into his mouth and turning back to roll his eyes at Buffy.

"Whatever," the blond vampire muttered sullenly, refusing to meet Willow's eyes.  "If I'd known you two were havin' a snog-fest, I'd have let you go to it and not bothered."

Willow sighed, hating to have to explain the situation yet again, but she plowed ahead.  "Spike, we were *not* having a snog-fest.  We were just scared and, well, what we were doing helped us to feel a little less scared."

"Well you should have known that I'd come after you.  There was no reason to be worried.  Hell, if we had got there another half hour later, who knows what we'd have interrupted?" Willow could see a cold anger building in his eyes, yet she had no idea what she had done to incur it.

"Spike..." she called out, watching in confusion as he jumped to his feet and headed out the door, the bell jangling irately behind him.

Willow looked at her friends, unhappy and confused.  "I don't understand it," she said, her eyes beginning to tear up.  "Why is he so angry?"

Buffy and Xander exchanged solemn glances, knowing that this was their opportunity to sow a little discontent between the vampire and their friend.  There was no way they were ever going to let Willow have anything to do with Spike.  He would only end up hurting her.  They were doing this for her own good, they told themselves.

Buffy walked to where Willow stood despondently, enveloping her in a hug.  "Will, surely you know that Spike is obsessed with you."

"Huh?" The oblivious woman stared at her two friends in shock.

"Well yeah," Xander agreed quickly, "He's been crazy about you for a while now.  Obsessive, possessive, you name it.  It's kind of creepy."

"But--but I told him I wasn't interested," Willow wailed.  "I mean, I know he was interested, but we talked, and-and it was okay.  He said we could be friends!"  She didn't know what to think now.  Had he lied to her when he said he would be interested in just being her friend?  Was he just biding his time until he could seduce her?  How could he do that to her?

A slow-building anger began to kindle in her, as she left the shop in search of the blond vampire.

~Part: 8~

Spike downed another shot of whiskey, wincing slightly as the strong liquid burned its way down his throat.  'Strong, but not strong enough,' he thought.  Better have a couple - make that three or four - more.  He motioned for the bartender, who hurried in his direction.

"I'll just buy the bottle, why don't I, Willie?"

The bartender took a look at the troubled vampire, taking in the snarled lip and the alcohol-dulled pain in his eyes.  He considered trying to use some of his 'barside manner.'  He considered it for all of five seconds, before deciding that that would probably lead to him gaining several new holes in his body, in unusual places.

"Sure, Spike," Willie replied, opening a fresh bottle of the good stuff, and setting it before the unhappy customer before him.  "I'll just add it to your tab."

Spike grunted his thanks, then turned in his chair, his eyes taking in the other customers.  Looked like a slow night; the only other patrons were a half-dozen lobster-red demons sitting in the far corner, who seemed to be indulging in some manner of card game.  Spike considered going to join in, but cards and massive amounts of alcohol didn't really mix.  Not unless you were actively trying to lose your money, that is.

Instead, he turned himself back towards the bar and poured another drink.  He tossed that one back quickly as well, enjoying the warm, comforting glow that the alcohol added to both his mind and his body.  Several more drinks made their way past his lips, and soon he was feeling much better.  In fact, if he tried quite hard, he could even pretend that he didn't even know a little redheaded witch named Willow.

The door opened and closed, but Spike paid little notice to it.  He was too busy in his pursuit to become comfortably numb.  Hmmm...that reminded him of a song, he thought, and his brain scurried to remember the words.

His attention was brought back to the bar rather abruptly when a tall, dark-haired man sank down onto the stool next to him.  An entire empty bar, and the git had to take the seat next to him, he groused silently. He'd probably want to talk or something, too, the bastard.  Spike considered leaving then, just taking the bottle with him and heading out into the night.  But damn it, he had gotten here first, and he was damned if he was going to leave just because some moron wouldn't leave him alone.

So he sat there, sulkily nursing his drink, and waiting for the other man to speak.  He didn't have long to wait.

"So, you are Spike?  I am Marco," the other man said by way of introduction.

