Destination Anywhere

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Buffy glared at the brunette slayer before turning to Willow. "Tell her she's wrong."

Willow sighed, "She's not wrong. Faith is right."

"Ha!" Faith said, sticking her tongue out at the blonde bimbo.

"Very mature" Spike mutterred, glaring at both of the slayers.

Willow rolled her eyes, putting her head between her knees. It had been this way for months. First, Spike had been implanted then escaped. He had been adopted almost by them, somehow ending up living in one of her spare rooms. Then, a few months later, Faith had woken up. She had come back, raising hell but eventually redeeming herself by saving some people. She had been trying hard to regain a position with them. She too had somehow ended up staying with Willow. Since Buffy and the others pretty much hated both Spike and Faith, for different reasons of course, Willow was often caught in the middle between her two new friends and her older friends. She frowned wondering if she could consider Spike a friend. He usually only glared and threatened them. Well, she thought of him as a friend so that was all that mattered. But, it meant she was the mediator every single research session. It had been growing increasingly annoying since school got out and the gang was often together more often. "Spike, quit antagonizing Faith. Buffy, Faith was right. Get over it."

"I am not provoking that brunette bitch into anything" Spike defended, glaring at the girl in question.

Faith shot him a triumphant grin. Willow had gotten after the blonde. Take that, dead boy. "How mature is that, Fang?"

"Faith" Willow warned, looking up and glaring at them both. She knew they were enemies. Hell, it was expected. Faith was a slayer after all and Spike was a vampire. But, they took it to a new level. They never resisted the urge to needle the other or try to make her choose one side or the other. It was just getting worse along with everything else. "Both of you behave."

"Damn Wills. How do you stand it?" Xander asked, sharing an amused look with Anya. He and his fiance had figured out Spike's feelings for Willow months ago and were just waiting for the oblivious redhead to guess them. Anya was the one that had noticed Faith's feelings. Again, Willow had no idea that she was the reason Faith and Spike hated each other. They were both in love with her.

"Listen here, Chubs. I can hire someone to kill you" Spike threatened.

"I'll take your money, Blondie" Faith said, glaring daggers at Xander's smug face.

"He is not fat!" Anya said, exasperated. "Willow, control them."

Willow looked up, a determined look on her face. "Uh oh...." Buffy said, looking at Riley and frowning. "I don't like that look."

"That's it. I have to get out of here." Willow said.

"I'll walk you" Faith and Spike but offered, glaring at each other.

"I mean, out of Sunnydale" Willow said. "I've been thinking about it for the last week...Hell, I already spoke to my parents. I'm leaving Sunnydale for the summer."

"Like hell you are" Spike said, his attention focused on her. "With who?" he shot Faith a glare.

"Alone" Willow said, stressing the word. "Nice peace and quiet....just me and the radio and the road."

"How? You don't drive" Faith said, casting a slightly worried look at Spike.

"I do too" Willow said, glaring at her friend. "I just choose not to. My mom gave me her Explorer. She's only driven it like five times in two years so it's practically new. She already knows I'm taking it."

"Driving? A car that's set for two years?" Spike demanded, glancing at Buffy and the others. "Aren't you going to talk some sense into her?"

Buffy just smiled, "Willow knows what she's doing. I can't change her mind. Besides, it would definitely beat living with either of you two."

"So, Wills. Where you going?"

Willow looked at Xander. "I dunno. Anywhere.....everywhere. I think I'll just get in the car and drive. No planning."

Spike sat and thought as Willow continued to talk to the silly humans about her trip. He wasn't worried about missing her. No. He didn't even like her. Nope. Not at all. He was just concerned that she might get hurt. She was the only one that was nice to him. Without her, the damn bitchy slayer or the bimbo either one would kill him first chance. He suddenly smiled. He had an idea. "Red, let me get that car checked out and fixed up before you leave. I don't want you driving it who knows where without a looksee."

Willow looked at Spike surprised. "Thank you Spike. That would be great. I probably won't leave until Friday morning so you can take it anytime before that."

Faith glared at Spike, not believing he was taking this so easy. He had to know as soon as Willow left, both of them would be in open season for Bitchy and the others. She couldn't believe Willow was just going to leave them. She had a sudden thought and smiled. It could work. Maybe. Was worth a shot. "Will, let me know if you need help packing. Ok?"

Willow smiled at Faith, relieved that her two roomies were taking the news of her leaving so well. She had been worried about mentioning anything, almost talking herself out of even going several dozen times. But, she couldn't put up with a summer of constant bickering and arguing. She only hoped that Buffy didn't stake Spike while she was gone. She settled back down, her mind wandering over the many possibilities of where she could go. Anywhere.

*****

Spike took the keys from Willow. "I'll make sure they check everything. If you leave your bags downstairs, I'll load it when I get home."

Willow nodded, "Thank you Spike. Will you be awake when I leave tomorrow?"

"No. I plan on staying away for a bit" Spike said, noticing the flicker of disappointment in her eyes. "I'll get the car fixed up for you though."

"Ok.....thanks" Willow said, sighing. She wanted to hug him but knew he'd probably bite her. Thinking of him biting her produced a slow heat in her stomach. She turned away, "I'll miss you."

"Yeah, whatever" he said, "Just leave your bags downstairs and I'll take care of it all."

"Fine." Willow said, wondering why he was being so abrubt. "I'll see you in a couple of months."

"Be careful" were his last words before walking out.

"Well, he's a prick" Faith said. She looked at Willow and saw the sad look in her green eyes. She felt like staking Spike for making the redhead upset. "Come on, Red. I'll help you pack."

"Ok" Willow said. She headed up the stairs and went to her closet. Faith followed her inside and sat on the bed.

"So, you're taking some blankets and an ice chest aren't you?" Faith asked, watching Willow look at her clothes.

Willow glanced at her, "No...I hadn't planned to. Why?"

"You should. I mean, what if something happened and you got stranded? You don't even know where you are going so it would be smart to take some just in case." Faith said. She watched as Willow thought over her idea and smiled when the redhead nodded.

"You're right. There is plenty of room and it's better safe than sorry. Thanks" Willow smiled at her friend, glad that she wasn't walking around pouting like Spike was. She went to the linen closet and found an old blanket. She brought it in and set it by her bed. "There. I'll add one of my pillows before I go to sleep. I think we have an ice chest in the garage. Remind me to look."

"I will" Faith said, knowing the blanket that Willow had picked wouldn't be enough. She went to the closet and picked out another one. She added it the blanket by the bed and saw that Willow hadn't noticed. Sitting back down, she began to hum, listening to Willow chatter about the different places she hoped to visit.

*****

Willow looked around the dark room and frowned. Great. She was leaving and both Faith and Spike had disappeared. She knew this was some childish attempt to get back at her for leaving them, even for a few months. She sighed, wondering again if this was the right decision. She loved the idea of getting away from the petty arguing but she had never been away by herself. What if Faith was right and something did happen? She'd be stranded somewhere....she shook her head. Faith had been trying to scare her to get her to stay in Sunnydale. She grabbed her purse and walked down the stairs. Taking one last look at her house, she left headed for her car.

She glanced in as she sat down and noticed the blankets in the back. She had to chuckle. Faith was so worried she'd get stuck somewhere that the brunette must have put in a few extra blankets and pillows. She saw the cooler she had found in the garage. Her luggage was also neatly placed on the back seat. Spike had done as he had said. She sighed softly, wishing that they had been around to see her off. She knew she'd miss them both terribly. They had somehow become her best friends over the last few months and she couldn't imagine not seeing them for months. She put the Explorer in reverse and left the house.

**********

She was a few hours North of Sunnydale when she stopped for gas. She got a soda and a few various items of food before getting back in the car. She had no idea where she was, but it felt great to be there. But, it was quiet. Too quiet. She took off from the station and tossed her bag of goodies on the back seat. She squealed when she heard a curse. She drove off the road and stopped on the shoulder, staring over the back seat. She saw a blonde head emerge from underneath the pile of blankets in the back seat. "SPIKE!"

He grinned at her sheepishly, "Ello, luv. What the hell did you buy?"

She stared at him in confusion. "What the hell are you doing in my back seat? God, you planned this didn't you? Fuck, I'm an idiot. That explains the dark tinting you had done. And here I stupidly believed that it was to keep the car cool and for me to not get sunburned. Why?"

He glared at her, sitting on the seat. "Did you really think I'd let you wander off alone? You have no idea the dangers out there for a beautiful girl travelling alone."

"I can take care of myself!" She said, stopping and smiling, "You think I'm beautiful?"

There was a snort from the far trunk area. A brunette head looked up. "Damn Red. You know you're gorgeous."

"Faith? Did you two have this planned?" Willow demanded, glaring at them both as the traffic continued to pass by them.

"No" two voices shouted as the two glared at each other.

