Breaks

AUTHOR: Writergrrrl

DISTRIBUTION: Redssoulmates, WLS, my site at www.writergrrrl0.tripod.com Anyone else, just let me know, k? I like to visit the places my stories are living.

SUMMARY: I suck at these! Ummmm.... Tara and Willow break up. Willow decides that she needs out of Sunnhell, takes Spike along for the ride. Spike's been in heavy like with Willow for a while... Things happen.

WARNINGS AND NOTES: This is AU set, primarily, in season five. Spike never had that hideous brain disease that made him want Buffy. Willow's magic is *way* advanced, though Buffy has never died and there's no OD-ing ging on with her and Rack. Hope that's it. I hate changing this stuff.

I'm dedicating this one to Lisa, EG's pet, for getting me a faux fur coat to make me warm and fuzzy and going in halves with me on sharing Asher. Also, this is to Kightie and Elisabeth. I'm lucky to have met such great women who take time out of their days to beta my work. Knightie catches any and all spelling and grammar mistake without making me feel like an idiot. Elisabeth should be in charge on continuity in movies and things! She keeps me in line with not only the show's details, by with my own. I love you girls!

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~Part: 1~

The afternoon light filtering through the trees and between the buildings of Sunnydale University was not the kind of sunshine that one usually associated with a clear, California December evening. No, this light was a gritty gray. It made everything and everyone look dirty, and Willow Rosenberg wanted nothing more than to get to her dorm room, to her girlfriend, and start her winter break by seeing how many orgasms she could bring Tara to before the other woman passed out.

Feathers. The thought had come, unbidden, during her last exam, and the witch was unable to push it from her mind. She had bought three long, billowing plumes from the little shop off Mulberry Street a few weeks ago, but the right opportunity had failed to materialize. Now, though, there was no `big bad' to research, no classes to study for, and Willow knew her friends would forgive her for spending a little quality time with her lover.

"Just across the quad now, and up the stairs." Willow had developed a habit of talking to herself, as well as inanimate objects, when she was small, and had never grown out of it. Now, she was talking herself into moving at a steady pace, even as her body demanded to sit down and just forget about going anywhere else. It was just too tired to care.

"C'mon, Willow. You need to get home so you can see Tara. She's been sad since Miss Kitty disappeared." Her feet plodded along, and Willow gave a hint of a nod. "That's it. There's a beautiful girl waiting on you."

The stairs were impossibly long. Willow leaned against the railing at the bottom and rested her hip and head against the wall. She had no books or bag to carry, of that she was grateful, but she felt as if she could fall asleep where she stood. Deciding that the steps weren't going to turn into an escalator, at least not without expending some major energy, she began the long process of talking herself up them.

The room she shared with Tara was in the center of the second floor. The other women staying in the dorm, though standoffish at first, had grown used to the idea of the two of them together. Willow had worried that they would be the object of torment or, at the very least, ridicule, in their centralized location, but had been pleasantly surprised. They each had to field questions that were a little too intrusive for their liking, and there were sometimes a few whispers when they were affectionate in public, but nothing that they couldn't handle with giggles or rolled eyes.

The sight that greeted her upon unlocking and opening the flimsy wooden door was not what Willow had expected. Three suitcases, bulging with weight, sat at the foot of the scarf-draped bed. Two duffels, similarly full, were on the floor beside the trunk Tara stored her magic supplies in. On top of the trunk, in three small, neat stacks, were the magic books the blonde witch had brought with her to college. Tara sat in the computer chair, fingers twisting in obvious nervousness.

"Baby?" Willow felt her pulse jump when her lover refused to look at her. "Tara, what's going on? I thought we were staying here for break."

"I-I'm g-g-going home." Tara's stutter let Willow know more than the words that she wasn't going to like what came next. "I *n-n- need* to go h-home."

Willow's breath hitched in her throat and she coughed. "Is someone sick? Do you want me to go with you?"

Tara's shoulders straightened and she brought herself to stand in front of Willow. "I th-think that, maybe, you-you're sick."

"Me?" Willow laughed at what surely must be a joke. "I'm not sick."

"It's the power." Tara's voice was strong, and Willow cocked her head to the side in an effort to understand what was really being said.

"The power?"

"You're using it too much, and it's going to take you over."

"Tara, baby, we've talked about this!" Willow felt the adrenaline pumping through her veins and knew that she should stop the argument before she lost her temper. Yelling wouldn't help her at all. "I only use magic when I'm helping to fight...

"That's it, isn't it!" It wasn't a question. Willow knew what Tara's real problem was. "You're angry that I'm helping Buffy and the guys with my magic instead of concentrating on the phases of the moon and what festival is coming up."

"That's important stuff in Wicca, Willow." Tara's voice wasn't strong now. It was hard and unfeeling. "You refuse to worship the Goddess the way She has laid out. I can't be around that anymore. It's not good for me."

"`The way She has laid out'?" Willow's temper was officially lost, and she clenched her fists in an effort to not hit something as she yelled. "We both know that there are other Goddess religions besides Wicca! I've never really decided how to worship. Yeah, I call myself a Wiccan, but that doesn't mean I can't read up on and study other paths.

"That isn't what's bothering you. Just say whatever it is you need to tell me before walking out on me." Willow's voice, now barely above a whisper, broke. "Just get it over with."

"Fine." Tara sighed, looking defeated. "I don't like you using magic so much."

"It's what I do."

"Two days ago, you did three pretty big spells very close together. You were up studying all night after that!"

"So? I did two long distance locator spells and a pretty big binding thing on a demon so Buffy could kill it. I felt fine."

"Maybe that's the problem. You should have been completely drained after the first two spells. There's no way the third should have been possible. The amount of power you wield... It scares me."

"So you want me to not practice until a few spells will be enough to completely sap my energy?" Willow shook her head. "That's not smart."

"No, I don't want you to do anything." Tara slipped her jacket on and slung one of the duffle straps over her shoulder. "I'd like for you to just practice the religion and leave the magic to someone else."

"I can't do that." Willow couldn't even think of not doing some spell or other.

It was no longer just something she did... It was a part of her. She loved helping people the way she did. Life without the feelings of the Goddess' love and power swirling through her after a spell wasn't something she wanted to imagine. She could admit that she was addicted to that, but she only did good things, so she saw no need to this worrying.

There was a knock at the door, and Tara moved to open it. An older woman and four teenaged boys, all with the same blonde hair as the young witch, moved to gather the luggage.

"I'm not taking a lot of the things we bought together." Tara wasn't looking at her, focusing on gathering as many of her books as she could at once. "You can have everything."

"Just leave it, then." Willow moved through the door and ran down the hall.

A few of the girls she passed turned to yell greetings or holiday wishes, but she refused to pause for anyone. She refused to watch Tara walk out on her the way everyone else had. If the blonde witch was going to leave her, she wasn't going to be there. Watching as the other woman's things disappeared one suitcase or armload at a time was just too much to take.

Dusk had deepened the shadows while Willow was inside, and the small town of Sunnydale was growing more populated by the minute. Willow knew that the baser occupants of the cemeteries and abandoned buildings that abounded were, for the most part, just now opening their eyes and rubbing empty stomachs in anticipation. She quickened her steps and tried to give the impression that there was nothing that could hurt her in the shadows of the growing night.

Three blocks from the Magic Box, her luck ran out. Three teenaged boys, falling over each other in youthful play, stumbled from the park onto the sidewalk in front of her. Willow smiled at their innocence and moved to give them room as she passed. A crushing hand whipped out to grab hold of her shoulder, effectively preventing her from moving out of the shadow of a group of trees at the edge of the park.

"Let me go." Willow looked up into three sets of amber eyes. "You won't like it if you try to hurt me."

"Oh yeah?" The biggest one, who was attached to the hand holding her, grinned through his demon visage and chuckled with his two friends. "What are you gonna do, yell for your little boyfriend to help you?"

"Naw, mate," Spike melted from the shadows with practiced ease. "She doesn't have to yell."

Without another word, Spike's boot crunched into the side of the vampire holding Willow captive. The demon growled in pain and anger, but Spike was already shoving a stake through his chest. The blonde didn't even break pace as he killed the first attacker and moved on the to second in the space of seconds.

When she was released, Willow pulled the vial of holy water she had been uncorking from the confines of her pocket and threw it at the smallest demon. He clutched at his smoldering face, and Willow was able to easily drive her small stake into his heart. She dusted herself off as she watched Spike taunt the last of their opponents.

Seeing that Willow was finished, and that he had an audience, Spike tripped the demon he fought and followed it down to the ground, staking him. "What're you doing out all by your lonesome?"

Willow tried to fight back the sniffle that was building, but ended up only sobbing more. "She left."

"It's only for break, though." Spike lit a cigarette and shrugged before draping an arm around her shoulders and leading her to the store where her friends would be waiting. "She'll be back for classes and all that."

Willow shook her head sadly and hiccupped, the sound only making her think of how cute Tara was when she hiccupped. This, of course, sent her into further bouts of sobbing and `hic'-ing. "She's gone for good. Said my power was too much, that I didn't practice right."

"Bollocks to that!" Spike's vehement anger surprised Willow, who found herself looking at him in shock instead of crying.

"Spike?"

The vampire stopped just outside the door to the Magic Box and turned Willow to face him. Cupping her cheeks in his large hands, Spike put the tip of his nose nearly touching hers. "She's wrong, pet. She was jealous of your power, they all are."

"All of who?"

"Your little friends, luv." Spike brushed his thumbs over her eyes, wiping away her tears. "I saw it the other night when you helped them so much. They're all a little afraid and a lot jealous."

Before Willow could respond, the door of the shop was pulled open to reveal an obviously food-bound Xander.

"Hey Wills!" Brown eyes scrunched in concern. "Everything okay?"

"No, you moron, everything isn't okay!" Spike roughly pushed past the younger man and guided Willow into the room. "Had a bit of a go with some of the younger local vampires."

"Are you alright?" Giles moved from his spot behind the counter to check Willow over.

Buffy came from the back, her hair tied back in a ponytail. "What's the what?"

"Willow got attacked." Dawn had stopped doing her homework and was watching the goings on with a frown on her face. "What else happened, Willow?"

Of course Dawn would have to see that I've been crying. Willow sucked in a deep breath and tried for a shaky smile in the teen's direction. "Tara broke up with me and left town."

"What?!" Anya squeaked from where she had just finished counting out the receipts. Moving around the counter, she pulled the (much) younger girl into the surprisingly strong circle of her arms. "Are you okay? What happened?"

"I'm not good. Very not good. Actually, I'm pretty stinkin' bad at the moment." Willow was never sure how to handle that sort of question. Having two lobbed at her less than an hour after breaking up wasn't something she was prepared for. "I'm not casting any spells, if that's what you're asking."

Anya shook her head. "That's good to know, but it's not what I was wondering. I'm just trying to do what normal human girls do when another girl gets dumped."

Despite the unfortunate wording, Willow could see that Anya really was concerned with how she was feeling. "I know, Anya. Thanks."

"So, what happened?" Dawn scooted over on the small couch to make room for the redheaded witch.

"She," Willow felt fat tears running over her cheeks again, brushing at the angrily. "She said th-that I'm sick, that the, the power I com-command is going to... to take me over. She said... That I wasn't practicing Wicca the right way."

"Aren't you still deciding which path it is that you want to follow?" Anya handed Willow a big box of tissues and unwrapped a Hershey Bar before handing that to her as well.

"That's what I said!" Willow noticed the sideways glances Xander, Buffy, and Giles were giving each other and straightened in her seat. "You think she's right!"

"Well, not completely." Xander looked at Buffy and Giles, clearly begging one of them to explain.

Giles straightened his glasses and crouched down in front of Willow's seated form to look her in the face. "He's trying to say that we're all a little concerned with how much power you're channeling."

"Not all of us!" Dawn clasped Willow's free hand in her own. "Anya and I think she's doing perfectly fine."

"Dawn, we've talked about this." Buffy frowned at her little sister. "You were there!"

"`There'?" Willow met Spike's eyes, noticing the almost imperceptible nod, before standing to face the three people standing in front of the counter. "You guys had a meeting about this?!"

"It wasn't really a meeting. We just all started talking about it last night while you were in class." Buffy suddenly wouldn't meet her eyes, and Willow felt the urge to hit something again.

"You *knew*. You all knew Tara was going to break up with me tonight, and not one of you tried to warn me."

"I tried," Dawn's voice was quiet in sympathy, and Willow could hear the guilt tingeing the words. "I just couldn't get hold of you. I figured any messages on your machine would just be erased before you could hear them."

Anya shot Xander a look of pure contempt. "Xander tied me up and tried to distract me with orgasms. He only let me go because we both had to work, and you were in class by then."

