Spike paused outside the Magic Box with the axe tucked under
his arm to light a cigarette, then followed Willow to where she was
now leaning against the car, waiting for him after putting her book
bag on the floor in the backseat.

"Do you, um, want to drive somewhere, you know, centrally
located, like the, um, cemetery on Oak.  We could start there and
work our way back around...," she trailed off as Spike just looked at
her through the smoke.

"Never mind," she pushed herself off of the car and started
to walk away, "stupid idea."

"Red!  Wait a minute!" Spike grabbed her arm and hauled her
back.  "It wasn't a stupid idea, just took me by surprise is all.
Can I smoke in the car?" he took another drag off of the cigarette he
held between his fingers.

"Uh, probably not a good idea.  Never know when my parents'll
come home and want to use the car.  I'd never be able to explain the
smell of cigarette smoke," she looked up into deep blue eyes staring
intently at her and finished breathlessly, "in the, um, car."

"Right," Spike dropped the cigarette to the sidewalk and
crushed it under his boot.  He tried the door handle and found that
the door was locked.

"Ya gonna let me in?" he asked.

"Oh, yes, right, of course," she fumbled in her jacket pocket
for the keys and stepped up to the door.

Spike moved behind her, lay the axe on the roof of the car
and placed both of his hands on the car to either side of her,
trapping her between the car and his body.

"Spike?" she squeaked.

"Mmm hmm?" he responded as he sniffed her neck.

"Wh-wh-what are you doing?"

"Makin' ya nervous?" he asked, his breath tickling her neck.

"A little," she said, "but mostly, you know...," she licked
her lips nervously.  "You, um, you do know, right?"

"Oh, yeah," he smiled into her neck as one hand slipped
beneath her jacket to cup her breast, the scent of her arousal thick
in the night air.

"Oh, goddess, Spike," she fell back against him and dropped
the keys, both hands going around behind her to grip his hips.  Spike
ground his growing erection into her ass as both hands kneaded her
breasts.

Suddenly he stepped away from her and, supporting her with
one hand on her lower back, bent down to pick up the keys.  "Here ya
go, Red," he held them out to her.

"Spike!" Willow whined breathlessly as she stared at the
keys.  "That's just...mean."

"Sorry, luv, can't shag ya in front of the Watcher's shop,
now, can I?" he leered at her as he dangled the keys in front of her
face.

"No, I guess not," she reluctantly admitted.  "But, I don't
think I'm going to be able to walk around the car, much less drive
it."

With a self-satisfied smirk Spike unlocked the door and
helped Willow in.  "Slide over," he told her and placed the axe on
the floor when she had complied.

Spike walked around the car and climbed into the driver's
side.  "Ready for a spot o' violence?" he asked as he turned the key
in the ignition.

"Not exactly," Willow pouted and Spike laughed.

"S'not funny," she slapped at his chest as he put his arm
around her shoulder.  Snuggling against his side she laid her head on
his shoulder while her hand continued to rub his chest.

A couple of minutes later Spike pulled into the cemetery
parking lot located off of Elm Street and turned the key off with his
left hand.  Leaving the key in the ignition he placed his hand on the
steering wheel and turned to face Willow.

"Red?"

"Hmm?" she ran her hand up his chest to his throat.

"We're here."

"Mmm hmm," she slipped her hand behind his neck and tipped
his head down to hers as she lifted herself up onto her knees.  Her
lips captured his as she straddled his lap.  She knocked his hand off
of the steering wheel with her hip and he laid his hand on her lower
back, his other arm still wrapped around her shoulders, his hand
buried in her hair.

She lifted her lips from his, trailing kisses along his jaw
to his ear as she ground her crotch against his hardening
erection.  "You told me you weren't a tease, Spike," she
whispered.  "Prove it," she bit his earlobe before moving back to his
mouth.

Spike's hands were all over her as she deepened the kiss.
>From the back of her head, down over her back to her bum and back up
again.  Then his hands were inside her sweats, cupping her bare bum.

"Bloody hell, Willow," his hands clenched the round
globes.  "No knickers...again?" he tried to smirk.

"They'd just get in the way," she pulled his shirt out of his
jeans until she could feel his cool flesh against her hands.

