Willow awoke slowly taking her a moment to realize where she was. She opened her eyes and watched the sleeping vampire beside her. She moved away slightly so she could look at him. He looked so peaceful sleeping like this. So sweet, god he would kill her if he knew she thought he was sweet. She knew everyone was worried about him having the chip removed, she knew it made him more dangerous but she wasn't afraid of him, she trusted him. She knew it didn't make a lot of sense he had tried to kill her more than once before the chip, and had threatened while he had the
chip, but for some reason she knew he wouldn't hurt her or her friends. She leaned over and kissed his cheek softly before rising out of the bed careful not to wake him and headed into the bathroom to shower.

Spike felt her move away from him, she was always so careful not to disturb him when she woke up.  She didn't know he could sense it the second she shifted away from him, even if she didn't leave the bed. He stayed still until he heard the door shut behind her before rolling over and groaning into the pillow. He was falling for her; hard, sleeping next to every night was killing him. Every morning she would lean over and kiss his cheek while she thought he was sleeping and it took all the control he had not to turn his head and really kiss her. He decided he might as well get up and head downstairs since he was awake anyway. He moved off the bed grabbing his jeans and a t-shirt pulling them on quickly along with his boots before knocking on the bathroom door telling Willow he was heading downstairs.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

"What's up Princess?" Spike said walking into the small office.

"I am not your Princess." Cordiela said without turning from the computer.

"What ever where's Peaches?"

"Angel hasn't come down yet." She responded stressing the older vampire's name.

"Morning Cordiela." Wesley said entering the office, "Hello." He said noticing Spike.

"Hi." Spike said, "You must be the watcher."

"Um yes. I'm Wesley."

"Oh, god. Wesley this is Spike. Spike, Wesley." Cordiela said, "Now will you two get the hell out of here so I can work."

The two men turned and walked out of the office without another word. Once in the lobby Wesley decided to try to talk to the vampire before him, still not really believing he could be as bad as Angel and Cordiela implied.

"William the Bloody. I mean, I've read about you, can't believe I'm actually meeting you." Wesley said, "Well at least not without you trying to kill me."

Spike ignored the comment and sat down on the large sofa, grabbing a magazine he leaned back putting his feet on the table in front of him. Wesley sat on the chair opposite the vampire and again tried engaging him in conversation.

"Watchers have written papers about you. Many feel you are perhaps one of the best vampire minds to ever exist. Killing two slayers, facing Buffy and walking away unharmed, you must really have a lot of great stories." Wesley said genuinely wanting to learn more about the vampire.

"Writing a book, watcher?" Spike asked throwing the magazine on the table. "Glad I fascinate all the bloody watchers but I'm not in the mood to entertain today. Unless of course you are interested in the me trying to kill you thing you mentioned earlier." Spike finished leaning close to the now nervous watcher.

"Back off Spike." Angel said coming down the steps.

"Bloody hell Peaches, he brought up killing him. I'm just offering to take him up on the offer." Spike said looking at the older vampire.

"You've been here less than twenty four hours and you're already threatening my friends." Angel said disbelievingly.

"Bloody hell." Spike said getting of the couch and leaving the room.

"You sired that?" Wesley said watching the retreating vampire.

"Hell no. Dru sired him. Darla and I tolerated him." Angel said, "Actually when he wants to be Spike can be very helpful."

"Sure." Wesley said.

"Anyway I was thinking of taking him with me to find Lindsey today." Angel said sitting next to the watcher.

"Will he help?"

"Don't know, but if we keep him busy less chance of anyone of deciding to stake him." Angel answered.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

"So whatcha doin'" Spike said moving behind the girl sitting at the computer.

Having left the lobby after Angel arrived he decided to get something to eat then go see the cheerleader again.

"Working."

"On what?" Spike said leaning over her shoulder to see what she was doing.

"Go away." Cordiela said impatiently.

"Nope. I have nothing else to do so you might as well tell me what you're reading."

Cordiela took a deep breath, and slammed the laptop closed before turning to look at the smiling vampire.

"Why do you care?"

"I don't just curious." Spike responded.

"It is none of your business." Cordiela responded stressing each word.

"Ooh, you were looking at porn or something right?" Spike said smirking at the girl.

"Oh my god! No." Cordiela said blushing slightly.

"Yes you were, I knew it." Spike said his smile widening, enjoying the girl's discomfort.

"No I wasn't." Cordiela said, "Why am I having this conversation with you?"

"Cause you know I'm right." Spike suggested.

"I should just stake you."

"Then you'd have to vacuum all that dust." Spike said, "And you don't really seem like the domestic type."

"Spike, you promised to be nice to my friends while we're here." Willow said from the doorway.

She had been standing there long enough to hear most of the conversation. She would have stopped him sooner but part of her enjoyed an embarrassed Cordy. It wasn't all that often that you ran into someone that Cordiela couldn't handle.

"I know, but Pet I've heard all those stories about your high school days. I don't think she was really a friend." Spike said smiling sweetly at the red head.

"Spike." Willow said warningly.

"Fine." Spike said sullenly, "But if I can't annoy her or the poof because they're your friends. And I can't be rude to the watcher because Angel won't let me, then you better find something else to amuse me."

"Such as?" Willow responded.

"Oh, I can think of several things you could do to amuse me." Spike said smirking at the now embarrassed red head.

"That's not what I meant." Willow stammered as she felt the blush creeping up her neck.

