Inell's Fanfiction Archive

June 1998

Willow moved lower in her chair, trying to avoid attention. Everything had gone to hell in such a short time. She had decided to try the spell again...try to bring Angel back. Only, Xander hadn't told Buffy. So, Buffy had been forced to send Angel to hell. Not Angelus....Angel. Willow couldn't think about it without imagining what he must be going through. She knew Xander was at fault. If he had told Buffy that she was trying it again, the slayer could have stalled. But, Buffy didn't see things that way. She blamed Willow. They all blamed Willow. She had been out of the hospital for a week and had only seen Giles one time. This was the first time the entire gang had gotten together since that night in the library...since Kendra had died. Oz had already left for school. He had gone to Boston, promising to write. She hadn't heard anything from him in two weeks. She was alone.

Buffy had to blame someone, that Willow understood. The slayer couldn't deal with the idea that she had been the one to kill her love. So, it had become Willow's fault. Everyone else was eager to put it all behind them and move on as best as they could. Again, it was easier to blame Willow just to keep Buffy happy. It wasn't right, but that was how it was. Willow couldn't change it. She had been sitting at the table for over an hour and still no one had spoken to her. She felt like standing up and yelling at them...telling them that she was the one that had been hospitalized...that had almost died. She sure as hell wasn't blaming Buffy, though really if the blonde had killed Angelus when he had first appeared, none of this would happened. Jenny and Kendra would still be alive. But, Willow kept quiet. It was easier that way.

Finally, she stood and grabbed her books. She was too tired to deal with this right now. If they needed her, they knew where she lived. She was tired of trying to win Buffy over. She left the library, going straight home. None of them even told her good-bye. Some friends, she thought irritably. Drop you as soon as you do something wrong. She walked into her front door, freezing when she saw the boxes. "Mom? What's going on?"

Sheila Rosenberg looked at her daughter, frowning, "Oh Willow. There you are. You need to pack your things. The house has been sold."

"Sold?" Willow said, her mouth falling open. "We're moving?"

Sheila sighed, "Willow, really. I thought I had sent you an email. Your father has accepted a position with McKarnty in their Seattle office. He and I are selling the house and moving. You really need to read your email."

"Sorry...I was in the hospital" Willow said softly, not believing this was happening. "We're moving to Seattle?"

"Your father and I are" Sheila said, looking at her daughter. "Willow, really. You're seventeen. When I was your age, I had my own apartment and was working and going to school. It's time you got out on your own. Your father has set aside some of the money from the sale of the house. It's yours. After that, you're on your own. Don't look at me like that young lady. It builds character. Be happy we gave you something to start with. That was your father's doing."

"You're kicking me out?" Willow said, looking at the woman that was supposed to be her mother. "What am I supposed to do?"

"That's your business" Sheila said, "Now, run along and pack your things. Anything you can't carry, we're leaving with the house. Oh, your father has also given you his car. Too generous if you ask me. But, it's yours. I'd suggest you decide what you plan to do with your life. Then pack. We have to be out by Tuesday."

"But...what about school?" Willow asked, wanting to sit down and cry.

"You should be able to hold down a job and go to school. As I said, I managed it. Senior year is easy anyway. Not a lot of studying needed. Now, are you finished? I'd like to have this ready for the movers tomorrow."

"I'm finished" Willow said, running up the stairs. Her leg hurt but she ignored the pain. Her own parents were kicking her out. She was only seventeen. Her friends were non existent. She had no one. She blinked away the tears, knowing that she had to pack. Her mother had said by Tuesday, but she wouldn't be surprised if she had to be out in the morning. Sheila always changed things. She glanced at the picture of Oz and remembered his parting words. He had told her if she ever got to Boston, to look him up. He was the only person still speaking to her. Could she do it? Could she just leave Sunnydale and go to Boston....start a new life with just one friend?

"Willow" Sheila called out, "Leave anything you want thrown out in the hallway for the maid."

Willow laid on the bed, sighing softly. This was not what she had planned for the summer before her senior year in high school. Not at all. She sat back up, nodding determinedly. "I think I might like Boston" she said softly, going to her closet to begin packing.