"Bloody right!" he moved one hand around to her stomach and
lifted her up so that he could slip his hand between her thighs, his
fingers between her slick folds.

"Spike," she moaned in his ear, pinching his nipples as she
rode his hand.

With a sudden move Willow was on her back and Spike was
pulling her sweat pants down.  With one hand he pulled the sweats off
of her leg, taking her sneaker with them.

Willow's hands were busy unfastening Spike's jeans.  As soon
as he was free he pushed her hands away from him and with a single
thrust buried himself in her tight heat.  Her hands grabbed at his
shoulders, fisting in his duster as her legs wrapped around his waist.

He'd been thinking about sinking between her thighs since
last night, when he'd pulled out of her in the storage room at The
Bronze, and the reality of it was better than he remembered.  The
intensity in her eyes burned him, begged him for more.

The car rocked with their joining and their screams of
pleasure sent more than one vamp scurrying for cover, certain that
this was one thing that went bump in the night that they didn't want
to encounter.

***

When Spike was finally able to move he lifted his body off of
Willow and she moaned at the loss of contact.  He knelt on the seat
between her legs and began to tuck himself back inside his jeans.

"Wait!" Willow stopped him.  "Grab my bag first, will you?"

Spike reached over the back seat and pulled Willow's book bag
into the front.  While he held it Willow reached inside and pulled
out a small plastic box.  "Okay," she said.  "Thanks."

"What's that?" he said, dropping the book bag on the back
seat as he watched her open the box.

"Wipes," she handed him one.

"Wipes?" he stared at it as if it might bite.

"Yeah, I thought, you know, that I should be prepared for,
well, this," she indicated their current position as she pulled out
another wipe and began to clean off her thighs.

"What're ya now, a bleedin' girl scout?" Spike asked as he
cleaned himself up and then fastened his jeans.

"I thought that was the boy scouts," Willow replied absently
as she pulled her sweat pants back onto her leg and up over her hips.

"Whatever," Spike said as he grabbed the keys out of the
ignition and crawled out of the car, dragging Willow after him by her
legs.

"Spike!" she giggled as he dropped her feet to the ground and
she tried to sit up.

"Wait," he instructed, "grab my axe."

Willow reached back and grabbed the axe, handed it to Spike,
then took his hand and let him help her out of the car.  Spike hit
the lock button, closed the door and stuffed the keys in the front
pocket of his jeans.

"Let's go, Red," he took her hand and they walked into the
cemetery.

***

"What were you like?  Before you were turned?" Willow asked.

"A bloody ponce." Spike said.

"No way," Willow disagreed.  The night had been slow on
slayage.  They were on their sixth cemetery, and had only come across
two fledglings and one hunting vampire, so Willow had decided to pick
Spike's brain.

"Way.  A bleedin' wanker."

"What did you do?"

"Whadda ya mean?"

"Did you have a job?  Were you independently wealthy?  What?"

Spike was silent and Willow thought he wasn't going to answer
her and then he finally
said, "Clerk."

"Clerk?" he nodded.  "What kind of clerk?"

"Kept ledgers and such."

"You mean like an accounting-type clerk?" her eyes were wide
with wonder as he nodded.

"You, um, you liked numbers?  Math?"

"Didn't like it so much as I was good at it," he qualified.

"What did you like?"

"Hmm?"

"If you didn't like numbers, what did you like?"

This time the silence stretched so long Willow was afraid he
was never going to talk to her again.  Finally he said, "Vampires.
Three of `em.  Eleven o'clock."

Willow swivelled her eyes without moving her head and could
just make out the shadows in the bushes surrounding a large
mausoleum.  "Got `em," she said as they continued walking, pretending
they were blind to the vampires' presence.

Just as they passed their hiding place, the three vampires
jumped out at them.  Spike pushed Willow out of the way, whirled
around and swung his axe at them, scattering them, then kicked out at
the nearest one.  It fell down and Spike moved on the other two.

The two vamps came at him from either side and Spike kicked
at one while he punched the axe at the other.  The one he kicked went
down, but the other one grabbed the axe handle and held on.  Spike
twisted his body around and kicked the vamp he was connected to by
the axe then, grabbing the axe handle with both hands, smashed it in
the head.  While the vamp was dazed Spike reached into his duster
pocket and pulled out the stake he had lifted from Willow.