"It was mine first" Spike said. "The damn bitch showed up early this morning, sneaking into the back. She threatened to tell you if I didn't let her come. Silly twit."

"It was mine. That's why I wanted the blankets" Faith said, chewing her bottom lip at the anger in Willow's eyes. "Come on Red. We couldn't stay in Sunnydale..not without you. Bitchy would have killed us. Besides, Blondie is right. There is a lot of danger awaiting young girls out alone. We have to protect you. That's what friends are for."

Willow wanted to yell and scream but they both looked so sincere. And she was actually in a way glad to have some company. She sighed, "I'm not happy about this. In fact, I'm really pissed at both of you right now...for lying and deceiving me."

"We love you Red" Spike said, looking out the window.

"Yeah...we'd be lost without you" Faith added, doing her best effort at puppy dog eyes.

"I won't make you go back, but there are some rules." Willow said, seeing them look at her and smile. "First, no fighting between you two. I wanted to get away from all that. Second, we go where I want and stop when I want to. No arguing. Damn, how can I afford all three of us?"

Spike smiled, handing her a credit card and a wad of cash. "Here you are pet. My contribution" he said, stressing the word my.

Willow looked at the credit card, running her fingers over the name on it. "I didn't know your last name was Forsythe. William Forsythe. I like it."

"Call me Spike, pet. William is dead and gone. That should be enough to cover me and the pest."

Faith smiled, "I have to thank you, Blondie."

"Awe...I'm touched" Spike said, rolling his eyes. He saw Willow's look and shrugged, "Bad habits are hard to break."

Willow had to laugh. "Faith get on up front. We'll get this journey underway."

Faith smiled as she climbed into the front seat. She started to ask question about where they were going as Spike moved to lean over the middle, adding his own questions and comments. Willow smiled as she got back onto the road and headed north.

*****

Willow listened as Faith and Spike argued about which radio station they should play. Spike wanted the classic rock station that they had been picking up for the last few miles while Faith wanted the alternative rock station. She sighed in contentment as they continued to argue. She was glad in a way that they had followed her. She hated to admit it, but even after only a couple of hours, she had missed them both. They had spent so much time together these past months that it was impossible to think of life without either of them. She moved forward from the back seat and pressed the radio button. Soon, the sound of the Drifters filled the car. "I'll settle this one. Oldies."

Spike glared at Faith from where he was driving before smiling slightly as Willow began to sing along softly to the music. He settled back in his place, letting the music take him back in time. He never would have imagined then that he would one day riding in a car with a human and a slayer. Hell, that he would be in love with the human and almost friends with the slayer. He would have killed anyone that dare suggest such a weakness. It demonstrated to him how much he had changed since those days. He hated the implant and knew one day he would do whatever it took to get it removed, but he also loved it. It had led him to Willow and he would not take that away from his life for anything. Even if he did have to share her with the damn slayer. At least Faith was better than Bitchy. He hated the blonde with a passion. His one time grudging respect of her had faded over time. Now, he just hated her. She treated her friends like shit and used them terribly. Of course, she was also a selfish slut that thought the world should revolve around her. Definitely not on his list of humans not to kill when the implant was removed. His fingers began to beat on the steering wheel as a loud Buddy Holly song on. He listened amused as Willow began to sing loudly, urging them to join in. When he heard Faith's husky voice, he began to sing a bit too.

Faith crawled over the seat, moving into the back with Willow. She began to sing louder as the redhead urged them along. She loved this old music. When she had been growing up, there had been an old woman down the hall from their place that listened to all this stuff. When Faith's mom would stay out all night with a new boyfriend, Faith would often find herself in Miss Crendall's apartment singing and dancing to these songs. Faith had hated when the old woman had died the summer she had turned eight. Miss Crendall had left her all of her old albums though and she had continued letting those songs take her away to a peaceful place even after the council had taken her before her tenth birthday. She couldn't believe it when she heard Spike's voice join in. It was funny how far they were both willing to go for Willow. She knew they both loved the redhead. Had accepted that and moved on. She also knew that WIllow loved them both, even if she didn't realize it. It was that reason that Faith had given up the fight. She knew in this situation that if she pushed, there would be no winners. Someone would lose Red and that would hurt the girl. She would never do anything to hurt Willow. So, she put up with Spike. He wasn't that bad for a vampire. Besides, he loved Willow so he had good taste.

Willow smiled as they both sang along with the Temptations song that came on. She moved over the seat, sitting beside Spike as Faith lounged across the back seat. She hummed along, glad that she had decided to take this trip away from Sunnydale. And also glad that the people she loved had insisted on coming. It made things much more fun. She leaned against the window, her eyes watching the passing scenery as they all continued to sing. She wondered where they were going before stopping herself. She didn't care really. As long as she had them, she knew she was home.

*****

Willow got out of the Explorer and stretched, glad to not be driving for a short time. She heard the doors open and close as Spike and Faith followed her. She yawned, looking towards her two friends. "So, ready to stop?"

"Yes" Faith said, glancing at her watch. "It's late enough."

"Up to you, pet" Spike said, watching the flash of bare skin as Willow's shirt rode up. He turned away, trying to keep himself from reacting. "This is good as any."

"Cool" Willow said, heading to the office of the motel. "You guys coming?"

Faith and Spike headed after her, blinking as they walked into the lobby. It was bright in the small office compared to the darkness of the night. They moved to either side of Willow, watching her talk to the desk clerk.

"I need a double, two beds." Willow said, glancing at Faith, "You and I can share, ok?"

"No" Spike said a little louder than he'd intended. He saw the clerk look at him suspiciously and turned his attention to a surprised Willow and smug Faith. "You can have the other bed. I like to sleep on the floor....better for my back."

Willow's eyes narrowed as she stared at him, "You have the comfiest bed at home. Why did you insist on it if you sleep on the floor?"

Faith leaned against the counter, wondering how Spike would weasel his way out of this one, but knowing that he'd managed it somehow. "Yeah, Blondie. When did you start sleeping on the floor?"

"Stay out of this" Spike hissed at her, catching the clerk staring. "We want two beds."

"Yes sir" the clerk said, looking through the computer and assigning the strange threesome a room. "Smoking or non?"

"Smoking" Spike said, looking at Willow and seeing her still watching him. "Fine. I don't always like sleeping on the floor, but after spending the whole fucking day in the car, I want to sleep on the floor."

"Whatever" Willow said, rolling her eyes. She wasn't sure what he was doing, but if he wanted to sleep on the floor, she'd let him. She had rather have the bed to herself anyway.

"Do you have something downstairs?" Faith asked the clerk. "I hate climbing up the stairs....."

"Yes Ma'am. Room 135. Smoking, double bed. Would you like a wake up call in the morning?"

"We'll wake up" Willow said, smiling an apologetic smile at the woman. "Thank you."

"Check out time is 11 am. We have a continental breakfast in the lobby from 6 am until 9. If you need anything, just press 0 on the phone." the clerk said, watching them leave. The people she met at this job......

*****

Willow laid on the bed, wishing she could sleep. They had been at the motel for two hours so far. Faith had crashed after showering, her breathing slow but steady. Spike was laying on the floor at the foot of the bed. She couldn't understand why he had been so adamant in his refusal to sleep in the bed while she shared with Faith. Sometimes he just really confused her. She could never really figure him out. In many ways she knew that was good, but in others it was damn annoying.

She shifted on the bed, wondering if he was sleeping. She moved to her knees, crawling down the bed and peering over the edge at his still form. She let her eyes wander over what she could see of him in the pale light from the street lights outside. He was so gorgeous. She had thought Angel was the most amazing looking guy she'd seen until she saw Spike. Even when he was trying to kill them she had been drawn to him. Of course, she had kept that little tidbit a secret from her friends. She could just imagine those reactions. She leaned over the edge of the bed, brushing her lips against his. She pulled back, thankful that he was asleep. She couldn't believe she had just kissed him. She turned red as she laid down, pulling the covers over her head.

Spike's eyes shot open as soon as she pulled back. He brought his fingers up to his mouth, running them over where her lips had been. He heard her heart racing and knew she had acted without thinking. She had kissed him. Sure, it wasn't anything like the sort of kisses he wanted from her, but it was a good start. She had actually made the first move. He grinned at that. His smile faded slightly as he remembered that she thought he was asleep. She was still so scared of her feelings. He sighed softly, waiting patiently for her to fall asleep. He was glad that she had relented and allowed him to sleep on the floor. He was playing a hunch, but he hoped it worked. When he finally heard her breathing become steady, he sat up. He moved to the bed, laying beside her on the top of the covers. She shifted in her sleep, her arm instinctively going around his chest. He smiled as she moved her head to his shoulder, her hair brushing against his cheek. He closed his eyes, knowing that sleeping would be no problem now.

