A Very Good Girl


pairing: Spike/Willow
rating: Adults
time frame: a couple of weeks after Spike moves out of Giles apartment in s4
warning: none
summary: Spike wants Willow to prove she's a good girl.

dedicated to: snogged and Loki for the quote


Spike sat and let the self-pity wash over him. What was a once-terrifying vampire like him doing on a Thursday night on the Hellmouth? Sitting in this pathetic excuse for a club and drinking himself stupid, that's what he was doing.

They all thought he was harmless. All thought they'd got him on a leash. All thought they could just…

"Move over, Fangless, I want a drink."

For instance.

Of all the bars in all of Sunnydale… well, one of three. But the beer here was cheaper than it was at Willie's and the stench inside The Fish Tank was enough to drive off any demon with enhanced olfactory senses. But why did Harris have to be in this bar on this night - the night he was half-drunk and feeling sorry for himself?

"What's wrong, Harris? Demon girl fin'ly wise up and cut ya loose?" It was pretty bad when the only weapons he could wield toward the likes of Xander Harris were a discontented word or two.

Xander looked him over, this waste of space that Giles said they couldn't stake and would be so helpful to their cause if he would just get off his lazy ass and start helping. Why did he even bother listening to him?

"No," Xander answered indignantly, even though he'd told himself he wasn't going to. "I'm getting drinks for the table." He pointed across the dimly lit Bronze to where Anya and Willow were racking up for a new game.

Spike looked disinterested, but said, "You need one more. How are ya gonna play a decent game with only three?"

As if by divine providence, Anya arrived with a smile and an invitation.

Xander was forced to buy one for the useless waste of space, as said wasted space was now part of their group. Why couldn't Anya see that Spike wasn't acceptable company because he's a vampire and therefore a demon and therefore… oh, that's why.

After a couple of rounds, he was beginning to think maybe Anya had a point. Here at last was not only someone who could give him some competition at the game, but also was of the male variety and didn't burst out into giggles every time Johnny Depp's name was mentioned.

Someone who didn't talk about sales at the mall and understood the merits of an oil change every three thousand miles. Someone who could converse on topics like Resident Evil IV, Gears of War and Manhunt. The gorier the video game, the more Spike knew about it.

The topic somehow changed to 'why good girls like bad boys' and Spike couldn't help being nauseous at the memory of the recent 'My Will Be Done' spell and the resulting horrors of that fiasco.

He still owed Red for that one.

Missing a complicated shot to get the two ball into the side right pocket, he stood and took a gulp of his beer. "'S no such thing as a good girl anyway," he said, finally entering the conversation.

"Yes, there is," Willow defended herself with some indignance.

"Spike's right," Anya said with a sigh. "I've seen it time and time again in my vengeance days. This sweet-faced urchin would give me some sob story about how some man done her wrong and I would wreak my vengeance. Only to find out she wasn't the wholesome innocent she'd set herself up to be. Half the men I eviscerated didn't deserve it."

"An!" Xander cried, once again upset by the memory of what his girlfriend used to do for a living. Without further ado, he carted her off home to shut her up in the best way he knew how.

Which left…

"That wasn't a nice thing you said, Spike."

"'S true all the same."

"Why do you say that?"

Spike considered her. Then he considered her again. Even if he would - and oh, how he would love to - he couldn't. Not with this chip, not with her being the slayer's best friend, not with her being a witch and able to turn him into a snail any time she liked.

He shrugged. "Never mind."

She had put down her cue stick by now and had her arms crossed over her chest.

"No. I want to know. I'm a good girl. Yes, I've made some mistakes but look at me, Spike. I'm the definition of a good girl. And I resent you saying I'm not."

Spike took a shot and broke the rack. Had to give her points for sheer guts.

"Wasn't talkin' 'bout anyone in particular, Pet. Just sayin' that, in my experience, ain't no such animal."

Willow huffed and picked up her sweater, preparing to leave. "Spike, you wouldn't know a good girl if you tripped over one."

Spike, leaning over the table, cue posed for a shot, looked up. She stood there, looking down on him, glaring at him. As if she were the epitome of virginal virtue.

Very slowly he stood upright and, not bothering to watch what he was doing, dropped the cue on the table and sent it rolling into the balls - destroying the game. He moved slowly, carefully, making sure he appeared every bit the predator he had once been. He backed her into the wall and heard her heart race as he did it. Felt her hot breath touch the cotton of his tshirt and wash over him. Saw her eyes dilate as she let him back her up and press himself against her.

"Know what I'd do with a good girl?" he whispered into her ear. Made his breath touch her skin as hers had done to him.

He grinned when she could only shake her head; she couldn't even find the voice to speak.

"Make 'er prove it."

Before Willow could catch her breath, he was gone, preternatural speed making him appear to be there one moment and gone the next.

Willow stood there, wringing her sweater, palms sweating, skin flush with… she didn't want to know what.

How do you prove you're a good girl?

Willow didn't know, not yet. But she was determined to do it. If she put her mind to it, she was convinced she could come up with something that would convince Spike.