The name punched a hole through Spike's alcohol-induced fog, and he brought his suddenly sober eyes to bear on the man next to him.  The vampire next to him.  Sure enough, this was the demon who had captured Willow and Xander, sitting right beside him, as polite as can be.  He wondered what sort of game the other was playing.

"I ought to be quite angry with you," the dark-haired vampire continued, his voice oddly civil; almost friendly.  "I had such a marvelous plan, and you brought it all tumbling down around my head."  Marco stopped for a moment, looking curiously at Spike, perhaps waiting for a reply, or perhaps just hoping to create a dramatic pause.

"Yeah, well Sunnydale tends to do that to a plan," Spike admitted, thinking back to a couple of his own 'marvelous plans', which always seemed to end with the slayer kicking his arse.  Why the hell did he stay here again?  Then he remembered the beautiful young woman with the sweet, friendly smile, who couldn't stand to swat a fly, and yet staked vampires almost nightly.  Ah, yes, *that* was why he stayed.

Marco watched the emotions that flickered across the other vampire's face.  Truth be told, he was quite curious as to why this vampire fought against him.  He was obviously a master vampire - that much could be felt just by standing next to him.  So why did he help the slayer?  "So, may I ask why you fought against me?" he asked, waiting curiously to see if Spike would indulge his curiosity.

Shooting a glance at the stranger next to him, Spike debated his options.  His pleasant buzz from a few minutes ago was long gone, the man next to him having driven it away.  He could still leave and attempt to reclaim that wonderful state of oblivion elsewhere, or he could stay and see what this git had to say.  Maybe there was something in it for him?  The man had obviously been seeking him out, and he certainly didn't seem to be angry or bitter about their previous meeting.

"You took something that was mine," Spike finally replied, deciding to play along and see what happened.  He gave the other vampire a steely look, his eyes hard and slightly angry.  "I was just retrieving it."

"Something that was yours," the dark vampire murmured contemplatively, lacing his fingers together and setting them on the bar in front of him. "I didn't see any bite marks on either of them, not that I really looked long and hard, of course.  I had other plans for them.  But you say that one of them is yours?" He cocked an eyebrow at the other vampire, waiting for a response.

"The redhead," Spike said, tension invading his previously calm voice.  "She's mine.  I can't claim her...yet."

"Ah, yes, that would be because of the chip.  That nasty little piece of plastic inside your head."  Marco laughed loudly and fearlessly, and Spike shot him a glare.  "Oh yes, I've done my homework.  I know all about your, well, 'performance problem.'  Quite a shame, really.  A once-strong vampire reduced to the status of a mere mortal, simply because of a tiny little piece of plastic.  Reminds me of your sire, who lost his way all because he ate a gypsy."

The only response from Spike was a low growl and a murderous glare.  Finally he bit out the words, "I am NOTHING like my sire."

"Well, no offense intended, I'm sure," Marco said genially, leaning forward and setting his elbows on the bar.  His midnight blue eyes sparkled with merriment, as they met furious crystal blue ones.  "It must be awful," he added, giving the blond vampire a look of false sympathy.  "Especially when you want so badly to claim the young woman."

"Bugger off," Spike muttered, becoming tired of this conversation.  He stood up to leave, pushing his body away from the bar.

"Now, now, don't go off angry!" his companion exclaimed, standing as well and putting a hand on the blond's shoulder.

Spike growled again, and his demon face slid to the fore.  Marco's face changed as well, but he removed his hand from the other's shoulder, holding both hands up in front of him in a placating gesture.

"Please, let's both sit back down.  I have a proposition to make you, actually, and it would be a lot more difficult to tell you about it by yelling it at your retreating back," Marco said with a smile that touched his lips, but never his eyes.

Giving the matter a moment of thought, Spike finally made up his mind and sat back down.  His body was tense, as though he was ready to leave at the slightest provocation.  "What kind of proposition?" he asked uncertainly.

"Perhaps it would be better described as an alliance," Marco said, his body relaxing slightly.  "You help me, I help you, and everybody benefits."

"In what way can you help me?" Spike asked distrustfully, sitting up just a bit straighter on the barstool.  He looked the other vampire in the eye, searching for signs of treachery, or even worse, mockery.