"Not fair, Fang" Faith said, her tone amused. She had figured out Spike's game but decided to let him try it. She had seen Willow lean over and knew she must have kissed the blonde vampire. She felt a rush of jealousy, but this was only the first night.

"Round one is mine, slayer" Spike said, laughing softly.

"Yeah, yeah, yeah...Whatever. Tomorrow is another day, Vampire." Faith said, listening as he laughed at her challenge. "This is just the beginning."

*****

Faith sat in the chair, her eyes on Spike and Willow. She smiled at the vampire's nerve. First, tagging along as if it had been his idea. Now, sneaking his way into Willow's bed. She had to laugh softly as she imagined Willow's reaction to waking up in bed with the handsome blonde that she had been crushing on for months. Faith may be in love with the girl, but she knew that Willow had thing for Spike. It was rather obvious to her, maybe because she was so in love with Willow herself. She saw the covers move as a slim pale arm sailed through the air. She watched it collide with Spike's nose and snorted as the blonde sat up with a loud curse.

"Fuck" Spike hissed, holding his nose.

Willow shrieked as she sat up, glaring at Spike. "What the hell are you doing in bed with me?"

He glared at her, "Getting beat, it would seem."

"Serves you right, Fang" Faith shot from her chair. She was rewarded by a deadly look from him and just laughed.

"I'm sorry" Willow said, frowning as she saw the blood from her hit. "But, why were you in my bed?"

Spike sighed, having hoped his wound would prevent her from being so damn inquisitive. He should have known better. She was too nosy for her own good. "I got cold."

"You're dead" she said flatly. "You don't get cold."

"Details" he scoffed, "I was cold. Plus, the flood was hard."

"Oh really?" she said, staring at him steadily. "And here I thought you loved sleeping on the floor....Your back and all."

Spike glared at the laughing slayer and looked back into Willow's unforgiving eyes. "Luv, I was cold. You were laying in this big bed all by yourself giving off this intoxicating warmth. I couldn't resist crawling into bed with you."

Faith groaned, "Bad answer, Fang...."

"So, you're saying this is my fault?" she demanded, her irritation making her eyes sparkle as her hair billowed around her face. She resembled a fiery angel, he realized. Or a fiery temptress, he ammended catching sight of her tank top and boxers. "I was warm so you couldn't resist?"

"Blimey" he cursed, glaring at the girls. "I'm taking a shower."

"Make sure its warm!" Willow shot at his back, seeing him stiffen but continue into the bathroom. She looked at Faith and narrowed her eyes. "And what is so funny, missy?"

"You and Spike" Faith said, rolling her eyes. "You two are so hot for each other it's pathetic."

"What? We are not.....we're just friends, if that" Willow said, glancing at the bathroom door and blushing slightly. "Tonight, I'm sleeping with you. He can have his own bed."

Faith smiled in satisfaction. "Round two is mine, Fang" she said softly, adding a bit louder, "Whatever, Red. I can share."

*****

Willow turned the radio up as Hot Stuff began to play. She began to sing, smiling when Faith joined in. "Looking for some hot stuff...."

"Where are my earplugs when I need them?" Spike called out, grinning as Willow stuck her tongue out at him, not missing the beat.

"You wouldn't know good singing if it hit you on the head" Faith said, rolling her eyes.

"Yeah, this is real music. Not like that crap you were playing earlier."

"The Sex Pistols were not crap" he said through clenched teeth, glaring at Willow.

"Crap" she sang out, smiling at him.

"This shit you call music? Disco died a painful death" he reminded her, reaching to turn the radio off.

"Hey, this is my car!" Willow said, smacking his hand. "What I like stays."

"I'm bigger" he said, smirking as he pushed the settings button.

"But not faster" Faith said, hitting it back to the station playing 'all your disco hits'. "Slayer speeds always wins, Fang."

Spike snorted, swatting the button back to the Doors that were playing on the 'all your classic favorites from the sixties and seventies' station. "Try again, bimbo."

Willow glanced at Faith and smiled in the rearview mirror. She crawled over the seat and sat on Spike, her hands holding his down as Faith turned the station back on the ending strands of Hot Stuff and the beginnings of...."Oh my god!!! It's YMCA!"

"I fucking love this song" Faith said, laughing as Willow began to sing, her hands and body holding Spike into place as he began to gag and groan. Her smile died as she realized that Willow was sitting on Spike's lap. He continued to gripe about the song but she noticed his attention settling on the back of Willow's neck as the redhead's cute bottom moved to the music. She caught his cocky grin and rolled her eyes, wondering if Willow would be greatly upset if she accidentally lowered the windows. Of course, getting ash out of the seat would be quite a task. She caught him leaning forward and brushing his nose against Willow's hair and glared. She could always buy a dustbuster. They were pretty cheap. A sign caught her eye and she smiled suddenly, "Hey Willow. Look!"

Willow quit singing long enough to follow the slayer's finger. "Wow. A scenic view point. Let's go. I need some pictures."

The slayer pulled off the road, stopping the car. She opened her door, stepping onto the pavement and grinning triumphantly as Willow slid off Spike's lap and into the sunlight, leaving the grimacing vampire all alone in the Explorer.

"This round is mine, Fang."

"Fuck you" he hissed, glaring as the girls began to take pictures and chatter as they walked to the viewpoint, leaving him to sit. Alone.

*****

Faith stretched as she stepped from the car. She glanced at the half moon, searching her pocket for her last Marlboro. She had never been much of a smoker before, and still didn't smoke unless she was really stressed. But, this was only the second full day of the trip and she was beginning to wish she had brought a carton. She watched Willow wander into the truck stop, intent on finding gifts for everyone back home. She lit her cigarette, looking up as Spike came to stand beside her, his own cigarette already lit and half gone. "Having fun?"

Spike glared at the bitch, not missing her intention to remind him of just how often she had had to stop that day for scenic views. Stupid chit, having to remind him that she got Willow during the sunlight while he was forced to remain in the car. "Loads. Can't you tell?"

"Thought so" she shot back, leaning against the building and looking at the pasture that lay beside the store. "I'll be having fun tonight."

Spike snorted, "Yeah, in your dreams."

"Hey, don't you remember? I get her tonight....and I don't have to sneak into her bed." Faith said, blowing smoke at him.

He smirked, "I think I'm sleeping in the car tonight. Sorry, pet. You get a nice empty bed, again."

Faith straightened, glaring at him, "That's no fair. You got a chance last night. Is it my fault you didn't try anything?"

"Like you would?" he answered, laughing.

Faith frowned, "Well, I might."

"Yeah, just like I would....scare the girl to death, you would" he said, shaking his head and grimacing. "Same as me."

Faith sighed, knowing he was right. She wanted Willow, but she couldn't risk losing her. "I hate being like you. But, you're the lucky one. She wants you."

Spike raised an eyebrow, shrugging, "She may want me, but does she want me? See, that's the problem. I can want her but unless she actually wants me, it's in vain."

Faith rolled her eyes, saying, "That made no sense what so ever. She wants you....likes you. I don't know why you're so scared to make a move. If she looked at me the way she looks at you, well....I wouldn't be standing here talking to you."

"Difference between looking and accepting" he pointed out, lighting another Marlboro. "Does she want me enough to deal with Slutty and the others? Or is just a silly school girl crush? And why the fuck am I discussing this with you?"

"Cause I understand" she said matter of factly. "I'm in love with her too. Of course, my chances are minimal. Doesn't mean I won't give you a fight, Fang. I'll go down fighting for a chance for her."

Spike smiled, glancing at the moon, "Counting on it, slayer. Keeps me on my toes, and all that rot. But, I will win. She's too important to lose....."

Faith sighed, stepping on the remainder of her cigarette, "I want to win, Fang. Be warned.....it won't be easy."

"We'll see" he remarked, smiling at her as he tossed his Marlboro before slinging his arm haphazardly over her shoulders, "May the best man win."

"She will" Faith said, laughing as he rolled his eyes. They walked to the Explorer, waiting for Willow as they continued to challenge each other for her attention. They missed the redhead moving from her place beside the building, the small bag forgotten in her hands as she looked at their laughing forms by the car. A speculative look entered her eyes as a crafty smile graced her lips. She laughed softly as she moved to join them. They had a new opponent in their game, she decided, looking at the two people she loved most in the world. This was going to be one hell of a vacation, she thought smiling innocently at them as they greeted her.

*****

Willow looked out the window, her mind elsewhere as Spike continued to drive. This was the second day of her journey and she was already learning so much. She knew that Faith and Spike had no idea that she had overheard their conversation. Heck, she didn't even really believe it herself. Spike and Faith were both in love with her? It just didn't seem possible. She had loved Spike for so long. Faith was more confusing to her. She knew she loved her friend, but she wasn't sure if it was as deep a feeling as the girl obviously felt. She really wanted time to just think about everything. She didn't want to do anything that would jeopardize her relationship with Faith but she also wasn't sure if she could risk her own ego for Spike. What if he were merely playing a game and didn't care at all?