Willow wasn't really surprised to see Spike at the research meeting the next night. After a challenge like that, he had to know she'd do something. And he'd of course want to be on the scene to witness it. Well, she was prepared for him.

She did her best to appear prim and proper. She had dressed carefully that morning, determined to prove, even to herself, that she was a good girl.

She wore a pale pink and white plaid skirt with pleats and a buckle on the side. Her white blouse with pale pink and green plaid was buttoned up to an acceptable degree and it wasn't too tight and it wasn't too loose. Her pale pink knee socks covered her legs, only letting them peek out a few inches between the top and the hem of her skirt.

She walked into Giles' apartment and smiled when she saw Spike standing there by the window to the kitchen. In his creature-of-the-night basic black with his bad-boy swagger evident even when he was standing still. She was ready for him. She thought she looked picture perfect.

Until Spike saw her and his eyes lit up, and not in a way that meant he admitted forfeit. He groaned and under his breath, he whispered as she walked past, "Are ya tryin' ta kill me, Red? I gotta go home to a lonely crypt tonight."

Now what did he mean by that? She hadn't done a single thing wrong. She looked like a good girl, she was sure she did.

She made sure to avoid eye contact and she was, she hoped, not overly enthusiastic when she made Buffy recount every question on her Statistics exam. She was happy and pleasant with Xander and Anya and she even made tea for Giles. She was the very essence of a good girl. She held up her end of all conversations and was more than happy to get down to work and prove that she was an excellent researcher, a dedicated Scooby and, above all else, a very good girl.

After a few hours of looking for, but not finding, the demon Giles wanted information on, she was getting tired of waiting for Spike to say something about her appearance and she took to staring at him, as if willing him to speak.

He rolled his eyes and groaned. Loudly.

"Wotcher, I gotta go find me a bottle of somethin' strong. I can't take any more of this." They thought he meant research, thankfully, not a bird dressed like a damn good stripper who was bent on workin' up anyone in the audience with a schoolgirl fixation. And then she had to start staring at him! Just another dimension of torture to someone who spent way too much time fantasizing about what those green eyes would look like drugged by passion from his touch.

Yes, let's just draw attention to the big green eyes that kept drawin' me in, even when they weren't tryin'!

It was going to be a long, long night.

"Me and my big mouth!" he told himself when he was safely on the sidewalk in front of the watcher's apartment. Then, the whole way home, and many hours into the night, he fantasized about what he was going to do with that mouth of hers when Red finally admitted defeat.

For the next week, Willow did everything in her power to prove to the world, to Spike, and to herself, that she was a true good girl.

She studied, she ate right, she researched even after every one else had gone home. She made her bed first thing every morning and made sure to brush her teeth three times a day, spending time on each and every tooth. She went to Giles for help with her magicks, making sure every word and every ingredient was just so.

Spike just kept this smug expression on his face like he was oh so smart and one day soon he'd prove to her that she was, indeed, very bad after all.

After a week, she'd had it. One week to the night that she'd been told to prove she was good, she knocked on Spike's crypt door.

He opened the door like he'd been expecting her. He probably had.

"What can I do ya for, Red?"

"I'm not giving up," she made sure to clarify, first thing. "I just want to know… how do I prove it?"

Spike chuckled; he loved it when a plan came together.

"You've been goin' about it all wrong, Pet," he told her, pulling out his cigarettes. "Good girl doesn't prove she's good by goin' 'bout 'er business, doin' her usual goody things. She proves she's good by resistin' temptation. By rubbing up against it; getting down in the mud and still comin' out smellin' like a rose. Girl doesn't try badness on for size, how she gonna know if it fits or not?"

He lit up and let her think about it. There was just enough construed reasoning in there that if she didn't think about it too much, this situation just might get interesting.

She thought about it, thinking there was something wrong with that plan, but not really being sure exactly what it was. But she was a good girl - and there was some sense in proving it by showing that she could resist temptation. After all, there was no harm in just looking at the bad stuff - if she didn't actually participate in it herself, right?

"Like how?"

He held in his glee.

"Come with me, Red."

"Spike, I don't know how to play poker. And I'm not playing for kittens - that's disgusting."

He rolled his eyes and pulled her away from the card-playing demons in the back room of Willy's. Luckily there were no other vamps here and the assembled demons didn't have atypical hearing.

"Think of it this way, Pet. If they win, they're gonna eat the little beasties. If you win, you can find homes for 'em or somethin'."

He had a point. She looked over at the table full of seemingly agreeable-looking demons.

"What if you win? I'm not letting you eat those poor, little kitties."

Spike rolled his eyes again. "Fine, we win, we give 'em away. But you gotta play, deal?"

She nodded. She was smart, and she'd seen this game played in movies lots of times. She could do this. She had to win. For the kitties.

A very nice, flappy-skinned demon who said his name was Clem let her sit next to him and Spike sat across the table from her. They were surprisingly patient with her, welcoming her into the game when Spike lied and said her father owned a pet store.

She won her very first hand, with only a pair of eights, and she was thrilled, practically bouncing in her seat. Clem won the next hand and she congratulated him with a friendly smile.