While Spike moved on the two upright vampires Willow stepped
toward the vampire he had knocked to the ground.  It was starting to
get back up and Willow launched a kick at its head, then pulled the
stake out of her pocket.  The vampire was only stunned momentarily.
When it recovered it grabbed her arm and pulled her toward it.
Instead of fighting against it Willow used her forward momentum to
her advantage and placed the stake between their bodies.  As the
vampire pulled her against it to position her for the killing bite
the stake pierced it's heart and it erupted in a cloud of dust.

Yay me, Willow was thinking when she was suddenly grabbed
from behind.  "Spike!" she tried to scream around the hand closing
off her throat and her air as she kicked back at her attacker.

Spike had just dusted his second vampire when he heard
Willow's strangled cry.  He turned around to see her in the clutches
of a very hungry, albeit, very stupid, vampire who had snuck up on
them while they were fighting.

"Whadda ya think you're doin', mate?" Spike casually asked.

"She's dinner," the vampire growled.

"Well, she is a right tasty morsel," Spike agreed and saw
Willow's green eyes go wide, "but you've got one thing wrong."

"Oh, yeah?  And what's that?"

"She's mine," Spike growled and morphed into game face.

"She's not marked," the vampire argued.  Willow used the
vampire's distraction with Spike and jammed the stake she still held
into it's leg.

"Bitch!" it yelled in pain as it's grip tightened around her
throat.

"She's mine!" Spike jumped at the two of them and grabbed the
vampire's throat, locking them in a Hellmouthy Willow-sandwich.  With
a smirk he brought his other hand around and staked the vampire in
the back, catching Willow as the hand around her throat dissolved.

Willow knelt on the ground holding her throat as she gulped
in large lung-fulls of air.  She looked at Spike with accusing eyes.

"What?" he asked around his fangs.

"Tasty morsel?" she rasped.

"Well, ya are.  Told ya so before," he tried to waggle his
eyebrows, then realized that he was still in game face.  He shook his
head and brought his human face forth as he stood.  "You alright?" he
took her arm and helped her back to her feet.

"Will be.  Did he bruise me?" she lifted her chin and Spike
examined her neck.

"Not yet," his finger traced the red marks, "but it looks
like they'll be nasty tomorrow."

"It hurts," she whined.

"Want me to kiss it, make it better?" Spike leaned down,
placing butterfly kisses along her neck and Willow giggled.  "There,
better?"

"Mmm, much," she agreed with a smile as she took his hand and
pulled him through the cemetery.  They still had a lot of town left
to patrol and she wanted more Spike kissage.

***

"So, what did he mean, I'm not marked?" Willow asked.  Action
on this side of town was even slower than earlier in the evening and
Willow had started asking questions again.

"There's no bite marking you as mine," Spike replied.

"But you bit me!  You bit me lots of times.  Well, alright,
twice, but still."

"Different kinds of bites," he stopped walking.  Touching the
spot above her breast where he'd bitten her Spike said, "Love bites.
Shallow, for pleasure."

"Uh huh," Willow felt moisture at her core as Spike spoke
those words.  Love bites...pleasure.  "A-a-and the other?" she
managed.

He gently touched her neck, "Deeper.  To mark, for
protection, to claim."

"Pro-protection?" she found it hard to speak.

"Other demons would know you're mine and would be warned to
stay away from you or be answerable to me."

"Ah.  And, uh, cl-claim?  What does that mean?"

Despite the fact that he didn't need to breathe, Spike's
chest was rapidly rising and falling.  "It means," he dropped the axe
and backed her up until she hit a tree, "mine...together...forever,"
he ran his fingers through her hair.

"N-not dead, right?"

"Not dead."

"Y-you didn't mark me?"

"No," he tilted her head and licked her neck over the pulse
point.

"Wh-wh-why not?"

"`Cause I didn't think ya were ready, little girl.  But
that's gonna change tonight," he grabbed her skin between blunt teeth
and Willow began to mewl.  He shoved his leg between hers and she
rubbed herself against him.

