Higher Learning

"Everybody, this is my...," Willow trailed off. **My what? Best friend? Playmate? Can't wait to see him naked companion? Oh, I like that last one. No, bad Willow,** she thought. "This is Spike." She gave the vampire a grin. "Spike, these are my friends. Tristan, Martin, Rafael, Jason and Shay Lin."

"Hello," Spike greeted in a somewhat aloof manner.

Willow dropped his hand and pushed him into her chair, then sat on his knee. She felt his hands wrap around her waist, sending tingles throughout her, like his touch always seemed to do. She had missed it.

"So, Spike," Tristan said. "How do you know our Will?"

Spike's cool, blue gaze turned on the Junior. "We're friends," he said in an intimidating tone. "Good friends."

"Martin, you ate all my fries," Willow chastised, oblivious to the territoriality of the two males. She stood and headed over to Dave to reorder.

"What school do you go to?" Shay Lin asked. "Unless you already graduated?"

"Based on his height and bone structure, one can successfully measure an approximate age," Martin said in mathematical glee. "I would calculate that Will's friend is twenty-two, plus or minus two."

Spike bit back his laugh at the nerd with the hornrims assessment. **Add another century and three-quarters and you'd be getting close,** he thought. "I didn't go to university."

"You went the tech route, eh?" Jason said.

"The what?" Spike asked. He looked past Tristan to where Willow was talking with the short, stocky guy behind the counter.

"You know, trade school in high school?" Jason said. "Where you learned how to do things for the 'real world'?"

**That's my cap in her back pocket,** Spike thought. **To be that cap...woah, mate, get your thoughts out of her pocket.** Suddenly his view of Willow was blocked as Tristan shifted in his seat. He found himself staring into the hard, dark eyes of the student behind his glasses.

"Do you have an answer for Jason, or are you too busy ogling Will to pay attention?" Tristan scowled.

Spike narrowed his eyes. "I didn't go to secondary school," he said in a even tone. "I didn't go to primary school all that bloody much either. I'm a mite bit older than twenty-two, plus or minus two. I don't have a job because I've got more money than I could ever spend. Willow is my best friend and we've known each other for awhile. My favorite color is red and I drive a 1959 De Soto FireFlite . Now, do you want to pry into my life any more, or are you through, mate?"

An uncomfortable hush settled over the table, with Tristan and Spike glaring at each other while the other four concentrated on their food baskets.

"Hey, guys! Dave's got leftover onion rings made, if we want them," Willow called over to the table.

"Free food!" Jason exclaimed, breaking the tension.

Tristan broke eye contact with Spike first and stood. "I'm think I'm gonna head back upstairs."

"K, man," Jason said.

"Later," Tristan said, then left.

Willow came over with a large basket of onion rings, which she set in the middle of the table with a frown. "Where'd Tris go?"

"He left," Rafael said.

"Oh," Willow said, taking her friend's abandoned chair. "It wasn't the onion rings, was it?"
 

Spike redeemed his callous behavior in Willow's other friends' eyes once the redhead returned. They all saw how much he obviously liked her and, with that in mind, the men quickly understood his terse words to Tristan. They were already making secretive bets as to who would get Willow first, their friend or the newcomer.

It was tough odds. On the one hand, Spike shared history with Willow and they had a familiarity that showed how close their friendship was. On the other, Tristan lived next door to her and saw her every day. Proximity normally won over history, so the odds were in the dark-haired Junior's favor.

Shay Lin had the woman's perspective. Two men were going to be fighting over her redheaded friend. It was very romantic, as long as it didn't come to Willow's attention. If she caught wind of what was happening, her independent 'I am not property' hackles would be raised, and no one would get the girl. Shay would react the same way, but seeing it happening from an outsider's perspective, she'd stick with her first reaction - it was very romantic.

"We're going on a fountain run tomorrow," Shay Lin said to Spike.

"Fountain run!" Jason exclaimed, drumming on the table once again.

"Would you like to join us?" Shay Lin continued, ignoring Jason.

"Do what?" Spike asked, a confused frown marring his brow.

"Ooh, can't, the sun...ny days, sweeping our clouds away," Willow said, changing what she was going to say mid-sentence. Spike turned his confused look on her. "Spike has to work during the day tomorrow. All day. Until after sunset. Right, Spike?"

"Right," Spike agreed, catching on.

"I thought you said you didn't have a job?" Martin pointed out.