*****

June 1998

Willow finished filling the car with gas, looking around the station. She was in Pennsylvania. She should be in Boston by the next day. She went inside and paid, buying a soda and some chips. She then went to the payphone, dialing the number Oz had given her. She had left Sunnydale two days after her mother had kicked her out. She knew she shouldn't say kicked out, but it felt like that. Who was she kidding? It had been that. They hadn't even cared where she was going, too much in a hurry to get to Seattle. She had been driving for two days now. She hadn't realized just how far she was from Boston. It would end up being more than three days by the time she arrived.

She scowled as the number continued ringing. Oz had been in Boston for more than three weeks now. Yet, he hadn't answered the phone once. She sighed, hanging the phone up finally. She looked at the cloudy sky, frowning as she realized it was going to start raining. Just a perfect ending to a wonderful week. She got back in the car, heading onto the freeway.

She wondered what Boston was like. She really hoped she liked it there. It was going to be her new home after all. Her mother had told her once she got settled to have the school send whatever forms were necessary and she would sign them. So, Willow was going to spend her senior year at a new school with people she didn't even know. She was already dreading it. She hated making new friends and could just envision the upcoming year of solitude. Of course, it would be about the same as she would have faced in Sunnydale.

She had written a note to Giles, telling him that her family was moving and she had to go. She thought it better not to tell him she was going alone for fear he might worry. She had survived on the Hellmouth before Buffy and learned a lot after meeting the slayer. She could surely handle Boston. Right?

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

Buffy wandered into the library, a frown on her face. "Giles...have you seen Willow?"

Giles looked up and thought about it. "Not for the past few days. Why?"

Buffy sighed, "I was just looking for her."

"With your attitude towards her lately, she may be avoiding you" Giles said, sighing softly. He had tried to speak to the girl, but she was feeling guilty and trying to deal with Buffy's behavior. She hadn't listened to him so he had given her time.

"I've been such a bitch" Buffy said, looking at him sadly. "But....it was so tough Giles. I mean, it was Angel. My Angel! She brought him back just for me to have to kill him."

"It wasn't deliberate, Buffy" Giles said. "She was trying to help save him."

"I know. I finally figured that out" Buffy said, "I just need to tell Wills."

"She should be around soon" Giles said, softly. He could see how guilty Buffy felt. It was evident in her eyes. "You can make it up to her."

"If she can forgive me" Buffy said, making a face. "I was so horrid."

"Don't worry. Willow understands I'm sure" Giles said.

Before Buffy could respond, the doors flew open and Xander and Cordelia came in. "Xander, slow down!"

"Is Willow here?" Xander demanded, looking around, even glancing under the table to make sure she wasn't hiding.

"What's his problem?" Buffy asked.

"Willow's gone!" Xander said.

"She's just giving me time" Buffy said, frowning.

"No. I mean, gone. As in, phone disconnected. New people moving into her house. Gone...I can't believe she's not home..." Xander said, sitting down and looking at them sadly. "She's gone."

*****

JUNE 1998

Willow turned off the exit from the freeway. She had no idea where she was or where she was going. She looked out the window and frowned. It was dark and she was lost. Boston was huge. She had had no idea how difficult it was going to be to find anything. She glanced at rain and her frown deepened. If it wasn't bad enough trying to find an address, it had to be raining and dark. She had thought last week had been bad. She finally pulled her car into a parking lot of a small grocery store. The area looked rather rundown and she saw people huddling in groups. She was scared. She was alone in this huge city and still couldn't get in touch with Oz. She had his address and couldn't find it. She really wanted to just sit down and cry but she couldn't do that. She had to be strong.

She looked at the pay phone and then the people. They were probably harmless but she had to be careful. She was used to Sunnydale where everyone was a potential enemy. She needed to keep that mentality. She put her head on the steering wheel and took a deep breath. She had to try Oz again. She couldn't just sleep in her car. She grabbed some change and her keys. She opened the car door, locking it again immediately. She ran through the rain to the phone. She couldn't believe it was raining during the summer. She suddenly missed Sunnydale and the dry summer. She put her money in the phone and dialed.

