~Part: 1~

Spike was out wandering the mostly deserted streets of Sunnydale.  Giles was otherwise occupied for the third night in a row. *Bloody hell!  How many times did the man need to shag that British girlfriend of his anyway?*

It wasn't exactly like he'd told Spike to leave the apartment - Giles had actually told him to stay downstairs and watch the telly while he and Olivia
went to discuss something upstairs - but Spike was no fool.  Knowing exactly what they were 'discussing,' he'd be damned if he'd stick around, and listen to their muffled cries of passion as he'd been forced to the past two nights.  He knew from previous experience that they wouldn't be back
downstairs till late the next morning, so they'd never miss him, and he could sneak back into the apartment before dawn.

The question was what to do with himself?  He couldn't kill or even hurt anything thanks to the rotten chip lodged in his head, courtesy of those
blasted soldier boys.  Thinking he'd go spend the evening over at that bloke Xander's, he had quickly nixed that idea upon arriving there, and peeping through the basement window only to spy the wanker in bed with his girlfriend, Anya.

Seemed like the whole world was busy shagging except him.  Not that he could blame any of them, cause it was a damn nice pastime.  Looking up and realizing that he was on campus, he decided to go bother the Slayer and her little red headed friend over at their dorm room.  Not his first choice for an evening's entertainment, mind you, but it was better than wandering around aimlessly all night.

Willow looked up from her bed where she was propped up reading a spell book. Someone was knocking on her dorm room door, but who in the world could it be?  Most of the dorm's occupants had already left to go home for the holidays.  Buffy was staying over at her mom's, so it couldn't be her
rapping on the door because she'd forgotten her key again.  Deciding that whomever it was wasn't just going to go away and leave her alone, she got up off the bed, and crossed the room to open the door.

What a shock it was to find out who was on the other side!  Spike!  What could he possibly be doing here?  Maybe he'd somehow gotten his chip
removed, and was here to attack her again.

"Spike!  What are you doing here?"  She asked in a caution filled tone.

"Well, it's like this.  Giles is occupied with Olivia for the night, and I found Xander had his hands full with that ex-demon he calls a girlfriend, so I decided to see what you two girls were up to."  The vampire rambled on as a means of explanation.

"Oh," was Willow's only reply.

"So, can I come in, or not?"  Spike asked with an edge of irritation in his voice.

"I-I guess so," she hedged.

"Oh, come on!  You know I can't hurt anyone with this bloody chip in my head!"

Willow opened the door all the way to allow him to pass through.

He quickly brushed past her, and looked around the small room.  "Where's the Slayer?"

"Oh, Buffy isn't here.  She is staying over at her mom's house for the holiday break."

"Holiday break?"  Spike asked, a little puzzled.

"Yeah, you know, school lets out for the Christmas holidays."

"Oh, it's that time of year, is it?"  Spike asked, not really being one to keep track of human holidays.  "Well, then, why are you still here at school?"

"My family is Jewish, and so we don't celebrate Christmas, and anyway my parents aren't home, they always go on a cruise this time of year."  Willow found herself babbling nervously, still not trusting Spike.

"And what?  You can't stay at their house if they aren't home?"  Spike asked, slightly incredulous.  "Did they take your house key away when you
left for college?"

"No, I could stay there if I wanted to," Willow said a bit defensively, "but they live a good ways from campus and there isn't really anything to do
there.  I thought it would be better to stay here where I could at least have access to the books and the computer over at the library."

"That's pathetic!"   Spike laughed.

"I'm not pathetic!  I'm just a dedicated student who has chosen to get a head start on next semester's work."  The explanation sounded lame the
moment it was out of her mouth.

"No, I think you're choosing to hide away here where it's safe, and where there is no possibility of you meeting a member of the male species what
with all of them gone home for Christmas."  Spike replied, with greater insight than she would have liked.  He sat down on Buffy's empty bed and lit
up a cigarette.

That had cut right to the bone!  How could he possibly know that about her?  "Why would I be hiding from boys?"  She asked with a tremor in her voice.

"Simple," he answered while taking a drag on his smoke, "ever since wolf boy up and left you, you haven't wanted anything to do with the male of the species for fear of getting hurt again."

"Th-that's not true!"  She screeched, not even convincing herself.  "I like boys just fine, but school keeps me really busy, and I also do a lot to help Buffy with the slaying."

"Yeah, you look really busy," he said as he stood up and crossed over to her bed where he picked up the book she'd been reading before he came.  "Ancient Spells & Curses," he read aloud.  "That really sounds like school work to me."

"Okay, so maybe I wasn't actually studying tonight."

"Maybe you don't have any studying to do at all since school is out for the semester, and as for helping the Slayer, she isn't even staying here in the dorms right now."

Willow felt tears sliding down her cheeks as everything he'd said hit home.  She was pathetic for hiding out here.  Oz leaving had hurt her so much that she never wanted to open herself up to anyone ever again.  Staying in the nearly deserted dorm over the Christmas break had been her way of assuring that she wouldn't chance running into anyone that she could be remotely attracted to.  Covering her face with her hands, she began to sob.

"Hey, what's that all about?"  Spike asked, slightly worried.  Bloody hell, he hadn't meant to make her cry.  Now, what was he supposed to do?

"You were right," she said with a hitch in her voice.  "I am hiding out here because I'm still not over Oz leaving me."

Spike perched tentatively next to her on the bed, and ran his hand up and down her back.  "It's not the end of the world, you know.  Couples break up all the time.  Sure, it's rotten, at first, but it will get better, I promise.  Believe me, I was one sorry excuse for a vampire when Dru left me."

"You were?" she asked somewhat disbelievingly.  "I can't picture a vampire taking a break up hard."

"Oh yeah, we do!"  Spike replied.  "Just cause we're demons doesn't mean that we don't have feelings, you know.  Dru and I were together for a really long time, and had quite a history together."

"Oz was my first boyfriend and my first love," Willow said with her voice still quivering, slightly.

"Well, then, that can be the roughest break-up of all," Spike told her with an edge of gentleness in his voice that she wouldn't have thought he
possessed.  "Is the crying all over, now?"

"I think so," she ventured.  Could this actually be Spike sitting on the bed with her reassuring her that things would be alright?  She was still not
believing this scenario.

Cor!  Spike could not believe that he, William the Bloody, the Big Bad, one of the most evil, rotten vampires of all time was sitting next to this red
head comforting her, and giving her relationship advice! What had he become that Dr. Laura that he and Giles listened to on the radio every afternoon?  He had to get out of here!

"Where are you going?"  Willow asked as he got up off the bed, picked up his duster, and made his way to the door.

"Maybe it's not such a good idea for me to be here," he offered as an excuse.  "You seem like you want to be alone with your wallowing."

"Oh, so now I'm not even good enough for a neutered vampire to hang out with me!"  She wailed, breaking into fresh tears.

"Hey!  I'm not neutered, just simply off my game with this blasted chip in my head." He replied more than a little defensively.  "And don't you ever go thinking that you aren't good enough for anyone, you hear me?  I just thought you might want to be alone, is all."

"All I've been is alone since Oz decided that he couldn't stay here anymore," she hiccuped in-between her sobs.