Spike just continued to smile as he walked out of the office calling over his shoulder that he was going to shower. Once he was up the stairs and out of sight, Wesley and Angel entered the office closing the door behind them. Angel turned to the group in front of him. Cordiela and Wesley both began speaking at once.

"I'm going to stake him."

"He is the most insolent."

"Of all the rude."

"Okay hey, guys I lived with him for years I'm well aware of his faults." Angel said interrupting the tirade. "I told you he could be.annoying."

"We need to find him something to do." Willow said quietly from the corner.

"He seemed to have some thoughts on that." Cordiela said turning toward Willow.

Willow sat quietly as feeling her face heating up again.

"That's enough Cordy. Willow's right, he needs something to do." Angel said, not wanting the fighting to start between them too. Spike was going to be enough to handle.

"What ever."

"Willow, Spike implied he wanted to continue helping you guys fight. He wanted to control his demon, is he telling me the truth?" Angel asked.

"Yeah. I mean I think so."

"What can we have him do, during the day? Once it's dark he can patrol or something but during the day he hardly seems like the research type." Wesley asked.

"No reading a lot of text isn't going to help." Angel agreed.

"Cordy mentioned in her email that you guys were fighting some kind of law firm, maybe he could help with that?" Willow said.

"Not a bad idea he could go with me to Wolfram and Hart, I need to find out what Lindsey knows about Dru and Darla anyway." Angel said.

"Great and Willow can help us research here right?" Cordiela said anxious to be rid of both vampires.

"Sure." Willow said nervously.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

Willow was sitting at Cordiela's computer researching Wolfram and Hart for Cordy. They had all decided that since Willow knew the most about computers she should see if she could find anything they had missed over the last year.

"Finally they're gone." Cordiela said as she heard the door close in the lobby.

Willow jumped at the sound of the voice behind her. She had been so involved in her work she hadn't heard Cordiela come in the office.

"Oh, sorry Will. So find anything yet?"

"No sorry. Nothing you don't already know." Willow said turning from the computer.

"Why not quit for tonight we can talk." Cordiela said.

"Oh, all right. If you're sure?" Willow said turning off the computer.

"Angel works nights. I work days." Cordiela said as she headed into the lobby.

Willow followed Cordiela through the lobby into the kitchen in the back of the hotel. She took a seat on a stool and watched as Cordiela rummaged through the refrigerator looking for some food. Finally pulling out a cake she found hidden in the back and a couple sodas.

"Knew these were here somewhere." She said placing them on the counter next to Willow. "Want to watch a movie?"

"Okay." Willow said still unable to get over the change in her old nemesis.

They headed back into the lobby with the cake and sodas and sat down to find a movie on television.

"So why Spike?" Cordiela asked.

"Huh?" Willow responded not sure what the other girl was asking.

"I mean its Spike. Horrible killer, tried to kill you, me, Buffy, and pretty much everyone else at one time or another." Cordiela said.

"I didn't choose Spike. I mean, the night I was. well I was sitting in the park and he came by and helped me. I didn't have anyone else." Willow said quietly.

"No one else? Hello Slayer's best friend."

"I was so afraid, and ashamed. And if I went to Buffy or Xander they would have." Willow's voice trailed off as she felt the tears forming in her eyes.

"Ashamed, Will it wasn't your fault. You know that right?" Cordiela said, hurting for her friend.

"I know, but I still felt like I should have. I don't know, done something or known somehow." Willow said.

"You couldn't have known." Cordiela said.

The movie started and the two women sat together quietly watching the movie. Willow just not wanting to discuss this anymore and Cordiela not sure exactly what to say to her friend. When the commercial came on Cordiela turned to question the red head again.

"Okay so that night Spike was there and helped you. But why'd you stay? I mean it's been weeks." Cordiela asked.

"That first week, I didn't want to go. He was so kind to me, holding me when I was sleeping, comforting me in a way that he others wouldn't have or couldn't have. Then when the chip, he was sick I couldn't leave. I thought I was over the fear I really did, so went out and this guy asked me to dance and he touched my shoulder and I freaked." Willow said tears rolling down her cheeks. "He didn't do anything wrong, but I freaked. And now the nightmares are back."

"You're having nightmares?" Cordiela asked.

"Only when I'm alone." Willow said.

"That's why you wanted Spike in your room?"

"Yeah. I don't have nightmares when he's with me." Willow said wiping a tear from her face.

"You trust him?" Cordiela asked.

"Yeah. I really do."

"Do you like him?" Cordiela asked.

"Like like." Willow asked slightly confused.

"Yeah. Like like."

"No, I mean well maybe." Willow confessed. "Not like it matters, he doesn't feel that way."

"Are you sure?"

"Duh. Yeah, Big Bad Vampire likes mousy little witch." Willow said.

"God girl. Do you have any confidence at all?" Cordiela said, "He is so into you."

"Yeah right."

"He is. Even Angel could see it." Cordiela said.

"Great too bad I freak when ever someone touches me." Willow said dejectedly.

"But not when he does."

"I guess, but he has only been comforting me, I don't know if he. if we were to. I might freak again." Willow said.

"But maybe not." Cordiela said, "I mean he wouldn't push you or anything right?"

"No, I mean one morning before he got sick we. but when I got frightened he said nothing would happen unless I start it." Willow said.

"So start it." Cordiela said.

"Oh I can't." Willow said quietly.

"Sure you can." Cordiela said as the movie started again.
 

~Part 12~

"You told her to what?" Angel asked running his hand through his hair.