"Er, right, I don't," Spike said. "I, um..."

"Volunteer," Willow lied quickly. "At the, uh, the...blood bank."

Spike and Willow looked at one another, then burst out laughing. The four others at the table wondered what the joke was and they exchanged shrugs as the two calmed down.

"Oh goddess, I'm sorry," Willow said, wiping the tears from her eyes.

Spike shot her a grin. "Sometimes I help out at the morgue, too."

Willow started giggling again. "How about at those nights at the cemetery?"

"You hang around with the dead?" Martin asked.

The redhead snorted and quickly stuffed her mouth with fries. Spike smirked. "We have a lot in common."

"Spike!" Willow gulped. She started choking on the fries.

The blond vampire rubbed her back. "Are you ok, kitten?"

"Yeah," she said, calming down. She looked up at her other friends. "Ignore him. Please. He's just kidding. Yeah. He's a kidder. A laugh a minute."

"If you say so, Will," Jason said.

"Why do we not do the fountain run after Spike is done with his volunteering?" Rafael asked.

"Can we do that?" Willow said. "The fountain run at night?"

"Well, there's a new thing called a 'light post' and they hold these bright...," Jason started to say.

"Yes, we can go at night," Martin interrupted, tossing an onion ring at Jason.

"Then let's do that," Willow said. She grinned at Spike. "I think I'm going to help Spike tomorrow during the day, anyway. If that's ok with you?"

A slow smile crept across Spike's face. "I think that can be arranged, kitten."

"Then we'll meet in the lounge at what? Sevenish?" Shay Lin asked.

"Sounds good," Jason agreed. "Don't forget to tell Tristan the C.O.P."

"Ok. Well, we're gonna go then," Willow said, standing. Spike stood as well, still looking intimidating in his all black and his 'bad boy' air. "Night."

"Night, Will," Shay Lin said. "See you two tomorrow."

"Bye Will," both Jason and Martin said at once.

"Good night," Rafael added.

Willow snagged one more fry, waved at her friends, then left with Spike beside her.

"Ooh, I like this song!" Willow exclaimed as they headed out of the snack bar and up the stairs. "Come on." She grabbed Spike's hand and half-dragged him up to the second floor, where the ballroom was located and the Welcome Back Dance was still hopping.

Spike grumbled, good-natured. They entered the still crowded ballroom and Willow wove her way into the dancing students, then turned and grinned at him. Without saying anything, she grabbed his hands up in the classic dance position and stepped on his feet. He chuckled and began a quick two-step to the beat.

When the song ended, a slower song cued up and Spike felt a tap on his shoulder. Tristan came along side of them and smiled at Willow. "Can I cut in for one more dance?"

"No," Spike growled at the same time Willow said, "Sure!"

Pursing his lips, he glared at Tristan as Willow moved out of his arms and into the dark-haired student's. Tristan smirked triumphantly over Willow's head at him and, for the first time in months, Spike had the undeniable urge to gut someone with his bare hands. Turning, he made his way out of the crowd of dancers to the wall near the door. Once there, he leaned back against it, crossing his arms over his chest and one foot over the other.

Those that went to pass him gave the vampire wide berth because of the dangerous vibes radiating off of him, despite the casualness of his pose.

And that night, they locked their windows and doors.

"Will you hurry up?"

"Hey, you're the one who didn't want to break in the door," Faith told Buffy. She wiggled the pin in the lock and heard a distinctive click. "We're in."

The two girls crept into the dark garage of a certain blond vampire they had been unable to find that night on patrol. Faith hit the light next to the door. "Looks like he flew the coop," the brunette Slayer said upon finding the garage empty. "Maybe he had a hot date."

"Or maybe he went to see Willow," Buffy said. "I need to call Angel." Faith headed for the connecting door between the garage and the house. "Faith, what are you doing?"

"I'm gonna check out Blondie's pad," Faith replied. She tried the knob and found it unlocked. With a grin, she opened the door. "Coming?"

"But that's breaking and entering," Buffy told her.

"And what do you think jimmying the lock on the garage door was?" Faith asked. "I'm going in. You can be little Miss Goody Two-Shoes and stay here."

Faith entered the house and, after a brief moment, Buffy followed her. "I can call Angel faster from here," she said to her sister Slayer.

"You do that," Faith said, turning on the kitchen light. She headed straight for the refrigerator as Buffy went for the phone. "Hey, B, check it out." She took out a can of Pillsbury Grands. "Cinnamon rolls."