If there was one thing Spike couldn't stand, it was to see a beautiful woman cry, and this little Titan was beautiful even if she didn't realize it.
Laying his duster across the back of a chair, he crossed over to the bed once more, and sat down.  Reaching for a tissue from the box on the
nightstand, he began to mop her face with it.  "There now, if you keep crying like that, your face is going to be all puffy in the morning," he said in an attempt to console her.

Willow experienced a brief shock when he actually touched her face with the tissue instead of simply handing it to her.  This was Spike, after all, and such tenderness was most unexpected coming from him.  Even more shocking to her was that his touch felt good.  It had been so long since she'd had any kind of physical contact with a man.

Spike felt a stirring in his groin.  Cripes!  Merely drying her face was not giving him an erection, was it?  She was a human, after all, and he hadn't
been with a living, breathing woman since he'd been turned.  Leaning in, he found himself brushing his cool lips across her warm ones.

He was kissing her!  Spike, a vampire and a former enemy, had his lips pressed against her mouth!  This was so not happening, she told herself.
Actually, though, there was nothing icky or wrong feeling about the kiss, come to think of it.

The blond vampire moved his hand behind her head to draw her face closer to his, deepening the kiss.  Darting his tongue out, he found himself trying to gain entrance to her warm mouth.  To his great surprise, her mouth opened, and her silky tongue began to duel with his.

This felt good, and shockingly enough, it felt right, too.  No!  Her brain did battle with the sensations coursing through her body.  This was all
wrong!  She couldn't possibly be attracted to Spike, of all people.  All of this was just because she was lonely.  Yeah, that was it, lonely. Amazingly
enough, she found herself opening her mouth under the insistent pressure of his, and the introduction of his tongue into her mouth sent a jolt of pure pleasure through her.

The kisses grew in intensity as hands began to roam over backs.  Spike found his hands trailing up the front of the sweatshirt she was wearing till they came in contact with her two mounds of soft, warm flesh.  When she didn't pull back from the kiss, he took the opportunity to run his hands up under her shirt and to his amazement and delight, found that she wasn't wearing a bra.

Willow had missed this so much.  Being with a man was so good.  She wanted this, needed this, even though the rational part of her brain told her it was wrong.  To hell with rationality!  Just this once, she wanted to be bold, daring, with a devil-may-care attitude.

She was an adult, after all, and sex didn't always have to come from love.  She had waited for love the first time, and where had that gotten her?
Alone, miserable, and suffering from a broken heart.  Emboldened by her train of thought, she helped Spike shrug out of his long sleeved, button up
shirt, and raised his black tee shirt over his head while he helped her divest of the blue sweatshirt she was wearing.

"Are you sure, luv?"  Spike paused to ask before they went any further.  His erection was killing him, and if she denied him, he'd have to leave here,
and find some dark, deserted alley to whack off in.  Not a particularly appealing thought, considering the living, breathing option right in front of him.

"I'm tired of being sad and mopey," she vehemently declared.  "I want to feel alive, again.  Will you please help me?"

There was no way in hell he was going to turn down that offer!  Besides, he'd always had a slight yen for this girl, even back in the days when he'd
first blown into town with Drusilla, and Willow had been a shy, bookwormish schoolgirl.  She had certainly come a long ways since then.

Even though he was partial to long hair on a woman, he had to admit that she looked more attractive since she'd cut her silken tresses.  Also, she was dressing much better these days, although she still had a ways to go in that department.  Didn't she realize how sexy she was?  Of course she didn't.  She probably thought of herself as an apple - plain, boring and a dime a dozen - when actually she had the potential to be so much more.

A ripe, wicked plum is what she could be if she only tried.  He vowed to help her come to that realization.  Now, however, there were more pressing
matters to attend to, such as the bulge that was straining to be free of his tight, black jeans.

Willow found it strange at first that his chest felt so cool to the touch.  Reminding herself that he was a vampire, though, with no warm blood coursing through his veins, she soon got past that, and began to revel in how muscular he was.  Reaching up between their bodies, she pinched one of his nipples, eliciting a pleasured moan cry from him.

Turn about was fair play, in Spike's book, so his hands found their way to her nipples, and began to tweak them. She surged forward into his hands, urging him on.  Cor, she was a ripe one!  How that mamby-pants, wolf boy had ever been able to up and leave her was beyond him.

Deciding to take this to the next level, he pushed her down into the soft mattress, his hand finding the waistband of her sweat pants, and pulling
them down her legs.  He was delighted to find that she wore a pair of silky, lavender, bikini panties underneath.  Running his hand over them, briefly, he soon helped her shed those, too.

Willow reached her hands up to where Spike was standing over her, and found the button of his jeans.  Undoing it, she then pulled the zipper down.  His erection sprang free, and she was slightly shocked to find that he didn't wear any underwear.  Maybe vampires didn't find a need for under garments.  Leaning up off the bed, she tugged his jeans down till they fell around his ankles.

Kicking his shoes off, Spike leaned over to free his jeans from his ankles.  Completely naked, he joined her on the narrow bed.  Lying on top of her,
nestling himself between her warm thighs, he captured one breast in his mouth while paying fair attention to the other one with his hand.  Soon, she was writhing under him, silently begging him for more.

Always one to give a lady what she wanted, his free hand found it's way between her creamy thighs, and delved into her curly nest, delighted to
discover that she was a true red head after all.  Finding her nubbin already distended, his finger began to worry it even more.  Two more fingers plunged into her core, causing her to buck underneath him.

"S-Spike, I need you, now, please," she begged.

That was all the permission he needed in order to enter her warm, receiving body.  Bloody hell!!  Her warmth felt like it was burning his cock, but
there was no way he was going to stop now.  Noticing the slight tension that crossed her face, he paused momentarily to give her body a chance to adjust to him.

Willow gasped slightly when he plunged into her.  His cock felt so much bigger than what she was used to.  She'd known that not all men were created equal in that department, but her experience had been limited to one man before now.  After a few moments, though, she could feel her body relaxing and stretching to accommodate him, and she wrapped her slender legs around him, digging her heels into the small of his back.  The way he filled her so completely felt wonderful, and she began to move under him, encouraging him to continue.

The feel of the little red head starting to wriggle underneath him was his undoing.  Bracing himself over her, he began to move in and out of her with increased speed. It had been ever so long since he'd had a woman and he desperately needed to climax.  Never one to leave a lady unsatisfied,
though, he snaked one hand in between their joined bodies, till he came in contact with her clit.  Rubbing it, he continued his frenzied pace of
shagging her rotten.

Willow felt a jolt of pleasure course through her as Spike touched her.  Feeling that familiar tightening beginning within her depths, she was amazed
that it was all happening so quickly.  Sure, Oz had always brought her to orgasm, but never this fast.  A few more quick flits put her over the edge.  She screamed as her climax over took her.

Upon hearing her undeniable cries of satisfaction, Spike rammed home a few more times, spilling his cool seed within her.  He couldn't recall ever
having had an orgasm like that, and his sexual experience was quite vast, to say the least.  Reluctantly withdrawing from her warm core, he began to rise from the bed.

He was leaving her?  No, she didn't want to be alone.  Not anymore, not after what they had just done.  Reaching a hand up, she grabbed hold of his arm, drawing him back down to the bed.

"Stay with me?"  She pleaded.  "Just until I fall asleep."