She was getting into this, feeling at ease, even in the company of all these demons, because she somehow felt that Spike wouldn't let anything bad happen to her. And then there was Clem, who she was sure wouldn't hurt a fly. All of them were very considerate, Spike even keeping her supplied with some sweet cherry soda that she wasn't familiar with but she'd have to remember to ask what brand it was because it was yummy.

After a while, she had six kittens, one of which was a white Balinese with big blue eyes that kept crawling into her lap and falling asleep. The others kept eyeing it hungrily and she was determined not to lose it. Not that she wanted to lose any of them, but if she wanted to win them all, she had to play and in order to play, she had to bet.

She was holding a pair of queens and tried to decide whether or not to up the bet when she got a very clear feeling in her mind of four kings. Not a vision, just a very strong feeling that four kings were there - somewhere. She blinked, making it go away. But then it came right back. She looked up and Spike was very clearly not looking at her. And pop - four kings clear as day in her mind.

She didn't know how she knew, but she knew that Spike was holding four kings and most probably was going to win. After all, it was just as good if Spike won as winning herself because he'd said they could give them to good homes. There was a no-kill shelter over on Lee Ave that did a lot of business by advertising and holding fundraisers. They'd take the kitties there if they won.

She folded.

Spike was good. He only won enough to keep slowly adding to his basket or hers, but not enough to make the other players suspicious. Once in a while, when he was dealer, she'd end up with a full house or four of a kind. She learned to keep her eyes downcast while playing, so as not to give away her excitement at a good hand, or disappointment over a bad hand.

By the end of the night, they had all but a hand full of the kittens and the other players promised to let Willow come back and win those another night.

She happily followed Spike out into the pale pink of the pre-dawn light and dreamily let him lead her over to Lee Ave, where Spike very luckily discovered a broken lock on the side door and they left the sleeping kittens on the counter, with a note that hopefully there would be more soon - as soon as she won them from the demons. Love and kisses, Willow Rosenberg

She didn't see Spike pocket the note, but that was probably for the best. She let Spike walk her back to the dorm and it felt weird, feeling comfortable around Spike. Oh! She'd forgotten to ask Willy what brand that delicious cherry soda was. Oh well, she'd ask next time.

"Oh," she remembered something else. "How did you do that? With the kings and then later with the straight flush? How did you make me knew you did that?"

He hid his smile; she was adorable when she was drunk.

"'S vampire thrall, Pet. Just plants a suggestion in yer head, that's all. Up to you whether or not you act on it."

She thanked him for the fun night and asked when he'd give her more chances to prove how good she was. He smiled and promised her that he'd be up for it, whenever she wanted to stop by his crypt. But to come before dusk, because you never knew what kind of creature might be waiting around just to eat up a sweet, good little girl like her.

The way he said it made her blush, and even though it wasn't possible that Spike - of all people, um, vampires - was flirting with her, her face flushed just the same.

On the way back to the graveyard, Spike stopped by a convenience store and appropriated a carton of chalk. On returning home, he made his way to the lower chamber of his crypt and found a nice, clean casket sticking out of the stone to write on.

1. Gambling.
2. Lying to get into the game.
3. Cheating at cards.
4. Getting drunk on cherry brandy and tonic.
5. Breaking and entering at an animal shelter.

It was a list of the most chaste of sins, yeah, but it was a start. By the time he was done with her, the Devil himself would be proud of this list.

Slipping off his duster, he smiled at a job well done. He fell asleep feeling more like his old self than he had in a long time. He was doing what he did best: leading little Red to the big bad wolf.

The next night they all were made to accompany Buffy to Willy's as back-up. Buffy needed information from a G'niesh that was sure to have friends, as they usually traveled in packs. Giles was hoping that strength in numbers - if not necessarily in strength - would prove helpful.

The gang headed out and Xander, having never actually been inside of the demon bar, was understandably nervous. Willow let Buffy calm his fears, she didn't think it would be a good idea to comment that she had just been there the night before - and with Spike even.

No, definitely not a good idea.

Even though it had all been perfectly harmless and in a good cause, she didn't think the others would take it well.

The bar was its usual gloomy self, with the acrid smell of dried… something… emanating from a large spot on the floor over by the jukebox. Cigarette smoke hung on the air and the dull whispering of the clientele all but stopped as the slayer and her entourage walked through the door.


Willy sneered at the slayer but greeted Willow with a smile and a wave and asked if she'd managed to find homes for all the kittens.

Willow, helpless to do anything else, said that she'd left them at a no-kill shelter and they would hopefully all have loving homes very soon.

The others gave her looks that ranged from horrified to appalled and they all, Giles especially, looked as if they were gearing up for one of their "its for your own good" lectures.

She hadn't done anything wrong! She had come here to prove she could be a good girl and resist temptation and she had. And she had saved the lives of all those kittens, don't forget that!

"Mission," she reminded them, and in no time at all, the G'neish, whose name was Herboo, gave them the information they needed and, smiling at Willow, said any friend of Willy's was a friend of his and come back any time. Next time maybe they could all have a drink.

They traveled back to Giles apartment in silence and, once there, as soon as they made it past the door in fact, the others turned as one and stood glaring, as if waiting for a darned good explanation.

