Wilted Rose

author: Lucinda

rating: pg13 for now

main characters:  Willow & Spike

disclaimer:  If you recognize them, they are not mine.  Anyone from BtVS is the creation of Joss Whedon.

distribution: Wic, Cat, Paula, WLS, NHA, Jinni, Susi - anyone else ask.

notes: response to Jinni's Poetry Quote challenge (quote #15), set in s4.

I've been working on this for a while, and  now it's ready... Happy Birthday Kat.

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O Rose, thou art sick
The invisible worm
That flies in the night
In the howling storm

Has found out thy bed
Of crimson joy
And his dark secret love
Does thy life destroy

   - 'The Sick Rose' by William Blake

 

Spike kicked at the edge of the bathtub, glaring at the pale, tiled wall. Chained up and dropped in a tub, like an abandoned pet.  He was Spike! William the Bloody!  He'd killed two fucking Slayers, and been part of the Scourge of Europe!  How in the hell had he ended up in a damn bathtub, in the house of one of his enemies?

Pain flared again in his skull, reminding him of just how that had happened.  That bunch of camouflage-wearing soldiers in their fancy white lab had done something to him, made it so that he couldn't hurt humans, couldn't feed.  And when he found a way to make them pay, he'd rip their spleens from their body and...

Gasping, he closed his eyes to red-white sparks.  His body slid slowly along the cool porcelain of the tub as his head throbbed like a heartbeat. Pressing his fists into his eyes, he tried to numb the pain, or at least keep his throbbing eyes from exploding outwards.  Apparently, he couldn't even think about doing particularly violent things to humans anymore.  It wasn't natural, wasn't right.  And somehow, he had to find a way around it, a way to fix it.

Downstairs, a door slammed, the force of it causing the walls and the tub to vibrate, feeling as if his skull grated on itself.  The Slayer had left the house...  good riddance.  He almost couldn't believe that he'd thought she was responsible for his predicament, it didn't match anything that she'd ever done before.  Which meant that he had two enemies - well, the Slayer and her gang, the soldiers, and every pitiful demon and aspiring master vampire in the area.  Especially if they found out about what had happened to him.

The door again, with a bang that didn't shake the house.  Someone else had left, and he wondered who it had been.  The Watcher?  The boy and his sex-obsessed girlfriend?  The little witch?  Who was still in the house with him?

Possibilities shuffled in his mind, and he decided that while the situation was miserable, he'd have to think his way out of it.  It was more fun and easier to just kill anyone that got in his way...   Spike's head throbbed again, like a warning.  But that wasn't an option right now.  He'd have to use his brain, to be cunning.  Maybe he'd best just hope that these people followed one of the most delightful and useful traits of the good guys - best summed up by that stupid Dark Helmet character in some comedy movie: Evil will always win, because Good is dumb.

They were the good guys, fighting for some blasted moral purpose, except for the Slayer with her destiny.  Good guys had this redemption and turn to the bloody path of righteousness thing, maybe he could use that to his advantage?  Play along, act like he was changing his ways, win their trust, and then...  Then he might have it.  At the very least, he should be able to get out of this miserable bathtub.

But for this to work, he'd need someone to focus on, a weak link that would be the first to break, the first to bend to his suggestions, the first to twist around.  Not the Slayer.  The Watcher... No, he'd resisted Angelus, barely gone under for Dru, and would be the most suspicious of all of them. The boy?  No, too fixated on his girl, and she was far to fixated on the boy and having as much sex as they possibly could, the lucky bitch.  That left Red, who'd been so miserable in the dorm room that she'd almost been willing to just let him kill her.  Oh yes, she would definitely be the weak link.

Yes, he'd focus on the redhead - Willow.  She'd been all broken up inside over something, emotionally torn, more vulnerable.  Between that weakness and his own cunning, he should be able to use her, twist things around in her head until she would do what he needed.  He could lie, poison her against her friends, separate her from the Slayer, emotionally.  Hell, maybe he could even shag her.  Smiling, Spike tried to relax in the tub, thinking about all the reasons why she was the best choice.  Those tears, the curves of her breasts that he'd felt as he'd pinned her to the bed, the way her eyes had looked when they were wide with fear...

Oh yeah, she'd be a wonderful person to focus on.  Pretty, she smelled nice and tasty, especially those tears - grief and pain and fear.  Quite the heady combination.  She was also emotionally vulnerable right now, suffering from. whatever it was.  Something about a wolf, a band, and a crypt.  He wasn't sure, but it sounded interesting.  Someone else's pain had to be more enjoyable than his own, after all.

Smirking, Spike allowed his head to rest against the wall, considering the best way to seduce the girl to his side.  And when she was his, when he had her right where he wanted her, then he wouldn't be stuck here in this miserable situation any more.  No more being chained up in a bathtub, no more cold pig's blood in a 'Kiss the Librarian' mug.  Maybe even no more chip.