"You agreed that he acted like he." Cordiela began.

"But it's Spike!" Angel said angrily.

"I know who it is. You said he wouldn't hurt her. And he really seems to care about her and she likes him." Cordiela said just as angry, "So why shouldn't she?"

"Because it's Spike." Angel said not believing the girl didn't understand the problem.

"Think you could find a new argument?" Cordiela asked looking back to her computer screen.

Angel took a deep unneeded breath and counted to ten before speaking again.

"Do you remember what you learned about Spike, when you were in Sunnydale, or what you saw when he was here last year?" Angel asked more calmly this time.

"That he was completely devoted to the woman he loved, even enough to take on both you and Buffy to help her when she was sick." Cordiela said facing the vampire again.

"Right but what about the vicious killer part." Angel suggested.

"You're the one that said we should give him a chance to be good." Cordiela said.

"There is no way I can win this is there?" Angel said quietly.

"No."

"Fine I'm going in the kitchen then. Call me if you need me." Angel said and left the office.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

Willow was watching the sleeping vampire thinking about what Cordiela had said last night. Could she really do it? Start something with Spike. What if Cordiela was wrong about Spike liking her too, she couldn't stand the embarrassment of him pushing her away. If he didn't feel that way she could always say she was just seeing if she could handle letting a man touch her, and she knew he wasn't interested so she felt safe with him.

Spike could feel her watching him; she had been staring at him for a long time now. He considered opening his eyes and asking what she wanted but
figured that would only scare her away. He decided to just keep pretending to sleep and see what she was going to do.

Willow let her eyes move down along his body, he had the sheet pulled up over his waist but his chest was bare. It wasn't the first time she had seen his bare chest, after all she had been at his apartment sleeping next to him for weeks, but today she had this urge to touch him. She moved her eyes back up to his lips, thanks to Cordy; she couldn't get the idea of lowering her head and kissing him out of her mind.

Spike felt her hand settle on his chest, he felt the warmth searing his skin; it took all the control he had in him to stay still while she moved her hand over his chest, running down to his stomach stopping when she reached the edge of the sheet covering his waist. He could feel her breath on his face as she moved her face over his. Then he felt her lips touch his gently moving against his mouth. He remained still, wanting to pull her against him and deepen the kiss, but knowing she would bolt as soon as he did.

Willow let her hands move along his chest and stomach slowly feeling the muscles ripple beneath her touch. When he didn't wake up she began to feel more confident and slowly lowered her lips to his. Moving her lips over his gently not sure if she should be doing this. When she felt his lips part slightly under hers she increased the pressure on his lips hesitantly letting her tongue run along his lips.

Spike let out a low moan when her tongue touched his lips, opening his mouth further under her touch, when he felt her tongue move inside his mouth his arms came up around her, pulling her closer. He moved his tongue against hers teasing her pulling her tongue further into his mouth. He heard her moan against his mouth as he gently rolled them over so he was leaning over her without breaking the kiss.

Willow felt his arms come around her and knew he was awake. He was kissing her back, Cordiela was right, he did want her too. She felt him rolling them over as he kissed her, when she opened her eyes she saw him leaning over her she felt her body started shaking, she turned her head away from him as her hands pushed at his chest.

"Up. Move please." Willow said feeling the panic rising in her chest.

Spike pulled away from her and let her get off the bed.

"What's wrong?" He asked not sure what had frightened her.

"Nothing, I mean I don't know." Willow said her eyes filling with tears.

"I'm sorry Pet. I thought, well you were touching me then kissing and I." Spike began reaching for Willow.

"I know, I mean I did want. I thought we." Willow said moving away from his grasp.

"Okay. Maybe I moved faster than you were ready for." Spike said quietly.

"But you weren't I mean you were kissing me and." Willow said turning to look at the worried vampire.

"I know Luv, but at first you were in control and then I." Spike said his voice trailing off. "Why did you? I mean up until now you gave no sign that you."

"Oh god I was right you don't want to. I'm so sorry Spike. Cordy said you were and I should start." Willow said looking truly horrified.

"No I didn't say I didn't want. I was saying I didn't think you. The cheerleader told you to start what?" Spike asked.

"I told her that you wouldn't start anything that I had to start. And she said I should." Willow said.

"Understand something right now Red. I want you but I can wait. Don't let the princess or anyone else convince you to start something if you're not ready okay?" Spike said gently taking her chin in his hand forcing her to look at him.

"What if I'm never ready?"

"You will be." Spike said moving off the bed and heading for the bathroom, "And Red remember I'm more than willing to let you keep trying until you are ready."

Willow looked at the closed bathroom door and groaned, she really thought she could do this. It was Spike she trusted him, he wouldn't hurt her, who was she kidding she couldn't stand letting Xander hug her and she wasn't interested in him at all. She turned and buried her head in the pillow behind her, thinking about what had happened.  She smiled slightly into the pillow, he said he wanted her, and she had liked the kiss until.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

"Well." Cordiela said impatiently.

Willow had come down the stairs smiling and had been in the office for over an hour and still hadn't said a word. Cordiela knew something had happened; Spike had come down just before Willow and had been almost pleasant before going into the kitchen. She didn't like when people didn't tell her what was going on.

"Well what?" Willow asked glancing up from the computer screen.

"Did you start something? I know you did, you both came down grinning this morning." Cordiela asked.

"Nothing happened." Willow said nervously.

"Spill it Willow." Cordiela said watching her friend.

"I-I kissed him." Willow said quietly.