After she had offered her body to him so willingly, how could he deny her request?  True, he needed to make it back to Giles' before sunrise, but that was still a few hours off.  Rejoining her on the bed, he pulled the covers up over their nude bodies, and drew her into his embrace.  Using his chest as a pillow, she placed one small, warm hand on his cold chest, and promptly fell asleep.  Chuckling slightly, Spike felt himself begin to drift off.

<><><><>

Willow awoke with a start.  Sunlight was streaming through the partially closed blinds.  Sitting up, she clutched the covers to her chest.  What was
she doing naked, and why was there a pleasant soreness between her legs?

Startled, she remembered the events of last night, and answered her own questions.  Spike had shown up at her door, and she had let him in, and they had, oh god, what had she done?  Sleeping with a vampire was so immoral, so disgusting, so against the laws of nature!  Sure, Buffy had slept with Angel, but that was different because they had been in love.

She certainly didn't love Spike, and in fact didn't even really like him. The loneliness had overtaken her and deprived her of her better judgement.
Yeah, that was it.  The whole thing had been a mistake, and she would tell him just that the next time she saw him.  Oh god, how could she face him after what she had let him do last night?  No one else could find out about what had happened between them, and she would threaten him with warts on his dick if he told anyone.
 

~Part: 2~

Spike managed to make it back to Giles' before dawn, and was able to sneak into the apartment without being caught. The snores he heard coming from upstairs told him that they'd probably never even known he was gone.  Considering the fact that the former Watcher and his girlfriend, Olivia, had taken a bottle of red wine upstairs with them the previous night, Spike was sure they had both slept harder than usual.

I ought to make a habit of sneaking out at night more often, he thought, especially if it means more encounters with that luscious red head, Willow.  Just the memory of the things he'd done with her last night brought a delightful stirring to his groin.  Yes, visiting her as often as possible
was definitely going to become a top priority.

<><><><>

Willow stood under the warm, pelting stream of the shower, hoping to wash away the things she had actually allowed herself to do last night.  Not only had she invited Spike into her dorm room, but into her bed.  *If I try to block it out of my mind and pretend it never happened, maybe it will go away.*

Surely last night was a one night stand sort of deal, and he wouldn't be back for more, would he?  She could always perform an uninvite spell to keep him from having free access to her room, and just refuse to let him in if he showed up at her door again.  Better yet, she could go stay at her parents' house since they were away on a cruise for the holidays.  Spike had no way of knowing where they lived, so she'd be safe.  That was an unappealing idea though, because she no longer considered her parents' house to be her home, and felt uneasy about staying there.

As a last resort, she could always take Buffy up on her offer to stay over at the Summers' house, but then Buffy would be all probing about why Willow had suddenly changed her mind after politely refusing an earlier invitation. Looked like she'd better find the spell book containing the ritual to
uninvite vampires.

<><><><>

Spike tried occupying himself with the telly, a pastime that he usually found amusing.  Flipping through the channels, he tossed the remote onto the couch in disgust when he couldn't find a program that held his attention.  Damn if he didn't keep thinking about Willow, and the delightful time he'd
spent in her bed last night.  Surely, he didn't want her again, did he?  What happened between them the previous night was only because she had been doing the weepy, girly thing, and looked all vulnerable and needy, plus Spike hadn't had sex in ages.

Bloody hell, his pants suddenly seemed two sizes too small!  Making his way to the bathroom, he shut the door behind him, and took matters into his own hands, thinking of a certain red head the entire time.

<><><><>

Willow blew out a gust of air in disgust.  She had torn her room apart, but still hadn't found the book she needed.  She'd been certain that it was here with the other books in her room, but she hadn't been able to put her hands on it.  Suddenly, she knew where the book was, and the realization hit her like a punch to the gut.

Giles had needed it awhile back, and she'd returned it to him.  Spike must have made it back to the apartment by now, so to go there in search of the book would surely mean running into the blonde vampire.  How could she face him after the things she'd let him do to her less than 12 hours ago?  Realizing that the only way to get her hands on the volume she needed was to go and get it, she summoned up all of her courage, and began the short walk that would take her there.

<><><><>

Spike heard a knock on the front door just as he was emerging from the bathroom. Cocking his ear in the direction of the loft, he realized that he
heard no one stirring up there.  The corkers were probably too hung over to realize that someone was at the door.

Deciding that whoever it was just wasn't going to give up and go away, he crossed the room, and stared out the peephole, rather annoyed.  Couldn't very well answer the door like a normal person, and have sunlight come pouring into the living room, quickly ending his undead existence.  To his unabashed delight, Willow was on the other side. Getting all the way behind the big, wooden door for protection from the sun, he grasped the doorknob, and swung it open enough for her to enter while remaining safely on his side.

Willow found it strange that she couldn't see whomever it was opening the door for her.  Once inside the apartment, though, she quickly found out why. Spike had answered her knocking.  What was he doing letting her in, and where was Giles?

"S-Spike," she stammered, "what are you still doing up?" Knowing that he usually crashed in the bed upstairs once Giles was up and about in the
mornings, she was greatly surprised to see him.  One of the reasons that she had chanced coming over here was because she figured he'd be asleep by now, and she could avoid coming face-to-face with him.

"Well I can't very well go to sleep whenever the bed is still occupied."  Spike replied with a biting edge of sarcasm.

"Giles isn't up, yet?"  Willow lamely asked, knowing that Giles would have greeted her by now if he'd been awake.

"See, pet, it's like this," Spike told her in a perturbed tone, "your British pal was up a good bit of the night playing Hugh Hefner, and now he's
paying for it this morning."

"Oh," was the only thing Willow could think to say as an icky mental image of Giles having sex formed in her head.

"Now, don't play the innocent as if you weren't up to the same kind of delicious activities last night," Spike mocked her.  "I happen to know for a
fact that you were."

Blushing profusely, Willow hissed at him, "That is strictly between you and me, Spike, and if you dare mention it to anyone, you'll find your dick
plagued with a sudden case of nasty, incurable warts!"

Cor, but she was beautiful in her anger!  Having been around to witness the results of some of her spells, he didn't want to find out if her threat was serious.  "Now, just who do you think I would tell that wouldn't either kill me or laugh their head off  in disbelief?"  Spike queried.

"Well, all I know is that you'd better not blab."  She warned as she shook her finger at him.

Sidling up behind her, he chanced putting his arms around her waist, and pulled her to him.  "Now, now, it wasn't that awful, was it?"  He asked,
already knowing the answer from the way she'd bucked underneath him last night.

"No, the actual 'doing it' part was good," she reluctantly admitted, "but the point is that it never should have happened!"

"And why is that, luv?"  Spike pondered.  "We're both consenting adults, currently unattached, who were both in need of a good fucking."

Pulling out of his embrace, she whirled around to face him.  "Because one of us is a vampire!"  She loudly whispered, blushing prettily.

"You didn't seem to mind my undead state last night."  He taunted her while grasping hold of one of her hands, and pulling her up against him.

"Last night was a mistake!"  Willow cried, trying to convince herself as much as him that such a thing couldn't happen again.

"Well, if you need to tell yourself it was a mistake in order to rationalize it in your pretty little head, then go right ahead, but sleeping with you
was one of the most pleasurable mistakes I've ever made."  Spike chuckled as he leaned down to kiss her.