Spike growled from where he was standing, body tensed, at the back of the room. "I wasn't at the bloody, sodding meeting."

Willow dropped the half eaten bar of chocolate on the table, mumbling her quiet thanks to Anya and Dawn for their concern. Pushing her way passed Buffy and Xander; Willow began the long walk back to the dorms.

Maybe I'll get lucky and another vampire will grab me. Willow nodded at the unbidden thought and decided to cut through the park.

~Part: 2~

Spike stood looking at the assembled group, wondering how they could call themselves Willow's friends. Dawn and Anya sat on the couch, holding hands and shooting glares at the three people still by the counter, though they were being ignored. The vampire wondered how long Anya would put up with that before telling the moron what to do with himself and his orgasms. Dawn was working up to a good screaming match with Buffy, and Spike was tempted to stay and see the fireworks, but he realized something that the others didn't seem to. Willow was walking through Sunnydale, distracted and off her game; long after the sun had set.

Without a word to the objects of his intense hatred, and a small nod to Dawn and Anya, he slipped out the back of the shop. He didn't bother to pull on his duster until he was well away from the store, not wanting the creaking and whooshing of the leather to alert anyone to his departure. The idiots wouldn't be thrilled to know that he was going after Red.

Turning to the left, Spike began a brisk walk down the sidewalk in the hope that he'd find Willow on her usual path to her dorm. When she didn't appear in front of him after a turning the corner, Spike felt the first stirrings of worry.

"Where are you, Red?" He stopped to light a smoke, cupping his hand around the lighter to keep the soft breeze from fluttering it. The soft smell of vanilla mixed with the unmistakable tang of tears on the air told Spike exactly where Willow was.

"Walking through the park." Spike snorted at his own sarcasm. "No, she's not upset at all."

A flash of red against the silvers and blacks of the night caught his attention, and Spike hurried to join her. "Not smart walking out here all alone, pet. Never know what kind of evil nasty will decide that you look like dinner."

"It's too early for dinner." Willow's voice, though still morose, held the barest hint of a laugh. "I'd be breakfast."

"Not funny, luv."

"Don't think it was really meant to be." Willow shrugged before stomping her foot in anger. "How can they be afraid of me, angry at me, when all I've ever done is help them?!"

"They're afraid and angry because they're jealous, pet. You have more power in your little finger than the slayer has in her entire body. That makes you more important than her. That's not something she's used to at all. Xapper just follows along with whatever she says, and Giles, while he sometimes shows some balls, is pretty much the same way."

"I guess I can see the anger in that." Willow nodded slightly, sounding defeated. "I just really don't understand the fear. Am I really that dangerous?"

Spike linked his arm through Willow's as they neared the center of the park, turning her away from the dorms. He had his DeSoto sitting in a rented garage a block away from the park in the direction they now moved. What better time to take the chit for a ride? Needs something to get her mind off things for a bit. "How `bout a drink, luv?"

Willow looked at him for a minute, uncertainty flickering through her eyes, before she shrugged and gave a deep sigh. "Oh, why not?"

Spike unlocked the garage and his car, motioning for Willow to get in. "Not much in the way of cars, but I like it."

Willow looked at Spike, her fingers moving to caress the smooth leather seats. "It's a great car. Suits you."

"Does it?"

Willow nodded. "Sleek, beautiful, and dangerous."

"`Beautiful'. Pet?"

Willow smirked up at him. "Sexy as sin?"

"Much better."

It was five minutes into the ride before Willow spoke. "Spike?"

"Yeah?"

"Could we just leave?"

"Haven't gotten anywhere, yet."

Willow turned sideways in her seat to level her gaze at him while she twirled a strand of hair around her finger. "No, I mean leave town."

Spike brought the black monster of a car to rest at the side of the street. Couples out celebrating the beginning of winter break crowded the sidewalk, and Spike was grateful that his favorite liquor store was away from any clubs or teenage hangouts. Driving would have been impossible around there.

"You just want to go? Run away from those idiots?" Spike could feel the anger building up inside and tried to turn the other Scoobies into demons in his mind so he could picture ripping them apart. "You can't let them think they've won!"

"I didn't mean forever, Spike." Willow grinned. "I've got another quarter at school, and I'm not going to miss it. I just want to get out of here for a few days."

"We could call Anya or Dawn. Either one of them would like to go with you." Please say no, please say no, please say-

"No." Willow shook her head hurriedly and held Spike's hand in both of hers. "I want *you* to come with me."

"Sure, ducks?"

"You know I'm not one for long discussions on my feelings. Well, not without rambling on and on. And, when I ramble, I tend to stop making a whole lot of sense. You understand me a lot more than anyone else, including Xander."

"It's all those years livin' with Dru."

"That's another reason I want you to come with me."

Spike pulled out a cigarette, lighting it before rolling down the window to let the smoke out. He sat facing Willow for a long moment, just smoking his Marlboro and thinking. Running's the weak thing to do, but maybe the chit deserves to be weak for once. I'll just have to be strong for her. Not like I haven't done it before.

Taking a final drag to mask the deep breath he took, Spike slowly let the smoke drift from his lips as he faced Willow again. "Are you asking me to go because you want to go with *me*, or because I happen to be here and unattached to the rest of the bloody Scooby Gang?"

Spike gripped the wheel as the mantra of `please be me, please be me, please be me' echoed in his head.

Willow's lip trembled slightly as she looked at him indignantly. "Spike, you're one of my best friends! One of three *real* friends that I seem to have. I'd move into your crypt if that was the only way to hang out with you over break.

"I just can't deal with being in that dorm room right now, and thought you could use a break from nearly all things Sunnydale and Scooby. If you don't want to go with, just drop me off at my parents' house, and I'll take their car."

Bloody hell, she's beautiful. Spike was so busy taking in the sight of her flushed cheeks and flashing eyes that her words took nearly a full minute to sink in. *I'm* one of her best friends? She'd stay at my dank, depressing crypt just to spend time with me, and she's asking me to go with her. Wait- `you don't want to go'? Sod all that!

"Oh, I'm going." Spike put the car back into gear and maneuvered one of the fastest U-turns Willow had ever been witness to. He was nearly to the dorms when he again spoke. "We're not going to see the Poof, are we?"

"No." Willow shook her head sharply. "I've got enough drama without getting involved with Angel's group."

Spike nodded and chuckled softly as he navigated into the campus parking lot. "Good. I don't think my sire and his merry band of helpful idiots would welcome me with open arms, and havin' my badboy-funbits handed to me or ending up a big pile of dust would tend to cut down on the amount of fun I could have."

Willow's burst of laughter made Spike jump as he reached for the keys. "`Badboy-funbits'?!"

"What?" Internally, Spike gave a little punch of triumph. *Knew* I could make her laugh.

Willow could only giggle uncontrollably while curling into a ball on Spike's seat, and the vampire wondered if she could breathe.

**********

Spike paced around the room while Willow packed, trying to take in everything without being too obvious. There were a few empty drawers open, telling Spike that the left-hand dresser and closet had been the blonde's. Stupid bint wasn't smart or pretty enough for my Red, anyway.

"Got everything, pet?"

Willow looked over her bags. A small suitcase sat beside her laptop case and purse. "Oh, I left my shampoo and stuff in the showers. I'll be right back."

Spike waited a beat and then stuck his head out the door to watch as Willow pushed open a door and disappeared. Long legs carried him to her hamper, and he fished out a soft, v-necked shirt she'd worn the night they fought the last nasty demon. Stretching the material in his hands, he leaned in to rub his cheek against the cloth as he took in her scent. He knew he was going to be close to her for the next few days, but didn't know if he would ever get to hold her.

There was a soft thump from the hallway, and Spike could hear Willow's voice as she walked down the hall with someone. Better be a girl, Spike scowled and shoved the shirt back into the hamper before Willow and the other girl, a decent enough looking brunette, came into the room.

"Marcy, this is William."

"Hello." Marcy had blue eyes and dimples that would have made Shirley Temple jealous when she smiled.

Spike nodded slightly in acknowledgment. "Ducks."

The brunette's eyebrows disappeared under her bangs as she turned to Willow. "You're right, he *is* a cutie!"

Willow only blushed and rifled through a stack of CDs on her desk. "Here. Thanks for letting me burn it."

"Not a problem. I'm just glad I caught you before you left."

"See you after break." Willow hugged the other girl before waving her down the hall.

"So, I'm a `cutie', huh?" Spike gave a smug grin as he hefted her bags and followed the blushing redhead from the room.

*******

The trip to Spike's crypt was comfortable, as Willow was busily making a list of what snacks they would need to get at the big truck stop/gas station a few miles out of town. There was nowhere in Sunnydale that had decent road munchies.

Spike had chuckled at that declaration, telling Willow that he just had to get enough ice to keep his blood cold. He would have to restock the next night, but didn't think he'd have any problems. Every decent sized town had a butcher or a blood bank. Failing that, there *had* to be a hospital. He flat out refused to feed off of animals. He'd rather starve to death.

Spike left Willow in the car with the motor running and the doors locked while he did his vampire interpretation of `The Flight of The Bumblebee'.

Though, I'm sexier than any bee could dream. Spike chuckled to himself and began a little singsong in his head. I'm goin' on a trip with Re-ed. Goin' on a trip with Re-ed.

After throwing his only other pair of pants (black jeans, of course) and the three shirts he currently owned into a gym bag, he threw his last three bags of blood into the little red cooler Willow had given him a few weeks before. Looking around, he caught sight of the carton of Marlboro cigarettes sitting on top of the television and put it in his bag as well. Satisfied that he had everything of vital importance, he nearly sprinted back to the car.

Willow was listening to some slow song when he threw his things in the back and slid into the driver's seat.

"Bruce Springsteen?" Spike cringed and slid the DeSoto out onto the road. "You want me to listen to this?"

"It's `Thunder Road'!" Willow looked shocked. "How can you *not* like `Thunder Road'?"

Spike only shook his head, not even trying to hide his amused grin. The sign thanking them for visiting Sunnydale and asking that they came again loomed just off the road, and he glanced at the redhead.

Willow saw his grin and cringed in her seat. "Go for it."

Spike barreled over the sign, singing along with Bruce as his back tire left thick tread marks over the green surface. "All the redemption I got to offer purrs beneath this dirty hood, with a chance to make it real somehow, tell me what else can we do now-"

Willow's voice joined his even as she watched the flattened sign disappear behind them in the dark. "Except roll down the window and let the wind blow back your hair, the night's busted open, these two lanes will take us an-y-where.

"Thought you were making fun of Springsteen a second ago."

Spike just smiled. "How can you *not* like `Thunder Road'?"

~Part: 3~

~Willow~

Willow stifled a yawn and looked over at her companion with bleary eyes. They had been on the road all night, and she was starting to feel the strain in her back and legs. It was closing in on five o'clock, and the sun would be coming up soon after that. Looking at the map she'd bought at the last gas station they had stopped at, Willow followed the randomly chosen route with her finger.

"We'll be in San Francisco in a little bit." Willow couldn't think of a place that had check-in times at that hour. "Wonder if there's some little rat hole or other that will take check-ins twenty-four hours?"

Spike chuckled and drummed his fingers along with the beat of the Clash song playing on the stereo. "Don't worry about it, luv. I've got it covered."

"Oh? How's that?"

"Made a phone call while you were makin' use of the little girl's room at that last stop. There's a guy who owes me a few favors there. He's willing to make up for them by letting us stay in this little hotel he runs. We'll have to share a room, though. Somethin' about there being lots of people in town for the holidays."

Willow got a mental picture of some kind of a hole-in-the- wall hotel on the outskirts of town, but decided that it would be fine as long as she could stretch out on a bed and didn't get eaten. "As long as you behave, we'll be fine."

"*I* behave?!" Spike affected a surprisingly convincing look of shocked innocence. "You know you're just waiting to get me alone to have your wicked, witchy way with me."

Despite her giggle, Willow couldn't bring herself to play along. "Nah, my wicked, witchy ways aren't all they're cracked up to be, apparently."

"Hey now, no tears yet. We'll be inside the city in just a few minutes, and then it's on to the hotel. Traffic's pretty decent at this hour, so it shouldn't take us long at all. Then, I'll draw you a bath and you can knock the road dust off. After that, you can snuggle down and have a good cry."

"You don't have to do any of that, Spike." She tried to ignore the fluttering in her stomach at Spike's words. She hadn't had that feeling from a man since Oz, and wasn't willing to think on them now.

"Know I don't, pet." Spike stopped at a light and met her eyes. "But I want to... Need to... Going to."

Something Willow couldn't place glinted in the vampire's eyes before he turned back to the road and slid into the city proper. Willow was silent for a moment before a thought struck her. "Are we going to be in the city for a few days?"

"You're in charge of this little expedition, luv." Spike chuckled. "I'm only the driver."