"And."

"I freaked." Willow said her face reddening.

"Oh, Will." Cordiela said moving closer to Willow.

"I told you it was a bad idea." Angel said from the doorway.

"Shut up." Cordiela said without looking back.

"You shouldn't have encouraged." Angel said.

"You heard the Princess, shut up Peaches." Spike said walking up behind the darker vampire.

"Don't call me. Oh you were on my side weren't you?" Cordiela said.

"I'm on your side that his opinion isn't necessary. I don't think you should push her though." Spike said.

"I didn't push her." Cordiela said.

"Hello, I'm right here." Willow said standing up, "For the record Cordiela didn't encourage me to do anything I didn't want to do, nor did she push me into something I didn't think I was ready for, and I am perfectly capable of making my own decisions."

"Sorry." The three friends said in unison.

"Great can you all leave now so I can work." Willow said.

Angel, Cordiela, and Spike all moved out of the office leaving Willow alone to work.
 

~Part 13~

"Spike get your skinny ass down here now."

Spike rolled over on the bed at the sound of the very angry voice coming from down stairs. Angel and Gunn had kept him out patrolling late last night. He had heard Willow leave the room hours before being careful not to wake him so he could sleep in. Now the Poof was yelling at him for god knows what. He wasn't angry last night when Spike had went to bed, and he hadn't seen him all day so Spike couldn't imagine what he had done to piss him off this time.

"Spike, if you don't come down here I swear I will come up there and stake you myself." The angry voice shouted again.

Spike pulled off his covers and grabbed his jeans. Whatever the problem was he better get down there because Angel didn't sound like he was kidding about staking him. Spike walked out of the door zipping his jeans as he walked.

"Spike." Angel shouted again.

"Quit shouting. What the bloody hell is so important to wake me up this early?" Spike said coming down the stairs.

"It's not early it's the middle of the afternoon. What exactly did you tell Buffy about where you were taking Willow?" Angel asked as Spike moved past him to the couch in the lobby.

"Buffy?" Spike asked putting his feet on the table in front of him.

"Yeah, you know, little blonde also goes by Slayer. Capable of turning us both into little piles of dust." Angel asked moving in front of the younger vampire.

"Well, I don't believe I told her anything, why?" Spike asked picking up a magazine.

"Nothing." Angel said grabbing the magazine, "You didn't tell her you were bringing her here?"

Spike regarded Angel for a minute, he was really angry. "No, why?"

"There was a call from her on the answering machine when I came down a few minutes ago.  She's been calling your apartment for days. She went over there this morning, couldn't find you or Willow. She thinks you kidnapped or killed her best friend." Angel said.

"Oh." Was all Spike said.

"Oh. That's all you can say?" Angel said still angry. "She wants to track you down and kill you. I can't believe you didn't tell her you were leaving."

"It slipped my mind.  It's not like she was around all that often since Willow's been at my place." Spike said, "I'll call her now and explain."

"Right because she would believe you." Angel said, "Willow's going to have to call."

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

Cordiela and Willow were walking through the mall, followed closely be Gunn. Cordiela had wanted him to drive them, and then decided he should probably follow them.  She said it was in case she had a vision or anyone bothered Willow, but he firmly believed it was because she wanted someone to carry bags for her. He had been following behind them for a couple hours now, listening to them discuss high school and the various
demon experiences they'd each had since Cordiela left Sunnydale. They were now moving on to discussing Spike. Or rather what exactly Willow should do to get over her fear.

"I can't believe you kissed him." Cordiela said as they entered yet another store.

"I can't either." Willow said, "I never thought I would have the guts to do something like that. Then I ruined it."

Cordiela watched her friend's face sadden at the thought of what had happened two days before. She knew Willow needed to get over her fear and that Spike wouldn't hurt her. She just couldn't think of a way to help her deal with this.

"You didn't ruin it." Cordiela said, "Okay well maybe you ruined that moment but that doesn't mean it's over."

"Yes it is." Willow said quietly, "After what happened I can't ever."

"Any one want my opinion?" Gunn asked moving closer to the two women.

"No." Cordiela said.

"I do." Willow said to her friend, "Hell I need all the help I can get."

"Don't force it." Gunn said, "I don't think you panicked because he kissed you."

"You don't?" Willow said skeptically.

"No, you panicked when you thought it would go beyond that." Gunn said. "You don't panic when he touches you right?"

"Right."

"But the only time he touches you really, is protectively or to comfort you when you're frightened." Gunn said, "Instead of jumping right into kissing, why don't you start with touching."

Cordiela raised her eyebrows as she looked back at Gunn.

"Not that kind of touching." Gunn said at her look, "I mean like dancing, holding hands when he's not protecting her from someone else, that kind of thing."

"Well." Willow said quietly.

Cordiela's mind was racing, Gunn had a point, Willow and Spike needed to get used to each other in a couply way. A plan was forming in her mind when her cell phone rang.

"Hello." She said grabbing the phone from her purse.

"Oh my god, what an idiot." She said after listening for a minute.

"Okay, I'll have her call right away." Cordiela said after another moment, "Bye."

"You have to call Buffy or Giles. Anyway someone in Sunnydale." Cordiela said handing Willow the phone.

"Why?"

"Spike didn't bother telling them he was bringing you here. A very angry Buffy left a message for Angel today that Spike kidnapped you." Cordiela said.

"Oh. Okay." Willow said dialing the phone.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

"Spike can I talk to you a minute?" Cordiela said gesturing toward the office.