"Spike has cinnamon rolls in his fridge?" Buffy said unbelievingly.

"The fridge is stocked," Faith told her. She closed the door and opened the freezer. "So's the deep freeze. Think he'd miss it if I scarfed the strawberry ice cream?"

"Don't eat anything," Buffy warned. She quickly dialed the familiar numbers and waited for Angel to pick up.

"Hello?"

"Angel, it's me," Buffy said into the receiver.

"Buffy?"

"No, it's your other girlfriend," Buffy teased.

"Oh, well, I'm going to have to go then. I'm expecting a call from Buffy," Angel replied over the line.

"Funny," Buffy said.

"Did you just call to talk or something more?" Angel asked.

"Something more," Buffy replied. "I told you that Willow's friend Billy was Spike, right?"

"WHAT?!"

Buffy cringed and held the phone away from her ear. "Um, oops. I guess not."

"Spike! Willow is hanging around with Spike?! I'll kill him," Angel growled.

"No!" Buffy exclaimed.

"No?" Angel said incredulously. "No?"

"You can't," she said. "He's Willow's friend and if we kill him, she'll be hurt."

"She could be hurt with Spike!"

"Duh," Buffy said. "That's why we've been keeping an eye on him. So far, he hasn't done anything for me to justifiably dust him. In fact, he's done everything but act like a vampire this past week and a half."

"I am still going to beat that boy," he growled again. "I'm going to put him in his place...I think I have those chains..."

"Angel," Buffy interrupted. "Pull your mind back from the demon and listen."

"Sorry," Angel apologized.

"Ok. Spike's not here. Faith and I think he went down to see Willow. Would you swing by and just keep an eye out. Do not do anything unless Spike's harming her, got it?"

"Yeah," Angel said, disappointment in his voice.

"Angel-"

"I won't," he said. "I promise."

"Good," Buffy said. "I have to go before Faith steals something. Love you."

"I love you, too," Angel replied softly. "Be careful."

"Always," she said. "Bye."

"Bye."

Buffy hung up and went in search of Faith, who had left the kitchen after snooping through all the cabinets. She found the brunette Slayer in the living room, poking through the video collection on the shelves of the entertainment center.

"B, this vamp has a serious mouse fixation," Faith commented, gesturing to the movies. "Aladdin, Beauty and the Beast, The Black Caldron, Cinderella...damn, they're all in alphabetical order. Blondie's an anal SOB."

Buffy ran her finger over the surface of a shelf and looked at it. "No dust, either," she said. She looked around at the perfectly stacked magazines on the coffee table, the neatly placed pen and pad of paper on the end table with the television remote set precisely next to them. Even the blanket on the back of the couch was perfectly placed. A tiny vase of violets adorned the opposite end table. "You're right. Spike's a neat-freak. This is worse than visiting Angel."

"Come on, let's go check out the boudoir," Faith said, heading for the hallway. The blond Slayer looked curiously at a glass figurine of the Magic Kingdom sitting in front of the videos, then trailed after Faith.

The girls poked their nose in a bedroom with a twin bed, small dresser and nothing else. The bathroom across the hall from that bedroom had nothing special in it. There was only neatly hanging towels, navy blue shower curtain, and shell-shaped soap in a shell-shaped dish on the sink. The linen closet they passed held perfectly folded sheets and towels, with one shelf reserved for first aid supplies.

"Doesn't this vamp have a single thing out of place?" Faith asked as they continued on to the last open door. They both exchanged glances with they entered the master bedroom. "He even makes the bed."

Faith headed for the closet and Buffy headed for the framed pictures arranged artistically on one dresser. The first was Spike dressed in camouflage standing with a group of people she'd never seen before, all similarly dressed in fatigues. The second was one of Willow and Spike, both in fatigues and holding the guns they'd used to play paintball.

Faith snorted and Buffy looked over at her. "I think the bleached one has a serious problem," she said, gesturing to the clothes hanging neatly in the closet -- pants on one side, shirts on the other.

Buffy rolled her eyes and returned to the pictures as Faith began to rearrange the clothing.

The third picture on the dresser was a close-up of Spike and Willow, smiling happily at the camera, their heads close together. Buffy was slightly surprised. She'd never seen a happy vampire before, unless they were killing someone.