Part of her brain was screaming not to let him touch her because the whole situation was insanely wrong, but another part of her was busy thinking what a good kisser he was.  Besides, Giles was right upstairs, so he surely wouldn't be foolish enough to risk much more than just kissing her, not
unless he wanted to end up a neat little pile of dust.

Surprised to find that the red head wasn't fighting him off after all her previous protesting, Spike probed between her soft lips with his tongue,
delighted when she opened up her rosebud mouth and allowed him access.  Cripes, she had the sweetest tasting mouth he'd ever kissed!  If he were to be allowed the privilege of kissing her all day, everyday, he didn't think he'd ever get enough.

Melting into him, Willow wrapped her hands around the back of Spike's neck, and began to duel her tongue with his in that age-old dance of lovers.  She used to think that Oz was a superb kisser, but the things that Spike was doing to the inside of her mouth proved that he was the master!  Feeling a sudden hardness pushing into her thighs, she discovered that the kiss must have been effecting him as much as it was her.

Bloody hell!  Merely kissing this Titan beauty was getting him all hot and bothered, again!  Wanting more than anything to throw her down on the couch, and rip all her clothes off, he restrained himself since he wasn't very fond of the idea of having Giles stake him in the middle of coitus.  Reluctantly breaking off the kiss, he placed his hands on her shoulders, and pushed her back from him slightly.

"Can I see you tonight?"  He fervently asked, knowing he'd spend the night whacking off in the bathroom if she turned him down.

"I don't think that's such a good idea, Spike."  Willow answered, although everything within her wanted to scream 'yes.'

"Please," he begged, "Giles is surely going to spend another night shagging Olivia, and I'd much rather spend the evening in your company than having to listen to the two of them go at it."

Seeing longing and hesitation clearly warring in her eyes, he quickly added, "We could go on an actual date, if you'd like."  Hell, where had that idea
come from?  He hadn't taken a woman on a date since he'd become a vampire.

"A date?"  She asked a bit incredulously.  "Where would we go?"  He actually wanted to go out on a date with her, in public and everything?

"Wherever you'd like," he offered solicitously.  "You choose."

Not looking forward to spending another long, lonely night in her dorm room, Willow agreed, even though everything within her told her this was a bad idea.  They could go someplace where none of her friends were likely to hang out, and it might actually be fun.

"Okay., where should I meet you?"  Willow asked him.

"Oh no!  This is going to be a right proper date, and so I shall pick you up," he said a bit forcefully.  "How about eight o'clock?"

"I'll see you then," she replied as she made her way to the door. "Oh, and Spike, why don't you choose where we're going, and surprise me?"  Something told her that she was in for one of the most interesting evenings of her life.

<><><><>

By eight o'clock that night, the dorm room that Willow shared with Buffy looked as if the women's clothing department had exploded.  Clothes were
strewn everywhere, and she still wasn't satisfied with what she was wearing.   No time to change again because he would be there any minute.  That is, if he hadn't changed his mind.  Please, let him show, she silently begged.

As if he had read her mind, there was a sudden knock on the door that caused Willow to jump.  Crossing the room, she opened the door to find Spike on the other side.  Wait a minute that was Spike, wasn't it?

She almost didn't recognize him because he was not garbed in his usual faded black jeans, black tee shirt, and long-sleeved red shirt, topped off with his long, leather duster.  Eyeing him up and down appreciatively, Willow wondered where in the world he had gotten the soft, grey leather pants which nicely accentuated everything about him that was male, and the blue silk shirt that dramatically heightened the color of his eyes.

"Uh, yeah, the outfit."  He began as a means of explanation whenever she couldn't take her eyes off of him.  "I figured that I couldn't very well
take you out on the town in my same old duds, so as soon as the sun went down, I took Giles' credit card out of his wallet while he was in the
shower, and hit the mall."

"Won't he miss you, not to mention his credit card?"  Willow asked, slightly worried.

"Um, I don't think so seeing as how he wasn't showering alone."  Spike replied in a knowing voice.

Looking her up and down, he asked, "Is that what you're wearing?"

"What's wrong with this outfit?"  Willow defensively questioned.  She liked her long, red Indian print skirt and red cashmere sweater, and besides, she thought it looked festive.

"Nothing, if we were going to a church ice cream social."  Spike laughed.  "Not exactly very sexy, though, is it?"

"You didn't say anything about dressing sexy!"  Willow exclaimed.  "Besides, I don't own any sexy clothes."  She had never felt comfortable wearing
clothing that showed off her body in any way.

Entering the room, Spike said, "Well maybe you don't, but I am sure the Slayer does."  Crossing the room, he opened the door to Buffy's closet,
certain that she hadn't taken all of her clothes with her when she left for her mum's house.

"What are you doing?"  Willow squeaked.  "You can't just go through her stuff."

"Oh, please!"  He countered, knowingly.  "Don't even try to tell me that you two girls live together and don't trade clothes back and forth.  That would just be unnatural."

"Well, we do borrow each others' clothes."  She sheepishly admitted.  "Buffy isn't even here to ask her permission, though."

"What she doesn't know won't hurt her then, will it, pet?"  Spike replied as he pawed through the clothes hanging in the Slayer's closet.  Finding what he wanted, he held out a short, black leather mini-skirt and a silky peasant top the color of plums, pushing them into Willow's hands.

"Put these on."  Sensing her obvious hesitation, he softened his voice, and asked, "For me, please?  I am willing to bet this outfit looks dead sexy on you."

"You can't watch me get undressed!"  Willow practically shrieked.

"And why not?"  Spike asked with amusement.  "Considering that I saw all of your god given gifts last night, it's a little late for modesty."

"At least turn your back, or I won't change into these."  She threatened.

"Oh, alright."  Spike obliged her silly request.

With his back turned to the red head, he bent down and dug through the pile of shoes on the floor of Buffy's closet till he came up with a pair of
spiky, black heels.  The perfect accessory to the outfit he'd picked for her.  He was determined to help her shed her mousy persona, and discover the truly sexy woman inside, so teaching her to dress the part was the first step.

"You can turn around now," Willow hesitantly replied.

Whirling to face her, he was stunned at the difference the right clothing could make.  He'd been right last night in thinking she had the potential to
be a ripe, wicked plum.  The short skirt and form-fitting blouse accentuated curves that the fiery beauty usually chose to hide.

Tossing her the pair of high heels, he asked her to try them on.  Rooting around on Buffy's bureau top, he came across some make-up that the Slayer had left behind.  Picking out black eyeliner, mascara, and a tube of lipstick in a deep shade of purple that matched her blouse, he placed them in her hand.

"What do you want me to do with these?"  Willow asked, rather confused.

"Cor!  Please tell me that you know how to apply cosmetics."

"Well of course I do, but I generally don't wear shades as dark as these."  Bad enough that he'd made her dress in this outfit that showed off way too much of her, but now he wanted her to make her face up, too.

"Well then, go down the hall to the lavatory, and put your face on."  Spike practically ordered her.  "And shake your tail feathers, too, cause I
haven't got all night."

Not knowing why she was listening to him, Willow left the room to go to the communal bathroom facilities, and apply the make-up he'd placed in her hand.   After a few failed attempts, Willow was able to duplicate the techniques she'd often seen Buffy use in order to make her eyes look sultry and her lips appear pouty.  Running her fingers through her hair, she fluffed it out, and used a can of hair spray that someone had left on the bathroom counter to hold her new look in place.  Hoping that she now appeared satisfactory to Spike, she returned to her room.