It wouldn't do to start too strong.  He had a fuzzy memory of some textbooks, and it left the feeling that she was fairly smart.  If he tried too much too fast, she'd catch on to him.  But she was one of the good guys, and they had a tendency to be too trusting, and too nice for their own good.   If he started things more gradually, and didn't start noticeably singling her out for particular attention.  If it seemed to be believable and coincidental when he started spending more time around her.  He'd just have to remember to be patient with this.  Groaning, Spike reflected that he wasn't very good at patience.

~Part: 2~

He started with the appearance of someone resigned to a miserable fate - he had this thing, this chip, and it had forced him to go to his enemies for help, which was true.  He tried to make it seem that he had resigned himself to it's presence, which was a bloody lie.  It only took a few days of loitering around in the bathtub before he was permitted out of the bathroom, to the great relief of himself and the Watcher.  He'd never had such a strong desire to be blind - or to sleep like the literal dead during the day.  Half naked Watchers in the middle of the night. it was almost enough to give him nightmares.  So he was permitted to sit on the couches or the chairs.  And he'd even found that the Watcher had some decent enough music, and some whiskey.

Gradually, he managed to convince them to have him help with the research and the patrolling, mainly by protesting that he didn't want to do any of it while sitting annoyingly in the middle of the demon books.  It was just amazing how easy it was to trick these people sometimes...  and the world's safety had depended on them how many times?  It made him feel deeply ashamed of the quality of evil.

It only took a few weeks before the resistance to his researching was worn away.  The fact that he'd proven capable at this, and actually found several of the demons that the Slayer had run into had helped.  He had to keep reminding himself not to look too pleased by this, lest someone figure out that he wasn't the miserable, despairing wreck that he was pretending to be.   The carefully planned 'suicide attempt' that Willow and Xander walked in on was just another layer of his cover - he was so miserable that he was willing to kill himself.  Granted, he was pretty damned miserable, but suicide was for quitters.

It was almost amusing when they offered to let him go along with them to try to stop a group of demons that were trying to open the Hellmouth.  Never before could the words 'and if we fail, it's the end of the world' have been intended to cheer someone up. What was even more disturbing was the fact that they did cheer him up a bit.  The line between reality and pretense was not supposed to be blurry, damn it all.

That night turned out even better than he'd hoped.  Not only had he secured Willow's sympathy through his apparent suicide attempt, but he'd discovered that he could still hit demons.  The discovery that he could still engage in a little violence, even if he couldn't hunt properly was just wonderful. The best news that he'd had in a long time.

Of course, once that discovery was out, the Slayer seemed to conclude that he should go kill demons and other vampires in order to be useful, sort of like paying rent.  Privately, he found the idea of regular violence and killing, even if he didn't get to pick his own targets, rather delightful, but he didn't want to mention that.  Especially not to that damn Slayer. No, instead, he sulked and complained about the 'injustice' of being told to kill his own kind, to being reduced to a paid killer, only instead of thousands of dollars, he got a few pints of pig's blood.

The Slayer and the boy fell for it.  Anya didn't seem to care, although she had some gruesome stories about the times when she'd been a demon, granting wishes.  Stories of evisceration, mutilation, hideous transformations, and curses.  Some of them were enough to give him unhappy dreams, which was saying quite a bit.  She didn't seem to care if he liked killing or not, as long as she and Xander got their orgasm time.  He'd encountered natural disasters with more subtlety than Anya.

Willow and Giles seemed to suspect a bit, that his protests at killing weren't quite as serious as he tried to make them sound, but neither one said anything about it.  They would just exchange amused glances every time he started to rant at the Slayer about how wrong it was for a vampire to hunt demons, especially with a Slayer.

That amusement was one of the reasons why he had decided to make a point of 'casually' greeting her when she arrived, even if it was no more than a 'Red', or 'Hello, pet'.  Especially since her friends didn't always bother.

Shortly after Buffy arrived, wearing this clingy pink tank top and a pair of low slung jeans, the debate over patrol started up.  She intended to patrol over to the west, with the possibility of coffee with Riley afterwards.  Xander and Anya would be heading north.  That seemed to leave him and Willow.  and somehow the Slayer seemed to think that sending him out to kill his own kind was a good idea.

"But Angel did it!"  She would protest, her eyes wide and sparkling.

"And Angel was a damned poor excuse for a vampire!"  He delighted in taunting her about that, especially since she'd so obviously moved on, judging from the way she kept smelling like some other guy.  Insulting Angel would generally not only put her into a foul mood, but cause Xander to softly chuckle, and half the time the Slayer started sulking quietly.

Then she would try for her revenge, something that was far from the terrible punishment that she seemed to be trying for.  "Spike can join in on patrolling, since he's not really good for much else.  Vampires just go for the violence."  She would pause, tapping her stake as she looked right at him.  "Why don't we pair Spike up with Willow for patrol?  They can take the south side, and he can keep her from getting hurt."

"Hey!  Why am I.  Shouldn't I stay here and try to do some research?" Willow's protests went unheeded.