There was a click and then nothing. Frowning, she sighed. She put more money in and tried again. This time there was nothing except silence. She groaned, making a face. She didn't know what she was going to do. She wiped her eyes, tears mixing with rain. She was lost and scared. She wished she had never left Sunnydale. She started back to her car, crying out as someone grabbed her. She looked into a face that reminded her of home. A vampire. She was going to die her first night in Boston. She pushed against him, slipping on the wet pavement. "Let me go! I've had a horrible week and don't need this now."

The guy bared his teeth and grabbed her shirt. "Shut up, bitch. You're dead."

"Let me go!" Willow said, kicking at him. She slid again, this time falling to her ass. The rain water soon soaked her jeans.

"Dinner time" the vampire said, grinning. He suddenly felt a kick to his stomach. He turned and began fighting.

Willow looked up, her long hair covering her face as she watched the vampire fight the guy wearing the dark coat. She saw glimpses of dark hair before suddenly the vampire was turned to dust. She saw a hand offered to her and looked up into curious brown eyes.

"You ok?"

Willow nodded, "Just wet. Um, thanks."

The girl shoved the hat off and smiled, "The name's Faith. What the hell are you doing out in this area alone at night?"

"I just got into town" Willow said, finding herself smiling at the pretty girl. "I got lost and can't find my friend."

"I know the city. What are you looking for?" Faith asked, finding her attention caught by the girl's eyes. She couldn't believe the redhead had stood up to the vampire without even whimpering. Brave girl. Stupid but brave. Faith had to admire that.

"35 Eastern Way?" Willow said, chewing her lip.

"You got a car or walking?" Faith asked, deciding patrol had been good enough for the night. "It's only a few miles away from here."

"I have a car." Willow said, not understanding why she trusted this stranger. "Could you maybe give me directions?"

"I'll do better than that" Faith said, putting her arm around the girl's shoulders. "I'll take you."

"Thank you" Willow said, thinking that her life was finally looking up.

"What's your name, Red?" Faith asked, noticing the car plates said California. She had driven alone all the way from the west coast? Faith laughed softly.

"Willow. Willow Rosenberg" Willow said, turning the car on.

"Ok, Willow Rosenberg" Faith said, "Head North. We should be there in five to ten minutes tops. Why don't you tell me why you weren't scared of that guy that tried to kill ya along the way, ok?"

*****

Willow glanced at the girl and sighed, "It was a vampire. I've seen them before."

Faith nodded, keeping her questions subtle. She was curious but knew enough not to scare the girl. "You know about vampires?"

"You could say that" Willow said, making a face as she stopped at the stoplight.

"Sorry, I'm just trying to decide if you're a good guy or a bad guy" Faith said, smiling at the girl. "Turn right."

Willow turned her blinker on and turned. "I would tell you that I was a good guy, but a bad guy would say the same thing."

Faith laughed, moving her wrist in circles. "True. I like you, Red. I think you're a good one."

"Thanks" Willow said, glancing at the girl. "What about you? I mean...you killed the vampire but are you some weird demon or something?"

"Demon? Fuck I wish. Never having to worry about death. That's the life. But, in a way, it would take away the thrill, you know? What risk is there if you can't die?" Faith asked, shrugging, "I'm a good guy. Don't know how, but I was picked. I personally think they fucked up somewhere."

"They?"

"Stop at the corner. That's Eastern Way. 35 is up the stairs." Faith's eyes narrowed slightly, "This isn't a very good building. You want me to come up with you? I mean, if your friend hasn't been answering the phone...."

"Would you mind?" Willow asked, smiling gratefully.

"Not a prob. Let's boogie" Faith said, getting out of the car and letting the rain wash the sweat from her patrol off her face.

Willow followed Faith into the building, looking around in surprise. This was not what she had expected from Oz. She finally made it up the stairs to the third floor. She found 35 and knocked. "I hope he's here."

"He?" Faith said, smirking. She wouldn't have guessed the girl was involved. She seemed to goodie goodie.

"A good friend of mine. He and I sort of dated but decided we were better at being friends." Willow said. She looked at the door as it opened. She frowned at the slobby looking guy there.

"Yeah? What?" he asked, yawning.