The last frame didn't hold a picture at all. Instead, it held a miniature certificate that teachers gave out in grade school. It was hand colored and had little gold stars decorating it. "This is to certify that Spike has passed Level One reading. Willow Rosenberg, Super Teacher," Buffy read aloud.

"Hottie-vamp's got a pic of Red on his night-stand," Faith said. "And she's quite the looker in it."

Buffy walked over to Faith and looked at the photo. She'd never seen it before, but the brunette was correct, Willow did look beautiful in it. Her red hair was free around her face and her head was tilted slightly to one side for the camera. Her eyes were alight with happiness and she had a small smile on her face.

She noticed a pile of large, colorful books on the night-stand next to the photo. Picking up the top one, she read the title aloud. "Horton Lays an Egg?"

"And The Cat in the Hat," Faith said, looking at the spines. "These are all Dr. Seuss books."

The phone rang and both girls jumped, Buffy dropping the book in her hand. She quickly picked it up and put it on the pile, then gave Faith a look. "We so need to get out of here."

"I wanna hear the message first," Faith said, pointing to the answering machine on the other night-stand.

"Fine, but then we are gone," Buffy said.

The phone rang another time, then the machine picked up. "If you don't know what to do, you need to join the bloody nineties," Spike's voice announced to the room and the person on the phone. Faith hooted in laughter and Buffy shook her head as the beep sounded.

"Spike, it's Aaron. Just calling to see how things with you and the witch are going. Should I start calling you Old MacDonald or did you decide to play Avenger? Well, give me a buzz whenever. Brigid's got me learning needlepoint tomorrow. Don't laugh, you old coot. Pretty soon the same thing is going to happen to you and you'll wonder when in Satan's name you stopped being a vampire and started acting like a human. And if the witch is even half as wonderful as you described her -- for hours on end - you're going to be wearing an apron and crocheting potholders before you can blink. Ciao."

"Vampire?" Faith asked.

"Sounded like it," Buffy replied.

"I wonder what the Old Mac and Avenger was about," the brunette Slayer said as they headed out of the bedroom.

"Well, Old MacDonald had a farm..."

"E-I-E-I-O."

Cordelia looked up when the door to Angel's office opened.

"Hey, Angel. Do you think...," she trailed off as the dark-haired vampire stalked right past her and out of the agency without a word.

She sniffed, offended. "Rude much?"

"Well, this is me," Willow said, glancing at the vampire standing slightly behind her as she tapped her key on her dorm room door.

She never understood how someone could have a face 'like forty miles of bad road' until she looked at him. The other students they'd passed on the walk back from Halas and in her dorm quickened their steps and gave them wide berth. If he didn't look so dangerous, she'd find their actions funny.

"Um, are we going to go back to the hotel now, or do you want to hang here for awhile?" Willow asked, turning around to face him fully, keys still in her hand.

"You're staying here, I'm going back," Spike told her in a hard voice.

"What? But I thought..." Willow looked at him in confusion. "Wasn't the plan for me to go with you?"

Spike stepped forward and, because of the gleam in his eyes, Willow stepped back reflexively. The hard wood of the door against her back did nothing to reassure her. Instead, for the first time since she'd been friends with him, she felt trapped.

She swallowed when he put his hand flat on the door next to her head, and her eyes grew fright-filled when he leaned closer, his face stopping only a few inches away. A dangerous light was in his blue eyes and she clutched at the cross on her key-chain. "S-Spike?"

"If I stay," Spike said, his voice low and rough. "I am going to take you so bloody hard up against this door, you won't be able to walk for a week."

Willow's eyes grew huge at his words.

"If you come with me," he continued in the same low tone. "I won't be able to control myself."

"Oh goddess," she breathed. He leaned forward more and she thought he was going to kiss her. Instead, he abruptly pushed away from the door and took a step away from her.

"Room 214," Spike said. Voices floated up the hallway and he turned his head in a slow, predatorily manner. His eyes narrowed and Willow could practically feel the demon just under the surface of his control. "And tell that bloody pillock to..."

Spike stopped speaking and stared intently at her. Then he turned and left without another word.

Willow watched him until he went into the stairwell and she slumped against the door. "Oh goddess, oh goddess, oh goddess," she repeated, bringing up her hands to her heated cheeks.

"Hey Will," Tristan said, stopping at the door next to hers. "Where's your 'friend'?"

"He, uh, that is, he, er, left." Willow turned to her door and tried to insert her key, but her hand was shaking too badly. She glanced at the wood and her eyes widened again. Against the door...