"Why are you sending me with Red?  Can't you keep your hands off that blockhead you're dating long enough to watch out for your friends?"  Spike glared at the Slayer, hiding his smile.  Just a little closer, take the bait.

"You're going on that patrol with Willow, and you're going to make certain that she comes back in one piece or you're going to be residing in an ashtray!"  Buffy glared at him, her hand on her hips.

"Buffy, I don't have an ashtray."  Giles commented, polishing his glasses as he stared at a book on ritual uses for some sort of claws.

Spike had just shrugged, as if the whole matter was no longer of interest. " Fine.  It isn't like it's my concern if you watch out for your friend or go off to shag your bloke.  I guess I can just follow Red, make sure nobody else eats her."

"I'm not going off to shag Riley!"  Buffy protested, her eyes flickering away.  "Giles, Spike's using those funny words again.  Why can't he just talk like a normal person instead of using."

"English?"  Giles had smiled, trying not to laugh.  "Now you know how I feel when you tell me things in that dreadful slang."

"It's not my fault the witch doesn't have her very own shagging buddy to patrol with."  He shrugged, sauntering over to pick up his duster, hiding his amusement as he bent over.  "This shouldn't go on the floor.  It's a real leather coat.  You've got no idea what I had to go through to get it."

"Whatever.  Just go patrol."  Buffy snapped.

"Really, I could just stay here and do some research."  Willow offered, glancing from Spike to Buffy and back to Spike.

"Right, come along, Red.  Seems we've been given our orders."  Spike smirked, offering her his arm, almost like the gentleman that he'd once been.  "We wouldn't want to interfere with her shagging."

"I'm not planning on shagging Riley!"  Buffy's voice had almost taken on a shrill tone as she insistently denied that she and Riley were 'shagging'.

Spike just rolled his eyes, not believing her for an instant.  Surely everyone else had noticed the way she was dressing a bit nicer when they were 'splitting up for patrols' or the way she was all painted up?  Five to one that when she came back, her lipstick would be smudged or gone.

All it took were a few glares and some protests, and he was practically assigned as Willow's permanent patrol partner.  He couldn't have asked for a better set-up if he'd tried.  Wait, he had been trying.

~Part: 3~

Patrol with Willow was something else.  She'd chatter on about anything or nothing, scarcely pausing for breath.  About her classes, about the things that they'd fought before, and ways that they'd used to stop some of the various demons.  He'd also discovered that while she was quite foolishly brave enough to try to fight the vampires and demons, she couldn't fight worth beans.

"Damn it, Red, your balance is all wrong.  No wonder you keep ending up on the ground."  He shook his head as he kicked the minion vampire that had mistaken them for easy prey.  "Spread your feet a bit more. or just make with the witchy stuff."

"Some things aren't as easy as the movies make them look."  She'd smiled a little, and then tilted her head.  "Hmm. well, it worked once."

Spike watched in bafflement as she pulled a sharpened pencil from her backpack.  Then, she just. let go, and it hovered there for a moment.  A sharp wooden pencil. it made him just a little uneasy.  Then, the pencil just zipped off, darting around him like an overgrown dragonfly.  Pivoting, he tried to watch it, but it was small enough that it vanished in the night.   Right after that, a fledgling that had just clawed his way from the ground collapsed into dust.

"A pencil?  You just staked him with a pencil?"  Shaking his head, Spike just laughed until he could feel tears trying to form.   Of course, the alternative to the laughter would be nervous fear, and he refused to consider that.  The floating pencil of death.  It would be a terrible way to go.  "A pencil."

It was astonishing how delighted that seemed to make her.  Not only that she'd staked the vampire, but that he'd been amused, been pleased by her actions.  He kept offering a few bits of advice here and there, helping her position herself better for punches and kicks, suggesting better targets if the fight wasn't too bad.  He'd also encourage her to work with the magic, explaining that she would never be as physically strong as he was, or the Slayer, unless he turned her.

Of course, turning Willow fell into the category of things that he couldn't do right now.  So, she would have to compensate, either by just being that much better - which would be impossible to learn in a few weeks - or by using her magic.  What disturbed him, when he allowed himself to think about it, was the fact that she was growing on him, like some sort of foot rot. He found himself looking forward to patrols with her, and for more than just the violence.  He didn't stay bored with her, and it took focus to follow her ramblings.

It really didn't take long before she'd impressed him.  It wasn't a question of power, because there were probably stronger witches out there. And it wasn't a matter of learning, because it was a given that there were better-trained witches.  It was the way that she kept adapting her magic. She'd learned to take the basic barrier spell and bend it, making curves and corners, or placing it flat like a roof instead of like a wall.  She picked up the ideas of a spell and adapted them.  If she didn't have a spell, she was willing to try with the raw magic instead.  Somehow or another, she would generally accomplish whatever magical task she set her mind on, although there were a few mistakes.

But she'd started to trust him on patrol, counting on him to watch her back, confident that he'd let her help.  They'd trade comments on books that they'd read.  She was starting to view him as a friend.  It was going wonderfully.