Sitting on the edge of her bed smoking a cigarette, Spike let out a low whistle when Willow entered the room.  If he'd thought the clothes made her sexy, what she'd done with her face and hair in the bathroom accentuated that ten times over.  Satisfied that she was now worthy of squiring around Sunnydale, he offered her his arm.

Lacing her arm through his, Willow let her hand rest on his muscular bicep.  She still didn't feel comfortable in this get up, but Spike obviously liked
the way she looked, so she decided to go with it just for tonight.

Upon exiting the residence hall, Willow was surprised to find a long, black limousine parked at the curb.  Surely it wasn't waiting for them!
Excitement coursed through her at the thought of riding in one, for she never had before.

"Your carriage awaits, milady."  Spike informed her, confirming that the fancy car was indeed for them.  The look of pure delight that had crossed
her face upon spying the limo sitting at the curb made it well worth whatever hell he'd have to pay for stealing Giles' credit card.

A liveried chauffeur stepped out of the driver's side door at their approach.  He quickly made his way around to their side of the car, and opened the door for Willow.

"Madam," he politely spoke, and offered her a white-gloved hand to assist her in getting into the car.

Spike got in behind her, as the driver closed the door, and promptly went around the front of the car to slide behind the wheel.  Leaning forward,
Spike opened the mini-refrigerator, and withdrew a bottle of champagne, producing two long-stemmed crystal flutes seemingly out of nowhere.

"I've never had champagne before, Spike!"  Willow exclaimed, barely containing the excitement in her voice.

"Well, then, I think it's about time you tried it."  He non-chalantly replied as he poured them each a glass, dropping a cube of sugar into each
of the flutes.  Handing one to her, he waited till she took her first sip before tilting his own glass back.

As the bubbly, golden liquid streamed down her throat, Willow decided that she liked champagne.  Spike was just full of suprises tonight, and she could barely wait to see what he had in store for her next.  She stole a shy glance to where he was seated next to her, and admired how handsome he looked in his new outfit.

Spike watched the red head through hooded eyes.  Bloody hell she was sexy!  How any walking, talking male who'd ever crossed her path had let that beauty go unappreciated was beyond him.  They were all a bunch of wankers, the whole bloody lot of them!

Willow was so captivated by her first ride in a limo and her first experience with champagne, that she hardly noticed the limo come to a full stop.  She jumped slightly whenever the driver opened the door.  Where were they?  She didn't even recall Spike giving directions to the driver.

Reaching out to take the hand that Spike was offering, she alighted from the car.  Looking up, she shrieked in little girl delight.  They were at La
Maison Rouge, Sunnydale's one and only French restaurant, and quite expensive to boot.  Patrolling with Buffy at night, the two girls had often
paused to look inside the establishment's windows at the well-heeled patrons dining on exquisite looking dishes.  Then, each would sigh as she silently wondered if she'd ever get an opportunity to dine there.

"Do you like my choice of restaurant, luv?"  Spike asked even though the answer was apparent by the look of sheer joy on her face.

"Vampires don't even eat food, do they?"  Willow whispered in his ear.

"Not as a general rule, no," Spike told her, "but for you I'm willing to make an exception."  He was fast learning that he'd do almost anything for
this young woman, and the thought was rather unnerving to him.

"Reservations for two under the name of Rupert Giles," Spike unabashedly lied the maitre'd.

Looking down at the names in his appointment ledger, the fiftyish, portly, bald man answered, "Ah yes, Mr. Giles, right this way."  Leading them
through the restaurant, he took them to a semi-secluded corner table.  "Is this satisfactory, monsieur?"

"Hell, yeah!  Uh, I mean this will do just fine, thank you."  Spike quickly recovered.

As Willow went to sit down, Spike abruptly stopped her.

"Ah, ah!"  He wagged his finger at her as he made his way over to her side of the table.  "A gentleman always pulls the chair out for his lady."

Touched by his unexpected chivalry, Willow thanked him as she sat down, and spread the fine, linen napkin across her lap.

"Um, Spike.."  She faltered upon opening the menu.

"Yeah, pet?"  Looking up at her, he saw confusion mar her delicate features.

"This menu is all in French!"  She wailed, thinking that their perfect evening was about to be spoiled.

"That's alright," Spike gently told her, "cause I just so happen to speak French."

Willow was amazed!  The blonde vampire spoke French?  That was almost unbelievable.  "You do?"  She asked incredulously.

"Well, yeah, when you spend a couple of decades hanging around France, it's only natural to pick up the language."  Spike replied matter-of-factly.  "Quite a romantic language, actually."

"Would you order for me, then?"  She shyly asked.

"It would be my pleasure."  He told her, and he actually meant it.

An hour later, Willow had no idea what she'd eaten, but it had all been very delicious, as evidenced by her clean plate.  Spike had also ordered a bottle of red wine, and she'd consumed a number of glasses of the heady liquid.  Upon paying the check, Spike had crossed over to stand behind her, and pulled her chair away from the table.  Offering her his hand, he helped her rise.  Not feeling very steady on her feet after the wine she'd drank, and being unaccustomed to wearing high heels, Willow was glad for his support.

Once outside, Spike helped her into the limo, climbed in behind her, and rapped on the smoked, glass partition.  "Driver, I think you'd better take
us back to the lady's dorm.  She's had a wee bit much to drink."

"I'm not drunk!"  Willow blurted rather loudly.  This was followed by a raucous burp, which quickly made her cover her mouth in embarrassment.

"Oh, so you always slur your words, and belch like a sailor?"  Spike laughed at her.

"So, I had some wine."

"Some wine?"  Spike teased.  "You nearly drank me under the table, luv!"

Desperately wanting the inside of the limo to stop spinning, Willow laid her head on Spike's chest, and closed her eyes.  The coolness of his silk shirt felt good against her cheek, which suddenly felt way too hot.

Cripes!  It hadn't been his intention to get the girl plastered!  He'd merely thought that wine would be a nice accompaniment to the meal.  Drawing
her more firmly against his chest, he began to run his fingers through her silky, red tresses.  Bloody hell, she smelled good, he suddenly realized.
Tilting her face up towards his, he leaned in to capture her warm mouth in a kiss.

Willow returned from the alcohol-induced fog where she'd been residing.  Spike was kissing her, and it felt heavenly.  Winding one arm around his
neck, she entangled her fingers in his short, blonde hair as her other hand found it's way to the front of his pants.  She took pride in the fact that
his cock sprang to life under her touch.

Cor!  She was going to kill him with her caresses!  Not wanting to push things after the hesitation and confusion he'd sensed in her at Giles' that
afternoon, he hadn't planned on the evening ending on a sexual note.  Hoped for, maybe, but definitely not planned.

All he had wanted to do was show her a nice night on the town.  Obviously, she had other plans.  Reaching his right hand to her chest, he soon had it down the front of her blouse.  Finding one of her erect nipples, he began to tease it through the sheer silk of her bra.

Wanting desperately to touch him as he was touching her, Willow began to work the buttons on his shirt.  Once she had them all undone, she pulled out of his embrace, and straddled his lap, facing him.  Leaning down, she captured one of his taut nipples with her mouth, while her hand worried the other one.