"You know that's not true, Spike. You're a lot more than some chauffeur."

"Why did you ask about staying in town?"

"Can we go see the American Conservatory Theater? I've always wanted to."

Spike gave her an indulgent smile as they sat at another light. "Do you even know what's playing?"

"Does that matter?"

Spike, still wearing that smile, shook his head. "Not a bit, pet. We'll get settled and see what's going on tonight and tomorrow. That way, we know when we're puttin' on the nines and going to the theater, and when we're slummin' it in the East Bay clubs."

"Spike, I didn't bring anything dressy." Willow worried her lower lip in a habit that she knew must make her look all of twelve years old. She hated that she still did it, but couldn't quite seem to stop.

"Guess you'll just have to go shopping."

"We'll do that tonight, and then do the theater or the club thing the night after." Willow nodded to herself and started watching the buildings as the car she rode in slid along the street.

"You could just go shopping this afternoon after a nap. Then you wouldn't waste time waiting around on me." Spike pulled the car to a stop.

"I won't be wasting time waiting on you. I'll be having a good time hanging out with you until you can go shopping with me. Besides, I suck at picking out club wear." Willow caught sight of the building sitting outside her window. "What's that?"

"That's the Mark Hopkins Intercontinental Hotel. Our home away from home. For the next few days, at least."

Willow let her hand rest in Spike's when he opened her door for her, able to do nothing but slowly respond to the soft tug on her hand. "What did you *do* to get this as a payback?!"

"Stopped a demon who likes to set fires from burning the joint about ten years ago. Get to stay here for free whenever possible."

A middle-aged man had come from inside to stand with the doorman. A wave of his hand sent three other men scurrying to the car to relieve it of its baggage. If any of them found their mismatched luggage in bad taste, they gave no indication of it. Willow did notice, however, that the bellhop with the small red cooler was carrying it as far away from his body as he could.

"Hello, Mr. Torrington." The middle-aged man smiled as he spoke and held his hand out to Spike. "It has been quite some time."

"I've been busy lately, and have just now gotten a chance to get away for a while." The accent he was using sounded more like Giles' than his own, and Willow was struck with the thought that she may not know as much about the vampire... the man standing beside her as she would like.

"Yes, I know how that can be." Kind brown eyes slid from Spike to Willow. "May I ask who your new friend is?"

"This is Willow Rosenberg." Spike's arm drifted around her waist as they moved into the lobby.

"Pleased to meet you, Miss Rosenberg. My name is Joshua, and I'm the concierge here. If you should need anything during your stay, just let me know." Another man, this one in a uniform that was a strange mix of the bellhop and doorman dress came from a back room.

"Markus!" Joshua called him over and motioned to Spike. "Take his keys and park the car. Quickly!"

"New guy?" Spike chuckled, and the other man's scowl faded and then was gone.

"Stacey will get you taken care of." Joshua motioned to the young woman standing at attention behind the counter. "Oh, and you'll find your mini fridge stocked with O negative."

Willow could only blink at the two men as they said their goodbyes. She knew she was staring, but, really, there was simply no helping it.

The lobby of the hotel was larger than the entirety of her parents' home. Chandeliers and wall sconces kept the shadows that would have been hovering in the corners and eaves of the vaulted ceiling at bay. There were lamps to cast a golden light over the abundant chairs and sofas artfully placed about low tables and ornate rugs. Reds and golds, along with splashes of creams, dominated the room's colors. An older woman was decorating the mahogany tables with great vases of silver or crystal with fresh cut flowers, their scents mingling and drifting through the air in a sweat, but not overpowering way.

Spike only smiled this wide, indulgent smile and led her to the gleaming dark wood counter and the pretty woman standing behind it.

"I just need your ID and credit card for our records and incidentals." Stacey had a soft voice, though it echoed in the nearly deserted lobby. Looking at Willow, she smiled slightly. "The Nob Hill restaurant will be open at 7:00, though room service is open for orders around the clock. For dinner or drinks, the Top of The Mark is open as well."

"Thank you, I'm starved." Willow spoke softly as she took in the other woman's soft voice. The voice coupled with large blue eyes and shoulder length blonde hair brought Tara swimming to the front of her mind.

"Think we'll just be gettin' room service for now, pet." Spike smiled at Willow, and she nodded.

"I can put that order in for you now, if you like?" Stacey motioned to her phone. "It would be finished much sooner that way."

"That would be lovely." Spike's new accent continued to throw Willow off. "I'll just have a nice cup of tea. What would you like, pet?"

"Blueberry muffins with lots of butter. I think I'll take tea as well." Willow managed a wave and a `thank you' as Spike turned, still holding onto her waist, and walked to the elevators.

"What's our room number, anyway?" Willow took the key card Spike handed her and turned it in her hand. "`Room 1802, The Mark Hopkins Suite.' Why do I get the feeling that it's the most expensive room here?"

"*Rooms*, pet. It's a suite." Spike was watching the numbers slowly tick by on the little panel above the buttons and shifting from foot to foot. "And you get that feeling, because it's true."

"This is too much, Spike." Willow knew he wasn't actually paying for the suite, but she still felt out of place.

Spike stopped watching the numbers and grasped her chin in his hand. "Nothing is too good for you, Willow. Nothing."

Willow nodded, and Spike returned to staring at the ticking numbers, muttering curses when it only showed `11' before slowly moving to display `12'.

"What's wrong, Spike?"

"Sodding hate these things."

"You're claustrophobic?"

"You try waking up in a coffin and see what it does to you." Spike's eyes were flecked with amber as he spoke.

"I wasn't making fun. Just wanted to know." A horrific thought struck Willow just as the display panel showed `16'. "Wait, you were tied up in Giles' tub for so long."

"`Bout killed me." Spike's voice was soft.

Willow felt those flutters come back when she saw the openly vulnerable look on his face. "I'm sorry."

There was a soft `ding' and the doors slid open. Spike let out an unnecessarily held breath and reached for her hand. "Not your fault, Red."

"It still sucked."