It was hard to think about possibilites with them both sitting so close to her talking and arguing. After she had realized what they were discussing, things had made more sense. She had finally understood the underlying tension that had always existed between them. It had been her all along. Or, actually, their similar feelings for her. Here she had thought of herself as unloved not two hours before and now she found out she had not one but two admirers. She glanced back at Faith and smiled, turning back to the window. She had never thought of herself as gay before but she had to admit that Faith's declaration of love hadn't disgusted her. In fact, it had given her warm feelings. Not as warm as Spike's had but still warm. She loved Spike but did that mean that she couldn't also love Faith?

She saw the neon of a motel blinking about a mile ahead of them. She smiled, deciding exactly how she could get time to herself to think. Not only that, but it would allow her to decide if she was willing to take the risk in playing their game, knowing exactly what the consequences would be. She looked at Spike, touching his arm. Her new awareness suddenly picked up on the change in his body's position at her touch. She couldn't believe how blind she had been. It had always been there, she just hadn't been smart enough to see it. "Can we stop? I'm tired."

"Of course, pet. Whatever you wish" he said, deciding not to mention sleeping in the car until she had gotten the room.

"I could use a good long bath anyway" Faith said, stretching. "Never realized how tiring a vacation truly was."

"A bath sounds great" Willow said, looking away as she saw the flash of arousal her words had caused not only in Faith's eyes but Spike's as well. She hadn't just been blind, she must have been brain dead. They were completely hot for her, she thought smiling softly. Two gorgeous, smart, brash but caring people and they both wanted her. Again she pinched her arm to make sure it wasn't just a dream. "I'll got get the room. You guys can grab a cigarrette."

"Are you sure, Red?" Faith asked, stepping into the damp air.

"I can handle it" Willow said, catching the girl's eyes and smiling before walking into the lobby.

"Something's up" Spike said, his eyes on Willow as she spoke to the clerk.

"Huh?" Faith asked, not moving her eyes from the same site.

"She's been quiet for hours" Spike said, looking at Faith with a frown. "She's been thinking. Silently. That's not good."

Faith grimaced, "Maybe she's missing Sunnydale."

Spike shrugged, "She might just be tired. I just don't like when she gets so quiet. Makes me worry."

"I know what you mean" Faith said, looking back at the redhead. She watched as Willow came outside and smiled, "So, we set?"

"Yep" Willow said, handing them both a key. She saw their surprise and shrugged, "I splurged and got us singles. Spike, your room is a smoking. Sorry Faith. They only had one left."

"I hardly smoke" Faith said, grumbling as she took her key. "Didn't know you were already tired of our company...."

"We can go back" Spike said, giving Willow a hurt look.

"No" Willow said, shaking her head. "I just thought we could use a little away time. We might not have another chance to each have our own room, so enjoy it. You guys can't leave me.....I just...I just need this time alone...."

"Sure luv" Spike said, his eyes leaving her face as he went to unload her suitcase.

"Whatever" Faith said, taking her own bag and walking to her room. She opened the door, slamming it shut.

"Here" Spike said, putting her bag by her feet before grabbing his from the car and going up the stairs to his room.

Willow heard his door slam and jumped. She sighed, picking up her luggage. "That did not go over the way I hoped....."

*****

Spike looked around the small room and frowned. He didn't want to be here alone. He couldn't believe that Willow had forced them into private rooms. He kicked the end of the bed, smiling in satisfaction as it groaned weakly. Wasn't as good as killing someone, but it didn't give him a headache. He moved around the room, his anger radiating in every step. He didn't like being sent away like some bad puppy. He didn't have to take that from anyone. Especially not some little girl. He kicked the chair, sending it into the table. Stupid chit thought he was some child she could ignore. She had another think coming, she did. He glared at the single bed, remembering what it had felt like that morning to wake up with her by his side....the warmth that had radiated from her...the softness of her skin brushing against his...the gentle sighs of her breathing....He felt himself harden as his mind brought him the vivid dreams he had had that night. He cursed, opening the door and walking into the night. He needed a drink.

***********

Faith turned the shower on, glaring at the water. Willow didn't want them around. She couldn't believe it was only the second day and they had already been sent on their own. She put her hand underneath the water, testing it. Too hot, she decided. She adjusted it, moving to the mirror. She looked into it, surprised by the anger she saw in her eyes. Not anger at Willow. More of an anger at herself. Anger for falling for someone unattainable. Someone so out of her league. She moved from the bathroom, reaching for her bag. She pulled out her shampoo and such, deciding that she'd at least take advantage of the single room by sleeping nude, as she usually did. She went back to the bathroom, putting her stuff down. She groaned as she turned the water off. There was no way she could shower right then. She was too pissed. She needed a drink, she decided. Maybe find some vampire and kick some ass. Yeah, that would improve the night. She headed to the door, grabbing her coat before she stepped into the night.

***************

"You see, I do love them both" Willow said, begging the bartender to understand her position.

"Well, then, seems like you know what you want" Rick said, smiling slightly at the small redhead. She had come into the bar an hour before, ordering a soda and proceeding to tell him all about her love problems. He wondered if he should put some rum in the coke, knowing she was underage but thinking she might need the release.

"Yeah, but I shouldn't want either of them, much less both. How can I decide?" she asked the kind bartender. "I mean, I'm not supposed to like girls. I am a girl. I never imagined myself being gay. And if I pick her, I lose him. But if I pick him, I lose her. Being a grown up really sucks."

Rick laughed, leaning against the bar. "Red, I'd say that you are thinking too much about what is expected. Who gives a fuck what anyone else thinks? They aren't the ones living in that skin. Do what feels right. I've lived forty two years on this planet with that philosophy and don't have any regrets. How many people can say that?"

"Not many" she said, thinking over his words.

"See? No regrets. That's what life should be about. You're young. Why aren't you enjoying that life instead of sitting here talking to me?"

"Because" she said softly, "I'm scared."

"Fear is a state of mind" he said, getting her another coke. "What are you scared of? You already know they want you. No fear of rejection. So, what is scaring you?"

"My other friends won't understand" she said weakly.

"So fucking what?" he asked, demanding her answer.

"I can't choose either of them" she said, frowning. "I was going to try but I can't."

"Why do you have to choose?" Rick asked. "This is the year 2000. I've seen a hell of a lot more unusual things than that."

"I don't know if I could do that" she said, sitting up as she realized he was right. She didn't have to choose. She could have them both. "You're right. I'm a modern woman. I want them both....why shouldn't I have them both?"

"Darn tootin" he said, nodding in agreement.

Willow laughed, "I feel much better now. Of course, after tonight, they might not want me anyway."

"How could they not?" he asked, smiling.

"Well, I can just make them want me, Right?" she asked.

He nodded, "Sure can, darling. You could have them begging I'm sure."

She smiled, taking a drink of her soda. "I could....couldn't I?"

"Seduce the hell out of them" he said, winking. "Don't give them a chance to get away."

"I just might do that" she said, smiling at the idea of leaving Faith and Spike breathless and needing her. But she wasn't really a seductress. Hell, she'd never even dated much less seduced anyone. But, she could do it. This was her vacation after all. "Thanks Rick."

Rick smiled, moving down the bar to take another order. Willow stood, leaving her money on the bar as she headed past the tables and dancing people to the door. She stopped when she saw Spike walk in, danger radiating from his tense body. She saw him freeze when his cold blue eyes found her. His eyes narrowed as he headed towards her. Her eyes widened as she saw Faith come into the bar not a minute later, the brunette seeing her and Spike and heading straight their way too. She let out a breath, deciding it was now or never. She was going to begin the game. She finally knew what she wanted....and she wasn't about to let them get away.

*****

"Spike...Faith...Hi" Willow said, wondering if that sounded as weak to them as it did to her.

"Red. Didn't know you were the drinking kind" Faith said, watching the faint blush cross the redhead's cheeks.

"Having a soda, kid?" Spike asked, cursing himself at the slight hurt that flashed in her eyes.

"Yes, actually I was" she said tightly. Maybe this wasn't the best time to let her plan unfold. "The room was too....."

"Quiet?" Faith offered.

"Small?" Spike asked. "Confining" Willow said, turning to run back to the bar. "I needed somewhere loud to think."

"That really makes sense" Spike said, rolling his eyes and following her to the bar.

"I thought most people needed quiet places to talk" Faith said, sitting on the barstool.

"Red isn't most people" a deep voice said, startling them. "Back so soon?"

Willow smiled weakly at Rick and saw him wink at her, "Yep. Needed another coke."