Spike nearly came up off the seat at the feel of her warm mouth teasing one of his nipples while her hand teased the other one.  Not wanting the driver to reach campus, and discover them like this, he pushed one of the overhead buttons in the roof of the car, engaging the intercom.  "Scratch what I told you before, and just keep driving around town till I tell you differently."  He gruffly ordered.

Grasping Willow's face gently in his hands, he brought her mouth back up to his for another kiss.  Reaching between their bodies, he pulled her peasant top out from where it was tucked into her skirt.  Breaking the kiss, he helped her pull the blouse over her head.  He felt his cock harden even more at the sight of her breasts encased in a sheer, black bra.

Finding that it clasped in the front, he quickly undid it, and tossed it aside where it joined her shirt on the floor.  Taking her mouth with his,
once more, each of his hands found a breast, with his fingers tugging gently on her nipples.

"Oh, Spike!"  She moaned in between their lusty kisses.  What he was doing to her body felt so good that she was sure she'd die if he ever stopped.  Reaching her hands up to his shoulders, she pushed his shirt off of his body till it caught at his bent elbows.

Momentarily pausing in his attentions to her breasts, Spike helped her divest him of his shirt.  Seizing the opportunity, he pushed her till she
was lying prone on the back seat of the limo.  Kneeling down in front of her, he quickly pulled her high heels off of her feet, and rubbed each foot
in turn.  Snaking his way up between her parted thighs, he could feel her dampness through the silken crotch of her panties.

Willow bucked her hips up off of the seat at the feel of his cool fingers on her warm crotch.  Ye gods!  Did anything ever feel so good?  Needing him to touch her more intimately, she began to whimper.

Taking his cue, Spike worked the mini-skirt down over her hips and legs till she was free of the garment.  Pausing a moment to appreciate her lacy, black panties, he removed those from her eager body, too.  Gently parting her legs at the knees, he crawled up between her silken thighs till his head rested level with her warm core.  Opening her with a finger on each side of her swollen lips, he revealed her moist center. Darting his tongue out, he touched the tip of it to her distended nubbin.

Willow began to sit up when she felt his tongue there of all places.  Oz, while a patient and attentive lover, had never done anything like this, and
she wasn't quite sure what to make of it.  Not that it felt bad, exactly, but certainly different than anything in her previous experience.

Spike placed a hand on her shoulder and gently pushed her back down to the seat, while his other hand firmly held her in place by pressing down lightly on her stomach.  So, his little red head had never had cunnilingus, eh?  Well, she was definitely in for a treat, because when it came to oral sex, he was a master.

Determined to prove just that, he began to lave her clit in earnest. Alternating light touches with pressured stabs of his tongue, he soon had
her bucking underneath his face.  Sliding two fingers in and out of her slick passage in a steady rhythm put her over the edge.

Willow felt that delightful, familiar tightening began to spread through her nether regions.  Giving into it, she came, screaming Spike's name as her
orgasm washed over her in one powerful wave after another.  The brief thought crossed her hazy, pleasure filled mind that surely the limo driver
had heard her come, but she was too busy riding the ecstatic crest of her climax to care.

Bringing his face back level with her's, Spike looked deeply into the eyes of the treasure he had found.  She was one of the most sensual women he'd ever been with.  He couldn't recall anyone he'd been with ever having an orgasm quite as powerful as the one he'd just helped Willow achieve.

"Well, that was a new experience!"  Willow said with pure delight evident in her husky voice.

"Always glad to be of service to a lady in need."  Spike gleefully chuckled.

Playfully punching him in the shoulder, Willow brought his mouth down to her own for a kiss.  Tasting herself on his lips, she was surprised to find that it didn't revulse her in the least.  Actually, she found her own musky scent to be a turn on.  Feeling his erection cradled between her thighs, she knew she had to have him inside of her.

"Spike, fuck me, please?"  The little red head pleaded.

"Are you sure, luv?"  He worriedly asked thinking maybe it was just the wine making her act this way.  And had she actually just used the word, 'fuck'?

"I want you inside of me, NOW!"  She begged in a voice laced with passion.

Not a man who needed to be told twice, he quickly divested himself of his shoes and pants, and rejoined her on the seat.  Plunging into her with one swift movement, he buried himself to the hilt within her soft, yielding body.

Willow wrapped her legs around him tightly, and began rising up to meet his thrusts.  She had no control when it came to him, and suprisingly she found she didn't really care.  Having sex with him was too damn good, and she was tired of fighting what her body obviously craved.

As he pumped in and out of her willing body, Spike silently cursed himself for ever becoming so involved with her.  If her friends found out about the
two of them, they would be so much less than understanding.  The Slayer would surely hunt him down and stake his ass once she found out.  For the moment, though, all that mattered was bringing both of them to orgasm.  As he felt his balls tightening in impending climax, he found her center and quickly rubbed it, pushing her over the edge.

Willow raked her nails down his back, scratching him as her second climax of the night overtook her.  Nothing had ever felt this good, this right.  She could let him fuck her every night for the rest of her life, and still never have her fill of him.

Withdrawing from her, Spike flipped their bodies till Willow came to rest on top of him. Gently rubbing his hands up and down her back, he sighed contentedly. Everyone be damned, he was going to enjoy being with this woman for as long as it lasted.

"So, luv, how did you enjoy your first ride in a limousine?"  She heard Spike ask her.

"Oh, suffice it to say that it was one of my top five experiences ever!" Willow replied honestly.

"Well, then, I shall have to strive to fill the other top four positions with new and exciting adventures, then, won't I?"

Willow snuggled deeper into him, and shuddered in anticipation of the thought.
 

~Part: 3~

The Christmas carols playing on the stereo did nothing to lift Willow's spirits.  She had almost called Buffy this afternoon to cancel out on going
to the Summers' house to celebrate Christmas Eve with the rest of the gang.  The only thing that had stopped her was that she couldn't think of a decent excuse for not going, so here she sat, glass of untouched eggnog in hand, watching her friends have fun.  *The only time I've had fun recently is when I've been with Spike.  Oh god, I did NOT just think that!*

Xander snuck up behind her, and when she looked up at him, he was holding a piece of mistletoe over her head.  As much as she loved her childhood friend, she loved him only as a friend, and the thought of kissing him did not produce the tingles in her that it might have once upon a time.  *Spike is a wonderful kisser.  Stop it!  Do not go there!*

"What do you say, Will?"  Xander asked her with a devilish glint in his eye. "A little holiday smoochage?"

Smiling up at him, she politely declined.  "Why don't you go over and kiss Anya, instead cause she's looking real jealous right about now."  Willow let
him down easy.

"All right, but you don't know what you're missing."  Xander informed her as he went off to find his girlfriend.

*I'm missing Spike.*  Willow realized with great dismay that she could not keep her thoughts off of the blonde vampire who'd recently become her lover. Thoughts about him and the wicked things they'd recently done crept into her head, unbidden.

Feeling a powerful need to shake those thoughts from her head, Willow rose from the chair she'd been sitting in, and went in search of Buffy.  She
found her in the kitchen talking with Giles, and made a half-hearted attempt to join in the conversation, failing miserably.