"Y-you think I'm ready *now*?" her voice rose as her body
neared it's release.

"I'm gonna protect what's mine," Spike morphed and nipped at
her neck, drawing a minute amount of blood and licking the lust-
filled drops from her skin as his hands grabbed her hips and lifted
her, grinding his erection against her swollen mound as he licked the
wound in her neck.

"Spi-ike!" she cried as her arms wrapped around his neck, her
legs around his waist, and she climaxed.

"Willow!" he cried against her neck as he followed her.

They continued to lean against the tree until Willow's
breathing slowed and Spike had enough control over the demon to put
on his human face.  Spike pulled away from the tree and Willow
tightened her grip around his neck and waist, burying her face in the
crook of his neck.

"Don't let go," she whispered.

"I won't let go," Spike told her as he picked up the dropped
axe and carried her back to the car.  Sod patrol.  As far as he was
concerned, getting Willow home, where he could mark her without fear
of a demon or two sneaking up on them, was more important than
finishing patrol this night.

Spike put Willow on her feet when they reached the car,
keeping his arm around her shoulders, so he could get the car keys
out of his pocket.  He unlocked the door and helped her in, watching
her slide across the seat to the middle before laying the axe on the
floor.

Thank the goddess Spike had carried her to the car, Willow
thought.  Her legs still felt rubbery.  And it wasn't just from the
orgasm, which had been great, don't get her wrong, but also from the
way he had talked about biting her.  Love bites and claiming bites;
pleasure and protection and together forever.  Oh, and the not dead
part.  Bonus, she giggled to herself.

She was already pressing her thighs together in an attempt to
generate friction by the time Spike got around to the driver's side
door, but she managed to lean over and unlock the door for him.
Spike climbed into the car and looked at her sharply.

"Red?" he drawled.

"Hurry, Spike," she whimpered as she pressed her body against
his arm.

By the time Spike pulled the car into the driveway of
Willow's parents' house he was ready to shag her again right there in
the front seat of the car.  The entire ride home she had been
nibbling on his jaw and neck, licking him and planting little kisses,
with her breasts pressed tight against his arm.  Her hand had been
busy massaging him through his jeans until he was so stiff he thought
he'd bust the zipper.

She had unbuttoned his jeans and he'd just managed to stop
her from unzipping them and releasing his straining erection.  He
knew that if he weren't still confined in his jeans he'd lose all
control and take her right there.

He parked the car and only through great strength of will
managed to turn off the ignition, pull Willow from the car and lock
the doors before picking her up in his arms and carrying her to the
front door.  She showed him which key was the house key and he
unlocked the door, swinging it wide open.

"Invite me in, baby," his voice was husky with suppressed
desire.

"Come in, Spike," she wrapped her arms around his neck and
kissed him as he carried her over the threshold.  Spike kicked the
door shut behind them and started up the stairs.

"Which way?" he asked as he reached the top of the stairs.

"That way," she whispered, raising her arm to point as her
tongue outlined his ear.

Spike shoved her bedroom door open with his booted foot,
kicked it shut behind them, and tossed Willow onto the bed.  She
giggled as she bounced, then moaned as she watched Spike undress with
an urgency that matched her own desire to have him inside her again.

He shrugged his duster off and tossed it on her desk chair.
His t-shirt came off and joined the duster.  Sitting on the bed, he
bent down to untie his boots and Willow knelt behind him, running her
hands and mouth over his back and neck.

"Willow," he moaned as he leaned back into her.  She ran her
hands over his shoulders and down to his chest, her teeth nipping at
the skin of his neck.

"Bloody hell," he arched his back as Willow's teeth plucked
at his flesh.  He kicked his boots off, stood up and turned around to
face her.  He unzipped her jacket and stripped it down her arms, then
lifted the dagger sheath over her head, tossing both items on the
chair.  Her unfettered breasts gave a tantalizing bounce as Spike
freed them from the tank top, which he tossed over his shoulder.

With a groan he pushed her backward onto the bed, attaching
his mouth to a puckered nipple as his hands worked frantically to
remove her sneakers and sweat pants.  Her hands were equally busy,
clutching the back of his head, roaming over his back, attempting to
unzip his jeans.