Rick leaned over, smiling in amusement as the blonde growled at him as he neared Willow's ear. He said, "Why don't I slip a little rum into it, eh?" He pulled up, catching the glare from the pretty girl. Yep, Red was definitely right. They both wanted her. He could understand her decision now. It would be hard to just pick one.

"Willow doesn't drink" Faith said, glaring at the handsome older man.

"Give me a shot of tequilla" Spike said, his cold eyes on the pervert that had dared touch his Red. "Now."

"I want whiskey" Faith said, daring him to ID her.

"Whatever" Rick said, winking at Willow again as he moved to get their drinks.

"Who the fuck is that?" Spike demanded, looking into Willow's startled eyes.

"Rick? He's the bartender" Willow said, slowly. She saw the jealousy flash in Spike's eyes and almost smiled. She saw Rick put the shot down in front of Spike along with the lemon and salt. She remembered something she had seen on television one time in some movie Xander had been watching. She contemplated doing it, deciding maybe the next shot.

"Seems too friendly" Faith said, taking a drink of her whiskey.

"He's nice.....He helped me figure some things out" Willow said, watching Spike down the drink without blinking. She heard him order another and smiled as she looked at him. "Need some help?"

"What?" he asked, looking at her. He froze when he saw the desire in her eyes.

"Let me" she said, chewing her lip almost nervously as she picked up the salt. She sprinkled it on her neck, her eyes on his. He felt himself harden as she took the piece of lemon and put it in her mouth.

He took the shot in his hands, leaning over and licking the salt from her warm neck. He teased the flesh into his mouth, hearing her indrawn breath as he pulled up. He swallowed the shot, moving closer to her. He pulled her into him, his mouth claiming hers as he bit into the lemon that she held between her teeth. He pulled away long enough to spit the lemon out before he claimed her mouth again. She moved against him, her hand pulling his head closer.

Faith watched them kiss, putting her drink back on the bar. She looked away, catching sight of the bartender. "Another."

Willow heard Faith's voice and remembered where she was. She had wanted to seduce him, not attack him. What was she thinking? She pulled away from him, taking a deep breath as she felt his hardness rub against her. She stood up hastily, grabbing Faith's hand. "Let's dance."

Faith glanced at Spike and saw the desire in his blue eyes, her eyes sweeping down to the very prominant bulge in his black jeans. She shrugged, offering him a slight smile, before she followed Willow onto the small dance floor.

*****

Willow laughed as she collapsed into the chair. She took a drink of her soda, minus the rum. Faith had threatened the bartender if he deliberately spiked Willow's drink, although the redhead just assumed he had been joking. "Can we do that again?"

Spike groaned, imaging all the different scenarios in which he had wished he could hear her make that very statement. Unfortunately, none of those had included doing the twist in a bar in the middle of nowhere. "Aren't you tired pet?"

"Nope" she said, smiling at the blonde. After their rather passionate kiss, she had danced with Faith to several loud songs before Spike had joined them on the dance floor. They had laughed and danced and drunk for going on two hours now. She hadn't had such fun in a long time. She really wished it would never end.

"You two dance. I'm tired" Faith said, picking up her empty glass. She had been having soda since the first whiskey, not wanting to get drunk and miss any of this night. They were actually having fun. Sure, there was still a bit of tension mostly between her and Spike, but it was fun. He hadn't made Willow feel weird about their kiss, acting as if getting kissed by her was an everyday occurence. She had to admire him for that. Personally, if it had been her, she would have taken Willow over her shoulder and gone back to the motel, not leaving the room for days. Of course, it hadn't been her. And Spike knew enough not to push. She put her glass on the bar and smiled at Rick as she turned to watch Willow and Spike dance.

"Hey babe.....Haven't seen you before" a voice spoke from her right shoulder.

She looked at the guy, raising her eyebrow. "Really? Does that line actually work?"

"Smart mouth" the guy said, his eyes raking over her tank top and short skirt. "Dressed like that, I doubt it matters what I say."

Faith snorted and rolled her eyes, "Go away now."

"I don't think so. You see, I want a piece of what you're selling."

Faith looked at him and smiled, "You see that gorgeous redhead out there? The one dancing with the handsome blonde? They're mine. Now, ask yourself this. Why on earth would I even look at you if I get to go home and fuck them seven ways from Sunday every night? Hmm?"

"You're one of them lesbians aren't you?" he asked.

Faith laughed, "Yeah, sure. Whatever."

"Damn rude bitch. I know what they say about you bitches. You just never had the right cock" he said, nodding.

Faith glared at him, "Bitch? Who the fuck are you calling bitch?"

"Damn pansy assed blonde....bet he doesn't give you enough cock. Seems smitten with the redhead if you ask me" he continued.

Faith looked at Rick and saw him eye the guy in disgust. She looked at him and raised an eyebrow. He smiled, nodding. "No one asked you" she said, pulling back and hitting him square on the jaw. He slid to the floor with a soft thud. Smiling, she looked at Rick as she took her glass, "Thanks."

"Remind me not to piss you off" he said, looking over the bar at the now knocked out Ralph.

Faith just laughed as she moved back to the table, noticing that Willow and Spike hadn't seen anything. They were too busy staring into each other's eyes. She sat down, sitting back and watching them lazily.

******

Willow followed Faith and Spike sleepily towards the motel. She was leaning against Spike, enjoying the feel of his hard body. She would never guessed just how muscular he truly was if she hadn't seen him without his shirt on. He seemed rather slim when he was covered with the layers of clothes. But, he wasn't. She sighed happily as she moved closer to him. Faith opened the door to Willow's room and moved inside. She collapsed tiredly on the bed, not even pulling her boots off. Willow laid down beside her, too tired to even pull the covers down. Spike got behind her, his arm going around her waist as he moved against the pillow.

Willow looked at Faith and wondered why the beautiful girl wanted her. She could have anyone. She was so pretty, with that hair and those eyes and those lips. Willow's eyes narrowed on those lips, wondering what the slayer tasted like. She knew what Spike tasted like now, though she would like to do a bit more research on that one. But Faith was still a mystery. She knew she was too tired tonight to find out, but she had decided on a plan. A plan of seduction as Rick would call it. She was going to get them both because she wanted them. Rick had been right. She was young. She needed to enjoy what time she had. No regrets.

*****

Willow woke up and froze, trying to figure out where she was. She finally remembered the night before, placing the cold hardness behind her and the soft warmness in front of her. She opened her eyes, looking at Faith's sleeping face. She felt Spike move, his arm tightening around her waist as his mouth nuzzled the back of her neck. She sighed when she realized that she needed to get out of bed. She began to wiggle down the bed, trying to get out of his embrace. It wasn't working. If anything, it was making things even more difficult. She gasped when she felt his fingers brush against her nipple, causing them both to harden instantly. She laid still as his large hand began to knead her breast, teasing her nipple as he moved closer against her.

Willow knew if she stayed where she was, she wouldn't be able to control what she might do. The bed was much to small for all three of them. Sleeping, it had been ok. But she was awake now. Awake and getting felt up by a sleeping Spike. She put her hand on his, removing it from her breast as delicately as she could. She then moved down the bed, getting up. She let out a breath, not aware until then that she had been holding it. She looked at the bed and saw Spike's face scowling as his eyelids blinked slightly. He was asleep, she was relieved to see. Dreaming it would appear. She let her eyes wander over him, blushing at the hardness that was evident against his tight black jeans. She wondered what he was dreaming of but decided it might be better not to know. She went to grab her clothes, going to take a shower.

Faith shifted in her sleep, her body noticing the warmness leave. She moved the pillow, sinking deeper into it. Spike rolled slightly, feeling the warm body leave. He frowned in his sleep, reaching for what he had lost. He finally found the warmth, sinking back into sleep. Faith felt something cold touch her waist and her eyes flew open. She sleepily took in the situation, realizing that it was Spike that was holding her waist. She sat up, pushing him away. Spike woke up at the shove, sitting up as he realized he had almost been holding the damn slayer. "Where's Willow?"

"Shower" Faith said, glaring at him as she rubbed the brief span of skin he had touched. "My stuff is in my room."

Spike groaned, running a hand over his face, "So is mine. All the fucking way upstairs."

"It's a nice sunny day out too" she said, looking out the window.

"Hell" he cursed, standing. "That bed was not meant for three people."

"I dunno.....I thought it was rather nice" Faith said, smiling slightly as she remembered the feel of Willow's body pressed against hers.

"Yeah, parts of it were" he agreed.

"Don't worry, Blondie" Faith said, yawning. "Give me your room key. I'll get your bag when I get my stuff. Give me half an hour. I want to take a shower."

"Can't do that here?" he asked, getting the key from his pocket.