"Well, we're getting together in a few minutes for an after dance party," Tristan said. He leaned against one shoulder on his door. "Would you like to join us?"

She turned to her friend and opened her mouth to answer, then snapped is shut again. She didn't think she'd do too well at a party right then, but to be alone, in her room, looking at the door... "Yes!" she all but shouted.

Tristan straightened with a smile on his face, but it slowly disappeared as he looked past her shoulder. "Are you looking for someone, sir?"

"I found her."

Willow gasped when she heard the familiar voice and she turned around quickly. "Angel!" she exclaimed, throwing her arms around the dark-haired vampire in an enthusiastic hug. "What are you doing here? This is so great! Two surprises in one night..."

She trailed off when she realized that she'd had three surprises that night. Her eyes involuntarily turned back to her door. The very door Spike wanted to... **Oh goddess.** She quickly looked up at Angel.

"It's good to see you, too, Willow," Angel said. He gave a dismissive glance at Tristan, then looked down into the redhead's upturned face. "We need to talk."

Spike stared out the window of the twenty-four hour restaurant, ignoring the strange conversations of the drunk university students going on around him. There was a cup of coffee on the table in front of him, the same cup that had been there for two hours. Next to it was a full ashtray and two packs of cigarettes, one empty, one half-full. A silver Zippo lighter was sitting on top of the half-full pack.

Between the fingers of his left hand was a lit cigarette, the cherry in danger of falling off and ashing on him. Smoke curled up from it, dissipating in the air above him. Some of the students stopped their conversations to marvel at the reflection of the smoke in the window, but not the man who held the cigarette.

Spike brought the cigarette to his mouth and took a pull on it, allowing the smoke to curl in his dead lungs. With a well-practiced gesture, he flicked the bottom of the cigarette and the cherry fell into the ashtray. Exhaling, he returned his gaze to the window, all of his smooth, controlled moments belying the turmoil in his mind.

He had put Willow in danger earlier. Despite his human-like behaviorism and interests, he was still a demon, and when the whelp had given him a challenge for the redhead, his instincts of possessiveness flared. Although he did desire her, he hadn't wanted to take Willow against the door because he was aroused beyond reason. Instead, he wanted to mark her, to claim her, to make his possession known to the boy. Anger and territoriality had been his motivation, not want and need.

Willow did not deserve to be treated like that, especially since he knew her to be a virgin. Taking her hard and violently against a door would be different if she were a vampire, but she wasn't and he didn't want her as one. He liked her warmth and innocence and her beautiful soul, all of which would be gone if she was like him. Yes, she had her dark and naughty side, probably equal to that of any vampire, but it would never be tinged with cruelty or viciousness as long as she was human.

Somehow he was going to have to explain that to her. He knew she wouldn't be put off by a simple "I was horny." He'd wager if he said that, he'd be on the receiving end of some of her new magickal abilities. He didn't want their friendship to become awkward, because he valued what they had more than anything. He hadn't felt as close to anyone as he was to Willow since he was human himself and he liked the feeling. If that made him a soft, old coot, so be it.

Crushing out his cigarette, he quickly downed the cold coffee and tossed a ten on the table. He scooped up his lighter and half-full pack of cigarettes and made his way back to the hotel.

Once there, he stripped down and grabbed the remote for the television. Lighting up another cigarette, he flipped through the channels until he found a late-night movie on the free cable stations. Setting the remote down, he grabbed the ashtray off the night-stand and set it on the bed beside him, then proceeded to relieve his tension to the moans and writhing bodies on the screen.

A certain redhead's name tumbled from his lips and her image was behind his closed eyelids when he climaxed.

He had a great family, with two parents who obviously still loved each other and two sisters, one older, one younger. He had grown out of his shyness when he had joined the swim team in high school. Parading around in Speedos could do that to anyone. He'd had a few girlfriends, nothing lasting, because none of them had the girl-next-door quality he was searching for in a long-term relationship.

Now, at 21-years of age, he'd found someone with those qualities.

And she just happened to live right next door.

He was smitten with the redheaded hacker-cum-witch. She exuded both shyness and boldness that would normally would not occur simultaneously in a person. She was also beautiful, with luminous green eyes that flashed with silver specks when she got angry, a cute little nose and a perfect figure with abs that made him stutter when her shirt rode up.