"You seem rather quiet tonight."  Buffy told her friend, sensing that something was definitely not right.  "Anything you want to talk about?"  She
gently probed as Giles discreetly left the two young women alone.

"No, it's nothing, really."  Willow fumbled for words.  "I guess I'm just not holiday girl.  Chalk it up to being Jewish, and Christmas not really being something we celebrate."

"Oh, Will, I'm so sorry."  Buffy felt bad for having invited her friend to a Christmas party.  "You've celebrated it with us in the past."

"Yeah, I know, it's not really that, so much."  Again she found herself at a loss for words adequate to describe what she was feeling.  "I suppose it's everything - my parents choosing to go on a cruise during school break, not having any school work to keep me occupied, and if truth be known, I'm still not completely over Oz."

*Oh, and I can't go two seconds without thinking of being in bed with Spike.*

"I'm dragging this party down in a big way, so I think I'm out of here."

"Don't go," Buffy pleaded with her friend.  "You can spend the night here with me and Mom."  Willow didn't look so good, and she didn't want her going back to the lonesome dorm room, not on Christmas Eve, of all nights.

"That's nice of you to offer, but you'll have your whole family thing of opening presents in the morning, and I'd just be in the way."  She really just wanted to get back to her room on campus, curl up in her warm bed, and sleep her way through the rest of the holiday season.  "I'll be just fine, I
promise, and you can call me tomorrow, if you want."

"Well, if you're sure," Buffy told her, still not really convinced that letting her go was the right thing to do.  "I will definitely call to check on you in the morning, and badger you till you agree to come back over for dinner."  Buffy was glad to see that this last statement at least elicited a small smile from Willow.

"I could probably do dinner," the red head replied, in a slightly cheerful tone.  "Food is always of the good.  Will there be pie?"

"Yes, we will definitely have pie.  Mom goes all out with the cooking on holidays as a way of making it up to me for all the times I'm neglected the
rest of the year."  Buffy gave Willow a brief hug, and walked her to the front door.  "You are coming tomorrow if I have to go to campus, and drag
you out of your room."

Feeling some of her depression lift at the thought that she had such wonderful friends, Willow returned Buffy's hug, and promised to be back the
next day.  Buttoning her coat all the way up and pulling on her gloves, she began to walk briskly back to campus, keeping an ever-watchful eye out for demons, vampires, and other things that went bump in the night.  Upon returning to the residence hall, she got quite a shock when she opened the door to her room.

"Spike!  What are you doing here?"  She quickly shut the door behind her lest anyone lurking in the halls see the blonde vampire sitting on her bed.
He was wearing the same grey leather pants and blue silk shirt he'd had on for their 'date' last week, and the effect was not lost on Willow.  *I have to give him his due, he looks dead sexy in that outfit.*

"What?  No fond greetings?"  Spike bantered.  "Some appreciation I get for sneaking out of Giles' apartment to spend Christmas Eve with you."

"I happen to know that you didn't have to 'sneak' out because Giles is at the party over at Buffy's mom's house."  Willow saucily replied.  "So don't
even try to make me feel sorry for you."

"All right, so you're on to me," he retorted, rising up off the bed, and crossing the room to stand in front of her.  "Can I at least have a kiss?"

"No!"  Willow exclaimed although she wanted nothing more than to explore his mouth.  "Go back to Giles' before he leaves the party, and discovers you're gone."

"Now, now, I know you don't really mean that, Red."  Spike reached out to gently cup her chin, and leaned in to brush his lips against hers.  "We
can't have any sort of fun if you make me leave."  Capturing her warm mouth, he kissed her insistently until he felt her relax, and part her lips to
allow his tongue access to her warm recesses.  *Cor!  She is still the sweetest thing I've ever tasted living or dead.*

Giving in, she allowed him to kiss her, and soon found herself responding.  Tangling her fingers in his blonde hair, she pulled him closer to her,
allowing him to nestle himself in the warm juncture of her thighs.  *This is so very wrong, but it feels so good.*  Feeling his hardness press against
her inner leg, she broke off the kiss and pulled away.

"Oh, come on!"  Spike complained.  "It was just getting good."

"I can't keep doing this with you!"  Willow wailed, turning away from him, and flopping down on Buffy's bed, burying her face in a pillow.

"Well, the 'doing' is always the nicest part."  He teased her, hesitantly perching next to her on the narrow mattress, and rubbing a hand up and down her back.  "You seem to enjoy the 'doing' well enough, but then always revert to being shy and guilt-ridden afterwards."

"There's a good reason for me feeling guilty."  Willow's told him, her voice muffled by the pillow.

"And what would that be, exactly?"  He asked her even though he knew what she was going to say.  *Why can't she just accept the fact that we are good together, and not worry so much about the other stuff?*

"Because you're a vampire, and I'm not, and it's just wrong!"  She lamented, even though at this point, she was trying to convince herself, as much she was him.

"Well, will you at least open your prezzie before you kick me out?"  Spike asked her, motioning towards the gaily-wrapped package he'd left lying on
her bed.

"You brought me a present?"  Willow asked, awe-struck.  "Why?"  He never ceased to amaze her.

"Well, luv, it is Christmas, and gift giving is traditional," he explained, a bit exasperated.  Getting up, he crossed the room, picked up the wrapped
box, and brought it to her.  "Merry Christmas."

Hardly able to contain her excitement, she tore off the colorful ribbons and paper, to find a plain, cardboard box.  Opening it, she sifted through the
contents, and felt her cheeks flush with embarrassment as she realized exactly what her 'present' was for.  "Spike, are these things what I think
they are?"

"I don't know," he teased her.  "What do you think they are for?"  He reveled at the delicate flush creeping over her face.

"I'm not exactly sure what everything is for, but I know some of them are definitely sex toys," she whispered, for to speak aloud of such things would be improper, somehow.  "Where in the world did you get this stuff?"

"Well, sweets, Sunnydale might not be a metropolis, but they do have a fairly decent adult store on the other side of town."  Spike recalled the
hours he'd spent perusing the shop's assorted merchandise, and hoping that such a gift wouldn't turn her off.

"Why are you giving these things to me, though?"  Willow asked, delight coursing through her at the thought of using the items with Spike.

"Well, who else would I give such a gift to?"  He gently teased her, loving the fact that she seemed monumentally embarrassed, yet unabashedly delighted at the same time.

"You want to use this stuff on me?"  A mixture of curiosity, excitement, and fear were evident in her voice.

"Hell yeah, but only if you want me to," he told her, softly, not wanting to scare her away before the games even got underway.  "I'll make you a deal.  If you let me use these toys on you, and if afterwards, you can honestly say that you don't want me, then I promise to go away, and not bother you anymore."

This was a bit like making a deal with the devil, but at this point, he realized it was all he had.  "However, if I can prove to you that you need
me, then you will not utter another word about the two of us being wrong together."

"All I have to do is let you use the contents of this box on me, and then tell you that I don't want you, and you'll go away?"  She wasn't so sure if
she liked this idea, but it would be one way to get him out of her life.

"That's my proposal."  Spike answered.  "So, are you game?"

"Yes," she answered with slight trepidation, finally taking her face out of the pillow, and sitting up.