"And go in there after her? Smell her shampoo and the apple spray she uses...thinking of her body underneath the water just moments before....the water dripping down her breasts and beeding on her nipples...drifting down her flat stomach before getting caught on the red curls between her legs...the scent of her lotion and baby powder in the air....yeah, right. Like I could shower under those circumstances. Since when I was a masochist?"

"See your point" he said, hardening at the scents and image she had described. He handed her his key, hearing the shower turn off. "Thanks."

Faith shrugged, eager to go take a cold shower and find a little self release from the image of Willow in the shower, "Whatever".

*****

Willow left the bathroom, surprised to see Spike up and pacing. She glanced at the bed and then back at the blonde. He was acting like a tiger that had been caged too long, she realized. "Where is Faith?"

"I didn't bloody well eat her" he spat out, glaring at her.

"I never suggested that" she said tightly, "Did you happen to get up on the wrong side of the bed?"

"YES" he yelled, "I was sleeping by the damn slayer. The slayer!"

Willow looked at him, her eyes widening slightly. Her lips began to twitch until finally she started to laugh. "I'm sorry but you're funny. You'd think that was such a terrible thing. I promise I won't tell."

"Shut up" he hissed, moving towards her. He almost smiled at the sheer delight with which she was laughing but held firm. "It isn't funny. My reputation would be ruined."

"What reputation?" she asked, giggling.

Spike's eyes darkened at her words as he stalked towards her. "Stop laughing, luv."

"Did you hide Faith somewhere?" she asked, "not wanting her to ruin your reputat" her words were cut off with a hmph as he pinned her to the bed. "Spike! Let me up!"

"Not so funny, now, is it?" he asked huskily, his hands pinning her wrists down. He leaned over, his mouth above hers. She bucked against him, her breathing ragged. He became aware of their position when he felt his cock brush against her stomach. Her hair was still damp from the shower, the drops brushing against her cheek as she tossed and turned. He ran his tongue over her cheek, causing her smile to fade and her eyes to darken with desire. He moved closer to her, his mouth brushing gently over hers. She groaned, arching up trying to get closer. He licked his lips, their eyes not moving from each others as he leaned over again.

"Am I interupting something?" an amused voice said from the doorway. Faith walked in, tossing Spike's bag on the floor. "Got your clothes Fang. Think you may need a shower......a cold one."

Spike glared at her as he stood, grabbing his bag. Willow blushed but sat up, straightening her shirt where it had ridden up. "Faith. Good. I was beginning to think Spike may have driven you away."

"Not likely, Red" Faith said, sitting down and shooting Spike a smug look.

"I've decided where I want to go next" Willow said, smiling at them.

"Where's that, luv?" Spike asked, counting as high as he could to make his erection go down.

"Yellowstone. I want to go camping." Willow said, eagerly, "We can get a heavy duty tent that is sun proof. Find a nice secluded spot and just spend a couple of days communing with nature. Doesn't that sound great?"

"Yeah, great" they both said, wondering how they were supposed to last in a tent for days with just Willow and each other. "Just great."

*****

Willow sighed as she looked around the clearing. "This is perfect."

Spike let the backpacks and tent fall with a relieved groan. "Thank the heavens. Are we sure this time?"

"Yep" Willow said, smiling at him. It was rather difficult finding a camping spot in the dark, but she knew this was good. They had arrived at the park at dusk, getting the needed permits to camp. After parking the car, they had begun the hike to this clearing. She was thankful that they were able to get away from the numerous noisy campers that covered the closer camping areas. Spike and Faith had agreed that it was better to hike a few miles and get away from the loud brats. "This is perfect."

"Can we set up the tent?" Faith asked, a bit excited. She had never been camping before and was honestly looking forward to it.

"Sure" Willow said, moving to help the slayer set up the large tent they had purchased earlier that day. It was a dark black that Willow knew would keep out the sun. Spike should be fine sleeping in it during the afternoons. She could hear the water moving behind her and couldn't wait to see the river they were beside during the light. She bet it was beautiful. She had often pictures of the park and just knew it was the perfect place for her plan to unfold.

"You two are amusing" Spike said, laughing as he watched them struggle to pitch the tent. He saw them glare at him and just shook his head, "Let the master handle this."

"Master? Where's Angel?" Willow asked, squeaking as he run after her. She laughed, dodging the trees and hoping she didn't trip on anything.

"If you two would quit flirting and help put this tent up, we might have it done before Fang turns into ash tomorrow...." Faith said.

"Faith!" Willow said, laughing softly as she went back to the tent.

"Damn slayer" Spike cursed, again hating her timing.

They soon had the tent up, after a few mishaps. Willow smiled as she surveyed it in the light of the lantern. "This looks good."

"Sort of crooked" Spike said, shrugging. "But livable."

"I think it looks damn good" Faith said, smiling. She went into the tent, unrolling her sleeping bag. There was enough room for all three of them easily plus room left over. She made sure to put her sleeping bag on the opposite side of Spike's. She smiled when Willow crawled in and put her sleeping bag down beside hers, leaving Spike the other half of the tent.

Spike looked at the sleeping bag with disgust. He couldn't believe he was willingly about to sleep outside. Only for Willow, he decided. He was a damn weakling around her. He spread it out, looking at the redhead in the light of the lantern. He couldn't wait to see her by campfire light. He just knew the fire would bring out the red in her hair. He laid back, his hands underneath his head. He listened as the girls spread their bags out and the tent went dark. He listened further as they changed clothes, visions of Willow half nude by campfire light running through his mind. Groaning, he shifted, cursing his new habit of instant erections just by thinking about her.

"You ok?" Willow asked Spike, pulling her tank top over her head. The cool night air gave her goosebumps and she suddenly wished she had packed something heavier. She wriggled out of her jeans, gasping when she felt an elbow hit her breast.

"Sorry" Faith said, pulling her shorts on.

"No problem" Willow said, her voice slightly husky. She looked towards Spike, "Are you ok Spike?"

"Bloody fucking marvelous. Me and nature? We go way back."

"I hear sarcasm" Faith sang out, laughing. "Man, this is fantastic. So peaceful."

"Except for the constant chattering" Spike said.

"Kids" Willow said, laughing. "Isn't this fun?"

"Fun" Spike echoed, laughing as Willow began to discuss what she hoped to do while camping. Unfortunately, most of it was sunlight requiring. He suddenly realized he was going to be stuck in the tent alone for several days. Just bloody fucking marvelous. He hated camping.

*****

"This is gorgeous" Faith said, awe struck as she looked at the view.

"Isn't it?" Willow agreed. She and the slayer had been hiking for hours. She loved it. They had stumbled across other hikers only twice, nearer the lake area. The rest of the time, it had just been them. Willow had enjoyed it though she knew Spike must be stewing at having been left. But, she wanted to see Yellowstone and she couldn't see it at night.

"I'm glad you wanted to come here" Faith said sincerely. She was able to work off some of her energy plus spent time alone with Willow. What more could she ask for?

"Me too" Willow agreed. She looked at the sky and sighed, "Guess we should start heading back. It's going to get dark soon."

"Bet Fang's dying from confinement" Faith said, laughing.

"You're horrible" Willow said, "I wish he could see this."

Faith looked at Willow, the sun turning her hair to fire. Her green eyes were relaxed as they looked at the view. There was a small smile on her face as she sighed in contentment. Faith smiled slightly, "Yeah, I bet he'd love it. Beautiful."

Willow smiled, turning to see Faith looking at her. She gulped, cursing the heat she felt on her cheeks. "Um...we should head back now."

Faith nodded, reluctantly joining the redhead. "Yeah, we have to head back."

"I wonder what Spike has been doing all day?" Willow asked curiously.

"Probably laying around and cursing and smoking and beating off to dreams of you naked and begging him for more" Faith said simply.

Willow started to choke when she heard Faith's words. "Faith! Damn..."

Faith smirked, "What? Am I lying? He wants you bad Red. Keep thinking I may wake up and find that he simply tied you up and had his wicked way with you."

Willow snorted, "I doubt it. Not with you around."

"Someone sounds sullen" Faith said, moving ahead of Willow.

"Oh, just hush" Willow said, rolling her eyes.

"You can admit that you want him, Red. I won't hold it against you." Faith said.

"Fine. I want him. I have for years. But I don't think he's going to tie me up and fuck me with you not five feet away."

"Why not?" Faith asked, walking on.

"You'd stake him" Willow said, catching up with Faith.

"Not likely" Faith said, her tone serious. "I'd just watch."

Willow felt her face flushing again as images of that took over her mind. She became silent, following the quiet slayer along the path back to their camp. She and Faith began to talk again about the scenery acting as if their previous exchange had never happened. But, it had given Willow something else to think about.

*****

"About damn time you two got back" Spike said, glaring as the girls came into the tent.

"God, Spike. It's such a beautiful area" Willow said, smiling.

"Guess you two had fun" Spike said sarcastically.