"Red.  How's life?"  He greeted her, noticing the way that she'd just shuffled inside, her eyes gazing downwards and her movements slow.  Buffy said nothing, and Xander was too busy kissing Anya in the corner to have even noticed Willow's arrival.

Dropping a bag of books beside the couch, she collapsed into it, rubbing at her temple.  "Life is busy.  There's a psych paper due Friday, several chapters to read for history, the air conditioner at the dorms is broken, the flickering lights at my lecture hall have given me a headache, and my books weigh too much.  And now, there's supposed to be some urgent research and I get here - direct from college, might I add -  and there doesn't seem to be any big rush."

"Poor witch."  He dropped onto the couch next to her, shaking his head at her litany of annoyances.  "Anything giving you too much trouble to deal with, or is it just a case of everything at once?"

Willow offered him a small smile, shrugging a little, wincing as her shoulder moved.  "Ohh... It's just all at once."  She started to rub at the sore muscles.

"Let me help with that."  He tugged at her body, twisting her around so that he could massage the aching muscles.  "There's got to be a better way to do a little weight-lifting in this town."

A tired giggle greeted the feeble joke, and Spike grinned at Willow.  Look at her, all trusting as she leaned back, letting him rub at her sore muscles.  Her neck was right there, all pale and smooth and vulnerable right in front of him...  Leaning closer, he inhaled right by her pulse, trying to read her scent for clues.  Exhaustion, a bit of overheating, desire?  She found him attractive then, which was good.  He'd known that he was a handsome man, and had shamelessly used that before.  If he could use it on her, subtly enough that it wasn't obvious, then his task would be easier.

People were always more inclined to believe someone they found attractive. It also increased his chances to get her to go to bed with him.  Maybe he should try the 'I can cool you down' thing if the air conditioning was out? No, he didn't want to rush this, didn't want to rouse her suspicions.  And if he could get her to become his lover...  Girls were always confusing sex and love, and how many times did you hear about girls doing the most outrageous things for the one they loved?

"Mmm...  That feels better.  Can I keep you around to massage sore muscles?"  She was leaning against him now, looking up through half closed eyes.

Chuckling, he murmured into her ear "There's a lot more that I can do besides massage aching muscles."

"Get your hands off of Willow now!"  Buffy was suddenly glaring at Spike even as she reached down, grabbing Willow's arm and pulling her off of Spike's lap.  "You aren't here so that you can take advantage of the fact that Oz was a jerk!"

Willow rubbed at her arm where the Slayer had grabbed her, now frowning. Her soft defense fell unacknowledged into the room. "Spike wasn't doing anything."

"Riley and I will take Eternal Rest and Our Lady of Peace, Xander and Anya can check out the county cemetery, and Willow and Spike can get that old one on the edge of town.  We're looking for some scaly purple demons with horns, so stay alert."

"Anything else about these demons?"  Xander was reaching for a crossbow. "How tall are they?  Do they have extra arms?  No arms?"

"They've only got one eye."  Buffy shrugged, grabbing her favorite ax. "Let's go people."

"One eyed, one horned purple demons..."  Willow had the unfocused gaze of remembering something.  "What do they eat?  What do they do?"

But Buffy had already swept out of the house, and Xander and Anya were on their way as well.  Such a golden moment of silence for him to take advantage of...  "I'm not sure, pet.  It sounds half familiar, but that could just be that song rattling around in my head.  You know the one - a one eyed, one horned, flying purple people eater."

"Yeah, I know that song."  She smiled faintly, her eyes shimmering.  He could smell the tears that she wasn't shedding.  "I guess we get to go looking for these demons."

~Part: 4~

He offered her his arm as they sauntered along, trying to keep her from becoming too caught up in her friend's distraction, in the fact that she didn't have someone.  He tossed out comments about bizarre song lyrics, speculating that they were drug-induced.  Idle words, things that were forgotten the moment after they left his mouth.  But it was working, she was commenting right back about some of the bizarre lyrics.  About words thrown in just because they rhymed or were repeated endlessly.

As a conversation, it was rambling and pointless.  As a way to get Willow to relax, and as a sign that she no longer viewed him as the terrible enemy, it was priceless.  Yet another example of how the good guys trusted too easily.  He ignored the fact that it was also yet another sign that he enjoyed Willow's company, that he was starting to try to cheer her up just because he liked her smile.

The cemetery was quiet, and they were clumsily attacked by a pair of fledgling vampires who mistook them for a pair of wandering lovers, caught up in the soft moonlight.  Spike took great delight in pummeling the first one into a broken wreck, and when he looked up, Willow had managed to dispatch the second, though there was a bruise forming on her cheek, and her lip was split just a little, releasing the scent of fresh blood.

"How are you holding up?"  He asked, throwing in just enough casualness that it wouldn't make her feel like he thought she needed to be babied. Just enough casualness to hide the way something in him had tensed at the other vampire attacking her.  It was just because she would be his, and nobody else was going to turn her.  That was all.  Really.