"It was a rescue mission," she hedged. "There - there were kittens - and I - well, me and Spike - we, uh, we saved - rescued them. We rescued them and we took them to a shelter where they can be adopted and loved and not eaten or whatever else it is that they - well, the demons, I mean - whatever else they do to, um, well, kittens."

Spike took this moment to poke his head out of the kitchen.

"Got a tip," Spike agreed, continuing her lie. "Slayer would have hacked and bashed. Job required more finesse, so the witch lent a hand. Did a bang up job too."

Willow smiled at his praise and that seemed to make the others even more irritated.

Willow stood through several rounds of 'But you could have gotten hurt…' before Giles told them all to go home - except for Spike, with whom he wanted to have a discussion on the merits of taking the "children" on further adventures.

Grabbing his duster and heading for the door, Spike rebuffed him saying, "Sorry, Rupes, but I'm not a small lad who needs to be scolded. I'm all grown, as are the 'children'" he nodded in their direction, "and we don't need to be told where we can go or whom we can be in the company of. Now, if you don't mind - or even if ya do - I have some things need doin'. And if anyone would like to join me," he hinted, "I'll be at the Bronze for 'bout an hour before I do 'em."

She didn't even have to find him. He knew she was there the moment she stepped in the door. He grinned, paid for his beer and went to her.

"C'mon. Gotta find m' lighter."


Twenty minutes later they were at the train station. He'd explained on the way that his lighter had been missing for a few days and he was pretty sure that a Hedgling had stolen it. Hedglings, he informed her, seemed like nice blokes, but that was just window dressing.

"Common pickpockets, they are. Can't trust 'em ta save yer unlife."

He'd information that this particular Hedgling was headed for LA and would be on tonight's train.

"Demons don't ride trains, Spike," she'd informed him. "They can't buy a ticket."

He'd just rolled his eyes at her naiveté and kept going.

So they'd walked right on the train as if they belonged there and headed for the baggage compartment.

There wasn't much in there, apparently there were very few passengers going to Los Angeles tonight. Nowhere for the Hedgling to hide.

"Must 've gotten here 'fore he did. Have a seat; we'll wait."

Willow made herself as comfortable as she could and Spike pulled out his cigarettes and a pack of matches.

After he'd lit one and made himself comfortable on the floor, he looked at her in that way he did that made her feel like he could see through her skin.

He tilted his head and asked, "So why is this so important to you?"

"Why's what important?" she asked, very taken aback that he seemed to want to have an actual discussion with her.

"This," he said, indicating with one finger the space between them. "Why are you so hell bent on showing me that you're the perfect Miss Goody Two-Shoes?"

She thought about it.

"I think because you seemed so sure that there aren't any good girls left in the world. You seem so jaded - and I know that's probably a stupid thing to say to a vampire - but you're not like Angel, and he's the only other vampire I know personally. You don't have a soul, but you're - I don't know, different? The vamps Buffy kills are just animals with no thought other than their next meal. But not you, even before the chip. You - you think about things - you do things for a reason. You were evil because - well, I don't know why. Because you're a vampire, because you loved Drusilla, because you wanted to, I don't know. But you've changed. The chip made you reconsider who you are and what you do. Maybe if you see there's something decent left in this world, you'll want to help protect it, like Angel does. Angel sees that there's still good in the world, that's why he helped Buffy. Because he wanted to help protect that goodness. I think one of the reasons you're so mean all the time is because you think there's nothing left that's worth fighting for - no goodness worth protecting. But maybe-"

Just then the lights flashed out and the train lurched and moved forward.

"Spike!" Willow called, alarmed. "What are we going to do?"

She didn't even realise that in her time of distress, the person she wanted help from was the evil vampire. Spike did. He grinned into the darkness.

"S'alright, Pet. Looks like we're taking a train ride, that's all."

"But we don't have tickets! And I have no money; do you have any money?"

Maybe she was innocent and naïve after all.

"And if you'll notice, you also have no seat. Why should we pay for seats we don't have?"

She wanted to find a fault in that logic, she really did, but the luggage started sliding around and she was knocked onto the floor and then hit in the head by a hatbox.


Spike chuckled. "'S dangerous in here. C'mere, Red, I'll protect ya."

She made her way on unsteady feet over to the place he'd been sitting. It was pitch dark and there were no windows to let in the moonlight.

But Spike could see perfectly and took her hand when she got near him. He pulled her down onto his lap just as a heavy, solid suitcase slid across the floor and crashed into them.

Wrapping his arms around her, he promised, "There ya go. Nothing to hurt ya now. Completely protected by yer own personal vampire armour."

They sat there for a moment, very still. It seemed so quiet, even with the train engine, even with the metal wheels rolling against the hard cold steel of the track. In this small, dark space, it felt as if time had stopped.

She barely felt it at first, the hand on her neck, pulling her face around to his. It was gentle but insistent and she let herself be drawn in - let him get close enough to kiss her… before she pulled away.

Just her lips, just her face, not her body. She stayed in his lap, in his arms, thinking that she'd almost let a vampire kiss her. And why didn't that thought scare her like it should have?