Spike nodded and opened the door to their suite.

~~~*~~~

Twenty minutes, and three circuits of the entire place later, Willow was sitting in the parlor eating her muffins and sipping tea along with Spike. "This place is amazing."

"Said that, pet."

"Well, it bared repeating." Willow shrugged and let her eyes drift over the luxuriously decorated room.

"When the sun comes up, you'll be able to look over Huntington Park from the terrace over there." Spike nodded at the windows and door behind Willow.

"Maybe," Willow couldn't quite stop a quiet, but hard, yawn. "Maybe later. I just want someone to point me in the direction of the bed."

"Do better than that." Spike sat his teacup back in its saucer and placed everything back on the large silver cart that had been wheeled in. Moving to Willow's side, he slid an arm under her legs and one behind her back before standing and carrying her into the spacious bedroom.

Sitting her on the bed, he retrieved the short nightshirt from her bag and handed it to her. "Bathroom's in there, pet. Do whatever it is you need to, get changed, and then come to bed. That bath will just have to wait, I suppose."

Willow changed clothes quickly, sliding her nightshirt over her head and combing through her hair with tired fingers. The action brought the memory of other hands sliding soothingly over her locks, tangled from a fight or damp from a shower or a bout of lovemaking. A soft sob surprised the redhead as she opened the bathroom door, and she was unable to stifle it before the blonde vampire sitting across the room heard.

Spike was at her side before the tears in her eyes were fully formed, and she felt strong arms wrap around her and a receptive shoulder under her cheek. "Pet?"

"I'm sorry." Try as she might, Willow couldn't get the rest of the words to form, and broke down into hiccupping sobs against the soft black cotton of Spike's shirt

"Hush, pet." Spike petted her hair and dropped soft, chaste kisses along her forehead while maneuvering them to the bed. "I knew this was coming when you first wanted to leave town."

Willow slid into bed, grasping Spike's arm and tugging him onto the soft mattress and billowing covers with her. "How?"

"You were right pissed off when we left." Spike shrugged and sat up to remove his ever-present boots. "Figured you would be getting past that to the tears part soon."

"And you still came with me?" Willow watched as Spike stripped down to his faded jeans, unsnapping the button before sliding under the covers to rest beside her.

"Wasn't about to let you go through it alone." Spike brought her to rest against his chest and continued playing with her hair. "I'm here for you, Willow."

~Part: 4~

~Spike~

Spike tucked Willow more firmly against his side and grinned softly when she curled around his much cooler frame. He tried to tell himself that she probably thought he was the other witch, but a soft `thank you, Spike' let him know otherwise.

`Bugger all,' thought Spike with a frown as he ran long fingers through Willow's slightly curling red hair. He was happy it was growing back to a proper length, having hated to see it so short. `How am I supposed to get through this without doing something stupid? The chit's counting on me to be her support, and all I can think of is making her mine in every sense of the word.'

The blonde busied himself with looking over the window coverings, trying to determine if they were thick enough without having to move from Willow's side. The redhead turned to lay her head on his chest, one hand moving to rest on the back of his neck, fingers buried in his hair, and Spike decided that he'd take his chances. There was no way in hell that he was going to give up the closeness her sleeping body was affording him to do something as inane as insure self preservation.

`Yeah.' Spike rubbed his cheek over the soft hair of the girl in his arms. `I am, once again, Love's Bitch.'

Willow sighed and held onto him tighter in her sleep, and Spike nodded. `I can do that. She's more than worth it.'

`Besides, this place isn't even going to put a dent in my savings.' Spike fought back the full laugh that tried to form in his chest when he remembered Willow's face when she saw the hotel, then the lobby, and then the suite. `Can't go telling her that, though. She'd just want to go and do something stupid. Like trying to pay half. As if I'd let that happen.'

Sometime in the months Spike had been helping, and watching, the Scooby Gang, he had an epiphany of sorts. He had known that Willow's power was going to explode, and that it was doubtful that her so-called friends would be willing to really deal with it on a responsible level. Spike had also seen the way Tara acted around everyone else, and the way she got into little snits whenever Willow used magic. He had known before anyone else that the blonde witch would not be around for much longer, but refused to cause Willow pain by telling her without some sort of proof. His sudden realization had also included the feelings he was developing for the petite witch in his arms.

It had happened so quickly, and so simply, that Spike was almost embarrassed. The group had gotten together to take out a rather large, vicious nest of vampires one Friday night. After the fight, dust settling around them, Willow had looked up at him with big, shining green eyes and smiled.

That smile was the clincher to everything else about her that Spike found himself looking for in other women. Her innocence and kindness had drawn him to her. The stubborn streak and hidden fire captivated him. But that smile pulled him in, rolled him over, and held him fast.

Spike was in love.

He knew without lingering on the thought that he would follow the little redhead anywhere. Even when she moved on from this breakup and found another girl to love, he would be there. He had spent two lifetimes following women who felt next to nothing for him. He could handle following the witch around. At least she would be good company.

~Willow~

Willow fought to stay asleep as she cuddled into the firm body below her head. Her hand drifted of its own accord over rippling abs before settling beside her face.

`Wait.' Willow blinked her surroundings into focus. A long expanse of pale flesh greeted her eyes, and she was ready to dismiss the previous day's events as some hellmouth-y dream when she brushed her hand against the hard chest below her.

`Spike.' With the remembrance of whom she was sharing a bed with came all the details of the day and night before, and she scrambled out of the bed and into the bathroom as quickly and quietly as she could.

She remembered Tara breaking up with her for reasons that made no sense, and the way the group had reacted to the news. Buffy and Xander telling her that Tara was right about her using magic all the time, Giles trying to back them up in a slightly more democratic way. She saw Anya and Dawn, angry that the group was not hearing their opinions, sitting with her and offering their support. But, most of all, she saw Spike.

Not just the Spike who had taken to helping them after the chip, and not just the vampire who had wrecked the Parents' Night at the high school all those years ago. No, Willow saw them, as clearly as if they were standing in front of her in the impressively large bathroom, like two slightly different sides of a coin. They weren't the complete opposites of each other, but the Spike that had been helping them was somehow... different than the one who had kidnapped her and Xander.

She ducked into the shower and was scrubbing the stress, and top few layers of skin, from her body when a thought struck her. The group, her included, had been treating Spike as if he were no longer a threat. Now, Willow saw that for the mistake it was.

He was like one of the albino tigers she had seen in the zoo as a girl. Sleek, beautiful, languidly bored, and more deadly than most gave them credit for. You could train them to eat what they were given and to look pretty for the cameras, but they could still turn and rip your arm off as you went to pet them.

Willow found herself wondering what the hell she was doing with him in a hotel, amazing as that hotel may be, until she remembered the look on his face the day before. He had looked so angry and appalled with Buffy, Xander, and Giles. Then, walking her to the car and packing her things, his eyes had shone with an understanding that Willow found herself wondering about.

The comforts he had given her without any thought to himself amazed the redhead as she dried off and dressed for the day. His arms had been pillowing and strong at the same time, different than Tara's but also the same, as he held her.

Willow opened the bathroom door to see Spike, still shirtless, reclining on the bed and smoking what was obviously his first of the day. His bleached hair, curling without being combed and gelled back, stuck up in crazy tufts here and there. Bleary blue eyes met her green ones, and he grinned lazily.

"Afternoon, pet."

His voice was husky from sleep and smoke, and the air rushed out of Willow's lungs as a wave of lust spiked through her. `Where did *that* come from?'

"H-Hi Spike." Her mouth had gone dry, and it took two tries to get the words out. "When do you think we'll be able to go shopping?"

"There are boutiques and shops in the hotel, so we can start looking for a few classy things while we wait for the sun to set." Spike ground his cigarette out in the ashtray that he had moved from the dining room to the nightstand.

Willow gulped at the sight of the flesh exposed when he stood from the bed and stretched long arms above his head. His jeans rode indecently low on his hips, exposing the lines where his legs joined his torso. A shallow navel and rippling abs led her eyes to the sculpted chest with its pale skin and darker nipples. Willow snapped her eyes to the side as Spike lowered his arms and opened his eyes, trying to get her breathing under control, not really certain why is was erratic to begin with.

"I'm going to call Sunnydale."

"Why?" Spike had moved to retrieve his clean clothes, but stopped to face her. "They don't deserve to even hear your voice at this point, Red."

"Anya and Dawn will worry." Willow hoped that the others would worry, too, but knew that mentioning the younger Summers sister would soften the vampire up.

Spike nodded. "I was going to get a shower, but that can wait... If you want?"

Willow knew that he was offering to be there for her again, to back her up if she needed it, and smiled softly at him. "Thanks, Spike, but I'll have to talk to them on my own some time. It's not like you can be with me all the time."

"Could if you want, Willow." The words were so soft that Willow wasn't sure if they had actually been spoken, and then Spike was closing the bathroom door behind him.

Willow stood staring at the door until she heard the water start. `Did he just say that? Could Spike *like* me? Why am I even thinking about this? I'm gay now. Right?'

Shaking her head, Willow moved to the spacious living room and picked up the cordless phone from its base on the table beside the sofa before moving out onto the balcony. The breeze blowing off the ocean caused the flowing skirt she wore to flutter and wrap around her ankles. The sun warmed the flesh exposed by the deep green halter-top. The effect was at once sexy and relaxing, and Willow made a mental note to pick up some more outfits like it while she went through the numbers necessary to access her calling card and then The Magic Box.

"Hello, this is The Magic Box. Dawn speaking." The forced politeness in the young girl's voice made Willow smile.

"Hey Dawnie."

"Wills!" Dawn's happy shriek was followed by the noises that phones make when they're rubbed against something, and a muffled `Hey!'.

"Willow Ann Rosenberg!" Buffy's voice was devoid of all cheerfulness. "Where the hell have you been?"

"Well, first I went to my room and packed some things, then Spike grabbed his stuff. Now, though, we're in an amazing hotel in San Francisco."

"You're with Spike *where*?"

Again the phone made some odd noises, this time followed by the cultured voice of Giles. "What's going on, Willow?"

"I'm going to be out of town for a while, Giles."

"Am I to understand that you're with Spike?" The disapproval was thick in his voice, and Willow could just see him polishing his glasses as he frowned.

"That's right." Willow stroked the petals of a flower growing in an ornate marble pot. "I needed to get away for a while, and Spike needed a break too. So, we left. I'll be back way before classes start, don't worry."

"Have you given any thought to Spike's being a *vampire*?"

Before Willow could respond, the phone once again changed hands and Buffy's voice whined at her over the line. "Running away from your problems won't make them go away, you know. Being a coward is one thing, but I never thought you were stupid enough to just run off with the first guy to offer you a ride!"

While Buffy was deriding her, Willow caught Xander's muffled voice in the background. She couldn't really make out what he said, but she heard the words `blood-sucking bastard', and `evil undead' more than once.

"Buffy, you ran away after the whole Angelus thing, and you were gone for *months*." Willow fought the tears that threatened to spill down her cheeks. "I just need a few days."

"It's not the same thing!" Willow had never noticed the high- pitched shriek that Buffy's voice tended to take on when she was indignant before. "Willow, you need to- Hey!"

"Willow, this is Anya." The former demon's voice was pleasant and crisp. "If you're having fun in San Francisco with Spike, then I say go for it. If anyone deserves a bit of a break from this place it's the two of you. Dawn says to have fun, too."

Willow heard a loud banging, and Anya's voice was breathy when she started talking again.

"Sorry about that. I had to run for the back room." Anya chuckled as Xander's curses floated through the door. "Be sure to keep your eye out, you're not used to big cities. Tell Spike that Dawn and I say `hello'. Oh, and I better be getting something when you two get home."

"Okay. Thanks, Anya."

"It's no problem. Oh, and I want details of all the orgasms, too."

Before Willow could wrap her mind around that last statement to form a reply, Anya gave a rushed `good-bye' and the phone went dead.

"Ready to go, pet?" Spike's voice floated from inside the room.

Willow shook her head at the phone and moved to the door. "Let me get my shoes."

~Part: 5~

~Spike~

Spike came to a major conclusion on the elevator trip to the lobby. He had an inkling of it when the doors first shut on them on the eighteenth floor. The small family that entered the car at floor fifteen solidified the thought. By the time the little compartment reached the lobby, three more people had gotten on, and his hands were wrapped around the little redhead's waist in an attempt to keep from trembling. That's when he knew for certain...

The elevator was invented by some demon in charge of the lower rungs of hell.

He kept the thought to himself, knowing Willow would simply giggle or think him stupid, and steered her toward the arch at the side of the lobby that would take them to the small in hotel shops. "I'm thinking that a cocktail dress or eight is in order."

"Eight?" Willow's brow creased as she looked at him as if he'd sprouted chaos demon antlers. "I think *one* is more than enough. Not like I'm ever going to get a chance to wear it anyway."

"Are too." Spike led Willow into a shop with gleaming marble floors and three saleswomen. "I'm takin' you to the restaurant that they have here."

"Still only calls for one." Willow ran her fingers over the dresses and shirts as they passed.

"Five." Spike countered.

Willow looked at him and grinned. "Two."

Spike motioned for one of the women. "We'll be needing at least three dresses. Things to go dancing or to the theater in. Price isn't an object, as long as Willow looks as good as humanly possible."

The other women snapped to attention, the three deciding amongst themselves that a size five would be the place to start, and began hunting through racks and small closets for dresses that they thought would complement her frame and coloring. Spike grinned openly when Willow was led to a chair and given a glass of tea while the women brought out dress after dress for her consideration. It took him a moment to realize that she was overwhelmed at the attention, and he came to her rescue.

"Ladies," Spike loved using his cultured accent. It drew the birds faster than money. "I think she's a little daunted. Maybe if we narrow down the search, it would be easier on us all?"

"Of course, sir." The first woman he had spoken with, the oldest and obviously most experienced, replied. "A girl so young not from money would have that problem."

A growl almost made its way from his chest at her words, but Spike hastily pushed it down. It would do no one any good to get angry with the woman. She hadn't meant it as an insult, and Willow's smiling eyes told him she wasn't taking it as one.

"I think something long would be best." Spike nodded to himself. "Flowing, but with no slits. I hate those. Too obvious.

"Deep colors. Greens, blues, and black."