For a few moments, she just stood there taking deep breaths as her muscles quivered.  "I'm... okay.  And she's dust."

"Good."  He smiled, and offered her his arm.  "Ready to check the back out?"

Slowly, she looped her arm through his and glanced up at him.  "Does it matter if I say no?"

"Well, not too much."  He admitted with a smile, patting her fingers with his free hand.  Look at the way that she was looking up at him, so trusting and hopeful.

"Well, I guess we can go then."  She was smiling just a little, probably not wanting to move her cheek.

Spike smiled, feeling an unexpected note of pride that she was willing to go on.  Was this due to the small interest that he'd taken in her fighting? The bits of advice and encouragement that he'd provided?  Or was it just part of her being Willow?  No, he preferred to think that it was his influence, that he was helping her to become more risk-taking, braver.  A bit less like the loyal Slayer's helper that she'd been before.  "That's my girl."

"I'm not your girl."  Her voice was soft, filled with sorrow as she looked at the ground.  "I'm not anyone's girl, as people keep bringing up."

"Red, don't worry so much.  Just because you have enough standards not to throw yourself at the first muscle-bound idiot that comes along doesn't mean that you'll be alone forever."  He teased her just a little.  Gently, his fingers trailed over the developing bruise, barely touching the warm skin of her cheek.  "Don't think it did anything to the bone, but the bruise will probably be pretty dark."

As they moved deeper into the cemetery, the grass was taller, dry yellowed strands reaching upwards, crackling as they moved.  The stones seemed smaller, worn by the passing of so many years.  One of them had a cross carved on the top, and he shuddered, feeling the way it made his skin itch and his eyes water.  Some powerful belief had gone into the making of that headstone.

Willow's hand tightened on his arm, and she pointed towards the large tree where two figures crouched.  "Over there."

He could barely see them in the moonlight, but one turned, showing a sharp spiral from the forehead.  The other was deeper in the shadows, with a broader, shorter horn.  Both of them were dark hued and blending with the night.  They had to be the purple demons that the slayer had mentioned. Nodding, he raised a finger for silence, and they crept closer.

They had almost closed the distance when the closer one turned, hissing and throwing out one arm.  Pale dust flew through the air, getting into their eyes and nostrils, making them both gasp and cough, eyes watering.  Willow collapsed, wheezing alarmingly, and Spike could only watch as the one behind moved forward, grabbing the first one and lifting into the air on huge wings.  Apparently the demons had a bit more variation between the sexes than humans did.

For a moment, he couldn't see the cemetery.  Only a cobbled alley, filled with bottles and smelling of smoke and fish and clipped grass.  He could see himself, or rather the broken hearted man that he'd been before Dru and Angelus had found him.  A miserable poet, collapsed to the stones when he and his efforts had been cruelly rejected.  Cecily's words echoed in his skull: not good enough, not glib enough, rich enough, handsome enough.

Willow was still on the ground, no longer gasping for breath, but sobbing and rocking as she huddled in on herself.  "No.  not pretty enough, not wolfy enough. just not enough."

His vision was still blurry, still filled with flickering fragments of that damned alley, but he managed to stagger over to Willow's side, dropping to the ground beside her.  "Red?  Willow.. Damn it all, pull yourself out of it!  We're in the middle of a blood cemetery, not an alley!"

"crypt."  Her voice sounded broken, as miserable as that night that he'd tried to bite her in her dorm room.  One hand reached out, slowly patting over the dry grass much the way a blind creature would search for food.  Her voice was softer, almost puzzled when she spoke again.  "Wait. you're right, we are in a cemetery. I can feel the grass.   It must have been those demons."

Spike closed his yes, trying not to comment that it was obviously the demons.  "I can't see quite right, but I know they got away.  We should go somewhere. wait out the rest of this vision blurring thing."

"My parent's house.  They aren't home, so it's empty."  She lurched to her feet, hands brushing the crumbled bits of grass and dry earth from her pants, from her arms.  Lavende tinged tears were running down her cheeks, her eyes filled with more tears. "Lots of empty places in my life right now."

~Part: 5~

By the time they had made it to her parent's house, dispatching another stupid vampire on the way, his balance was normal, and he was only seeing Sunnydale, not the alley.  Willow seemed to be moving better again, so they'd probably already gotten over the immediate effects, but.  All those horrible memories had been stirred up, and they wouldn't go away.  They were being joined by all the times when he'd not been cruel enough, demon enough, Angelus enough for Dru.

Willow barely paused at the door, keys rattling as she singled out one, sliding it into the lock without even trying to find a light.  It turned stiffly, and she stepped inside, glancing at him with a soft "Come in, Spike."

"That dust.  It made you see something miserable too?"  He already knew that it had.  But if he could get her to talk about it, get her to open up to him, then.  Maybe he wouldn't focus as much on his own horrible memories?   Yes, that was it, he was just trying to forget his pain by listening to hers.  That was all, wasn't it?