Strangely enough, even in the dark, she had no fear of him biting her. She had no fear of retribution for turning him away. And she prayed that he'd understand.

She wasn't rejecting him; she just wasn't ready.

When she leaned back against his chest, his arms wrapped tighter around her.

It was her apology and his acceptance of it.

Sitting there in the dark, holding her in his arms, he thought about what she'd said before.

"I'll never be Angel, ya know. Never fight the good fight for the good of the good. I might fight on the side of the slayer, but if I do, it'll be for my own reasons, not Angel's. I'm not the Poofter, Red and I never will be. He tried once upon a time to make me into his image and he failed. Don't you go tryin' to take up where he left off."

Willow leaned her head back against his shoulder, getting more comfortable.

"I know. I don't expect you to be Angel."

"Never could be," he said softly, "Got better taste in women for one thing. My tastes 're much more refined." He paused and buried his face in her hair for a moment and inhaled the scent. "Let's just say I like'd like my woman ta have brains and beauty. She'd have to be able to look at me and see more than just a vamp, ya know what I mean?"

Willow's breath caught. The train was moving through the night, carrying them away from the one place where she felt safe, in spite of its dangers. It felt so different here. Here in the dark, it was just her and Spike. Not a vampire, not a witch. Not a Scooby, not a demon.

She couldn't see but she could smell the leather of his coat and the leftover tang of cigarette smoke that still hung in the air. She could feel hard muscle against her back and under her thighs and feel the arms that held her safe in their embrace. She could feel Spike's leather coat brushing against her arms and his breath against her neck.

And she could hear his voice. The one inside.

She nodded. She was beginning to think she understood exactly what he meant.

And she didn't know how she felt about that.

Right here, right now, he was just a voice and a body in the dark.

Right here, right now, he wasn't her ex-enemy; he was a man who sounded very much like he was trying to ask her something she wasn't yet ready to answer.

"I'm still not over Oz."

She figured she had better put that out there, while she had the courage of darkness to protect her.

"I know."

"I don't know if I ever will be."

She felt his hands move, his fingers slip through hers and hold on, giving her strength.

"You will, Pet, I promise. You will be."

"Why?" she had to ask, had to know.

"Don't know," he replied, honestly. "Just is, can't you feel it?"

She nodded again.

"Why me?" he asked, feeling the same comfort she did in this darkness where everything else that they were disappeared.

"Don't know." And she didn't. She'd like to say that she hadn't even considered him before tonight but that was a lie and she wasn't going to lie to him.

There they sat, the two of them in the dark, holding on to whatever this thing was between them. They didn't talk anymore all the way to Los Angeles. They just absorbed whatever strength they could from the other, each not wanting to say how special this felt.

Or how it was sure to evaporate like mist once they got back to Sunnydale and the expectations everyone had for them there.

The train stopped in LA and Spike spirited them from the train. He led her to a pay phone and merely said, "Giles" before considerately stepping around the corner to give her some privacy. He heard her make the call though, heard her tell him that she'd merely gone for a short road trip with a friend from school and she'd be back tomorrow night.

When she hung up, he was there, asking if she was hungry.

Big cities have modern conveniences, like restaurants that don't close when the sun goes down, and the two enemies turned allies turned pseudo-friends turned something else found sustenance at a small club downtown that had a restaurant on the first floor.

They seemed at a complete loss as they waited for their dinner. They'd never lacked for conversation before, but now that they had confessed their feelings, they felt like complete strangers.

Which they were - except for this undeniable chemistry between them.

"I knew the first time I was here," Spike broke the ice by admitting. He reached out and touched the tips of his fingers to the tips of hers across the table. "Dru knew it too, that's why she left me. That's why I came for you - came to you - when I came back the first time. Figured if anyone could make 'er love me again, it was you."

Willow didn't know what to say, so she said nothing at all.

"Didn't think - didn't think I'd ever get a chance. Figured if I couldn't make you love me, havin' yer hatred was better. At least that would be a resolution. That's why I came to kill the slayer, why I got caught by the soldier boys."

"Why didn't you just come to me? Come talk to me?"

She knew the answer already, she never would have given him the chance to talk. Then it hit her.

"That night in the dorm? Is that why you - you said you were going to turn me."

Spike shrugged. "Couldn't make you love me as I was, couldn't kill the slayer and make you hate me. Only thing left."

She pulled her fingers back a few inches, away from his.

"I don't want to be a vampire, Spike."

He reached out and took her fingers back.

"I know, Pet."

Just then their dinner came and they ate in silence, exchanging shy glances, but each keeping his own thoughts.

What did they do now?

She'd said she wasn't ready and he'd said he understood. It didn't seem like he would rush her into something she wasn't ready for.

After dinner, Spike pulled out his wallet and paid for their dinner with a credit card. It never occurred to Willow that he could have paid for train tickets with that card; so much had happened since then she'd forgotten they'd hadn't paid for their trip.

The waiter returned the card with a smile and a "Thank you, Mr. Angel. Please come again."

Willow looked at him, she didn't even have to ask.