The saleswoman laughed gently. "It's so nice when men know what will look good on the woman they're shopping for. Usually, though, they're trying to make it a surprise."

"This whole trip has been a surprise." Willow spoke softly from her chair where her hand ran along the folds of a velvet and brocade hooded cloak hanging beside her.

The woman smiled again and moved to join the others in their renewed search when Spike laid a gentle hand on her shoulder. He leaned down so that his words would not carry in the otherwise unpopulated store.

"Let's not have anymore comments about her lack of money. I don't like it. I'm more than willing to make your commission sales for the week skyrocket, but I don't need her feeling the least bit uncomfortable." At the woman's small nod and understanding, gentle smile, Spike decided he liked her. "Oh, and do you have one of those hooded capes in a green or black?"

"We have it in both, sir."

"Wrap up one of each, then."

The woman chuckled softly. "I *knew* you had a surprise up your sleeve. A man in love usually does."

Spike thought about correcting her before realizing that she already *was* correct. He was in love with the witch, had admitted it to himself the night before, and wasn't going to try and deny it. Of course, she wouldn't be wearing the dresses he bought today for him. She would wear them for herself, and then for whomever she fell in love with next. He just wanted to pretend that *he* could be her next lover. Even if it lasted only a few days.

"So, we're going to dinner?" Willow's soft question pulled him out of his thoughts.

"The Nob Hill Restaurant is supposed to be excellent." Spike knew it was a `yes' or `no' question, but he wanted her to say she wanted to go. That she wanted to go with him. "If you want to go eat, that is."

"Sounds good to me."

Spike nodded and grinned to compensate for not doing the little dance he felt coming on.

One of the salesclerks came over to lead the two of them to the changing room in the back of the store. Spike caught the older woman selecting boxes for the thick capes he'd requested, and she gave him a wink. The third girl trailed behind the others, arms laden with dresses.

The changing room was really a two-room affair. There was a small sitting area that held a set of cushioned chairs, a three-way mirror, and a vanity counter and mirror. Spike stood just inside the door while the young woman hung the eight dresses they'd narrowed down to on a long peg outside the smaller room's stall-style door. Willow took the first dress and shut the little door behind her as the women left the two of them with instructions to leave what they didn't want and to call should they need anything else.

Spike made sure the door latched properly behind the two women and then made himself comfortable in one of the seats. "Alright in there, Red?"

"I don't think I like this one, Spike. It shows too much."

Spike chuckled and shook his head. "Then don't take it. Put it on the little peg they have in there and pick a different one to try on."

"Aren't you bored?"

Spike caught sight of Willow's legs, bared from the knees down by the flimsy door, and imagined the rest of her body being revealed when the dress came into view along with her arms above the wood. "No, pet, I'm not bored at all."

The door unlatched, and a graceful arm, bared to the back of an alluringly naked shoulder, hung the dress on the door before graceful fingers pointed to the wall peg. "Could you hand me the next one, please?"

"Got it." Spike slipped the deep blue dress from its hanger, secretly hoping she picked it. He loved the feel of the material, something soft and unnatural, against his fingers. Handing her the dress, he took the other from its place on the door and hung it on another peg.

Her thanks went unnoticed as he sat back down and angled his head to the side. Sure enough, her legs came back into view and the dress pooled on the floor before being slid up by unseen hands. A shiver of lust went through him, and Spike found himself readjusting the steadily constricting jeans.

Desperate for something to take his mind off the redhead less than ten feet away, Spike latched onto something that always helped in situations like this: the Slayer. "How did the phone call go, luv?"

There was a thick sigh from behind the door, and Spike was almost sorry he had brought it up until the door opened and he caught sight of Willow. She was wearing a thick terrycloth robe, and had the blue dress draped over one arm. "I like this one."

"Okay. I'll put it in the keep pile while you try on the others." Spike knew she was trying to stall, but was happy to let her get away with it as long as she stood before him dressed like that.

"Do I have to try them all on?"

"No. Just have to try them on until you find three you like." Spike took the dress and handed her a deep green velvet one from the collection of others. "Now, stop stalling and tell me about the call while you try this on."

Willow sighed, but took the dress and slipped back into the stall. "It was bad. If it wasn't for Dawn and Anya, the whole thing would have been nothing but one big yell fest."

A few minutes later, the dress was handed back out to Spike. "I'm *so* getting that one!"

"Don't I get to see them, pet?" Spike pouted in a way that had gotten him access to more than one bedroom in his time.

Willow's eyes went wide, and he caught the faintest hint of her arousal. `Maybe she's not as gay as she thought she was.'

The thought had... possibilities.

"You're the one I'm going to be wearing them for, silly." Willow moved to the rack and found the three black dresses that she had brought with her. "You can't see them yet!"

Spike's mind was still running over the thought of her wearing clothes for him, for his approval, the way she had worn things for her witch. Pictures of satin and lace under things danced through his head, and he was once again readjusting his jeans. He was unaware of anything until he heard Willow ask him why some of her friends refused to support her the way she was always supporting them.

"You know how Slutty is, luv." Spike took the dress that was flopped unceremoniously over the stall door and hung it on the `no' rack with the other rejected things. "If she isn't the center of attention, she can't function.

"The Watcher is more concerned for you than anything else, really. I don't think we can really be angry with him." Spike was amazed at the understanding in his own voice, and knew Willow had to be agape with shock. "He thinks of you as more of a daughter than anything else, and doesn't want you getting hurt by the mean and evil vampire."

Willow poked her head out the door and handed another dress to him. "Maybe this one. You're evil, but not mean. At least, not to me. Not anymore."

While she ducked back into the room and slid the third black dress on, Spike plowed through his lust-addled thoughts. "Chubs doesn't like the thought that yet another of `his' girls is going out with a vampire. He hates us all. Not that it isn't understandable, but it's damned annoying. He doesn't want another Angelus thing happening."

"Oh, wow." Willow's voice floated to him, and Spike put the `maybe' dress in the `no' pile while she spoke. "I can see what you mean about Giles, he's more of a father to me than my real one, but Xander really shouldn't be that upset.

"First off, we're not going out. Secondly, Buffy was never his girl, and he didn't want me. Third, you don't have a soul to begin with, so even if we were going out, you couldn't lose it."

"I know that, and you know that, but the boy's a moron."

Willow giggled and came back out fully dressed and carrying the last dress she had tried on.

"Thought about which one you're wearing to dinner tonight?"

"The blue, I think." Willow let Spike carry her dresses from the room, following him to the counter. "The black is way too fancy, but I really want it."

"I'll take you to the opera, luv. You can wear it there."

"Really?"

Spike smiled at the joy in her eyes and handed the dresses to the older woman behind the counter. After signing the slip that billed the dresses to the room and finding out where Willow could find shoes and `bits' to go with her dresses, Spike arranged for it all to be delivered to their room.

"Come on, luv." Spike slid his arm around her waist and moved to the next store. "We still have things to buy here before we find some decent shops for the clubs."

~Part: 6~

Willow

The deep blue of the dress shimmered in the lamplight from its spot hanging on the door of the wardrobe in the suite's second bedroom. It had been taken from its box as soon as Spike handed it to her, and put out of the way to ensure that nothing touched it before dinner. Willow was putting the finishing touches on her makeup in front of the lighted vanity mirror, sitting on the padded stool in her underwear and garters.

The stockings and garters were a point of pride for the redheaded witch, and she felt so grown up just sliding them over her legs. The stockings, real ones with seams running up the back, were a pale ivory to complement her complexion and made of the softest silk. Spike had left her to buy her `bits' while he went in search of something suitable to wear to dinner that night and the theater or opera another, and she hadn't been able to resist them.

The belt she wore with them was a deep blue, though she had also bought belts in green, black, red, and white. The sales girls had been more than willing to help her find belts in multiple colors and many different pairs of stockings once they learned that she didn't own even one pair. They had also been a little more than helpful in finding the other underwear when they caught sight of Spike through the window.

Willow giggled to herself at the memory of one of the women turning and looking at her in open admiration. "Does *that* belong to you?"

Willow blinked twice before she found her voice. "Well, for the time being."

"Honey," the other girl looked up from where she was boxing up Willow's purchases. "If that man is willing to let you go shopping on his tab for anything you want when he's not certain that he'll ever get to enjoy it, he's yours. And not just `for the time being'."

Willow had blushed and looked out the window catch Spike's eye before he quickly looked away. She'd made certain that her packages would be sent to her room before joining the platinum blonde.

"What now?" Willow couldn't keep the excitement from her voice. She had never liked shopping, but something about this fairly made her head swim.

"Sun set about ten minutes ago." Spike's hands started searching his pockets as the two of them headed toward the parking garage. "Should be safe to go out and find some things to wear to the clubs."

"I have no clue what to get, though."

"I'll help." Spike lit up a cigarette as soon as they entered the cement garage. "Or am I not allowed to see those either?"

"I guess you can, but it's not the same to wear things for people if they've already seen them."

Spike had fallen silent after that. He'd taken her to a few different stores, buying things for himself as well as for her. Willow never got a chance to see what is was he got for himself, as he always managed to talk another girl into helping Willow find things that she liked.

Willow knew, even as she slid the back zipper of the dress up and smoothed the long elbow gloves that had arrived with the dresses over her arms, that she really *was* dressing for Spike.

Her mind told her that there was no point in it, that he saw her as only a friend, and a *gay* friend at that, but she couldn't seem to help it. She had tried telling herself that it was too soon after Tara's leaving for her to even be looking at someone else, much less a guy, and a *vampire* at that! Nothing worked, and the little flutters and breathless moments only seemed to be happening more frequently.

"Okay, Willow," she held her breath and turned to see her reflection in the long mirror in the corner of the room. "Wow."

The woman staring back at her was made taller than normal by the ridiculously high heels Spike had bought for her while off on his own earlier. From the smug smile he'd given her when she asked what else he had in store, she knew there was more to his little `alone time' than getting some dress clothes for himself, but he wasn't talking. The shoes were a deep blue, opened toed affair, with dainty bows at the top of the bridge and a single thin strap circling each ankle to buckle at the side.

Not wanting to fuss with her hair too much, she had parted it down the middle and twisted the pieces at the front back from her temples and secured them together with a small, clear band. The effect was simple, but elegant. Her face was left open, drawing attention from her sharp widow's peak to the big green eyes that blinked back at her.

"Not bad." The redhead turned to see the dress flare and giggled softly to herself in pure feminine glee.

The deep blue of her dress complimented her coloring well, bringing out her natural attributes, while the cut and style made her feel more sophisticated than anything else ever had. Thin straps slipped over her shoulders and were attached just under her arms, leaving her back completely open from neck to where the material draped over the swell of her hips and butt. The neckline was modest, not even showing the barest hint of cleavage, and fitted until it flared over her hips to nearly brush the floor.

"Nope." Willow smoothed her hands over the dress one last time to insure that there were no annoying lines. "Not bad at all."

A soft knock at her door signaled Spike's arrival, and she forced herself to take a deep breath...

That she forgot she was holding when she opened the door to reveal Spike in his dinner attire. The black slacks and tuxedo jacket were paired with shining black shoes that Willow knew he had to have bought that afternoon. A deep red shirt was paired with a slightly askew black bow tie.

Realizing that she was staring, Willow felt herself blush as she let the air out of her aching lungs and reached up to straighten the tie. "You look...perfect."

"Good." Spike nodded slightly before boldly sliding his eyes up and down her body. "Then I look at least half as good as you."

Willow giggled and turned to switch the light off and heard Spike's sharply drawn breath.

"Take that back, pet. I don't look anywhere *near* half as good as you do."

Spike

Spike could hear her through the door long before he knocked, smiling to himself when he heard her slight compliments. If she thought she looked `not bad', he knew he had better prepare himself before letting his presence be known to the beguiling redhead. Straightening his pants, jacket, and tie for the fifth time in ten minutes, he lifted one graceful hand and knocked softly on the rich oak door.

The Willow that greeted him was made much taller by the shoes he'd selected. Now she came to just below his chin. Perhaps it was some trick of the light, her hairstyle, and makeup that made her eyes seem larger and more beautiful than he was used to. Satin covered fingers adjusted his tie, and Spike only caught the last word Willow spoke.

Hoping that she was commenting on his looks, Spike let his eyes trail over the midnight blue dress she wore. "Good. Then I look at least half as good as you."

When Willow turned to make sure she switched the light in the room off, Spike was confronted with the sight of the bare expanse of her back. He felt himself take a completely surprised and unnecessary breath.

"Take that back, pet. I don't look anywhere *near* half as good as you do."

Willow was just turning when his words sunk in, and Spike was treated to the long, slow blush that swept up from the neckline of her dress to the roots of her hair. The vampire in Spike purred at the heightened scent of heated blood in the air. Willow's eyes widened, and Spike realized that he'd made the sound out loud.

"Sorry `bout that, pet." The blonde was suddenly grateful that he couldn't blush anymore. He felt the sheepish smile of centuries past slip over his lips, and fought the long dormant urge to dip his head to hide his face.

Willow merely smiled that wide, soft smile at him and glided past. "Don't worry about it, Spike. I know what you are... Who you are."

Spike caught the sweet scent of Willow, the cloves that hinted at her magic and the vanilla that spoke of innocence, and stilled. How he wished to brush his fingers through her hair! How he yearned to glide the palm of his hand over that pale, lovely back! He could tell how her skin would taste on his tongue from her scent, and mourned its being wasted on some chit who would have no idea what a prize she was holding. He tried to shake the thoughts from his head, but they clung to him as her presence had draped itself over every aspect of his life since that night not so long ago when he had fallen in love.

The dull ache in his chest was less, yet so much more, than what he felt when Dru had left him. Less because there wasn't the raging hate that the loss of deep love often breeds. Less, also, because he had over a century of memories with his sister-lover.