"The crypt.  The one where we used to put Oz. before.  I saw him and her and there was nakedness that wasn't mine.  I wasn't. I wasn't enough for him."  Tears slid down her cheeks as the words fell into the still air. "Never enough.  Not pretty enough, not good enough. just. not enough."

"Not pretty.?  What in the hell's wrong with the people around here?" Spike couldn't quite believe what she was saying.  Granted, she wasn't the most gorgeous woman to walk the face of the earth, but she had a good figure, striking coloring, and a nice smile.  He brushed his fingers over her unbruised cheek, wiping at the tears.  "You look good. You look good enough to eat, and if not for this damn chip, I would have."

"Right."  Bitterness made the word heavy.  "If I'm so pretty, why did the only guy who ever even gave me a second look just run away from me?  Why isn't there a single guy out there who's willing to try to smile at me?  And Parker 'man-slut' Abrams doesn't count."

"They're stupid.  Blame the hellmouth."  He leaned closer, his nose touching the end of hers.  She was radiating heat, and her skin looked all flushed - had that dust given her a fever?

"But what if it's not."  Her eyes were so full of pain and misery.

Tilting his head slightly, he leaned forward, his mouth covering hers, swallowing her words.  His tongue teased at her lips, tasting her lip-gloss and a trace of coffee and a hint of blood.  His hands slid around her waist, tugging at her shirt until he was touching her hot skin, feeling the warmth of her soaking into him.  He pulled his lips back just enough to whisper his offer.  "I can make you forget all about them.  Show you that you are pretty, that you are desirable."

He could hear her breathing faster, feel her body tremble just a little under his hands.  There was the faintest scent of uncertainty, and she looked into his eyes, her own wide and searching.  "Promise?  You can make. Make me forget?  Just for a while?"

"Promise."  The word came easily, quickly.  She looked so vulnerable, so delightfully hesitant that it would have been impossible to refuse her.  But a pretty woman, nervous and trembling, practically inviting him to take her hot body into his bed. well, to take him into her bed, more like.  He'd been hoping for this for quite a while.

He kissed her again, his tongue sliding into her mouth, tasting her, flicking over her teeth, caressing her lips and tongue even as one hand slid to her back, making tiny circles just over her hip bones.  She reached up, hot fingers sliding into his hair, mussing the slicked back shape into dozens of tousled curls.  Her breasts were brushing against his chest, their shirts dragging slightly at the contact.  His hands slid under her shirt, raising it slowly upwards, his fingers brushing over her skin, thumbs touching the curve of ribs, the satiny smoothness of her bra as it hugged her breasts.

Breaking the kiss, he pulled the shirt up over her head, smiling as she lifted her arms, aiding the removal.  The bra was ivory satin, and it cupped her breasts, pushing them upwards as if presenting them to survey.  They heaved slightly, her breathing faster from the kisses.  His fingers trailed over her shoulder, down her collar-bone, dipping down to trace along the shoulder strap and inwards over the curve of fabric, following the line of contact between fabric and skin.  Her skin twitched at his touch, and a trail of goose bumps followed his progress, fading after a few heartbeats. "Beautiful."

"They aren't that big.  and the freckles."  Her voice was breathy, her eyes darker.  Was that from the kisses, or simply a reaction to the low light? Her hands slid over his arms, and pushed the coat from his shoulders, letting it fall in an arc around them, almost like a tiny wall.

Spike let his tongue follow the path that his finger had just taken, caressing her shoulder, and tasting a hint of sweat.  His other hand cupped her right breast, his thumb rubbing over her nipple through the fabric of her bra.  "They're wonderful."

"Ohhh.."  The exhalation of breath was a distracted, desiring sound.  There could be no doubting that she'd enjoyed his touch; that she wanted to feel. Her hands had moved to his shoulders, and they were kneading at his muscles.

Raising his lips, he gently kissed her bruised cheek.  His voice was low as he made the offer.  "I can do better than making you forget the mutt.  I can make you feel beautiful, if you let me."

~Part: 6~

Willow looked at him, her eyes shimmering with emotions and traces of tears, pale lavender streaks running down her cheeks from the tears that she'd shed after those demons had flung that dust at them.  One hand traced over his eyebrow, and she gave him a trembling smile.  "Please?"

His thumb slid across the bottom of her breast, the satin feeling warm.  He could feel her heart beating.  His other hand slid up along her spine until his fingers could brush over the clasp.  Leaning forward, he breathed the words into her ear, soft enough that the sensation was yet another layer of sensation and seduction.  "There's only one condition.  I want to be sure that you know who you're with, that you know who's making you feel beautiful, and desired."

Instead of arguing or protesting, she leaned forward, her good cheek pressing into his as she hugged him close.  One hand traced patterns on his back, rubbing over the thin fabric of his shirt.  "I know who I'm with, Spike."