"Was here a few months back, visitin' the poof. Lookin' for a ring he had of mine; thought it might help me win a girl. I took his wallet when he was gettin… when he was busy - an' borrowed the card. I'll give it back. Someday."

"Why didn't Angel just cancel the card?" It seemed the obvious solution.

Spike was enigmatic. "You'll have to ask Peaches that question when we see him."

Willow panicked, "We're going to see Angel?"

He shrugged. "We need ta sleep somewhere."

"But… but… you have the card. We could get hotel rooms."

Spike looked thoughtful. "S'pose we could."

And that was one more for the tally sheet: voluntarily stealing money from Angel.

They left the restaurant and started walking, looking for a place to stay. It was after midnight and there was barely any moonlight so Willow stuck close to Spike's side, knowing he could see any dangers that would come at her too quickly for her to react to.

It was a calm night, peaceful.

No worries of being seen together, no concern over Buffy finding out about it later.

That same anonymous quality they'd felt on the train started to take them over. Eager to break it, so as not to blow his chance, Spike tried to speak but Willow stopped him with a quick and final, "Don't."

They kept walking, turning for some reason away from the lights instead of toward them. He felt her fingers brush against his, she felt his arm encircle her waist.

Two people, so attracted to each other; so unable to act on it.

Two people wanting so badly to know for sure if this was real.

He pulled her against him as he backed against a brick building and she was on her toes kissing him before he had a chance to initiate it himself.

Their hands roamed and grasped and held on, trying to make it real, make it be something that was acceptable and allowed and not something that would get them both in trouble, might even get him killed.

The mouths mated, exploring the other as if this was the first, last and only chance they might ever get at this.

Because it might be.

She was climbing up his body, trying to wrap herself around him when he stopped her, pushing her away.

He didn't say anything, there was no censure in his eyes.

The words flashed clear in her mind, 'Not here.'

She nodded and they took off running. Down two blocks and around the corner and the first hotel they found was a Marriott and they ran inside. There was only one room left, something called a Vista suite, but they didn't care, Spike took it without questions. He left a credit card imprint and they ran for the elevators.

But standing there in the cold light of the elevator, headed up to their room, with her standing on one side and he on the other, he could see that she was getting nervous. For that matter, so was he.

He took her hand and pulled her to him, saying, "Close yer eyes."

She did and he kissed her again, softly this time, just a small, closed mouth kiss that made her body melt all over again.

The elevator dinged as it reached his destination.

"Keep yer eyes closed." He led her out of the elevator and down the hallway to their room, using just one hand to unlock and open the door so he could lead her inside.

'No words,' he instructed in her head with his thrall as the door closed behind them. 'Just two people in the dark.'

That was just what she needed to hear.

Amazingly, he realised he had needed it too.

Time and space fell away again and they were those two people on the train, those two people on the street - those people who didn't have past history and present complications stopping them from being together. From acting on whatever this was they felt whenever they touched or even looked at each other.

He wrapped his arms around her waist and lifted her up so he could kiss her. With her still in his arms, he found the bedroom and maneuvered them onto the bed without ever once stopping the kiss.

She tasted like sunshine and strawberries and…

"You really are a good girl, aren't ya, Luv?"

He could feel it, even in her kiss.

She smiled since he didn't seem upset by that revelation. "I'm afraid I am. I tried to tell you."

"I know. Its - I'll adjust - best I can anyway. If that's what it takes."

She touched a hand to his cheek. How had she missed this about him before?

"I like you the way you are, Spike. Just, not with the bitey."

He gave her a sexy smirk that made things churn low down in her belly. "You'd be surprised, Pet. You might discover you like the bitey side of me."

He moved his mouth to her neck and ran his lips over her pulse point. Opening his mouth, he took a soft bite with human teeth that made her moan. Her hands went to his hair and her leg rose and wrapped around his hip. That bite led to more kisses.

Kisses led to the feeling that he should be trying to get her naked but his hands never followed through on the idea. They touched her, they felt every inch of her that he could while she was still clothed. And it was… enough.

It was good, really good. This learning her little by little - taking his time and letting her adjust to him as well. The chemistry they felt was one thing, but truthfully, they'd never made a single move in this direction until tonight and something in his gut was telling him that he didn't want to go farther. He wanted to kiss her and touch her and memorise her sweet sighs and breathless moans.

Besides, he had plans for her - for them - and going too fast now might just ruin everything.

He wanted to know Willow - and wanted to let her know him - before he knew her in the Biblical sense. It just felt so right, being here, doing exactly what they were doing. No more and no less. He'd always been impatient with his plans, but this was something best done with care.

They kissed and touched and rubbed against each other, just being together. Exploring. Learning.

A few hours later, when Willow fell asleep, Spike continued to hold her until he too let himself feel secure enough in her continued presence to fall asleep.

She woke while it was still dark and it took her a moment to realise where she was and who she was with. She smiled, happy for the first time in too long. She stood and got a drink of water, noticing for the first time the windows in the corner of the room.

Opening the drapes, the lights of the city of Los Angeles spread out before her. She stood admiring the view until she felt him come up behind her and wrap his arms around her shoulders.

"Is this all right?" he asked, hoping she hadn't changed her mind about him while she was asleep. Cuddling into his embrace, she assured him that it was very all right.