Spike pulled away from Willow, pushed her thighs apart and
buried his face in her center.  He was licking and sucking and biting
and soon Willow was bucking beneath him, moaning incoherently,
begging him to make her cum.  Blunt teeth closing on her clit brought
her to orgasm and Spike drank her sweet juices.

Before Willow had recovered Spike climbed off of the bed and
shed his jeans, then climbed back between her thighs, positioned
himself at her entrance and thrust into her.  The feel of her tight,
wet, hot body surrounding him was like heaven.  It was like coming
home.

Spike pumped into her as his tongue and lips worried her
neck.  As her nails dug at his back Willow pulled herself up and
latched onto his neck with her teeth.

"Willow!" Spike screamed her name as she bit him hard enough
to break the skin.  She lapped up the blood that seeped from the
small wound, then sucked on it and felt Spike's ridged forehead
against her neck.

Willow tilted her head to give him better access and when she
was writhing beneath him Spike slid his fangs deep into her skin and
she screamed with the pain of it.  He began to draw the nectar that
was Willow's blood out of her and her screams turned to those of
passion and release as they both flew over the edge.

"Mine," she heard Spike growl against her neck through the
haze clouding her mind.

When Willow's thoughts cleared she realized that Spike was
still lying on top of her with his face buried in her neck, his
tongue licking the bite.  It felt so right to have him here, in her
home, in her bed, still inside her.

"Spike?"

"Mmm hmm?" he murmured without lifting his head.

"That was...well, I can't think of a word good enough to
describe what that was," she said breathlessly, "but I saw
stars...and twinkly lights...Spike?"

"What, baby?" he continued to lick her neck.

"I've never...I've never felt the way you make me feel."

Spike looked up with blue eyes and saw tears in Willow's
green.

"Don't cry, Red," he brushed a tear off of her cheek with his
thumb.

"I don't mean to, I just...I can't help it.  I feel so much,
here," she lay her hand over her heart, "I feel like I'm going to
explode with it."

"I can help with that," he pressed his hips against her.

"Already?" she moaned, her head falling back as he brushed
her sensitive clit.

"Always," Spike corrected as he lightly kissed her lips.  "I
can't stop thinkin' `bout you, Red.  I want you.  I *need* ya," he
began to thrust harder, faster and Willow pulled his head down to
hers.

***

Willow woke up the next morning and stretched, then moaned as
her sore muscles protested.  She blushed as she remembered why her
muscles were sore and realized she had to get over that if she was
going to be with Spike or she'd be blushing constantly.  She rolled
over to look at the sleeping vampire in the bed next to her.  He was
lying on his stomach, his head buried in the pillows, his arms above
his head, hands under the pillow.

Propping herself up on her elbow, Willow reached out with her
other hand and lay her fingertips softly against Spike's back,
tracing his spine.  He was so white.  So still.  So darn sexy, with
all those muscles, to hold her, to protect her, to touch her...

With vampiric speed Spike pushed Willow onto her back and lay
on top of her, "Mornin', Red."

"Morning, Spike," she squeaked.  "Y-y-you're awake."

"Mmm," he sniffed the air.  "Smelled breakfast," he smirked
and her breath quickened.  "Thinkin' `bout me, were ya?"

"Y-y-yes," she stuttered as his tongue traced the bite on her
neck.  "I'm a-always thinking about you."

"S'only fair," Spike said as his hand trailed down her side
to her hip, "since I'm always thinkin' `bout you."

"Spike, what, um, what did you mean about breakfast?"

Spike stared into her eyes as his hand moved over her belly
and slipped between her thighs, this fingers sliding between her
folds, watching her eyes darken as realization hit.

"Oh!  Oh, goddess," her eyes rolled back.

Spike pushed himself off of Willow and knelt between her
legs, his fingers still moving inside her.  He lifted her leg and
placed her foot on his shoulder, then bent his head toward her center.

"Get ready ta scream, little girl," he smirked just before
his tongue touched her, and she did.

The next time Willow opened her eyes she didn't even try to
move.  Spike was curled up next to her, his head pillowed on her
shoulder and he noticed the change in her breathing.

"You alright?"