"I could take care of that pesky piece of plastic that's been bothering you lately," he replied smugly.  "It just so happens that I turned a doctor yesterday.  He's newly risen, and is quite eager to gain favor with me.  Seems he used to be neurosurgeon.  Such a coincidence," the mocking voice continued, "And if you were interested in joining forces with me, I'd be sufficiently grateful to loan him to you for a day."

Marco leaned forward, pinning the blond with his eyes.  "Imagine it, Spike," his voice was seductively smooth, his words nearly a whisper, "You would be one of us again.  Able to feed at will, kill at will, take what you want, claim who you want, when you want to."  He leaned back then, waiting for a reply.

Spike sat back, stunned.  What he had wanted for so very long was being handed to him on a silver platter.  A life free of pain; well, free from *that* kind of pain, at least.  There was always the other type of pain, the type that he craved.  He savored the moment, imagining the little redhead writhing beneath him as he brought her to climax, her nails drawing long bloody trails down his back.  Now *that* kind of pain was something he would enjoy.

"So what exactly is it that you need me to do for you?" he asked, curiosity and hope finally getting the better of him.

"Something that I'm sure you'll enjoy," Marco answered smugly.  "I'm working on a little ritual, actually.  And I need the energy of a mystical being.  A witch would probably be best, but I haven't found any of them powerful enough to work.  But a slayer would work as well.  It would leave her a vegetable afterwards, but I don't imagine that she'd last that long anyway.  A slayer without all her faculties would be easy prey for any vampire that comes along."

Keeping his face carefully blank, Spike gave the matter some thought.  He had always figured he would be the one to kill Buffy.  Lord knows he had tried often enough.  But taking down a slayer who was a few bricks short of a load, well, there wasn't much of a challenge in that.  But the thought of being without the chip again, now that was an idea that he could get behind.  He allowed a slow, evil smile to cross his face.

"If we were to find you a witch, what would it do to her? The ritual, I mean."

"A true witch, well, there would be no lasting effect, other than the loss of her magical abilities.  She would just be the same as any other human."

"Well, Marco," Spike said with a wintry smile, "You've come to the right demon then.  My redhead?  She's quite a talented little witch.  If you can prove to me that this ritual won't harm her, I might be inclined to deliver her to you.  As long as it is understood that once this thing is done, she leaves with me as well."

A smile that matched Spike's own glowed on Marco's face as he thought about Spike's offer.  "I had her right in my hands, and didn't even know it," he said ruefully.  "Very well, I'll have the text of the ritual delivered to you tomorrow shortly after sundown.  As soon as you're satisfied, contact me and we'll proceed from there."

"Sounds fair to me, mate," Spike said, his face once again a smooth emotionless mask.  He had gone from the darkest mood to jubilation in the course of a half-hour, and the changes that were still to come made him almost giddy with excitement, but he knew better than to let those emotions show on his face.

Spike left the bar then and headed for parts unknown, the bottle of whiskey grasped firmly, but ignored for now.  Some serious thinking needed to be done, and he wanted *all* of his faculties about him when he did it.  This was one plan that he didn't want the hellmouth sending awry.

~Part: 9~

Willow stalked the streets of Sunnydale, the anger she had previously felt beginning to cool slightly as time went by.  She looked for Spike in all his familiar haunts, but had yet to find the object of her search.

The Bronze was teeming with activity, but nobody had seen him there.  She also checked a couple of bars that he seemed to frequent, but with no luck.  Even several of Sunnydale's busier cemeteries were visited, all without result.  Finally she stopped by Willie's, which was where she hit paydirt:  he had left there only about an hour previously.