"Nothing I would like more." Spike said following her into the office.

"I have a plan." Cordiela said closing the door behind the vampire.

"A plan for what?" Spike said, "Owning all the latest nail polish colors."

"Okay I'm trying to help you, but if you don't want Willow."

"Sorry, a plan?" Spike said his interest perking up a bit now.

"Yeah. Actually Gunn gave me the idea. He said Willow moved to fast. That she should start slower." Cordiela explained. "Anyway, a date, take her on a date."

"Dating." Spike said confused, "I'm 126 years old I don't date."

"Yes, but Willow is twenty, she does." Cordiela responded.

"What kind of date?" Spike said considering the possibility that the girl could be right.

"I don't know something simple dinner and dancing or a movie." Cordiela suggested.

"I'll think about it." Spike said.
 

~Part 14~

Willow sat on Cordiela's couch trying to figure out how she let her self be talked into this, or how Cordy had managed to talk Spike into it. A date with Spike seemed so weird. That thought made her laugh, living with Spike and sleeping next to him for the last month she didn't find weird but a date she did.

Six o'clock. Spike would be here to pick her up in an hour. She really needed to get ready; problem was she didn't know what for. Cordiela and Gunn had made all the plans and refused to tell her anything. Spike knew some of it, but only because they needed his credit card. She thought Angel must know something, but he wasn't talking. Every time the subject came up he just shook his head and walked away.

Willow walked into the bedroom and saw that Cordiela had left clothes for her to wear. She had definitely thought of everything. She left the bedroom and walked into the bathroom to take a shower.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

Spike jumped when he heard the knock on his door. When he turned he saw Angel coming through the door.

"Why the hell am I doing this?" Spike asked the older vampire.

"Love."

"Love, you think I'm in love with her?" Spike asked having not fully admitted it to himself yet.

"Spike you are one of the most impatient people I have ever known. Yet you have patiently taken care of and protected a girl who a few years ago you were trying to kill." Angel said quietly.

"I'm not that impatient."

Angel smiled slightly and raised one eyebrow.

"Okay maybe I am. Still doesn't explain why at my age I'm going on a date." Spike said.

"You want to help her. Cordy says this will help her." Angel said simply watching the younger vampire finish getting ready.

"I wish I knew what she planned." Spike complained.

"I thought you made her tell you."

"No all she would tell me was she needed my credit card to make limo reservations." Spike answered, "Do you know?"

"Sorry." Angel shrugged.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

"So are you going to tell me where we're going?" Willow asked after they were both seated in the limousine.

"Sorry Pet. I'd love to except I don't know." Spike replied.

Willow sighed and leaned back in the seat across from Spike closing her eyes for a moment.

"I don't see the point in this." She said finally, "Not that I don't want to go out with you because. It's just I'm fine with you, it's everyone else that
frightens me."

"Theory is you're fine with me as a protector but not as a man." Spike said, "At least that's the way I understand it."

"Okay." Willow said.

Spike looked around finding a bottle of champagne and two glasses, poured one for him and offered one to Willow. He sat quietly watching the nervous girl wondering again how he had been talked into this, and where they were going. His mind also wandered to whether or not this was something Willow really wanted or if it was something her friends had pushed her into.

Willow watched the vampire across from her with her eyes half closed not wanting him to know she was watching. None of this felt real to her. Spike seemed so calm, and she was so nervous part of her wondering if he was calm because he didn't care about this date like she did. If this was just something he was doing to get her better and back to her friends.

Both were startled out of their private thoughts by the door being opened. Spike stepped out and leaned in to help Willow out. As she stepped out she looked around her they were at the ocean. She could see a ship at the dock in front of them.

"Is this where?" Willow asked staring at the ship.

"Appears that way." Spike said taking her hand and leading her towards the ship.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

"They're where?" Angel moved the phone from his ear as the voice on the other end shouted at him.

"On a date Buffy."

"You let them go on a date alone."  Buffy said still not fully believing what she was hearing.

"They're a little old for chaperones. And it's not like they asked me first." Angel replied calmly.

"Who's brilliant idea was this anyway?"

"Cordiela's." Angel answered.

"God I should have known." Buffy said.

"They will be fine." Angel said. "Spike cares about her Buffy."

"He's a killer." Buffy said.

"Not anymore Buffy. He's been harmless, well a little obnoxious but that's to be expected." Angel said. "Now do you want Willow to call you when she gets back or not?"

"Yes." Buffy said.

"Bye Buffy." Angel said before hanging up the phone.

He understood Buffy's fears about this, he wasn't sure he was happy about it either but he didn't believe Willow was in danger.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

Spike had to admit he was impressed, the cheerleader had great taste, and she had booked them on a dinner cruise. He had set his menu aside and watched as Willow read the items on the menu trying to make a decision.

"It's not that hard Luv." He said quietly.

"Yes it is. Everything on here looks so wonderful." Willow said.

"Just pick something that appeals to you."

"What appeals to you?" Willow asked still eying the menu.

"Nothing on that menu." Spike said watching Willow closely.

"Oh, you don't eat food, and blood not exactly." Willow said.

"Not talking about blood either Luv." Spike said smiling.

"Oh." Willow said blushing.

"The waiter is coming this way, you better decide what you want." Spike said reaching across the table and taking her hand.

"Right." Willow said closing her menu, "I decided."

~ ~ ~ ~ ~ ~ ~ ~ ~ ~

"Do you think this date thing was a bad idea?" Gunn asked.