More because this ache was one of loss, as if he were mourning the death of someone so dear to him that he could not put into words how he felt. He was reminded of being ten years old and told that his grandmother, the lovely old woman who gave him toast and marmalade in the still of the night when no one else would have allowed it, had died. The feeling for Willow was that kind of pain, full in its emptiness.

~Part: 7~

Willow

The air was crackling. It had to be. There was simply no way that the feeling could be contained in her body. She, not-quite-so- little-or-mousy-anymore Willow Rosenberg, was standing in an elevator on her way to dinner in a lavish dining hall with *Spike*. Her stomach kept doing that little flipping thing that she was fairly certain had nothing to do with the slow pace of the metal car.

Spike looked good... Very good... Too good. Oh, *how* was she supposed to make it through dinner without saying something embarrassing? How was she supposed to eat, and talk, and maybe even dance with the sinfully good looking creature standing beside her?

Just looking at him made their differences all too clear. He was still, even with the nervousness of the elevator ride humming through his body, and lethally beautiful; while she felt plain and her hands wouldn't stop twisting around each other. The air around the blonde seemed to float in a strange serenity while the area surrounding her own body twisted and sparked like a summer storm.

"Calm down, pet." Spike drew her left hand to rest in the crook of his arm as the digital numbers began reading single digits.

"Huh?" Willow was too focused on the feel of his slightly cool skin through the satin of her glove to come up with another, more intelligent reply.

"Your heart is thundering." He spoke as if he were telling her that he had blonde hair, or that she had green eyes. "Take a deep breath and calm down. It's just dinner."

"Right," Willow gulped down air and ran her free hand over her dress. With Spike holding onto one of her arms, her favored method of fidgeting was impossible. "Why don't I believe you?"

"Because you know I'll end up making you dance?"

"I can't dance, Spike." Willow tried to put as much conviction into the words, soft now as the doors of the elevator opened to reveal the extravagant lobby with it's gleaming marble floors and dark wood filled sitting areas.

"I'll show you how." Spike smiled at the concierge as they passed on their way to the wide hall that led to the Nob Hill Restaurant.

"I really don't want to make a fool out of myself, Spike." Willow's steps had slowed, and she knew Spike would soon pull on her arm to quicken her pace. He just wasn't patient enough to move so slowly. "I had enough of that in high school."

"No one will think you a fool, Red. I'll do all the work. All you have to do is follow my lead." Spike was giving her a smile that was at once reassuring and flirtatious.

Willow sighed. "If you say so."

Spike's next words were lost to her as they entered the dining room.

The word `opulent' sprang to mind, and Willow could only agree with her subconscious. The floor was a gleaming light wood, from the windows lining one wall to the mirrors lining the other. Tables, set with silver flatware and crystal, surrounded a large dance floor. As in the lobby, creams and reds were the colors of choice, though lighter here in the presence of so many chandeliers. Candles flickered from inside their red glass prisons in the center of each table.

Willow had just begun taking in the eight piece string band softly playing on the raised stage when Spike gave a soft tug on her hand. She turned her face to his, catching his wide smile before he gestured her ahead of him to follow the woman showing them to their seats. The redhead smiled her thanks to the older woman as they reached their table in front of the windows.

"Let me, pet." Spike was standing behind her chair, and Willow smiled at him before letting him help her into her seat.

Willow noticed that there were already two menus resting on the table in front of them, and moved to open hers. She smiled at the crisp white page that had the word `dinner' scrawled across it. A turn of the page, and she nearly choked on her own tongue in shock.

"Spike-"

"Not a worry, pet." Spike's interruption told her that he'd known about the high prices far before they had gone shopping that afternoon. "Want me to pick something for you?"

Willow raised an eyebrow. "No, I think I can read."

Spike chuckled. "Didn't mean anythin' by it, Red."

"I know. Probably just habit, huh?"

Spike nodded as he looked over his menu. "You up for appetizers?"

"Ummm..." Willow looked over the list and shook her head. "I'm going to go with a big no on that one. A salad would be nice, though."

"The mixed greens with endive?" He spoke without looking up from his own list, and Willow grinned.

"How did you know?"

"The strawberries gave it away, I think. It's pretty good."

"Can I have the fillet mignon?" The rest of the food sounded far too rich and slightly disgusting to the girl who was- computers, witchcraft, and sexuality aside- a simple girl.

"You can have one of each thing on the menu." Spike met her eyes seriously. "Just pick what you want, though I'm ordering you a glass of wine."

"I'd rather just have sweet tea."

"You can drink that, too." Spike nodded to himself, completely ignoring the slightly affronted pout on Willow's face.

"You can order the wine, though I don't have to drink it."

Spike's grin was wide and approving. "Good point."

Their server came just then, and Spike looked at the young man expectantly as he went into his list of what the chef was preparing. When he finished, he glanced back and forth between the pair before facing Willow first.

"Could I get you something to start? A drink perhaps?"

"I'd like the mixed greens and endive salad to start, and a glass of sweet tea."

"She'll also take a glass of your finest Pinot Grigio as well." Spike winked at Willow before placing his order as well.

When the waiter had retreated to put in their orders, Spike turned laughing blue eyes to the redhead. "What do you think, Willow?"

"I think this is *way* too expensive."

Spike only chuckled and nodded. "It's not a problem, Red. Not like we'll be eating here every night, anyway."

"True. It *is* lovely, though." Willow fingered the linen napkin sitting beside her plate. "I need to do some shopping tomorrow. I want to get the guys something."

"Don't think Slutty or Chubs deserve anything, pet. It's not like they're being very good friends."

Willow sighed. "They don't mean anything by it, Spike. They're just worried about me and think I need help, but don't know what to do."

"We should get the demon and Nibblet something nice." Spike quirked an eyebrow. "How long to you think your friends will give us before they come to hunt us down?" The question was serious, even if Spike's voice held a slight chuckle.

Willow's response was halted by the arrival of their drinks. After they were left alone once again, she frowned slightly. "I don't know. Anya knows we're in San Francisco, but they don't know where we're staying. I doubt this is the first place they look."

"True enough," Spike grinned. "Wonder if they'll bring Peaches into it."

"No, I don't think so. It's not like they're afraid for my life or anything. Buffy won't involve the LA crew unless she absolutely has to."

Spike nodded briefly and motioned toward her wine glass. "Just a sip is all I ask, pet."

Willow humored him, commenting on the light, fruity taste.

The rest of dinner flew by for the unusual pair, full of conversation, both serious and otherwise, before they finally pushed their dessert plates away with satisfied little smiles.

"Dance with me, pet?" Spike was standing beside her chair, hand extended, with a slightly uncertain look in his blue eyes.

Willow couldn't say no after seeing the all too familiar look on his face, and slipped her hand into his. "As long as you promise not to make me look bad."

Spike winked. "I'll do my best, pet."

The first dance Spike led her into was a sort of modified waltz that sent her skirt twirling around her legs. Willow forced herself to focus on the feel of Spike's arms and the placement of her feet for a few steps. After that, she was able to meet the blonde's eyes and just enjoy the dance. Of course, she *was* able to catch more than a few diners watching them move in open admiration, but decided to ignore them as long as the dance lasted.

The dance lasted until just after midnight when the octet finished their final song and began to leave the stage. Spike and Willow, along with the servers and the last few diners, applauded their performance.

As Spike led her from the dance floor, Willow heard the sparse sound of hands clapping. A moment later, others had joined in.

"Who are they clapping for?"

"I think that's for us, pet."

Spike wrapped an arm around her waist and spun her expertly before lowly dipping her body to an even more enthusiastic response from their audience. Standing her back on her feet, he moved her to bow in one direction and then another. They ended facing the stage, and Willow found herself spun once again before Spike led her through the tables and out the door.

The elevator gave a soft sound, more a tuneful `bong' than the ordinary `ding', as it reached the lobby. Spike had moved Willow across the lobby in a complicated whirl of movement before catching sight of the man and woman behind the counter watching them. Grinning, the two dancers had pulled the night workers into a dance that lasted only as long as it took for the elevator to be summoned by a bellhop.

"Tired, pet?" Spike spoke softly as the mirrored, plush seated elevator moved toward the upper floors.

Willow had seated herself on the soft blue seat that lined the back wall of the car and was pulling the long gloves down her arms. "No, not at all. After so many years of patrols, research, and major demon fightage, not to mention maintaining a 4.0, I'm pretty much used to staying up all night."

They reached their floor, and Spike took her hand to lead her to their suite. "You go change, and I'll make some tea then."

"Okay." Willow nodded and went to the room she had used earlier to find the cut off t-shirt and lounge pants she had slept in the last few nights. When at home, she usually only wore the pants until she was ready to slip into bed, but thought that sleeping in a t-shirt and panties was a little too daring for the situation she had found herself in. When she emerged from her room fifteen minutes later, having changed clothes and hung her dress back on it's padded hanger and washed the makeup from her face, Willow was greeted with a sight that robbed her of her breath.

Spike was just setting out their tea cups half dressed. The jacket and tie had been discarded along with his shoes and socks, lending a relaxed air to his usual sleek, dangerous feel. But it was the shirt that had put her in such a state.

He had pulled it from the confines of his pants to rest around his slim hips as he moved about the sitting area. When he turned at the sound of her entering, Willow saw the pale line of his chest and stomach where the dress shirt had been fully unbuttoned. Willow could only move on autopilot to her seat and hope Spike didn't try to talk to her until she found her voice.

She really had no idea why the sight of Spike dressed in such a manner was having such an effect on her. She had been more than happy with Tara for such a long time. How was it that a man was able to do this to her without even trying? Was there something wrong with her? It hadn't even been a week since Tara had walked out, and she was having that palms sweating, fluttering stomach feeling! That just wasn't right. Was it?

"Feeling okay, Red?"

Willow blinked at Spike, realizing that he *had* been speaking to her. "Sorry, Spike. I was just thinking."

"Want to talk about it, pet?"

He looked so concerned, that Willow felt bad for the almost- lie she was about to tell. "Just thinking about Tara again."

Spike sat on the couch and moved Willow to stretch out along its length, resting her head on his thigh. "Start talkin', Willow."

"I wouldn't even know where to start."

"How did you two meet?"

Spike ran his fingers through her hair as he spoke, and Willow began relating the details of her relationship with the blonde witch.

The two spoke quietly until the world outside their windows began to wake in predawn light. Willow felt her eyes closing, but couldn't seem to make them open again. Strong arms slid under her and she snuggled into Spike's embrace as he carried her into the room they had shared since arriving in town.

She had a moment to wonder why they didn't just get a different, single bedroom suite before she was slipped under the covers and sleep claimed her fully.

~Part: 8~

Spike

Spike slid the ripped and worn black material over his head and smoothed it over the hard planes of his chest and stomach with a satisfied smirk. The t-shirt was soft against his skin, interrupted here and there with the cool metal of safety pins. Bits of flesh peaked out from the holes the pins were attempting to hold closed with varying degrees of success.

The blonde had picked up some eyeliner while shopping with Willow, having laughed at the look on her face when she realized that he had walked out of the store with more in his pockets than the cigarettes he bought. Now, he painted thick black lines around his ice blue eyes. Mascara soon followed before Spike ran gel- covered fingers through his white-blonde hair, tousling and spiking it in the messy style he had favored in the days surrounding the killing of his second slayer.

The clothes weren't the ones he had worn all those years ago, but they were used, made worn and comfortable by others before being sent to the second hand store where he and Willow had gone shopping. The snug black jeans fit him a little more tightly than he normally wore, but he wanted to make an impression on Willow. The shirt was a major departure from his current favored attire of black t-shirt and red buttoned down, but it matched the ones he wore while running around New York City, hunting in the Park and seeing as many Circle Jerks and Sex Pistols shows as he could.

Hearing the sound of the other bedroom door opening and closing, and deciding that he was as good looking as he could possibly get, Spike checked his wallet and moved to meet Willow in the sitting room of the suite. The sight that greeted him brought the blonde vampire up short.

Willow was standing with her back to him while she looked into the mirror and fastened silver earrings in her small lobes. Her red hair, now reaching between the tops of her shoulders and her shoulder blades, had been pulled up and twisted into spikey ponytails on either side of her head with a few pieces of chunky bangs left to frame her face. Spike could see her big green eyes, rimmed in oranges and reds, shining out at him from the reflective glass.

Spike didn't recognize the clothes she wore, deciding that she must have gone to a few of the stores that had been closed the night they went shopping together. Was it only the night before? He felt as if the time they had spent together had somehow lengthened, that they had been together in this other word of San Francisco for weeks instead of days.

The black t-shirt she wore over a long sleeved red shirt featured a dancing, smiling rabbit. The black skirt she wore was flared and indecent enough for Spike to wonder if she was wearing her good panties. The satin straps of a garter belt peaked out from under the skirt's hem, sliding over her thighs to secure the fishnet stockings she wore. A pair of black boots, fastening with more straps and buckles than anyone should have the patience to clasp, began just under her knees and ended in wedged platforms.

Bloody hell... Spike's brain ground to a halt as his eyes slid up and down the lithe body of the redhead in front of him. His body was having no such trouble, however, and he snapped to attention enough to step behind a nearby chair when Willow finished her primping and spun to face him.

The short skirt moved with her body, spinning to give him a very clear view of the red, ruffled panties she wore. The red matched the shirt, and Spike just *knew* there was a matching bra underneath all that cotton. The snug jeans were suddenly downright uncomfortable, and the vampire wished he could come up with an excuse to go change, but Willow was ready to go and the show she had bought tickets for that afternoon would be starting in half an hour. He wasn't going to be the reason she was late for her first real punk concert, not to mention that the Bottom of The Hill Club would forever ruin The Bronze for the girl.

"What do you think?" Willow's eyebrows were raised in that please-say-you-like-something-I-did way she had a habit of doing when she was feeling old stirrings of insecurities she had worked years to get past.

"Bloody hell, luv," Spike chuckled. "You're a vision to behold."

"Really?"

Spike decided that the light in her eyes was more than worth a little discomfort on his part. "I'll have to fight them off with a stick."

Willow slid her ID and money into the little zippered pouch attached to the skirt and shook her head at Spike. "Nah, a few well placed growls and a grrr face or two should do the trick for any regular guy."