"Whatcha thinkin' about, Luv?"

"Nothing. Just - just happy."

Those innocent words hit him like an arrow.

Happy. She was happy. She was here with him and she was happy.

She turned in his arms and asked, "What happens when we go home?"

"What do you want to happen?"

She couldn't answer that. The answers were still too raw to even formulate the words for.

"Let's not think about that. Let's just…" She pulled him closer and suddenly felt an urgency to be close to him - as close as she could be. Or even closer.

He lifted her in his arms and walked them back to the bed. There was no hesitancy now. Just the raw desire to merge - and mate - be joined as one. They didn't think about tomorrow, didn't wonder who would be upset and why.

Spike kissed every bit of Willow that he uncovered as he pulled her clothes off, savouring the taste of her. She tried to rush him but he wouldn't be rushed - Willow wasn't the kind of girl you made haste over.

Willow was a fine wine, dark and mellow - one that slowly and unexpectedly made you light-headed and drunk.

Hands and mouth skimmed her body, making her skin flush with the heat of her passion. He kissed his way from her neck to her bellybutton and then started at her ankles and worked his way back up. She was clawing at him by then, trying to pull off his t-shirt and jeans.

It was amazing how easily Spike could make the rest of the world disappear. Just being with him in the dark made all the worries in her life disappear. She forgot about school, she forgot about Oz, she forgot about trying to be the perfect good girl.

All there was in the world was right here in this room.

When finally he was out of his clothes, she rolled them both over and straddled his lap, sinking down and filling her body with him.

She didn't know what would happen when they got home and right now she didn't care. She could hear Buffy's voice being disgusted by her behaviour but she shooed it out of her brain. No, Buffy wouldn't understand, none of them would.

But she couldn't get past the undeniable rightness of this act - of being here like this with Spike.

Up, down…up, down…up

Spike was grateful that she had taken control. The emotions inside him tonight were screaming to be let loose. What was she doing to him - what had she done already? He'd never felt this urgency before, never felt this…

He flipped them over and began thrusting in earnest. As much as he loved the soft, slow ride she'd been giving him, he needed to let go - to come like a rocket inside this girl and mark her as his own. He wanted his smell all over her, so no one would make any mistake about whom she belonged to.

She was holding her own - not breaking at all. Her legs wrapped around his waist and she gave as good as she got. Her skin was flushed and there was a look of intense concentration on her face - she needed this as much as he did.

Leaning down, he licked across one breast and then bit - her body spasmed and they reached their climaxes together. He drank only a few mouthfuls before he let go and let her relax her breathing.

She was his now - by right and by mark. He'd marked her and made her his own. And as soon as he woke up again, he was going to explain that to her.

Willow woke around noon, wondering where she was - this didn't look like her dorm room or her bedroom in her parents house. It took a moment for her to remember the night before.


L. A.

Hotel room

She lay in his embrace and thought about what all of this meant. She didn't know how she was going to explain this to everyone; heck, she wasn't sure she understood it herself. But she had seen a different side to Spike in the last days. He was kind and funny and sweet and she knew somehow that last night had meant a lot to him too.

This wasn't a one night stand.

He pulled her closer in his sleep and let one hand rest on her breast. The things he had done - had he bitten her? Yes, she could still feel the soreness.

What did that mean? She was fairly certain it meant something important - to bite a person while making love. But what? She couldn't remember. She'd have to look it up when they got home.


That thought brought her back full circle to what she was going to tell the gang when they got home. What could she say that wouldn't get them both staked?

She was barely over Oz and then BAM!, this had happened out of left field. What she told him last night was true. She still felt the sting of Oz's betrayal - but if that hadn't happened then this wonderful thing with Spike would never have been and there was no way she could regret any of this.

They hadn't planned it, it had just happened.


She was pretty sure it was love anyway. For her. But what would it be for Spike?

She felt the soreness of his bite and knew it had to be something pretty darn important for him too.

"Yer thinkin' too loud, luv," came a sleepy voice beside her.

She smiled. He kissed her shoulder.

"I love you too, now quit thinkin' and come back to sleep." No sooner had he said it then he was out again. He loved her. That was enough - for now.

They caught the first train back to Sunnydale after sundown. They paid for their tickets this time, thanks to Angel's credit card and Willow started keeping a tab in her head about exactly how much they were going to owe Angel.

"Don't worry about it," Spike answered her thoughts. "Peaches has cost me enough over time that he owes me more than we could ever cost him."

"How do you do that?"

"Do what?" He pulled her closer as they sped toward Sunnydale.

"Answer me when I haven't said anything, only thought it."

"Oh. Well, there's something I ought to tell you. When I bit you last night -"

" - you opened up a communication channel," she finished, remembering now the chapter of the watcher books that had covered this. "You can feel what I'm thinking."

"Like permanent thrall, yeah. Kinda neat, huh?"

"Permanent?" she asked, feeling deflated. "As in, I can never shut it off?"

"Permanent - as in 'which part of I love you did you not understand'? You love me too, at least a little, I can feel it."

"That doesn't mean I want you in my head all the time."