"Of course not. What could go wrong?" Cordiela responded.

"Oh, I don't know. She could freak again on a boat with no place to go but the ocean." Gunn suggested. "Or Spike could decide that the other passengers sound better than anything on the menu."

"That's ridiculous, besides this was your idea."

"My idea? I said they were moving to fast, start with holding hands and regular touching instead of kissing." Gunn said. "And next thing I know I'm
helping you plan a date for them."

"See your fault." Cordiela said, "Bye Gunn."

Gunn sat looking at the phone in his hand for a minute sure he would never understand Cordiela's logic process.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

"Wanna dance?" Spike said moving to stand next to Willow's chair.

"D-dance?" Willow said hesitantly.

"Purpose of this date is for you to get used to touching. Us sitting across from each other all night isn't going to do it." Spike said.

"Oh, right." Willow said standing up. <I knew he was only doing this to get me on my own again.> she thought as she took his hand.

Spike put his arms around her pulling her toward him as they walked on the dance floor.  He felt her immediately stiffen at his touch.

"Relax Pet." Spike whispered, "It's only dancing."

Willow nodded and tried to relax. She moved her arms around Spike's neck as they moved to the music. She sighed quietly willing her self to relax. Everything had been going so well, now she was tense again, she wanted to dance with him, so why was she acting this way. Her mind kept going to the thought that he didn't want to be here with her.  As the next song started to play she heard Spike whispering in her ear.

"What's wrong? You know I won't hurt you."

"I don't know. I can't help it." Willow answered.

"What are you thinking then?"

"Nothing." Willow said then looking up at the vampire, "No I'm thinking you are just here doing this to get me able to be alone, so you can leave."

Spike stopped moving pulling his body away from hers so he could look at her. Reaching for her face he turned her head so she was looking at him.

"Is that what you think?" He said angrily, "That I want to leave."

"Well yeah."

Spike let go of her face and grabbed her hand pulling her off the dance floor. He pulled her out to the deck and found a secluded spot where they could talk before turning to face her again.

"How can you think that?" Spike said.

"Well, I mean, you just seem so anxious for me to adjust." Willow said nervously.

"Because I don't like to see you afraid of your own shadow."

"But if I'm not afraid then you'll be free to leave." Willow said tears in her eyes.

"I've been free to leave anytime I wanted.  I don't have a soul remember, that means I don't feel guilty like Angel. I don't have that driving need to save people." Spike said.

"So why did you help me? Why did you stay?"

"You really don't get it do you?" Spike said watching her closely. He still found it hard to believe that she really didn't see that she could be loved and wanted for herself.

"Get what?" Willow said her anger starting to surface from beneath the tears, "That people feel like they have to take care of me, that no one really wants me."

"No one wants." Spike's voice trailed off as he reached for her.

Before Willow could react Spike pulled her against him, and lowered his mouth to her's kissing her roughly. He felt her gasp against his mouth before
opening her mouth under his, letting his tongue into her mouth. He pulled her closer against him, as he felt her arms move around his neck, pulling his head closer to hers.

Willow moved her hands into his hair pulling his mouth closer to hers, as she felt his tongue moving in her mouth tasting her.  She moaned against him as she felt his hands move to her hips pulling her against him. He lifted his mouth from hers, looking in her eyes for a moment before speaking.

"Do you still think I'm only here to get rid of you?" Spike asked.

"Uh, well." Willow said trying to catch her breath.

"Does it feel like I want to get rid of you?" Spike said pulling her closer.

"No. I'm sorry." Willow said stiffening slightly until she felt Spike's grip on her relax.

"Relax Willow. I'm sorry too, I shouldn't have done that." He said releasing her.

"But I didn't panic. Not really. You kissed me and I didn't get scared and run away." Willow said smiling.

"True." Spike said pulling her too him again, "Gives us something to work on anyway."

"Yeah, it does." She said pulling his head down to hers again.
 

~Part 15~

"Buffy, I'm sorry. I told you that already." Willow said into the phone. "I just didn't think about it."

Willow leaned back on the couch and listened to her friend for a minute. She was tired of listening to Buffy tell her how dangerous Spike was and how she shouldn't be in L.A. with him.

"Look Buffy I gotta go." Willow said interrupting, "I've got to get ready to go out."

"Another date with him?" Buffy said angrily.

"Not that it's any of your business, but no. Spike is bored and says he needs some violence so he's patrolling tonight with Gunn and Wesley. I'm going to some club with Angel and Cordy." Willow said.

"Oh, then I guess that's fine." Buffy responded sounding relieved.

"Fine." Willow started, "You know what, whatever. I gotta go." Willow said hanging up the phone.

~ ~ ~ ~ ~ ~ ~ ~ ~

Spike stalked through the streets of L.A. with Wesley and Gunn following close behind. The night had been very quiet which just seemed to make the vampire angrier.

"I thought we left the broody vampire home?" Gunn said turning toward Wesley.

"I do not brood." Spike said turning around.

"So what's this then? You haven't said two words since we left the hotel." Gunn replied.

"Just don't feel like talking."

"Perhaps if you." Wesley began.

"I said I don't want to talk I want to kill something." Spike interrupted as he starting walking again.

"It's not us he needs to talk to anyway Wes. He needs to talk to Willow." Gunn said following behind again as they headed toward the park.

"Willow?" Wesley questioned.

"Yeah. He needs to tell her."