"What did you do to me?" she asked softly, slowly.  Her body
felt like a big puddle of melted...flesh?  Ew, that was too gross.
Melted...gold.  All hot and shiny and...melted.

"Did ya like it?" he ran his finger around her belly button.

"Oh yeah!" Willow moaned.  "But, I can't walk.  If you do
this to me all the time, I'll never be able to get out of bed," she
complained.

"An' the problem wi' that is?" his finger dipped into her
belly button.

Willow thought about it.  "School, research, food...showering
will eventually become an issue...and, oh, yeah, Buffy coming to look
for me," she smiled slyly.

"Aw, Red, did ya have ta go an' bring up the Slayer?" Spike
whined.

Willow smiled up at him.  A big happy smile that she couldn't
keep inside anymore.  Goddess, he was beautiful.  She lifted her arm
and brushed his hair off of his forehead, then ran her fingers
through his hair.

"Spike," she looked deeply into his blue eyes, "you're
beautiful."  She ran her hand to the back of his head and pulled him
toward her, lifting her own head to meet him.  "And I think I'm
falling in love with you," she kissed him lightly, then slipped her
tongue into his mouth to caress his.

She pulled back and looked at him.  His eyes were dark and
stormy and she couldn't tell if it was because of her kiss or because
she'd scared him to death.

"Don't say anything," she put her finger across his
lips.  "Just hold me."

He pulled her against him and rolled over onto his back,
bringing her with him so that she was cuddled up against his side,
her head on his shoulder, her hand rubbing his chest.  Spike reached
out and took her hand in his and held it.  Bloody hell, he thought,
he surely was love's bitch, no bleeding doubt about that.

***

The ringing of the telephone pulled Willow out of a deep,
satisfying sleep that was allowing her body to recover from Spike-
loving.  She rolled over and picked up the phone.

"Hello?"

"Hey, Will," Buffy called cheerfully over the phone.  "Were
you still sleeping?"

"Uh, no," she lied.

"You big fat liar!" Buffy cried.  "You were so still
sleeping."

"Alright, you got me.  I was still asleep," Willow
laughed.  "What's up?"

"I wondered if you were up for some company," Buffy said.

"Uh, company?" Willow repeated as she looked over at Spike's
still form.

"Yeah, Riley took his mother to the airport and they wanted
some mother-son time to say goodbye, so I'm kind of at loose ends and
I was hoping you'd be willing to forego studying to hang.  Of
course," she teased, "I also expected you to be out of bed already!"

"I'd love to hang, Buff, but I'd really rather not do it
here, if you don't mind.  You know, get out of this, um, empty old
house.  What time is it?"

"Almost eleven."

"Okay, why don't you let me shower and we can go out for
lunch.  I'll even pick you up, `cause I've been driving my parents'
car."

"Did you get your license?" Buffy asked.

"Yes!  But I do need to have it looked at if I'm going to
keep driving it.  It's been off the road for a while and probably
needs...I don't know, fluids or something.  What mechanic do you use?"

"Bob's Auto Repair on Main.  I'll get you the number and give
it to you when you get here, okay?"

"Thanks, Buffy.  I'll be there in half an hour, okay?"

"`Kay, see ya soon, Will."

Willow replaced the phone and rolled back over to see Spike's
amber eyes staring at her.  "Goddess!" she grabbed her chest then
smacked his forehead.  "Don't scare me like that!"

"Leavin'?" he asked with a smirk.

"Yes," she leaned down and kissed his cheek.  "Unless you
want me to invite Buffy over here."

"Bloody hell, no!"

"I won't be gone long," she kissed his lips.  "You get some
more sleep.  I'll pick you up some blood while I'm out," she pulled
back and Spike tightened his arm around her waist.

"Don't go to Willy's," he sounded worried.  "Get some outta
my crypt."

"I can take care of myself," Willow protested.  "Besides,
it's daylight."

"Please," Spike said and Willow thought her chest would
explode.  She'd never heard him say `please' before and he was
worried about her and, though he didn't say it, Willow realized that
he just might be falling in love with her, too.

"Alright," she agreed and let him pull her back for another
kiss.

"Red," he said when they separated, then hesitated.

Willow looked into his eyes and smiled, "I know."

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