"Guess you didn't" Faith said, smirking. She saw the crumpled up comic books and almost felt sorry for Spike. Remembering the private Willow time she had had, she decided she wasn't that sorry.

Spike glared at her, saying, "No, I didn't."

"We must have hiked five miles. Even met some nice people" Willow said, glancing down at her clothes with a grimace. She was sweaty from the hike. Also, seeing Spike sitting there casually dressed in only a pair of jeans that weren't even buttoned completely was making her even more hot.

"People?" Spike asked.

"Some twits from Philly" Faith said, "On their honeymoon. Why the hell would you come here on your honeymoon? You'd be too fucking tired to fuck."

"They are not twits" Willow said, rolling her eyes. "But I also agree about the honeymoon thing. Why go anywhere really? I mean, just unplug your phone and tell people you're leaving. Then you can spent the entire time in bed."

"Didn't know you had it in you Red" Spike said, smirking as she blushed. He loved her blushing.

"No damn showers" Faith said, grumbling.

"But there is a river" Willow said, looking through her bag for a clean shirt and shorts.

"I don't have a bathing suit" Faith said, "But I guess I could use a shirt to wash with."

Willow looked up, gathering every ounce of courage she had inside her. This was going to be it. She glanced out the tent flap and saw that it was still light but quickly approaching dusk. She smiled, "I don't have a suit either."

Willow looked at them both and smiled what she hoped was a seductive smile as she pulled her damp t-shirt over her head. She was breathing hard as she pushed her shorts down, her red hair falling delicately over her face as she looked up at Faith's surprised gasp. She saw Spike's eyes darken with desire as they raked over her body. She moved from the tent, standing in the fading sunlight. She brought a shaky hand to her bra as she unclasped it. She removed it, turning her back to the tent as she tossed it inside. She walked with her back straight towards the river as she called behind her, "Anyone want to join me?"

*****

Faith looked from the black cotton bra to Spike. "Why are we still sitting here?"

Spike looked at her, "Me? The fucking sun."

Faith smiled as she pulled her shirt over her head. She pulled her shorts off and unfastened the bra. She moved from the tent, looking back at Spike and winking, "Promise not to do anything you wouldn't do...."

"Stupid bitch" Spike hissed, looking out of the flap and cursing the sun. He saw Willow standing in the water, her back still towards them. He could see the tense way she was standing and smiled at the courage he knew it had taken her to make such a dramatic move.

Willow heard the sound of water splashing and took a deep breath. She couldn't believe she was standing naked in front of Faith and Spike, waiting to see if they took her offer. She felt the cool water around her ankles as she waited. The cooling night air making the cool water even more cold. She leant into the touch, her eyes closing as she waited, not sure what to do. She looked at Faith as the brunette splashed past her, falling in the cool water. She saw the girl sit up, her wet hair clinging to her hair. Willow tried not to look at the girl's nude body but couldn't keep her eyes off of the slayer. She was so beautiful, Willow observed, keeping her arms around her breasts.

"Willow" Faith asked, her voice trembling slightly and betraying her uncertainty. "You ok?"

Willow held her arms over her chest, hearing Faith's soft words. "Yes. A bit cold though."

"Guess we need to think about warming you up" Faith said, waiting to stop as soon Willow gave the word. She glanced up and saw the fading sun. She looked back towards the tent and saw Spike walking towards them. He was still wearing the jeans, unbuttoned in a rather sexy manner she had to admit. She saw his eyes on Willow and smiled, moving to swim away and give him room. He stopped and shook his head, motioning for her to stay. She looked at him surprised but stayed.

"Pet, you look tense" Spike said softly, walking into the water. He saw her straighten when she heard his voice. Her heart beat increased even more as he neared her. He put his hands on her neck, massaging the muscles as he continued to speak, "Let me help."

Spike moved his hands along her neck, hearing her soft whimper. He moved his hands down her back and along her arms, balancing his chin on her shoulder as he felt her arms tighten around herself. "So beautiful. Do you have any idea how pretty you are?"

"Breath taking" Faith said, her eyes watching them intently. She caught Willow's eyes and smiled softly.

"Your eyes can read my mind" Spike said into her ear, his hands continuing to run along her arms. "Your lips haunt my dreams...begging me to kiss you...to taste you....your neck is so graceful, it calls for me to mark it...your breasts are so pert and fill my hands completely...that smooth stomach with the sprinkling of freckles that I've dreamed of kissing...down to the soft red curls that cover the warm wetness that I've thrust into so many times at night as I sleep....those long legs that I've imagined wrapped around my waist as I sink myself into your tightness.....so very beautiful...."

Willow had closed her eyes at his words, sinking against him as he seduced her mind. She had a moment of hesitation, trying to remember that she was the one that was supposed to be seducing. Yet, here she was giving into his huskily whispered words. She could feel the cotton of her panties soaking with her juices as he continued to run his large hands over her arms. She felt her tension flee as her arms dropped, her nipples hard pebbles as he brushed his mouth over her neck. She moaned softly, sinking back against him. She felt the roughness of the denim rubbing against her lower back and panties, making her breath catch.

Faith had found herself getting turned on by Spike's words. Seeing the emotion in his eyes as he spoke them had added to the overall eroticism of it. She moved towards them in the water, listening to Willow's soft moans as she leaned back against Spike. She saw Willow's arms fall, the redhead's pert breasts bared to the night air. She licked her lips, watching Spike's hands embrace the twin globes. She moved to her knees, the water rushing over her legs as she settled onto the wet dirt, frowning as some of the pebbles dug into her flesh. She moved her hands to Willow's waist, her fingers playing with the elastic of Willow's black panties. She looked up, watching nervously as Willow opened her eyes, the green orbs watching her with desire and curiosity. She smiled as she pulled the panties down, her eyes on Willow's as Spike continued to kiss the redhead's neck and knead her breasts in teasing caresses.

*****

Willow felt Faith's warm fingers on her legs as the cotton was pulled down. She lifted first one foot and then the other as the slayer tossed the panties behind her. Willow watched them as the river carried them away. She felt a bit like that wet cotton. Being carried away by something beyond her control. She gasped as Spike swung her into his arms, his mouth capturing hers as he moved from the river. Splashing behind her told her that Faith was following them back to the tent.

Spike moved the flap, walking into the tent and laying Willow down in the middle of the space. His eyes raked hungrily over her as he crawled towards her. The wet denim tight around his legs as he struggled to slide it down his flesh. He saw her curious eyes watching him, the green orbs widening when his cock sprung into view, hard and ready. He felt warmth behind him and knew the slayer was there too. He had often imagined his first time with Red but he could say that it had never once been like this. On the hard floor of a tent beside a beautiful river in Yellowstone with the slayer right there. Soon, he tossed the offensive denim to the side, his nude body pale in the soft glow from the lantern.

"So damn beautiful" he said huskily. "Mine."

Willow gulped at the possessive gleam in his eyes and said softly, "Yours."

Spike knew this was her first time, but he had been waiting for so long. He would try to go slow for her. He moved between her legs, looking back at the curious slayer. "Taste her mouth."

Faith didn't hesitate to follow Spike's command. The blonde knew that Willow was his. Why he was sharing, she didn't know. But she wasn't going to question his motives. She was simply going to enjoy watching Willow's face as he slid that huge cock into her and fucked her silly. She looked at Willow and saw the girl watching her. "Can I kiss you?"

Willow smiled as she nodded at Faith's hesitant question. She felt the warmth of the girl's lips and opened her mouth, allowing their tongues to play. She gasped into Faith's mouth as she felt a cold tongue slide over her lower stomach. Large hands went behind her, fingernails that she knew were painted black digging into her ass as he lifted her up to his mouth. She cried out, pulling free from Faith's mouth as he began to lap at her flowing juices. She felt him slide his tongue into her, leaving no space untouched. She looked at the top of the tent, ignoring the feel of pebbles behind her back as she began to move against his face. She saw stars when his nose brushed against her clit, his soft chuckle making her even more crazy.

Faith smiled as she watched Willow's face. She brushed her lips over the girl's cheek, kissing a path down her slender neck until she was perched above Willow's pert little breasts. Faith saw the pale pink nipples hardened to nubs and ran her tongue over one. Willow gasped from the sensation of warmth moving against the cold tongue and the warm one. She felt Faith's fingernails draw circles around her right nipple as the slayer began to lick and suck on her left. She began to moan, making sounds she had never imagined herself making before. She felt one of Spike's hands move from her ass, soon feeling his finger pushing into her tightness. She clenched her hands in the sleeping bag, feeling Faith move to her other breast. Her nipple was twisted roughly, sending delicious waves of pleasure through her body. She felt Spike began to suckle almost on her clit, three of his fingers stretching her more than she had ever been stretched. She was riding his hand, his tongue teasing her clit until she was babbling incoherently, begging to cum. She felt the ridges of his forehead against her lower stomach and realized that he had changed. She screamed out his name as his fang brushed against her clit, her muscles tightening around the width of his fingers as she had her first orgasm of the evening.