He had thought he'd had it made. The wonderful freshman and the not-too-bad-looking upperclassman find romance among the halls of academia. It was something right out of the movies. He'd planned to take his time and woo her, just like an old-fashioned gentleman would do.

Then he'd met her "good friend," Spike.

Tristan wanted to punch the bleached-jerk's lights out the second he stepped into the snack bar. Spike looked exactly like one of those punks he went to high school with, who were in all the moron classes and ditched as often as possible. The ones who liked to beat up anyone who dared to look at them. The ones who partied hard -- drinking, smoking and doing drugs while destroying everything in sight.

He knew he had a skewed, stereotypical and possibly unfair view of those people, but something about Spike had struck a nerve within him. One that said "danger" to both himself and Will.

It had nothing to do with the fact that he was jealous.

Nothing at all.

"But this is Spike!" Angel growled, his usual brooding, lurking demeanor giving way to angry pacing in front of Willow.

"I know who it is," Willow sighed, shifting her position on her bed so she was sitting cross-legged. The dark-haired vampire had been saying the same things for the past two hours. This was Spike. Spike was evil. Spike was a killer. Spike used people for his own gain. Spike had kidnapped her. Blah, blah, blah.

"He doesn't have a soul, Willow," Angel said.

"He does, too," Willow said with a grin, remembering a past conversation with the blond vampire. "He picked one up the other week at Wal-mart."

Angel stopped abruptly and stared at her. "What?"

She snickered. "There was a coupon in the paper. A two-for-one sale on souls."

"Willow, this is serious!"

Willow thumped her head back on her ugly, yellow wall. "You're only making it serious. Spike is my friend. A good friend. The best friend I've had since before your soul went walking."

He gave her a pain-filled look and she immediately apologized. "Oh goddess, Angel, I'm sorry. I didn't mean-"

"You don't need to explain," Angel told her. He sat down on Lisa's desk chair and studied her a moment. "Why him?"

"Why not him?" Willow countered. "He's funny, intelligent, caring, sexy, a good conversationalist, silly, hyper, wonderful... The list goes on and on."

"You think he's sexy?" Angel asked.

Willow blushed bright red. "Um..."

Angel leaned forward and rested his forearms on his knees. "Willow, Spike's dangerous. No matter how charming he can be, he's still a soulless demon. I don't want you to get hurt."

"I know you don't," Willow agreed. "But it's my choice who to have as my friend, not yours."

"But Spike is my responsibility," Angel countered. "I'm his sire and I know what he's capable of doing. I know, because I taught him. I'm afraid he's toying with you, Willow, just like he's done to hundreds of young women before. He'll keep leading you on until he takes your virginity, then he'll drain you and discard you."

Willow pursed her lips, her anger building. She knew that Angel only wanted to protect her, but that didn't stop her rising ire. "Angel, I am going to stay this once, then I never want to have this discussion again. Spike. Is. My. Friend. Nothing you can say or do will stop him from being my friend. Understand?"

Angel sighed heavily and nodded. "Ok, Willow. I'll drop it," he said, then rose to his feet. "Give me a call sometime and let me know how you're doing. Or stop by the office. Cordelia would probably like another female to talk to."

"Cordelia wanting to talk to me? That's like Xander dancing the perfect tango," she teased, standing as well. "It ain't gonna happen."

He chuckled and briefly hugged her. "Take care."

"I will," Willow replied. "Goodnight."

"Night," Angel said, then left.

Willow watched him walk down the hallway, his thigh-length leather jacket giving him a dangerous air. Somehow, she knew she hadn't seen the last of him, especially with Spike in LA. She shook her head and turned to re-enter her room when Tristan exited his. "Hi, Tris."

"Hey, Will," Tristan greeted with a large smile. "Still up for that post-dance party? It's in Jason's room."

"Sure," Willow said with a shrug. She pulled her door shut and locked it, then linked his arm with hers when he held it out. "So, what are we going to do at this party?"

"Oh, the usual," Tristan replied. "Sex, drugs, rock-n-roll."

"Ah, just another typical night..."

Since Angel couldn't get it through Willow's thick skull that Spike was dangerous, he set about doing what he should have done in the first place.

"Cordelia, I need hotel registries for all those who checked in after sunset," he ordered, walking into the office. He knew the brunette would still be there, despite the late hour on a Friday night. She was probably the best and most efficient assistant in the working world, which he knew after only a month's time.