"Um, is Oz here? Daniel Osbourne?" Willow asked.

"The kid from California?" the guy asked.

"That's him."

"Nah, he called a couple of weeks ago. He and some guy in his band moved to LA. Trying to get a record deal or something. Don't really know...don't really care."

"He's in LA?" Willow said, closing her eyes briefly.

"Yep" the guy said, shutting the door.

"What am I going to do?" Willow asked softly, looking at Faith. "My parents kicked me out. My friends aren't talking to me. I just spent three and a half days driving here to find out the only person who is speaking to me isn't even here. I don't know what to do."

Faith frowned, not knowing what to do. She wasn't used to being friendly to people, but she liked Red. She couldn't believe the girl was having such a bad time. Missy was going to kill her, she knew. Fuck it. "Come on. Let's get out of here."

"Where?" Willow asked, following Faith down the stairs.

"You're staying with me. Well, me and my friend, Missy. She's cool. A bit boring but nice enough" Faith said, looking at Willow.

"You don't even know me" Willow said, "Are you sure?"

"Listen Red. One of my worst traits is acting without thinking. Get used to it" Faith said, grinning. "You're staying with me. I have a sleeping bag."

"I don't want to impose" Willow said.

Faith groaned, "I am not going to have your death on my conscience. You wouldn't live through the night if you sleep in your car. So, deal. You're staying with me and Missy. We can talk more about your plan tomorrow. Planning isn't my thing but Missy might help."

"Thank you" Willow said softly, smiling at the girl in gratitude.

"Don't worry about it...." Faith said, "Let's go home, Red."

*****

Willow followed Faith's directions, lost in her thoughts. She had no idea what she was going to do. So much had hinged on Oz being in Boston. She could handle moving on her own as long as she had a friend. But, now, she was alone again. In a huge city. She wanted to cry so badly. Just sit down and cry until there were no tears left. But, Faith was there. She didn't want the girl to see just how weak she really was, so she remained silent. She wondered what Buffy and the others were doing at that very moment. Based on the time difference, probably just getting ready for patrol. She wondered if there was a new enemy in town or if it was just the usual newbie vamps.

Willow sighed, not believing she was missing patrol. Heck, she'd even been missing research. It had been a week since her life had been turned upside down and to her, those were the norm. She ached for something familiar. She had almost been relieved to see the vampire that evening just because he reminded her of home. Home? She didn't have a home anymore. She had been kicked out of Sunnydale, not only by her family but by her friends. They probably didn't even know she was gone yet.

Faith studied the quiet girl as they drove. Willow was lost in thoughts, her eyes reflecting so many emotions that Faith could just stare and imagine what was going through the redhead's mind. There was something about the girl that was calming almost...familiar. Faith couldn't figure out what. She didn't have friends. Had never had friends. Faith had always enjoyed her own company much more than the twits that lived around her. Then, when she was ten, she had found out about the slayer thing. Just something else to draw her away from anyone normal. But, Willow could be a friend. Of course, Faith had been around long enough to know that you couldn't trust anyone. No one except yourself and your watcher. That had been drilled into her from day one. Another reason it was easier to just stay alone.

The slayer pointed to the block where she lived. Missy was going to have kittens at her having brought some stranger home. But, there was something about Willow that intrigued her. She had always liked surprises, and Willow was a surprise. Besides that, she liked the girl. Liked seeing her smile. Faith wasn't going to analyze those particular feelings. Not yet at least. It might just be a small attraction. After all, she had usually been more attracted to girls than guys. Plus, Willow was beautiful and funny and strong. Faith groaned softly, wondering if allowing herself to be around the girl more was a smart idea. Only two hours and she was already quite smitten. Just her luck. "This is it. The entire place is ours."

"Wow" Willow said softly, looking at the house. "It's big."

"Four bedrooms plus a fitness room and a library" Faith said proudly. "Missy also has a garden out back."

"Is Missy your mother?" Willow asked, looking at the girl and catching her dark eyes on her face.

"Nah. My mother died a couple years ago" Faith said, shrugging. She had hardly known her mother so it had never been a big deal to her. "Missy is my..." she paused, "friend."