Politely thanking Willie, she headed back into the night.

~~~*~~~

After leaving Willie's, Willow had assumed that Spike would head back to the Magic Box, and the comfort of a warm bed.  Apparently she was mistaken.  She used the key that Giles had given her for emergencies, and slipped silently into the store.  It was dark and empty, devoid of activity.  Apparently Giles, Buffy and Xander had decided to call it a night and head home.  Spike's rooms were empty as well, so he had obviously not headed here, as she had expected.

Willow stood outside of the store and sighed.  Her anger at the vampire was quickly cooling, and wandering around the streets of Sunnydale late at night searching for a vampire was really not one of the smartest things to do anyway, so she decided to go home and get some much-needed sleep.

As she quickly traversed the distance between the Magic Box and her home, Willow's thoughts went back again to Spike, as they often did.  Now that her anger was dissipated, she was able to think clearly and rationally about what she was going to say to him, once she *did* find him.

What exactly did she want to say?  What points did she want to make?

Well, first of all, she wanted him to know how angry she was that he had lied to her.  He had promised to be her friend, and now she found out that underneath all of that faux friendship, he was still trying to get her into bed.  She felt angry, sad and betrayed by his actions.  It had been weird at first, but she really had tried to treat him like a friend, and give their *friendly* relationship a chance.  To know now that all his actions had merely been a trick to gain her confidence really hurt her.

More baffling still was why he even wanted a relationship with her in the first place.  She wasn't beautiful, strong or powerful.  Sure, she was smart, but that only got you so far when it came to men, either living or undead.  So why was it that he was still interested in her, still pursuing her?  She pondered the question as she turned the final corner and saw her home waiting welcomingly there in front of her.

The truth hit her as she entered the house and closed the door behind her.  It was because he saw her as relatively easy prey.  Only relatively easy, because certainly she had proven to be not as easy as he had anticipated.  But her mind drew up the scenario for her, and when she considered it, everything became clear.

Spike was a vampire, but he had a chip.  Vampires wanted nothing to do with him.  Demons other than vampires felt pretty much the same way.  He couldn't date a human, either, because of the whole 'sunlight' issue.  Who wants to go for a walk in the park with a pile of dust? And let's face it, nobody would believe him if he said he was a vampire.

Except for a Scooby.  They knew exactly who and what he was, she realized.   He could date one of them without having to lie about anything.  Well, except for his feelings.

Willow considered the Scoobies as a group.  There was Buffy, who would never look at him with any emotion other than annoyance.  There was Xander, who again never showed Spike anything but contempt.  Giles was *so* not Spike's type.  That left only her, gullible little Willow.  An easy lay, or so he must have figured.

The anger inside of her began to build again, and she tried to figure out exactly why it bothered her so much that he had been trying to use her.  Was it because he had hurt her feelings by his seeming betrayal?  Or was it because she was afraid that given a couple more weeks, she might have found herself falling into his arms, as well as his carefully laid trap?

Because she certainly had been close to developing feelings for the blond vampire.  He was her friend, or so she had thought, and he had begun to insinuate himself into her life in such a way that she knew she would miss him if he hadn't been there.  And then there was the issue of his body.  A body closer to the classical image of perfection did not exist.  Tall, lean, and wiry.  He was hard in all the right ways, and soft in all the right places.

'Oh god,' she thought, shaking her head in dismay, 'Get my mind on something else besides this!'

Instead, she concentrated on his face, closing her eyes and bringing an image of it into her mind.  She imagined cheekbones sharp enough to cut glass, eyes that could pierce your emotional armor and see through to your soul, lips that were full and sensual, all topped by hair that was shockingly obvious, yet definitely fitting.

Yeah, she could definitely fall for him.  COULD HAVE, she reminded herself sharply.  Would have, if Buffy and Xander hadn't told her what he was up to.

And that was definitely the thought that scared her most of all.

~~~*~~~

Spike approached the door to his rooms, pausing for a moment before entering.  He could tell that he had had a visitor - he could smell her sweet scent on the air like an intoxicating perfume.  His Willow had been here.

What she had been looking for?  Had she come to try to thank him again?  Or to find out why he had been so angry earlier?  Probably a little bit of both, the vampire decided.

He sat down on the bed and kicked his boots off, before stretching back to lay out on the soft mattress.  His mind was seething with the possibilities shown to him by Marco.  A life without the chip, but with Willow, had him practically shivering with anticipatory glee.  Sure, she would hate him at first because of what she saw as his 'betrayal,' but wouldn't she get over it in time?