"Which hotels?" Cordelia asked, pulling up the correct files on the computer like he had taught her.

"Uh...," he trailed off.

"Got it," she said. "All of them. Any particular name you're looking for?"

"William something," Angel answered. "Or some derivative of that name."

Cordelia's fingers poked at the keyboard. "Well, a William Jackson is at the LaPalma. Um, William Longbeach at the Hyatt. William B. Smith at the Holiday Inn on Deveraux..."

"That's it," Angel said. "Print that one up for me."

"Ok," Cordelia said. "Mind telling me what the big rush is?"

"I'm just taking matters into my own hands," he told her, taking the paper from the printer. "Go ahead and lock up whenever you leave." He glanced down at the paper, nodded to her, then left.

A half-hour later, Angel parked his car in the Holiday Inn's lot and headed into the hotel. He took the stairs rather than the elevator, his fists clenching and unclenching as he approached the room. When 214 came into view, he had to stop himself from kicking the door in. Instead, he raised his hand and knocked sharply on the door.

A moment later, a shorts-clad Spike answered with a surprised look on his face. "What are you doi-" His sentence was cut off as Angel grabbed him by the throat and lifted him off the ground, before entering the room and kicking the door shut behind him.

Willow didn't know whether or not she should be standing outside of Spike's hotel room door at eleven o'clock on Saturday morning. On one hand, she wanted to know why he said what he wanted to do to her the previous night. On the other, she wanted him to do what he said he wanted to do to her the previous night. Every time she had looked at her dorm room door earlier that morning, she'd blushed bright red.

**Bad Willow. You're not suppose to be thinking of Spike like that,** she told herself. **He's your friend, nothing more. Even if you wouldn't mind it if he...** She blushed and wiped her hands on her shorts. First thing was first. Talking.

She knocked on the door and waited, then knocked again. When he didn't answer, she double-checked the room number and knocked a third time, much louder than the first two. "Spike?" she called through the door. No one answered.

**Did he leave?** Willow wondered. **Or is he just sleeping? But he doesn't sleep that much and I knocked pretty loudly. Maybe I should call.** She knocked again with the same results.

Frowning, she went down to the elevators were a hotel phone was sitting on a small table and dialed Spike's room number. She let it ring ten times and was about to hang up when she heard the other end pick up.

"What?"

"Um, S-Spike?" Willow said, uncertainty filling her. The male who answered had a sandpapery voice pitched very deep.

"Yeah?"

"It's me...uh, Willow," she said. "I'm here. In the, er, hotel. I'm calling from the hotel phone. It's by the elevators. On the second floor, not the first. Can I...do you still want to see me? Or should I go? I can go-"

"No, I'll open the door."

"Ok," she said, but he had already disconnected. Frowning again, she hung up and went back down the hall to room 214 to find it cracked open. She knocked as she entered. "Spike?"

Shutting the door behind her, she entered and saw that the bathroom door was shut. "Spike, I'm here," she said louder, moving further into the room and taking a seat in the chair near the heavily-curtained window. She nervously toyed with the brim of his cap that she took off her head.

The bathroom door opened and her eyes widened when she saw him. "Spike!" she exclaimed, dropping the hat onto the floor as she stood and rushed over to him. "What happened?"

"Nothing," Spike said, his voice gravelly. He took a step back from her when she tried to touch his face.

"You call a black eye nothing?!" Willow gasped incredulously. "And are those bite marks on your neck?"

"I'll heal," he said.

She stared at him in confusion as he moved purposely away from her, then sat gingerly in the chair she abandoned. She watched as he lit up a cigarette and leaned his head back to stare up at the ceiling. "Spike, tell me what happened, please?"

"Drop it, Willow," Spike growled.

Hurt, she walked over and picked up his baseball cap, then put it back on her head. "Oh. I guess I'd better go so you can...do whatever. I have homework anyway," she said. When she turned to leave, she suddenly found herself pulled on Spike's lap and his face buried against her hair.

"Stupid bloody pillock," he muttered, holding her tightly. "I'm not giving you up."

His words struck her and she felt her anger flare. "Was Angel here?" she demanded, rather than asked. She took Spike's silence to mean yes. "That...that...that...oooh! I'm so mad, I can't even think of a word to describe him!"

Willow winced in sympathy when Spike winced, as she laid another cold washcloth across his bare back. "Angel is so going to be newted," she muttered.

"No, Willow," Spike said, his arms wrapped under the pillow beneath his head. "He was justified."