"Might be demons there too, Red. Sunnydale and LA don't have the market cornered on vampires." Spike was finally able to move, and held the door open for Willow to precede him into the short hall leading to the elevator.

"Then I guess you'll get to beat the crap out of something." Willow shrugged and grinned up at where Spike's face would have been reflected in the mirrored sides of the lift car. "Hasn't it been too long since you got your decent spot of violence?"

Spike grinned down at his companion. "Eh, I've been distracted by a beautiful little redheaded witch."

Willow laughed and wound her arm through Spike's as they stepped off the elevator, clasping his large hand in her small one. "Well, at least you're not going through withdrawal or anything."

"What's your shirt say, luv?" Spike turned to look down at the screen print of the bunny.

"`I like everybody, except you pinheads'," Willow giggled. "I got a whole bunch of them at a store this afternoon."

"They all say that?"

"Nope. One says `Cute but psycho', another says `crazy doesn't even begin to cover it'. I got some other ones, too. Oh! And there were some Ramones and Sex Pistols shirts there too, so I got some for you. I peeked at the sizes of your shirts before I left, so they should fit okay.

"And I got Dawnie this really cool henna tattoo kit and Anya a bunch of massage oils and bath stuff from one of the more expensive places. I got Buffy a new cross necklace to replace the one that got eaten by that slimy demon thing last weekend. Xander is getting some fudge and specialty chocolates from this little shop a few blocks from the hotel. It took forever, but I finally found Giles some nice, old books that I know he doesn't have from an occult store I heard about on the internet. So, I think everyone will be happy with what they're going to get."

"Those pillocks should be happy that you got them anything at all, stupid bloody morons. Demon girl and Nibblit are the only ones who deserve anything."

"Spike, they may be pigheaded sometimes, but they're still my friends."

"Right pet, sorry." Spike shook his head as the first few lines of her babble finally sunk in. "You bought stuff for me?"

"Well, it only seemed right since you're paying for the room and all."

Spike pulled Willow up short and spun her to face him. "How did you know that?"

"I went shopping today and asked the girl at the front desk to thank the concierge for the room. She just looked at me strange and said that it was the room you reserved."

"Look, pet-"

"It's okay, Spike. I know that you did it to make me feel better, and there's no way I can come up with the kind of money to help pay for it all, but you knew that before you did it. I don't know why you're willing to spend that kind of money on me, but I've made up my mind to just let it stand as some *huge* token of friendship and not question you about it. Now, let's get going, or we'll miss the beginning of the show!"

"Right, pet," Spike once again clasped her hand in his and moved into the growing crowd of people heading toward the club half a block away.

The Bottom Of The Hill Club was a little less than four blocks away from their hotel, but it may as well have been some distant planet. The stylish eateries and softly lit, pastel interiored shops were replaced by window displays featuring more leather than lace and garish neon lights. The brick and trees lining the streets of Nob Hill had disappeared more than a block ago, with cracked concrete and graffiti taking their place.

Spike was in heaven.

That was the only thought that made any kind of sense to the blonde vampire. Somehow, through some twist of fate, he'd managed to make some demon or god happy, and this was his reward. Walking down a dusk-darkened street with Willow's waist encircled firmly in his arm had to mean he had done *something* right.

As they neared the club, Spike caught more than a few appreciative looks being cast Willow's way. His first instinct was to be jealous and protective. His second instinct, which earned him a sharp fissure of pain behind his left eye, was to rip out all their eyes so they wouldn't be able to ogle what was so obviously his. And Willow, whether she ever admitted- or even knew about- it, was his.

In the relaxed and breezy half an hour that they walked, Spike had come to a conclusion. And, while it wasn't the most ideal situation, he knew that he would be as loyal to her as he had been to his love of Drusilla. Spike had decided that he was going to keep Willow, even if he never got to possess her the way he dreamed.

Spike would keep her close, staying with her long after some vampire had its lucky day and the Slayer was dead. He would hold her as she eventually mourned the loss of the Watcher, either to his leaving or death. He would grit his teeth and put up with Chubbs and Demon girl, no matter how much the boy made his fangs itch. And- Willow being the young, smart, and beautiful woman that she is- Spike would let his heart crumble into dust and watch as she found another mortal to love and grow old with.

But those days were a long way off now. Tonight, for the first time in longer than Spike cared to think about, he was well and truly happy. It had nothing to do with being away from Buffy, the rest of the Scoobies, or the hellmouth. It had nothing to do with the possibility of a decent spot of violence should anyone get too fresh with Willow. It even had nothing to do with them being on their way to a real punk show at a real club.

No, none of that factored into the feelings the blonde had found himself so freely open to. The only thing that mattered to Spike at that exact moment was the feel of Willow's waist in the firm hold of his arm and the bright smile on her face as she handed their tickets to the man at the door.

"Want a drink, pet?" Spike spoke with his mouth next to Willow's ear, savoring the feel of skin against his lips and her sweet smell.

"No, I'm fine." Willow spoke distractedly as she looked around the club.

The balcony of the club ran along three sides of the building fifteen feet above the main floor. Two staircases led from either side of the main entrance to the upper floor. A long bar lined either side of the room from the bottom of the stairs to the steps leading to the dance floor and the tables.

There were people on the stage at the far end of the dance floor. At first, going by the rundown and tough-looking girl helping set up the drum kit, Spike figured they were the roadies for whatever pampered, over-indulged band passed for punk these days. A few people called out `Brody!', and the girl gave a short jerk of a nod in their direction.

"That's Brody!" Willow grinned and gripped Spike's hand in excitement.

Spike chuckled and smiled indulgently down at his date. "So it would seem. You got an in with the band's roadie?"

Willow's expressive face registered confusion before understanding dawned in her eyes and she giggled. "Brody isn't one of the *crew*, she's the lead singer for The Distillers! And no, I don't know her.

"Well, not personally anyway. She wouldn't be all `hey, it's Willow!' or anything. I bought Sing Sing Death House last year, after I heard some of their songs online, and Drain The Blood is just as good or even better. It's still really rare to find girls in rock, and Brody is the only one that I know of in punk or hardcore."

"So this is a solidarity thing? Cuz, I gotta tell you, Red, that there are far more men here than women."

"I never said this was about standing up for women, though that would be nice. No, this is about the fact that they kick ass."

"No need to take it personal, pet." Spike maneuvered Willow to stand at the back of the wooden floor, a move that gave her the ability to see the stage clearly while keeping her out of the way should any violent dancing start. "As long as there are no whiney chits on badly played guitars, I'll be fine."

Willow could only shake her head and grin in reply as the band bounded onto the stage. After introducing their name and the title of their first song The Distillers launched into their set.

~Part: 9~

Willow

The second band left the stage at a few minutes before midnight. Willow was hot and sweating, her loosened muscles already telling her that she was going to be sore the next day. She had pulled Spike a little further out onto the floor to join in the bouncing, thrashing dancing of the other club goers. Spike's usual air of detached stoicism had slowly cracked and melted away as Willow moved to the beat and he moved with her. The two had been separated four times by moving bodies, but Spike's large, cool hands always appeared around her waist or arm before she had time to panic. He would give a brilliant grin and cock his head to the side in greeting, and Willow would copy him before moving back into the fray.

"Ready to go, pet?" Spike's lips brushed over her ear as he made himself heard over the loud voices and louder music that the DJ was pumping into the night air. "You look right knackered."

"I don't want to go back yet, but this is too much!" Willow shouted over the music, forgetting that Spike's hearing was much more acute than her own.

"C'mon, Red," Spike wrapped a firm arm around her waist and led her out of the club and onto the sidewalk.

Willow still moved to the music, muffled now that they were past the large doors and on the sidewalk. She giggled and wrapped both her arms through one of Spike's as she leaned happily against his side. Her brain, which usually ran twice as fast as the average human brain, was racing speedily along as she tried to decide what she wanted to do in a city that she had never visited.

"So?" Willow fluttered long eyelashes teasingly up at the blonde. "Anything you know that will give us an excuse not to go back to the room?"

"Only places I know of that have anything going on at this time of night are other clubs or demon spots."

Willow, not wanting to listen to anymore dance music pumped out by DJs who had no taste in music, grimaced at the thought of clubs. "You mean even a city like San Francisco closes down?"

"Well, there are places to eat open, and I'm sure we could find a party or two."

"How about we go for a walk for a bit and then maybe get something to eat? There are lots of people around, and I don't think we could get into too much trouble with my magic and your vampy- ness."

Spike chuckled at her mini-babble and nodded. "Sounds like a plan, luv. Shall we go back up the hill or keep going this way?"

"This way. I've already seen everything up there."

They moved amongst the small groups of people leaving the concert and just meandered along with the general flow of foot traffic. Willow told herself that she was holding Spike's hand to ensure that they wouldn't get separated and that no one would try anything with her, even as she told herself to ignore the way her skin tingled at the touch.

A few blocks away from the club, Willow caught sight of a bright, flashing sign, and grinned up at Spike. "Let's go there!"

Spike eyed the neon sign announcing `tattoos and piercings' before training his blue eyes on her. "The bloody Scoobies will probably yell for my head on a platter if you come home with more holes than you left with."

"Good thing I'm getting a tattoo then." Willow nodded to herself and yanked Spike through the door after her before he could respond.

Spike pulled his arm back and stared at Willow as she stood in the center of the parlor's front space. "Sure `bout this, pet? It's permanent."

"I've wanted one for a while, Spike, I'm just too chicken to get one on my own."

"And you're not a chicken now?" That scarred eyebrow rose in question, and Willow suddenly thought how cool it would look with a bit of silver running through it.

Just after that, she wondered when she had developed a fetish for piercings. Lucky for her slightly bewildered mind, a heavily bearded and tattooed man stepped through the door separating the front room from the back.

Willow was thinking that he *had* to have been the template for every stereotypical biker or tattooist in the movies or on TV. A black bandana was tied around his forehead, keeping the long, waving grayish brown hair from falling in his eyes as he moved. The matching beard fell to nearly the center of his Harley Davidson t- shirt that stretched over his round stomach, giving him an almost comical Santa-as-rebel look. The arms that ran through the sleeves and down to hands that wiped absently at a towel pulled through a belt loop were colored in with so many designs and colors that Willow was unable to pick out more than one or two of the largest pictures.

"Can I help you?" His voice was mellow, and Willow found herself smiling.

"I want a tattoo." Willow cringed at that, knowing that it had to be one of the more inane things she had ever uttered.

The man simply nodded and gestured at the walls around them. "You pick it, I stick it."

Willow frowned for a moment as she glanced around. "Could you do something that isn't on the walls?"

"It'd cost more, but I can do just about anything."

"If I had thought ahead, I would have gone online and brought the picture with me."

Another soft chuckle came from the gently smiling man, and he waved them over to the counter situated to one side of the main showroom. He pulled a laptop from its resting place under the counter top and opened it before turning it to face Willow. "I've got a wireless connection."

Willow giggled and nodded as she looked up the site that held the pictures she had been looking at when contemplating getting a tattoo. Tara had always been against it, telling her that there were other, more important things to spend her money on. Now, faced with life without the blonde witch and a future that she would lay out for herself, Willow felt suddenly free. She didn't have to please anyone, or try to be what someone expected. She was good enough for herself, and Spike hadn't complained about her, so she figured she was good enough for him.

Finding what she was looking for, she looked up to see Spike leaning against the counter, giving the other man a light as a thin veil of smoke formed around his own head. "I found it."

"Let's have a look, then. Should have known it'd be a fairy."

"It's not just any fairy. It's by Nene Thomas, and it's called `Pumpkin Patch'. I like it `cuz it's all sexy and witchy, but still gentle."

"Seems to suit you, then." After a quick look, the man nodded and hooked his printer up to the laptop. "It'll take me about an hour to transfer it to what I'll put on you to use as a guide."

"You'll be open that late?" Spike had glanced at the clock on the wall before facing the shop's owner.

"Name's Doodle, and I should tell you that this is going to be a $300 job."

"Told ya, mate, money isn't an object when it comes to Red and what she wants." Spike had spoken before Willow could, and she frowned up at him slightly even as her stomach did that now familiar twisting thing.

"I'll be here, then. I'm open at night and sleep during the day, anyway."

"We'll go grab something to eat, and be back then. You want something?"

Doodle looked up from the page that had just slid into the printer's tray. "Chocolate milkshake, if you can manage it, would be great."

Spike nodded and Willow waved. "See you in a bit, then."

* * * * * * *

They had found a Denny's not far from the shop and spent the next half hour arguing over who was going to pay for the impending artwork. Willow's stance was that it was going on her body, and that Spike had bought far too much for her already. Spike's arguments centered on the fact that she was the best friend he currently had, that she'd been through a lot, that he was going to be blamed for it anyway, and that he had more than three lifetimes worth of savings to her half-life accounts. In the end, Willow picked up the tab for dinner and one large chocolate shake to go, and agreed to let Spike pay for the tattoo.

"Okay," Doodle shuffled them into his shop and turned off the sign and locked the door behind them. "I don't think anyone else is getting worked on tonight. You decide where you want this pretty little fairy?"

Willow pointed to the flat space on the front of her right hip. "Right here."

Looking from her petite body to the outline he held in his hand, Doodle went to the copy machine as he spoke over his shoulder. "You'll need to skinny out of everything under that skirt, then. We'll just push it up so it's out of my way. Your boyfriend there gonna have a problem with this?"

"Not a problem, mate." The warning gaze shot to Willow kept her from saying anything, and she wondered at its meaning.

When the situation dawned on Willow, she felt the hot surge of a blush sweep over her chest and face. "Spike?"

"It's okay, pet." Spike kissed her temple and led her to the chair that was set up for her. "I'll make sure everything that isn't being inked stays covered up, and that nothing happens that shouldn't be."

"I think he's human, Spike." Willow grinned up at him as he removed her boots before throwing his duster over her lower body and gestured for her to get on with her disrobing underneath it.