The longer he thought about the matter, the more certain he was that she would not forgive him, especially if the loss of her magical abilities was a constant reminder.  But once the chip was gone he could turn her, and that idea brought with it a whole other range of possibilities.

He stood at a crossroads, he realized.  He could reject Marco's offer and continue living the way he was now, if that could really be considered living, and possibly never have the redhead.  Or he could throw his lot in with the other vampire and have Willow with him, forever.

~Part: 10~

Today was the day, Willow decided.  Last night she had practically turned Sunnydale upside-down looking for Spike, but now it was morning and she knew exactly where to find him.

Her mood was uncertain as she trudged from her home to the Magic Box, the usually short walk taking longer than usual today because of her intruding thoughts.  She knew what she wanted to say to Spike, and how she felt about what he was up to, but she wasn't sure whether it would be better to show him anger or compassion.  Which one was more likely to cause the vampire to leave her alone?

And why did she care, anyway?  Why did she care if she hurt him, she wondered.  Was it because she might feel something for him besides just friendship?  She quickly set that possibility aside, refusing to even consider that possibility because of what it would mean if it were true.

Anger it was, she decided.  She had treated him honestly, insisting that she wamted nothing more than friendship, and he had agreed to that.  Then he went around trying to make her feel more for him than just friendship; that was just sneaky and mean.

She entered the shop, cringing as the jingling bell announced her presence.  'Blabbermouth,' she thought irritably.  Her eyes took in the room, noting Giles in deep conversation with an elderly woman who seemed particularly interested in something that looked uncomfortably like a mummified hand.  Willow couldn't help but notice that Giles seemed to be slightly harried, but before he could say a word to her, she had already slipped down the stairs and into the basement.

Standing outside of Spike's door, her mind suddenly went blank.  She knew that there were things that she wanted to say to him, but here, moments away from him, all her carefully prepared reasons and excuses melted away like snow in a warm rain.

Willow turned to leave, not wanting to face him now while reason had fled her mind, but before she could take a step, the door jerked open and Spike's face was peering into hers.

He was squinting at her, his hair tousled and his eyes still lazy with sleep.  In addition, Willow couldn't help but notice that he wore only a pair of boxers, and she suspected that he had thrown those on only for her sake.  The expanse of pale, bare chest that met her eyes left her almost breathlessly distracted.

"I could hear your heart racing all the way across the room," he told her, his eyes roving her body, lips quirking up into a smirk.  Suddenly Willow felt that she was as naked as Spike was.

"We--" Willow squeaked out, her voice high and unfamiliar.  She stopped a moment to collect herself, eyes staring down at the floor.  After a moment she tried again.  "We need to talk," she said quietly, still not able to meet his eyes.

Spike stepped back from the door, opening it and inviting her in.  "Mind if I get a little breakfast while we chat?"  He had already moved to the kitchenette and as she watched, he pulled a bag of blood out of the refrigerator, and within seconds had it in a mug in the microwave.

He watched without comment as the redhead closed the door behind her and made her way to his table, bending to sit gingerly on one of the two rickety chairs there.  Before long the soft 'ding' of the microwave drew him from his contemplations and he grabbed the mug and took the chair opposite her.

As he sipped the warm blood, Spike watched her face, looking for signs of disgust or discomfort.  Most humans seemed extremely uncomfortable watching him eat, and he had never quite understood why.  It wasn't as if it was drinking the blood straight from the vein, after all.  If they didn't know better, he might even have been drinking a Bloody Mary or some such.

Willow had to stifle a smile as she saw the words on the mug, 'sod off, you bloody bastard.'  She had bought that cup for him last year at Christmas.  There was a shop in the mall that would personalize a coffee cup with whatever text you wanted, and after watching his disgust at having to use the 'Kiss the Librarian' cup, she decided that it was high time he had something that was his, and truly reflective of his personality. For some strange reason, seeing him use it made her feel happy.

But happy was *not* what she wanted to be feeling right now.  She scrunched her forehead, trying to remember all of those carefully constructed arguments she planned on hitting him with.  Nothing came to mind.