Willow's eyes widened slightly, "Oh. Friend? Um...that's nice."

Faith laughed when she realized what Willow thought. "Not like that. Good grief. Missy is ancient. She's like forty something. It's hard to explain...just grab your bag and come on."

"Shouldn't you ask her first?" Willow asked. For some reason, the thought that Faith was involved with an older woman hadn't really bothered her. In fact, it had seemed rather fitting.

"Nope, come on" Faith grabbed the bag and started up the stairs. "Hey Missy!!! I'm home and I brought a friend."

Melissa Burgess heard her slayer's words and froze. Did Faith say a friend? She stood and went to the door, her hazel eyes sweeping over the dripping redhead. She saw Faith's eyes on the girl, the soft smile on her slayer's face. Good grief. Faith had a crush. She had brought some stranger home because she wanted to get into her pants. Melissa couldn't believe it. She started to say something when the girl looked up. She was beautiful with green eyes that held so many secrets. Melissa sighed, knowing there was no way she could turn the girl out. "Faith. Who's your friend?"

"My name is Willow" she said, shaking the older woman's hand.

"Willow. I am Melissa. Or Missy as Faith insists on calling me. Why don't you girls come into the parlor? I have some tea made."

Willow smiled as she followed the women into the parlor. She suddenly got a strange look on her face. She looked at what the woman was wearing and then at the books on the wall. It suddenly made perfect sense. "Good God. You're the new slayer, aren't you?"

"What?" Melissa asked, looking in surprise at the girl.

"You're her watcher, aren't you? It suddenly becomes clear" Willow said, laughing a bit hysterically. "Kendra's replacement and I find her. Out of everywhere I could have gone....everyone I could have met...I find the new slayer. Just my luck."

*****

Faith stiffened at Willow's words, wondering if she had somehow made a mistake. "What do you know of slayers?"

"I was the damn best friend of one" Willow said, looking into Faith's accusing eyes. "Buffy? Have you heard of her?"

"Willow?" Melissa said, things suddenly clicking into place. "Rupert has written me of you and your friends."

"You know Giles?" Willow asked, smiling fondly.

"I knew him before he was assigned to the slayer" Melissa said. "So, you're Willow Rosenberg. He's is very proud of you, you know?"

There was a loud whistle as the two women looked at Faith. The brunette slayer pouted slightly, "I'm lost!"

"Buffy is the current slayer" Melissa said. "The one that died? I told you of her last year I believe."

"Yeah, the blonde from Sunnyhaven or something like that" Faith said, remembering. "So?"

"She has a group of friends that assist her in her slaying in Sunnydale" Melissa said.

"Friends?" Faith stiffened, frowning. "The council approves that?"

"She didn't say that" Willow said, smiling slightly. "Buffy never really follows the council's orders. We help her and she helps us."

"That's not fair" Faith said, realizing suddenly how childish she sounded. "I mean, why can she have friends that help and I only have you?"

"Because, she defied the council and proved that in some ways it was a benefit" Melissa said.

"Wait" Faith suddenly looked at Willow. "You said your friends were no longer speaking to you. Buffy dumped you?"

Willow shrugged, "You could say that. There were some things that happened. Instead of dealing, she blamed me. Buffy is great, but she tends to find someone else to blame rather than accepting her own part in things."

Faith nodded, "Sounds like a selfish bitch. Well, you're here now. No wonder you weren't scared of the vampire. Things do make more sense."

"What are your plans?" Melissa asked the redhead as they sat down.

"I don't know" Willow said honestly. "I planned to move here because an old friend from school was living here. He's a werewolf and I thought he could use the help."

"Hold up!" Faith said, sitting on the edge of the sofa and smiling at Willow. "Oz? The guy you dated? He was a wolf?"

"Yes" Willow said, "and a musician. Anyway, with him not here, I guess I will have to head back to California. I really don't know."

"What about your parents?" Melissa asked, glancing at Faith and seeing similar curiosity in the slayer's eyes.

Willow smiled slightly as she began to tell them about her parents and what had happened to her this week. When she was finished, she was surprised when Faith said, "I should kill them. Throwing you out like that...people like that shouldn't be allowed to fuck."