"Doesn't bloody well matter, Red." Spike's eyebrows rose as the stockings, garters, and ruffled panties appeared in her hands. He chuckled as Willow blushed a deeper red when she realized he was studying her underthings and jammed them into one of the duster's pockets. "Someone messes with you, they're messin' with me."

Willow could only nod as Doodle appeared in the doorway and motioned Spike to a seat a little to Willow's left as he pulled a pair of rubber gloves from a box on his table. "Let's see that hip, little girl."

The kind twinkle in his eyes caused the insecurity to evaporate, and Willow was left with only a faint blush that soon disappeared altogether as the man plied his trade.

* * * * * * *

The sky had the barest pink tinge as Spike helped a slightly limping, and thoroughly happy, Willow from the confines of the tattoo parlor. The finished ink work started on the front of her hip as she had asked, the fairy sitting on the largest pumpkin sat prominently on the swell of her hipbone, and a few smaller vegetables and vines trailed along to the back. The oranges and yellows of the gourds were reflected in the fairy's wings that were then lined in red, and the black and white dress she wore would be both flirty and pretty... Once the redness and swelling went away.

Spike had sat by her the entire time, talking with her and Doodle, getting drinks from time to time, and holding her hand when the needle came in contact with a bone. His sharp eyes had taken in everything the other man did, and Willow knew that he would have ripped fingers, or an entire arm, off if anything unwanted had been attempted. He held the man's business card in one hand, given should anyone ask where she got the work done or if any unforseen problems should crop up, along with a small tube of A&D ointment to cover the colored area to help prevent scabbing and the loss of ink.

They had just passed the club, now dark and derelict in the early morning light, when an arm snaked out of the darkness of an alley and wrapped around Willow's waist. She squeaked in fear and pain as a decidedly ungentle hand bit into her tender hip.

"Let her go." Spike's eyes had flashed to yellow before Willow's `eep' had fully registered to her own ears, and the ridges of his true face slid over his alabaster brow as he growled low in his throat.

"Make me." The other man's hand was sliding over Willow's side, and she could smell the alcohol in his breath.

"With pleasure, mate." Spike glanced at Willow and flicked his eyes to the side.

Willow got the idea that she was supposed to duck, and did just that. As her head left its spot in front of the man's chin, Spike's fist slammed, lightening fast, into his nose. Willow heard an odd crunching noise and felt something wet shower the back of her head and neck before both men howled in pain. The man behind her let go and stumbled away from them, leaving Willow to stand looking down at the vampire at her feet.

"Spike?" Willow touched his shoulder, getting only a whimper in response.

Looking up, she saw one of the most welcome sights she could think of. A taxi was heading towards them. The `off duty' sign was on, though, and it was going in the wrong direction!

Seeing that the window was down, Willow waved her arm in the far too large coat just as it began to pass them. "I'll pay double!"

Brake lights lit up, and the taxi turned in the parking lot of the store across the street before pulling up in front of the redheaded witch and the huddled vampire.

The driver, an older man with graying hair helped Spike into the backseat, and Willow was glad to see that the demon's face had retreated. "Where're you headed, kid?"

"Up to the Mark Hopkins Intercontinental."

The man looked at Willow sympathetically. "You know you don't have to be with a drunk, right? There are lots of nice, decent boys that would treat you right."

Willow shook her head. "It's not like that! Someone grabbed me, and he got a little beat up stopping it."

"Mmmhmm," the driver wasn't believing her, but he simply got in and started the meter.

Willow paid the man double the fare, as promised, as well as a very generous tip for helping her get Spike to the front door where she had to show the doorman her room key to be let in. Making it to the elevator, she slumped down onto the seat and counted the floors along with the little electronic panel.

Spike was walking much better by the time they reached their floor, and was able to lean against the wall as Willow unlocked the door to their suite. He curled up on the bed as soon as Willow got him close enough.

"Go change, luv. Don't put anything on that will rub against that ink too much." Spike rubbed at his temples until Willow moved his hands out of the way and placed a cool, wet cloth over his forehead.

"Why'd you do that, Spike? I wasn't hurt, just scared."

"That's why, pet." Spike toed his boots off, and Willow followed suit before he pulled her up onto the bed beside him. "I don't like seeing you scared. I hate seeing you crying. I loathe seeing you hurt in any way. It's just not in me."

Willow felt the room disappear, Spike's arms around her waist and the solid wall of his chest at her back the only things that remained real, as he spoke.

"I'm falling in love with you, Red." Spike's hand settled over her mouth before she could try to come up with a reply. "It's too soon after the witch for you, Willow. You'll figure it all out sooner or later. Just go to sleep, now."

Willow nodded mutely, lying awake as she felt Spike's arms slowly relax as he slipped into sleep. It was well after eight in the morning by the time Willow, still confused and with a fluttering stomach, nodded into dreams.

~Part: 10~

Spike

It had been a week since Spike's world had changed, and he had accompanied Willow to San Francisco. An entire seven days of basking in the company of his Red with no one to mess it up for either of them. He had woken up that morning to the feeling of a warm body pressed against his side, soft breath puffing against the bare skin of his chest, as Willow slept on. He had lain there, not wanting to move for fear of waking the fiery goddess at his side and thought of how he would hate to go back to sharing her with her little friends when they went home.

So, it was with a sinking stomach that he answered the ringing telephone late in the afternoon on the 25th of December. He didn't remember Willow giving the watcher her number, but the old man was nothing if not resourceful.

"`allo?"

"Spike?" Giles' soft, cultured voice floated down the telephone wire. "Is Willow there, please?"

"Not `ere, Watcher." Spike smirked at his small victory.

"Oh," Giles managed to fit a wealth of emotion into that single word, and Spike realized that his week in heaven was over. "There's a problem that we need her help on."

"Yeah?" Spike held the phone between his ear and shoulder as he moved around the room gathering up all the clothes that he and Willow had managed to accumulate over the course of their stay.

"Yes, a demon." The watcher huffed slightly, and Spike quirked an eyebrow.

"Figured that out for myself." Spike turned as he caught the scent of Willow coming through the opening door. "You're in luck. Here she is."

Spike held the receiver out to Willow, catching her bewildered expression. "It's the watcher. Something about a new demon."

"Hi Giles. I was gonna call you later, but Merry Christmas anyway." Willow set her bags down and shrugged her jacket off as she listened to what the Englishman said. "So Buffy couldn't kill it?"

A thrill went through the vampire, only to be stopped by Willow's small grin. The Slayer couldn't be dead if Red was smiling at all.

With a small shake of his head, Spike began shoving his things into the bag he had brought with them before realizing that there were now too many to fit. Willow had taken it upon herself to purchase him any- and every-thing that she thought he might like or look good in while shopping, and he now had more clothes then he thought he had owned in the last fifty years combined. Remembering that the phone in the other bedroom was on a different line, Spike moved through the sitting area and picked it up.

Hitting the button for the lobby, he nodded to himself when an overly polite and happy feminine voice answered. "Front desk! This is Jessica. How may I help you?"

"I was just packing and realized, with all the things we've bought in the city, that we no longer have room in our suitcases for it all." Spike had put on the cultured, blue-blooded accent he had used when alive. He used it when he wanted to fit in or be remembered as nothing more than a slightly eccentric rich man. "Would there happen to be a store close by that would sell that sort of thing?"

"Yes, sir," the voice sounded just as cheery as it had when the woman greeted him. "I'll transfer you to the concierge, and he'll take care of it."

"Thank you, Jessica. Have a nice evening."

"You too, sir."

There was a soft `click' as he was put on hold, and he nearly jumped when a voice spoke behind him.

"Who's Jessica?"

Willow's eyes belied the frown on her lips, and Spike grinned. "Wouldn't you like to know."

The redhead's eyes lost their laughter. "I have to go back."

"Figured that out, luv. I'm callin' the concierge to get some more luggage to cart everything home in."

"You're coming with me?"

Spike's answer was cut off by the phone being picked up, and he asked about luggage once again. After telling the man what he required, ignoring Willow's questions on why they needed as many garment bags as he said, Spike thanked him and hung up.

"Our new bags will be here in less than an hour, ducks." Spike ran his eyes over the dresses hanging in the closet and the things lying on the bed. "Better start folding and deciding what goes where."

An hour and a half later, two bellhops stepped out of one elevator as Willow and Spike emerged from another. Spike almost felt sorry for the two young men who maneuvered the baggage cart and toted garment bags over their shoulders. The feeling was gone in a flurry of movement as he pulled the worn leather of his beloved coat over his arms and shoulders.

Leaving Willow to stand by one of the large sofas, Spike went to settle the bill. He barely batted an eye at the final tally of $7,800. It was actually far less than he expected it to be, and he bid the man at the desk a fond farewell before collecting the receipt.

"Oi! Red!" Spike grinned as several people jumped and everyone looked. "Let's go, luv."

"You always have to make an exit, don't you?"

Spike nodded and wrapped a possessive arm around her waist as they moved to the parking garage. Handing the attendant his ticket, Spike gave an appreciative whistle when the DeSoto slid slowly toward them. The dents and bangs had been worked out. The body had been sanded down, primed, and repainted. The new, deep red paint nearly screamed from the side accents and back corner panels. The rest of the car was an unrelieved black, and Spike grinned openly as it stopped in front of them.

"This is a sweet car, man." The young man slid out from behind the wheel and came to stand beside Spike and an obviously shocked Willow. "I mean, there were some dents, and the paint was a little worse for wear, but other than that, this baby is cherry!"

"When did you do this?" Willow turned wide green eyes to Spike.

Spike chuckled, loving the shine of happy surprise in her face. "I didn't do it. I just paid for them to bang out the dings and give her a paint job."

"I doubt that paint combination was around in 1959." Willow grinned up at Spike as the attendants went about loading their things into the trunk and backseat.

It was Spike's turn to be surprised. When did the witch become such an expert on cars? "You know cars?"

"Well, I'm research girl. Aren't I?" At Spike's slow nod, Willow continued. "When you came to town, someone mentioned it. I'm good with dates and numbers, to I remembered the date easily enough. The Adventurer was top of the line for DeSoto, so that wasn't hard to remember either."

"So, you *do* know cars, then." The kid, Spike decided he was too young to even buy alcohol, was gazing at Willow with a twinkle in his eye that Spike found decidedly too familiar.

The demon tried to force its way forward, and Spike trained his eyes on the redhead. If she had looked at the boy, some little scrap of nothing, with the look of love and devotion he had seen trained on the blonde witch, the look he dreamed of one day being in her eyes when she looked at him, Spike didn't know what he would do. Little snaps of pain sizzled along his temple at the unbidden images that whispered into his head.

"My dad's younger brother Stephan was into cars." Willow still hadn't taken her eyes off the DeSoto. "When I was little, and they went away on trips, my parents would leave me with him and my aunt. We'd spend a whole summer going from car show to car show with his Mustang. I'd like to go visit them sometime soon. It's been too long."

Spike caught the soft sadness in her voice and knew that there was more to the story than what was being said. He had been around the Scooby gang long enough to know that Willow's parents were never around. There was a moment for him to wonder how old Willow had been when the visits to her uncle's house had stopped. Did they slowly peter out, or was she ripped suddenly away from what sounded like a happy retreat from the lonely existence of her family home?

Their things were loaded, and Spike shook the heavy thoughts from his mind. He tipped each of the bellhops and the car attendant before leading Willow to the passenger side of the car. Opening her door, he held it for her before moving to the other side and sliding behind the wheel.

He looked over at the small redhead as they rode in silence. The CD player he had had installed in the dashboard of the car held a disk, but it didn't seem right to play it somehow. There was something sad about driving through the streets filled with people going to see family and last minute holiday shoppers with Willow. They were going home, but Spike was far from looking forward to it. He was leaving the safely cocooned world that they had lived in for the past week and going back to the hellmouth.

Strangely, the hellmouth, and all the dangers that went along with combating the evil that was drawn to the equally evil place, were at the bottom of the list of things Spike was worried about. What were they going to tell the slayer and her merry band of hapless idiots? There was no way that the slayer or her watcher were going to believe that he didn't somehow take advantage of the girl in her weakened and mourning state, even if the very thought of doing so made him very nearly physically ill. Neither they nor Xander would want to hear it.

If he *did* somehow manage to make it through the night without turning into a big pile of dust, how did he go back to living in that dank crypt after knowing the warmth that was Willow? How did he tell his body that the softness of her sleeping form wasn't something it was supposed to be used to? Would he even be able to make it through the coming mornings without her soft, sleepy voice telling him good morning as she drifted off beside him?

Willow had been keeping his hours for the past week, and he knew that she would have just as much trouble adjusting to it as he would. Would she lie awake, struggling to keep from missing him beside her, or would she simply fall back into the routine without so much as a sleepless dawn? Which would he prefer? He didn't wish her discomfort of any kind, but he hated to think that she could move past him and the friendship they had built without giving it a thought.

"Spike?" Willow's quiet voice drew him out of his thoughts, and he realized with a start that they were only an hour away from Sunnydale.

"Pet?" Spike's voice trembled ever so slightly, and he cleared his throat as he searched for the pack of Marlboro cigarettes he had shoved into the pocket of his coat before leaving the hotel room.

"You haven't said anything since we left San Francisco. That's not like you."

"Thinkin' pet," Spike rolled his window down to vent the smoke.

"About what?"

Spike took a deep drag before glancing at her. "Your friends aren't going to be happy that you left with me, luv."

"I don't care." Willow's face hardened into determined, grim lines. "I needed to get away, and so did you. It's not like we did anything wrong, and it's really none of their business anyway."

Spike gave a soft chuckle. "I know that, and you know that. Hell, they probably know that. It just won't make all that much of a difference when they decide to gang up on you and drag you back into the routine of life on the hellmouth."

Willow blinked at him in the darkness of the car. "Are you going to stop being my friend?"

"Hell no, Red," Spike took glances at her between watching the road and dragging on his cigarette. "Not unless you want us to go back to the way we were before we left."

Willow shook her head and pressed a soft kiss to the vampire's cheek. "Not a chance. I'm counting on you to always be my friend."

Spike patted the hand the rested on his arm before leaning over to finally turn on the car's stereo. "Always, Red. Always."

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