"How 'bout we sneak back to the baggage car and you let me into your body again? We'll worry about your head later."

He started to stand, but she held him back.

"Spike! No, this is serious! There's no way to reverse it?"

"Why would I want to reverse it?" Then he felt it. She loved him, yeah, but she wasn't sure about the two of them. She didn't think he could be good - didn't think he could stop being the Big Bad long enough to keep her loving him forever.

"I can be good," he promised. "I can be a White Hat. I just need -"

But she was already standing and walking away.

"I need to think. Please, just let me walk and think a bit, okay?" She walked slowly to the front of the railway car and found an empty seat.

He knew what she was thinking.

He said he could be good. She wanted him to prove it.

Ain't it a bitch when your own words come back to bite you in the arse?

Willow got off the train before Spike could catch up with her and hailed a taxi back to the dorm. He followed her to make sure she got home all right and then headed for the Watcher's place.

He went in without knocking and poured himself a brandy.

"Willow's just called me," Giles informed him. "I suppose you think you knew what you were doing?"

"Yes," he informed the watcher, then he spoke more honestly, "No."

Giles put down the stake he was holding.

"What is it you came here for, Spike?"

"I need some help." Spike gulped down the rest of the brandy, then poured himself another one and sat down on the couch. "I need you to teach me how to be good. To be good enough for Willow."

When the gang got there for research the next night, all but one of them were surprised top see Spike already there. He was in the kitchen making tea while Giles sat the rest of them down to explain the new situation.

"Listen up, please, so I only have to explain this once. Spike and Willow are now - whether we like it or not, a couple."

"A couple of what?" Xander asked, thinking his hearing was surely going.

"NO!" Willow stood and hastened to add, then reconsidered, "Well, maybe."

"If you would let me finish please. I performed a truth spell on him last night and he is in love with you, Willow. And you are, to the best of his knowledge, in love with him."

Willow sat back down. "If you're gonna put it that way…"

"And Spike has decided," Giles went on, "to help us in our fight. He -"

"He's awfully silent, that's what he is," Buffy interrupted. "Why isn't he saying anything?"

"Because he's still under the truth spell - maybe," Giles seemed uncertain. "It says twenty-four hours or rather, sundown to sundown. As the sun has not yet set, we decided it would be best if he let me handle the task informing all of you."

"Aww," Xander teased, "is Spikey afraid of a wittle truth spell?"

Faster than he could blink, Xander was a foot off the floor, held in place by one ex-master vampire.

"Doesn't make me deaf or weak though," Spike informed him. In another second, the headache he got from hurting Xander was more than he could bear and he had to drop the whelp.

"Xander!" Willow chastised, running to Spike to ease the pain. "Stop making Spike hurt you!"

"Stop making him hurt me?"

Buffy watched all this with dumb wonder, then looked to Giles for guidance.

"Well, I told you all she was in love with him," he repeated.

"How? Why? When?" Buffy was starting to sound like Xander. "Is this another spell?"

"No, its not a spell, you bloody bitch. Maybe if you -" Spike was quick to defend Willow, but Giles interrupted him.

"Buffy, do sit down, please. Its not a spell. It seems that Willow and Spike have been spending some free time together and have formed an alliance, as it were. But there's more. Spike has - has - well, he's claimed her, you see."

This meant nothing to Buffy and Xander.

"He's marked her," Giles explained. "He's formed a bond with her that will last her entire lifetime. He will be able to - well, feel her thoughts."

"Like that time I could hear what everyone was thinking?"

"Yes, Buffy, exactly like that. Except that its just Willow. He can tell what she's thinking and feeling. It's a way to protect her, you see."

The evening went downhill from there, with Buffy and Xander insisting there had to be a way to stop it and Spike insisting that it couldn't be undone.

No one bothered to ask Willow what she wanted.

The next few weeks were trying at best, with Spike constantly trying to prove that he was good enough for his girl.

He patrolled, he researched, he even tried to help her with her homework. He never fought with Buffy or Xander anymore and he was always extra attentive to Willow during research, making sure she'd never be uncomfortable or want for anything. He became so good, in fact, that he was downright boring.

He was so intent to prove he was good that he even neglected making love to Willow.

During a night off, they all went to the Bronze and a game of pool got started. Instead of the barbs and jests thrown around like at their last pool game, Spike was the very essence of affability. Willow couldn't take it anymore.

"Spike, remember the last time we played pool?" she asked him. Of course he did, that was the night that he'd told her to prove she was a good girl.

"If you think about it," she reminded him, "You'll remember that the topic of conversation was good girls and bad boys. And how good girls tend to be attracted to bad boys."

She hoped he'd take the hint. But instead he just looked a little confused. To help him out, she did what he'd done that first night. Very slowly, she backed him into the wall and let her breath wash across his skin.

"Know what I'd do with a bad boy?" she asked, letting him feel the words as they escaped her.

"What?" he asked, smile broadening as he finally took the bait.

"Make him prove it."

Grabbing her hand, he made his excuses to the group and took her home, content to spend hours - maybe even days - proving to her that he was the baddest of the bad boys.

Lucky girl.

The End