'Time to say something,' she thought desperately, 'Anything.'  But before she could, Spike said it for her.

"So what do we need to talk about?" he asked, his face carefully neutral.

He was not going to make this easy for her, she knew.  Best to just plunge ahead and get it over with.  "Buffy and Xander explained why you were so mad at me the other day," she said, assuming that would explain everything.

The vampire gave her a perplexed look, and a 'go on' gesture with the hand not holding the coffee mug.

Willow took a deep breath before trying again.  "They said that the reason you were so upset about finding Xander and I together was because you were obsessed with me."

She watched as his eyes widened and his lips settled into a frown.

"They said that, did they?" he answered coldly, his body stiffening with rage.  "And so you came straight over here to tell the bad evil vampire that he was wasting his time, did you?  That you deserve better?  That I'm beneath you?"

His words and his tone struck that string of anger that still flowed through her body, and she snapped back at him.  "What the hell is your problem, Spike?  You have no right to be angry.  I'm the one that's the wronged party here!"

"Oh, yeah?" he growled, his eyes flashing amber momentarily as he struggled to get his demon under control.  "And just why is that, little girl?"

"Why?  You can ask me that?  How dare you ask me that!"  Willow eyes seem to spit daggers at him as she struggled to keep her own temper under control, wanting nothing more than to pound into his body with her tiny fists.  "You told me we could be friends.  Just friends.  That you would be happy with that.  Do you remember that?  And then I find out that all this 'friendship' was just your way of trying to seduce me.  How the hell did you expect me to feel?"

He winced as her accusation hit home, then pulled himself to his feet and began to pace the floor, shooting glances at her as he moved.  She was right, of course, and a part of him admitted that.  She had every right to feel betrayed and angry.  But if she hadn't been so damned stubborn in the first place, none of this subterfuge would have been necessary.  He held that thought to himself as the justification for all of his actions.

"I did what I did because you forced me to.  Don't act like this is all my fault.  You are just as responsible for this situation as I am!" He was yelling now, the anger in his voice more than a match for hers.

Willow shook her head in bewilderment, trying to follow his circuitous reasoning.  "It's *my* fault?" she yelled back at him, her hand reaching out to grab him and pull him to a stop in front of her.  She stood up and faced him, her hands clenched into fists in an effort to keep her temper under control.  She could feel the crescents of her nails biting into the soft skin of her palm, but paid it no mind.  "How the hell could this be my fault?  I've been nothing but honest from day one!"

"Bullshit!" Spike roared, grabbing her upper arms and digging his fingers in.  He knew that she would have bruises the next day, but his anger was such that he truly didn't care.  "You are rarely honest.  Not when it counts, at least," he sneered at her, looking down into her wide, frightened eyes.  "You hide behind the shield of your fears and barely ever peek outside.  And on the rare occasion that someone manages to get past your formidable defenses, you shoot them down fast if they ever dare try to make the mistake of wanting more than a just friendship."

Tears began to well up in her eyes, tears of pain both physical and emotional.  "That's so not true," she said softly, trying hard not to break down in front of him.  There was no way she would let him see how badly his accusation had hurt her.

"Sure it's true," he insisted, his voice quieter now but deadly serious.  "That's why you've carried a torch for the moron for so long.  You know that he'll never care for you as more than a friend, but your whole unrequited love thing keeps you from ever having to give your heart to someone else; someone who might hurt you."

"No!" she denied hotly, her mind desperately searching for some way that she could convince him that he was wrong.  "Just because I won't be your cheap fuck doesn't mean that I am not open to a relationship with someone else!" She threw the words at him, hoping to hurt him the way that he had hurt her.

"Cheap fuck?  CHEAP FUCK??" The shocking words echoed around the apartment, mocking him.  He shook the redhead, trying to pull her attention back to him and away from her self-protective thoughts.  "Is that what you think this is all about?  That all I want is someone who will warm my bed?"

"Whatever you wanted doesn't really matter.  Even if you could convince me that what you wanted was a real relationship, it still wouldn't matter. I could never trust you ever again.  Not after you lied to me.  Never!" she cried as she wrenched herself out of his arms and ran out of his apartment.

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