His fingers fumbled just a little at the clasp, unexpectedly trembling. Finally, it came open, and the satin slipped looser, one strap tying to slip off of her shoulder.  Slowly, he trailed his finger up over her breast, feeling the small gasp as much as he heard it as his finger railed over her nipple, the satin adding a hint more softness to the caress.  Gently easing the strap downwards, he kissed her earlobe, trailing little kisses down her neck, occasionally just flicking his tongue over her skin.  She sighed into the caress, her hands leaving warm trails over his chest.

"Spike. Spike.  your shirt.  It has to go right now.  I want to be able to see you."  Her words were slow, spaced out as she savored his attentions. One hand tugged upwards at the bottom of his shirt, as if she wasn't certain if he'd follow the words and she would need to show him her desires.

Reluctantly, he moved away from her neck, peeling the shirt from his body and tossing it to the side.  Her sudden hissing gasp and the way her warm hands were instantly running over his ribs, nails scraping just a little bit made it easily worth giving up that bit of contact.  He leaned forward, kissing her, tasting and exploring her mouth.  It was almost like trying to swallow fire, and a tiny corner of his mind wondered if that was quite normal.  But as his hands ran over her soft skin, flushed and trembling as they kissed, he had to admit something - he didn't care if it was normal. Right now, all he cared about was getting Willow somewhere more comfortable and the pair of them shagging until they couldn't move anymore.  Until she felt desirable, until he felt like he was finally enough for someone.

In one of the moments when he had to let her lips go long enough for her to breathe, he murmured his question against her throat, enjoying the little gasps and the way that her hands would clench a little tighter on his flesh when he did that.  "Which way to a bed Willow?  This will feel a lot better if we aren't in the middle of the hallway."

She smiled, and started this odd little not quite shuffle.  Her hands never left his, they didn't really stop kissing, and at no time was there anything that he might misinterpret as saying 'stop', but she began to move them down a hallway, and into a bedroom.  It was soft and girly looking, in pale colors with a ruffle along the bottom of the bed and a pile of pastel pillows.  The door slammed shut behind them, without a single finger being so much as pointed at it.  She smiled, and the words were passed into his mouth.  "Here's a bed."

"Good."  He moved towards her, each step making her step backwards towards the bed.  His hands kept tracing over her skin, along the curve of her ribcage, caressing the flushed mounds of her breasts, her face and neck.  He ran his palms over her arms and along the backs of her shoulders, curving his hands so that his own short nails dragged over her back.  It wasn't enough to even raise little welts, but she could feel it, and pressed closer to him each time, with this little arc to her back that pressed warm breasts against him.

He could feel her hands at the top of his jeans, tugging at the stiff buttons, undoing each one.  She started tugging them down his hips, giggling as her fingers found the waistband of his boxer shorts.  Her eyes were sparkling as she glanced at him. "I would have thought you didn't wear anything underneath."

"I tried that for a while."  He nipped gently at her neck, not even trying to draw blood.  He loved the way she shivered, tilting her head to give him better access.  "It's got a few advantages, but those damn zippers are evil if they catch you.  I don't want my bits and pieces getting caught in those."

"Sounds painful."  It was as if she was trying to learn every inch of his body by Braille.

"Not even a good pain."  He gave a small push, and she fell backwards on the bed, a small gasp escaping from pink lips.  Leaning forward like a panther, he kissed her navel, and flicked his tongue over the tiny freckle there as his hands tugged away her pants and underwear.  "You're wearing too many things, sweet."

She leaned up on her elbow, watching him as his hands came to rest on her hips.  Her hair fell around her head, wild and uneven, looking like she'd just woke up.  "What are you planning?  I'm naked here, and you're not."

He didn't answer with words.  Instead, he kissed and nibbled along the inside of her thigh, his hands caressing her hips as he held her in place. She kept making little gasps and moans, sounds of complete pleasure.  Every so often, she'd gasp out his name, her voice filled with pleasure, with delight and surprise.  Teasingly, he flicked his tongue over her center, the heat of it unlike anything that he was used to.  Willow arced upwards each time his cool tongue touched her hot core, moaning his name. Her hands had moved, resting on his as she let herself fall backwards, surrendering to the pleasure he could bring.

He didn't stop until he'd brought her arcing almost off the bed, her body gone nearly rigid as her pleasure peaked.  The way her heart was racing, her breath caught in her lungs as everything in her caught in a moment of explosive pleasure was beautiful.  Willow's nails dug into the backs of his hands, drawing little crescents of blood.

Spike practically lunged up along her body, not stopping until the tip of him was pressing against her tight heat.  He kissed her, nearly devouring her mouth with his own as he held her hands against the bed, as if he was pinning the woman down beneath him.  He paused to let her gasp for air, nipping at her throat, making little movements that teased at her, slipping just a tiny it into her heat and back out again as he played with her throat.

She didn't protest at all, gasping at his games.  She tried to lift her hips against him in a clear invitation, turning to allow him to explore her neck to his delight.  Ineffectively, Willow tried to lift her hands, though he wasn't certain if she wanted to caress him, to try to flip them over, or to pull him closer.