Faith pulled her mouth free from Willow's breast, looking at the sweaty and flushed face of her love. She smiled, running her tongue over the hard nipple. She looked down at Spike and smiled, "Not bad, Fang. But I bet I can make her scream louder."

Spike arched his eyebrow, a small smile crossing his face as he saw the challenge in the slayer's eyes. She knew that Willow was his but was asking permission to play too. He didn't see any threat to his claim in her eyes, just desire and love for Willow. He saw Willow look down, her eyes wide with arousal and anticipation. He nodded, moving from between her thighs. "Bet you can't, Slayer. But go ahead. Try."

*****

Willow looked up at Spike as he moved beside her. Faith took his place between her legs, the slayer's eyes determined. Willow groaned, wondering what the hell she had gotten herself in to. She let her eyes find Spike's cock, seeing the glistening head and wondering what he tasted like. She felt his mouth cover hers and she tasted her own juices on his tongue. She was surprised at the taste. It wasn't that bad. Slightly salty almost but sort of sweet. She sucked his tongue, feeling Faith's fingers on her knee. She reluctantly released Spike's mouth, looking into his eyes. "I want to taste you."

Spike almost shot off at her words. Those big eyes looking at him so curiously. Her lips swollen and wet. He kissed her again before moving to kneel beside her head. "Go slow, baby."

Willow smiled as she ran her tongue over the tip of his cock. He tasted similar to her but colder. She took the head into her mouth, not really sure what to do but wanting to give him the same enjoyment he had given her. She ran her fingernails over his length, her tongue running over his head. She took his balls into her hand, cupping them as she squeezed them. She squeezed hard when she felt Faith's teeth scrape against her clit. Spike cursed above her, a groan of pleasure meeting her ears. She began to take more of him into her mouth, trying to figure out how something this big was supposed to fit inside her. Soon, she forgot about thinking as Faith continued to nibble and lick at her wet cunt. She set a rhythm as she bobbed against Spike's cock. She relaxed her throat trying to get all of him inside. It wasn't easy and she had to pull back several times to breathe ragged breaths before continuing. She kept digging her nails into his smooth ass as Faith continued to lazily tease her. She finally felt the dark curls against her nose as she took his entire length into her mouth. She could feel him down her throat and couldn't believe she had done it. She began to move against him, her tongue swirling as he continued to groan. She moved her left hand down to her cunt, managing to get it wet before Faith swatted her away with a warning. She continued to massage his balls with her right hand as she brought her left back to cup his ass. She let her wet fingers move into the crack of his pale ass cheeks. She heard him moan as she began to run her fingers along his hole, sliding one slowly into him. She was rewarded when he arched forward, a sigh of pleasure escaping his lips. She began to move her finger in rhythm with her strokes, loving the sounds he was making.

Faith lazily watched Willow play with Spike. That was the only word for what the redhead was doing. She couldn't believe the girl had managed to take that entire cock into her mouth, but she guessed if Willow was determined enough, she could do anything. She saw the expression on Spike's face and smiled. It was twisted with pleasure and desire, his eyes flashing yellow as he struggled not to cum. She saw Willow move her hand faster and saw his face change. It was strange that something that would normally send her on the defense seemed so erotic in this circumstance. She had seen his face earlier and knew that merely tasting Willow and bringing her an orgasm had made him chance. His feelings for the girl had to be shared by his demon, something that surprised her but almost didn't. She heard him grunt as his hands tightened into fists. She could see the slight blood from where his fingernails were digging into his own flesh. She saw Willow pulled back finally, his seed dripping from her chin. Faith watched with curious eyes as Spike brought Willow's hand to his mouth, sucking her wet fingers inside, his eyes burning into her green ones. Faith moved her hand down to her own wet cunt, her tongue licking at Willow as she continued to watch.

Willow licked her lips, having managed to swallow most of his release. She felt heat spread over her as he sucked her fingers into his mouth. She brought her right hand down from his cock and kneaded her breasts, twisting the nipples as he licked her clean. She felt Faith's hair touch her stomach and moaned as the slayer against teasingly lashed out at her clit. "Faith, fuck me!"

Faith smiled as Willow finally begged. She brought her hand from her cunt, the fingers dripping with her own juices. She roughly shoved them into Willow, hearing the girl cry out in pleasure. She added a fourth finger, stretching the redhead more than Spike. She took the girl's clit into her mouth, scraping it and sucking it as she thrust. She heard Willow began to moan loudly as she began to speed up the thrusts. She brought her other hand down to her own cunt, twisting her clit as she continued to taste Willow. She felt the tension in her stomach, knowing that after everything that had happened that night, it wouldn't take her long to find release. She licked repeatedly at Willow's clit, causing the girl to cry out as she arched against the slayer's hand. She smiled as she felt the girl's muscles begin to tighten, knowing it was close. She took Willow's clit into her mouth, biting down as she felt her own orgasm coming. Willow screamed out her name, arching up from the sleeping bag and holding tightly onto Spike's hand. Faith looked up, her entire face covered with wetness. She smiled at Spike, raising an eyebrow. "See?"

Spike rolled his eyes, twisting Willow's nipple again. He just said, "Move out of the way. The night has just begun."

Willow saw that his cock was hard again. She watched him as he moved between her legs, pulling her legs around his waist as he lifted her slightly. She felt the tip of his cock rub against her wet cunt and stiffened, knowing what was sure to come. She felt Faith's hands on her breasts, the slayer kissing her face and saying softly. "Shh, honey.....it only hurts for a second. Relax....it feels so good...."

Spike waited until Willow had begun to relax before he began to move the head of his cock between her wet pink lips. He moved slowly, getting the head into her. He moved his hands to her hips, looking into her eyes and smiling. He entered her deeply, breaking her barrier in one stroke. She screamed out, a breathy mixture of pain and pleasure. He saw Faith kiss her tenderly as he began to move inside her. She was so tight...so warm...he loved being inside her. He felt her muscles clenching around him, his cock pulsing from need. He had already cum once that evening. He knew this time would take longer. He began an easy rhythm, sinking all the way inside her on each stroke, rubbing against her clit and making her moan. They had all night.

*****

Willow woke up slowly, something cold rubbing against her ass. She wiggled backwards, yelping as she felt a cold hand smack her ass. "What was that for?"

"I'm tired." Spike said lazily, his cock hard and ready, nestled between her ass cheeks.

"Tired? Ye of immortality and incredible stamina?" she questioned.

"Would you two please quit bickering" Faith said, opening an eye, "and fuck already?"

"I'm trying, believe me" Willow said. It had been five days since they had gotten together. Five days since they had left the tent during the sunlight except to go to the bathroom. The entire tent smelled of sex. It seemed that they had waited so long to get together that they had a lot of time to make up for. Actually, she just loved the sensation of having Spike buried deep inside her.

"Today our last day here?" Faith asked, stretching.

"Yes. Tomorrow we head East." Willow said, moving her hand down to run along the length of Spike's cock.

"Where to next?" Spike asked, thankful that it still wasn't time to head back to Sunnyhell. They had spent the day after their first night together discussing everything. Willow had told them that she loved them both and couldn't choose. Wouldn't choose. He and Faith had decided it was better to share than lose the redhead. Of course, he tried to stay away from the slayer as much as possible, having accidentally grabbed her breast once already. She wasn't the one he wanted, but he would put up with her until she died. Slayers never lived that long. What was a few years when he had Red for eternity? Besides, she wasn't that bad. Didn't mean he wanted to shag her though. The thought alone almost made his erection die...almost.

"I dunno. Thought we might head to the East coast. I've never seen the Atlantic Ocean." Willow said, running her thumb over the head of his cock and spreading his precum liberally.

"Ocean huh?" Faith said, remembering two nights before when they had fucked for over an hour in the river. "I could enjoy that."

"Somewhere particular pet?" Spike asked, his thumb brushing against her clit.

Willow felt his cock slide into her from behind, a soft moan escaping her lips. She moved her hand to Faith's chest, kneading the girl's full breasts. "Faith, let me taste you."

Faith smiled, moving to put her pussy right by Willow's mouth. She watched as Spike's large cock entered Willow, bringing her fingers up to brush against Willow's clit on each outward stroke. She laughed as she heard Willow's gasp. "So, honey, got a particular place in mind?"

Willow ran her tongue over Faith's cunt, savoring the taste of the other girl. She thought about as she licked, her muscles deliberately tightening around Spike. She chuckled when she heard him groan. "Not really. Anywhere is fine with me."

Spike began to move faster, feeling the slayer's wet tongue at times as she teased Willow. "I like that sound of that. Anywhere."

THE END