"Tell her what? That I love her." Spike said facing the men again, "That would be just great. She doesn't love me. She can't I'm a vampire, a monster."

"It's been two weeks since you're date. You two have been all over each other, she's obviously past the vampire thing." Gunn said.

"Want and love are not the same thing." Spike replied, "Anyway you think Buffy would deal well with this, she's pissed over us being friends."

"I think given time Buffy would." Wesley began and stopped when he saw the scene Gunn was watching across the street. He knew the conversation would have to wait as they headed across the street.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~

"Why am I here again Cordiela?" Angel asked shouting over the noise in the crowded bar.

"Because you want me to be happy?"

Angel smiled and raised an eyebrow.

"You're here because Willow needs to get out and be around people again. Spike is too protective, I know its sweet and all, but no one in their right mind would get near her with him around. On the other hand until we're sure she won't panic if someone approaches her I can't take her out alone now can I?" Cordiela repeated for the hundredth time in the last twenty-four hours.

"I thought we wanted Willow and Spike together?" Angel asked.

"We do. But eventually she will have to allow other people near her." Cordiela said.

Angel nodded and watched the hall he had seen Willow go down looking for the restroom several minutes before. Just as he saw her appear near the bar a man approached the table.

"Want to dance?"

"Sure" Cordiela said rising from her seat. "Angel try and get her to dance 'Kay."

"I don't." Angel cut off his sentence realizing she had already left the table.

He focused his attention back on the red head making her way back to the table. Angel started to get up when he saw a man approach Willow. He watched as the man reached for Willow's arm, and she stiffened at the touch. Angel started to move toward them when he saw Willow pull her arm away and say something to the man that Angel couldn't hear then walk away. He sat back down and waited for the girl to get back to the table.

"I did it." Willow said when she saw Angel at the table.

"I saw."

"That man touched me, a stranger and I didn't panic, I just talked to him and walked away." Willow said excited by her progress.

"That is so great Willow. You really have come a long way. You're comfortable with us and now you're adjusting to strangers again." Angel said
encouragingly.

"Let's dance." Willow said standing up.

"I don't."

"C'mon I need to celebrate." Willow interrupted grabbing his hand and pulling him onto the dance floor."

~ ~ ~ ~ ~ ~ ~ ~ ~ ~

Spike followed Gunn and Wesley into the dark club, still not sure he should have let them talk him into this. Coming here to get Willow and telling her how he feels. What if they're wrong, what if she doesn't love him, then what? Gunn quickly spotted Cordiela sitting at a table and headed toward her, with the other two following.

As Spike walked toward the table his eyes were scanning the crowded club looking for the familiar red hair. His body tensed and he stopped walking causing Wesley to run into him, when he spotted her on the dance floor with Angel. Her head leaning on his chest as they danced to the song playing in the background, before anyone realized what he was watching he turned and fled the bar.

As Spike ran out the door, Wesley saw what the blonde vampire had been watching. He hurried over to the table and told Cordiela and Gunn. Cordiela went to the dance floor to get her friends. She quickly explained what happened as the group left the bar in search of the other vampire.
 

~Part 16~

The group rounded the corner into an alley before anyone spoke.

"Angel you know him better than anyone else, where would he have gone?" Wesley asked.

"I don't know this Spike. I know the Spike that was in Sunnydale with Dru but he's changed." Angel said, "And you don't want to know what the old Spike would be doing right now." He added quietly.

"We've got to find him. Now." Willow said, "This all my fault."

"No it's not Will. Spike over-reacted but we'll find him." Cordiela said hugging her friend.

"We need to Split up." Gunn said, "We'll find him faster that way. Girls why don't you head back to the hotel in case he goes there. And we'll take the streets."

The group separated, Cordiela and Willow taking Angel's car and heading to the hotel, while Gunn and Wesley went one way and Angel went the other to search for the missing vampire.

Spike watched the scene across the street. He was sitting in the bar across from the club. He couldn't believe this had happened. He let them talk him into believing Willow could really love him. At least he had found out the truth before he made a complete fool of himself. He didn't know what he was going to do now. Eventually he was going to have to face them again. <She was dancing with him> he thought. As he watched them talking in the alley he realized they were going to search for him. He decided to go back to the hotel and get his stuff while they were out searching, that way he wouldn't have to face them.  He finished his drink and headed out the door quickly.

~ ~ ~ ~ ~ ~ ~ ~ ~

Willow and Cordiela were sitting in the office waiting to hear from the men when they heard the front doors open. Cordiela looked through the small window and smiled as she saw the blonde vampire heading for the stairs grumbling to himself. Willow started to move to the door to go after Spike when Cordiela grabbed her arm.

"Wait for a minute Willow." Cordiela said. "If you go out there now he's going to run."

"What do you suggest then." Willow said quietly knowing the other girl was right.

"Give him time to get upstairs where he can't get away until he listens to you." Cordiela said.

~ ~ ~ ~ ~ ~ ~ ~ ~

Spike went into the bedroom he had been sharing with Willow since their arrival, grabbing a suitcase from the closet and throwing it on the bed.  He quickly went back to the closet grabbing his clothes and tossing them into the suitcase. His mind kept wandering back to the club, and the thought that Willow didn't love him. In his distraction he didn't hear the door open and close behind him.

"Spike." Willow said quietly her eyes going from the vampire to the suitcase.

"I'll be gone in a minute." Spike said grabbing more clothes from the dresser.

"Why?"

"Why should I stay?" He responded.