Nipping at her earlobe, he murmured  "Do you feel desirable yet?  Can you feel how much I want you?  How much I want to sink into you, to feel you around me?"

Arcing against him, she gasped out a question of her own. "What's stopping you, Spike?"

Allowing his features to change, he nipped lightly at her throat, noticing the slight difference in this gasp.  Still no fear, no effort to deny him, and instead, she gripped his hands tighter, her hot body pressed against his.  Again, she gasped out his name, her voice thick with need.  "Spike!"

He met her eyes, the greenish nearly swallowed up by the darkness of her pupils, and smiled, finding only passion and acceptance in them.  "Nothing stopping me."

His lips crashed into hers at the same time that he thrust into her.  Spike gasped into her mouth, shocked all over again at the heat of her body.  This couldn't be normal, even for a mortal, could it?  As he gasped, she made a noise that was part husky purr and part satisfied moan.  He understood what she meant - this was almost too much, almost too intense.  At the same time, it was perfect.

~Part: 7~

They'd exhausted each other.  Touching, teasing, caressing until they no longer had the energy to continue, finally convinced.  Spike rested on the pillow, her warm body snuggled beside him, her head resting on his shoulder as one arm draped over his chest, one leg half thrown over his, as if to keep him from leaving her.  There were dozens of scrapes along his chest and arms from her nails, tiny bruises from where she'd nipped at his throat and shoulders.

If he had the energy left to move, he would have been able to look at the similar marks on her body.  Part of him wondered why the chip hadn't gone off, another part was just too pleased with the whole situation oo care about the chip. He'd wanted her to want him, to look at him and see a man, a potential lover.  He'd hoped to end up here, curled up after a nice round of shagging.

Of course, he'd never pictured things as having been kicked off by a pair of dust throwing purple demons in a cemetery.  Or that she'd see him reduced almost to tears from remembered rejections.  Or that he'd enjoy it so much.

His hand reached upwards, fingertips brushing over her collar bone.  He'd bit her, not trying to feed, or mark her, but she'd done this thing with her hips, and.  It had been amazing.  He'd tried to smother the screams, not wanting to rip his throat raw, and instead, he'd tasted her, broke the skin and felt just a little of her blood flow into his mouth.  Honestly, he wasn't even certain if he would have noticed if the chip had gone off just then.

"You're thinking too much."  Her voice was sleepy, and her fingers trailed up, running through his hair.

"I bit you."  He touched it again, feeling the edges of the wound.  She shivered just a little, and he wondered if it was from his cool fingers, from the knowledge that he was a vampire, or if it was from enjoyment of his touch.  "I didn't plan on that, didn't mean for it."

Mustering the energy, he moved, placing a gentle kiss over the mark.  "But it was nice."

"Spike."  She looked at him, her lips still swollen from their many kisses.   "You are enough.  Maybe too much for most people."

"Too much, hmmm?"  He smiled, and placed a very gentle kiss on her lips. "And you are desirable.  And so passionate, so enthusiastic.  I don't think I could have kept up with you back when I was alive."

Willow blushed, her eyes dropping from his face to slide over his chest, and then back up again.  "Maybe you bring it out in me?"

Spike grinned, the idea of being the only one to bring out that much fire and passion enjoyable.  A little logical corner of his mind wondered if maybe those demons had something to do with it, if she'd been fevered from that dust.  "You need someone to bring out the fire in you.  All this moping that you'd been doing. not good for you."

Fingers toying with his hair, she looked into his eyes, now more serious. "Are you offering?  Is this. do we.   Where do we go from here?"

"I'm offering."  He snuggled back down beside her, subtly encouraging her to wrap back around him.  "As for where we go.  I know that I'd like to do this again.  Just. maybe not for a little bit.  You definitely need a bit of time to recuperate, and I just might need a bit too."

"When I thought about having another relationship after. after Oz left, this isn't quite what I'd pictured."  She shifted slightly, settling her head on his shoulder again, her breath warm on his throat.  "I thought. well, probably someone quiet, someone else that wasn't quite.  Actually, you aren't exactly normal, but. I'm probably not making any sense."

"You were probably expecting another mortal type?"  A flicker of something that he refused to consider might be fear sparked in his chest.

"Yeah."  Her hand slid over, stopping over his heart.  "You were a surprise.  But a good one."

Her words made that unhappy flicker melt away, and he found himself smiling as he wrapped his arms around her.  He wasn't quite certain when it had happened, and it wasn't in the plan, but he had started to care for her. "I've never been called a good surprise before."

"First time..."  Her words were interrupted by a yawn.  "for  everything, I guess."

As she drifted into an exhausted sleep, Spike smiled.  A first time, indeed.  He didn't know if these feelings would change things.   He didn't know if they could actually make a real relationship work between them.  But damn it all if he didn't want to try.  Smirking, he whispered  "Sometimes, I'm a damn smart bloke after all."

The End

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