Spike leaned over, and drew her into his embrace, giving her a slow, deep kiss.  Running his hands up her body and under her clothing, he soon had her undressed.  Pushing her back onto the bed, he took his own shirt off, but decided to leave his leather pants on, for now.  Delving into the contents of the box, he began to take items out, and place them on the bed.  Picking up what appeared to be a small pair of suction cups, he held them out to Willow.

"Do you know what these are for, pet?"  He was willing to bet his unlife that the shy and inhibited red head had no idea what these could possibly be used for.

"They look like miniature suction cups," she answered, very matter-of-factly.  "They kind of remind me of the ones you can use to stick things on a window."  Pleasurable sensations coursed through her body at the thought of what possible use they could have on her body.

"They are suction cups, I suppose, but do you know where I'm going to suction them to on your body?"

Spike placed one of the pieces of plastic in his mouth, and began to roll it around on his tongue in a lascivious manner.  Reaching out, he captured one of her nipples, and began to tug on it with his fingers.  Taking the little cup out of his mouth, he placed it over the nipple he'd been kneading, then repeated the procedure with her other breast.

Willow's upper body surged up off of the bed at the sensations caused by the suction cups.  It was like having the wicked pleasure of a mouth sucking on each of her nipples at the same time.  She could already feel the moisture seeping out from between her legs, and knew that it was going to be so hard to tell Spike that she didn't want him.

Using a hand to part her thighs, Spike was tickled to discover that she was already quite wet.  Finding her core, he inserted a finger into her warm
channel while he began to worry her clit with the pad of his thumb.  Picking up one of the other items with his free hand, he held it up for Willow's
inspection.

She gasped at the sight of the object Spike was presenting to her.  What in the world?  One part of it contained what was obviously a dildo - she wasn't *that* naïve!  But there was another, smaller device attached above, and the whole thing was connected by straps which formed a harness.  The item in question was a garish purple, which made Willow wonder who on earth designed such things.

"This, my sweets, is called a butterfly, and I think you can guess where it goes on your lovely body."  Spike explained with a wicked glint in his eyes. "Are you game?"  As much as he wanted to use all the toys on her, he wasn't going to coerce her into doing anything she wasn't comfortable with.  The whole point of these exercises was to prove to her that he could make her want him.

"We can try it out, and I can always tell you if I don't like it."  She replied, gaining more confidence by the moment.

Pumping his fingers in and out of her body a few more times, he decided she was more than ready.  Moving down the bed to her feet, he inserted each of her feet through one of the straps, and pulled the contraption up her body till he reached her quivering core.  Spreading her, he inserted the dildo, and met with no resistance.  Bloody hell!  She is so damn ripe!

Trailing his hand upward, he attached a small, round object over her distended nubbin, and reached around behind her back to secure the straps,
which held it in place.  *Now for the main event.*  Hitting a switch on the butterfly, he brought both the dildo and the clit massager to vibrating
life.

*Oh dear god in heaven!*  Willow thought she would die from the sheer bliss of it all, as she audibly moaned and surged upward.  The cups continued to keep her nipples in a constant state of arousal, while the butterfly made her hips dance.  It was all fun and different and nice, but what she really wanted was Spike pumping in and out of her body, and tweaking her nipples.  *He knew that these toys would make me want him!*

It was pure joy to watch her begin to buck and mewl from the things the toys were doing to her body.  She was on the brink, but he was determined she'd climax before he removed the wicked items from her.  Watching her and not touching was becoming increasingly difficult, however, as the bulge in the front of his pants could attest to.  *To hell with the toys!  I want to bring her to orgasm, dammit!  If she wants me to, that is.*

Leaning over her prone body, he brought his mouth to hers, kissing her deeply.  Needing to touch her warm flesh, he began running his hand up and
down her smooth abdomen, coming up to circle round her breasts.  Still not content, he found his hand trailing a path down her silken legs, coming to rest between her thighs.

Sensing from his actions that Spike desperately wanted her, Willow had to admit to herself that she wanted him, too.  The sex toys were nice, but the real thing was so much more fulfilling.  Knowing that she had to make the first move, she grasped him behind the neck, and gently pulled his face on level with hers so she could look him in the eyes.

"Spike, I don't want you to think that I don't like my present, but I'd really like for you to fuck me, now."  Hearing the words come out of her
mouth, she even surprised herself a little with her boldness.  She had never been so free and open about sex with Oz, and she had loved him.

Upon hearing the words he'd been waiting for, Spike needed no further encouragement.  *I knew I could make this wicked wench admit to wanting me.* Gently, he loosened each of the suction cups, and removed them from her nipples, bending his head to kiss each one in turn.  Moving his attentions between her legs, he turned off the butterfly, and undid the strap behind her back, freeing her clit.  Grasping hold of the base of the dildo, he slowly removed it from her channel, aided by her slickness.  Pulling the whole thing down and over her legs, he removed it, completely, and tossed it aside.

Having been pushed to the edge by the toys, Willow craved satisfaction.  "Spike, please hurry!"  She implored him.

Quickly shedding his shoes and pants, he rejoined her on the bed, covering her flushed body with his own.  Bracing an arm on either side of her, he
poised with his engorged cock at her entrance, teasing her by rubbing it up and down her slit.  Capturing her gaze with his, he told her, "I want to
hear you say it."

"Spike, please!"  If he didn't enter her, soon, she knew she'd go insane from desire.

"Please what?"  He chided, wanting to make her work for it.  "What exactly do you want me to do to you, pet?"

"Spike, fuck me!"  Knowing he wanted her to admit it she added, "I want you! I need you!  You're good for me!"  As the words exited her mouth, she knew they were true.  She did need him, in some strange way.

Her words were music to his ears.  Plunging into her warm depths, he hissed as she burned his cock, but it felt so good.  Withdrawing all except the tip of his hardness, he paused, wanting to torment her further. She wrapped her legs around his waist, drawing him deeper into her.  Never one to disappoint a lady, he began to move within her, soon establishing a steady rhythm.

Encircling his neck with her arms, Willow felt as if she couldn't get close enough to him.  She wanted to feel all of him.  Angling her hips upwards,
she was pleased to discover that this position allowed him to slide even deeper into her.  Now, it felt as if he were touching the very center of her
body.  The involuntary, spasmodic clenching of her muscles signaled to her that she was on the cusp of climax.  She gave into it, and was rewarded by her orgasm bursting through her body.

Feeling her tighten around him, Spike knew she was close, and sought out her clit.  Finding it, he flitted a finger back and forth, pushing her over the edge.  Satisfied that she'd reached the pinnacle, he allowed himself to join her there, spilling his cold seed deep within her body.  Collapsing on top of her, he was glad that he didn't need to breathe, for he was certain he'd be unable to catch his breath right now.  Worried that his weight was too much for her, he moved off, and rolled to his side on the narrow bed, encircling her waist, till they came to rest in the spoon position.

"Spike?"  Willow ventured, not sure if he had fallen asleep, for he was so still and quiet.

"Yeah, luv, I'm here."  He loved the way his name rolled off of her tongue.

"That was the best Christmas present anyone ever gave me."  She managed to tell him before sleep overtook her tired body.

Feeling uncharacteristically tired himself, Spike decided that it wouldn't hurt anything to rest with her for a few hours.  It was just past midnight,
and he had plenty of time to leave before the sun came up.  As the warm blanket of sleep enveloped the vampire, he whispered, "Merry Christmas, my plum."

The End

back