"So that's it then." Willow said angrily. "Just assume that you saw what you thought you saw, and don't even bother letting me explain."

"I know what I saw." He said quietly.

"Great, so tell me. Because obviously I don't." Willow said sitting on the bed.

"You and Angel were." Spike turned his back to her.

"Dancing Spike. We were dancing."

"Yeah."

"So what?" Willow said.

"I went there to tell you. Bloody hell, forget it."

"No I don't want to forget it. I want to know why you got this angry, angry enough to leave without saying good-bye because of a dance."

"You were dancing with Angel." Spike said.

"Yeah I was, would it have been better if it had been a stranger." Willow said becoming confused.

"Yes, No. Damnit I don't know." Spike said sitting down on the bed.

Willow turned facing Spike, waiting for him to look at her before she spoke again.

"When we go back home, odds are I will dance with Xander, or Riley. Are you going to react this way then too?" Willow asked slowly.

"I don't know. Maybe I'm not going back with you. You don't need me now." Spike said quietly looking away from her.

"Spike, dancing with Angel was nothing, I wanted to dance he was there, it has nothing to do with you." Willow said moving closer to the vampire. "If I dance with Xander or Riley, it's just a dance. It doesn't mean I don't love you or they don't love Anya and Buffy."

Spike looked up and stared at the red head for a minute, not sure he heard what he thought he heard. He reached out and turned her head toward his before speaking.

"What did you just say?"

"Xander and Riley love Anya and Buffy?" Willow replied.

"Before that. Did you say you loved me?" Spike asked hesitantly.

"Uh, yeah I guess I did." Willow said quietly turning away, "Sorry, just wasn't."

"No, don't be sorry, Willow I love you too." Spike said, "That's why we were at that club tonight, for me to tell you."

Spike was cut off by Angel's voice calling Willow in the lobby.

"Damn." Spike said under his breath.

"We need to go down, they've been out looking for you." Willow said.

"Let's go then. But later we talk." Spike said standing up next to Willow.
 

~Part 17~

"Ready for this Luv." Spike said turning to face Willow.

Willow sighed and looked at the Magic Shop in front of them. She knew she couldn't put this off any longer. They had hidden in L.A. for too long. She needed to be here in Sunnydale, her friends needed to understand that Spike was a part of her life and they couldn't stop that. She had talked to both Xander and Buffy several times while in L.A. and they weren't exactly being supportive but maybe if she were here they would adjust better. It also helped that Angel told them they were welcome to come back if it didn't work out back here.

"Yeah." Willow responded.

"It's not going to be easy." Spike said taking her hand.

"When is it ever?" She smiled and leaned to kiss the vampire quickly before getting out.

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

Buffy had gathered everyone at the Magic Shop to wait for Willow's arrival. She had called from L.A. to say they were coming home and needed to talk to all of them.

"I don't see why we all have to be here." Anya said annoyed.

"Willow said she needed to talk to all of us." Buffy said.

"Hopefully its to tell us she came to her senses and dumped Dead boy Jr." Xander said stifling a yawn.

"This exactly the kind of comments we can't have." Giles said looking at Xander then at Buffy. "Willow has been through a lot, she needs our support no matter what her decision regarding Spike.  I've talked with both Angel and Wesley they both say that Spike very much loves Willow."

"He's dangerous Giles." Buffy said.

"We all know Spike well enough to know that when he wants something he stops at nothing until he gets it." Giles said. "We also know that he will protect something or someone he cares about at all costs. I also think Willow is a smart girl. She knows all about Spike's past if she feels he's changed we should give him a chance."

"Thank you Giles." Willow said from the doorway.

"Will." Buffy and Xander said in unison, both moving to hug their friend. Xander hesitated when he reached her afraid of her reaction.

"It's okay Xander." Willow said reaching for her friend.

"Great, I'm tired can you tell us what ever it is that you wanted to so we can go home." Anya said from the table.

"Okay." Willow said following her friends to the table.

"Yeah Will what are we here for?" Buffy asked.

"I wanted to talk to all of you because I want you to know that I love Spike," Willow said reaching behind her and pulling Spike next to her, " And Spike loves me."

"Willow he's a." Xander began.

"Not anymore." Spike said angrily. "I haven't killed anyone in well over a year. Nor do I plan to. I do love Willow; we are going to be together. She wants all of you to be a part of her life, so I guess the question is can you deal with me or not?"

"Will?" Buffy said looking at her friend.

"He's right. If you guys can't deal, we can go back to L.A. and work with Angel." Willow said.

"What about school?" Xander asked.

"They have colleges in L.A." Willow responded.

"Well I say we give him a chance." Anya said moving to stand by Willow and Spike.

"Anya!" Buffy and Xander both said in shock.

"What?" Anya said, "You all gave Angel a second chance. You gave me a chance; I mean I could get my powers back. Spike has helped us, Willow trusts him, so does Angel and Giles thinks we should give him a chance. Besides if he shows any signs of returning to what he was before Buffy can always stake him right?"

Buffy and Xander sat quietly for a minute looking at each other, obviously outnumbered and Anya was right Buffy could always stake him if necessary.

"Well?" Willow said hopefully.

"All right, Will. I'll try." Buffy said hugging her friend then looking toward Spike, "If you hurt her."

"You'll stake me. Wouldn't expect anything less." Spike responded.

"Me too." Xander said hugging Willow.

"Can we all go home now?" Anya asked.

"Yeah. I think we should." Willow said, "I'll see you all tomorrow."

The end.

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