"Justified!" Willow exclaimed, standing abruptly. She stared down at the khakis-clad vampire laying on his stomach on the bed with incredulity. "He was justified!"

He looked at her out of one eye. "Angel is my sire and he felt I was out of line. He has the right to-"

"That's bull-puckeys!" she snapped.

"Kitten, calm down."

"No, I will not! I am going over to Angel's and give him a piece of my magick," Willow said, sitting down on the floor to put her gym shoes back on.

"Willow, stop," Spike said firmly, his voice still rough. He raised his head and stared at her. "You will do nothing of the sort."

"But-but," she started, meeting his eyes with confusion. "He hurt you."

"Which I didn't bloody think he could ever do, being all soulful, but Hell must have really worked a number on the old sod," he said. He saw the anger flare in her eyes and he shook his head. "No, luv. There's a lot of things you don't know about vampires."

"So tell me," Willow prompted. "Tell me why I shouldn't go zap Angel where the sun wouldn't shine if he could go in the sun to begin with."

Spike laid his head back on the pillow and closed his eyes. After a moment, he felt Willow climb next to him on the bed. "In all actuality, I'm kind of impressed with the ponce," he began. "He cares enough about you to make sure you don't get hurt and packs one hell of a bleedin' punch."

"He did hurt me," Willow said. "By hurting you."

His lips curled up at the sentiment behind her statement, which caused a happy feeling to settle in his chest. He continued. "If I was only toying with you, I would have been gone out of your life the second the pillock left. The fact that I really do bloody care about you is the only thing stopping me now. I hate to say this, but my sire is one fucking masterful vampire. I feel like I've gone back 200 years to when Angelus first turned me."

"You don't think he's...Angelus again, do you?" she asked, worriedly.

"No," Spike replied immediately. "If he was, I'd be dust."

"Oh, well,...um,...good," she said.

"Does that answer why for you, kitten?"

"I guess," Willow sighed. "It's very sweet, in a brutish fashion. And I definitely know for sure you're not my friend because you're using me. Oh! Not that I thought that before! In fact, I never thought that! I don't know why I said it..."

Spike chuckled. "It's ok, pet. It proves the same thing to me."

"I don't understand."

"Like I said already, it proves that I really do care about you."

A huge smile spread on Willow's face. "But I still want to turn Angel into a newt. Or a fish. I've been working on that one. Have you ever seen a eraser-shaped fish before? He's got the word 'Mead' scrawled across his fishy body. But he's dead. You can't make a live fish out of a non-living object."

"Willow, I have something else I want to tell you," Spike said.

"Oh, uh, go ahead," she said.

"It's about last night and my...behavior."

She shifted uncomfortably. "I kinda wanted to ask you about that, too."

He opened his eyes and looked up at her. Her face was a lovely shade of pink. "What did you want to ask?"

"Um...me...d-door...why?" she stammered.

"This is going to sound bad, kitten, so try not to get mad at me," Spike said slowly. She gave him a quizzical look. "I, er, am a demon."

"I think I already knew that," Willow said, when he didn't continue. He closed his eyes and muttered something. "What was that?"

"I said I wanted to mark you."

"Uh, I know my name is Willow, but I don't look like a tree."

He reopened his eyes and stared at her a second before he burst into laughter. Tears streamed down his cheeks, both from the pain and the mirth he was feeling. "Cor, kitten, when you put it like that, it sounds like I was going to piss on you."

"You weren't, right?" she asked after a moment.

"No, what I wanted to do involved a different, er, type of fluid," he said, his voice raw from laughing. She blushed bright red and he knew he'd better finish what he needed to tell her before she became so uncomfortable, she left. "Vampires do that sort of thing, pet, as a way to tell others to shove off."

"Oh. Well, ok, then. I guess." She looked everywhere but at him. "Um...oh, blood!"

"What?"

"For you. To, you know, heal and stuff," Willow said, quickly standing. She needed to get out of the hotel room to think about what he said. She couldn't decide if she was hurt or pleased -- hurt because he really didn't want her want her; pleased because it sounded like he was jealous of someone. "I'll just go and, er, get some. From...somewhere."

"Ok, kitten," he said. "Take the key. It's on the telly."

"Right. I'll be back," she told him, then left.

Spike sighed and relaxed against the pillow, glad that she understood. Ignoring the pain he still felt, he drifted off into a peaceful sleep.

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