"Um, well, yes. I must agree with that" Melissa said, "though I would have put it a bit more delicately."

Willow shrugged, "I'm used to it. I just hate to have to go back to California."

"You aren't" Faith said, laughing as the girl looked at her and frowned. "You're staying here. I mean, if Bitchy can have her friends helping, why can't I have a friend helping?"

Melissa smiled slightly, "I must agree that it seems the best solution. You can enroll in Faith's high school next month and live here. There is plenty of room plus it gives me someone to share the duties of dealing with Faith with."

"Hey! That sounded like an insult" Faith said, grinning. "Thanks."

"I couldn't put you out like that" Willow said, admitting to herself that she really did like Faith and Melissa. She wouldn't mind staying with them and it was definitely better than going back to Sunnydale with her tail between her legs.

"Nonsense" Melissa said. "The council will be thrilled to hear that we have seasoned help. Besides, Faith is a handful. You may be begging for the chance to go back to the Hellmouth to get away from her."

Willow laughed as Faith stuck her tongue out at the woman. "Well, if you put it that way, how can I refuse?"

"Great!" Faith said, smiling. She had a new friend, roommate and patrol buddy. Not bad for an evening she had thought would be boring. "Come on Red. I'll take you upstairs and show you to your room. You can have the one next to mine. We have to share a bathroom but it's the only one with a private entrance to the bathroom. The others, you have to walk down the hall."

"It sounds fine" Willow said, smiling at Melissa. "Thank you. Um, could you ask the council not to tell Giles about me being here? I sort of don't want to talk to Buffy or the others."

Melissa saw the flash of pain in the girl's eyes and nodded, "It will be our secret. Now, run along before Faith pulls your arm from its socket. I'll see you two in the morning."

"Thanks" Willow said again, meaning it. She laughed as Faith pulled her upstairs, following the brunette as she began to look around her new house. Well, at least this week was looking up, she decided.

*****

"I can't believe we have homework over Christmas break" Faith said, groaning.

Willow laughed, "It's just some reading. Shouldn't take a couple of hours."

"Easy for you to say" Faith said, smiling at her best friend. It was amazing actually having a best friend. Willow had been with her and Missy for almost six months now. They were going to school and over all enjoying their senior year in high school. Faith would sometimes catch the redhead looking out the window quietly, lost in thought. She knew then that the girl was back in Sunnydale with the other slayer. Faith really hated being jealous of memories but she was. Over the past six months, she had to admit to herself that she had fallen in love with Willow. It still surprised her that she had found her other half in such a sweet girl, but she couldn't ignore it. Willow was a good influence on her, making her take her academic studies more seriously than she ever had before. "You can read an entire book in like five minutes."

"Oh please" Willow said, making a face. "Not that fast. It would take me at least ten minutes."

Faith laughed, glad to see that whatever had been worrying Willow when she first came to Boston seemed to have been forgotten. Or the redhead was good at blocking it. Either way, she seemed very happy now. Faith felt proud that she had had a little something to do with it. "Why don't we head to the diner and grab a burger? With Missy gone for that council retreat thing we are on our own for food."

"Burgers sound great" Willow said, shifting her book bag. "I have a feeling over the next two weeks, they're going to know us by name down at the Liberty."

Faith laughed, "They already know us by name. We only head over there every afternoon after school and every night after patrol."

"Pretty soon they may charge us rent" Willow said, laughing.

"I'm so glad we have no school for three weeks. This is fan-fucking-tastic." Faith said, running ahead of Willow and laughing.

"I agree" Willow said, rushing to catch up with her best friend. Boston had turned out to be much more than she had ever imagined. She loved her new life there. She honestly didn't know how it could get much better. She chatted with Faith about school as they continued walking towards the Liberty diner.

*****

December 1998

Willow walked through the dark streets, her green eyes surveying her surroundings as she moved. Faith was at the house, sick with the flu. Melissa was still at the retreat, calling every evening from London to check on them. The retreat was to last throughout the New Year and into the middle of January. Willow felt rather proud that Melissa trusted her and Faith enough to run things while she was gone for so long. Originally, Missy had only planned on being gone for two weeks. That was what Willow and Faith had been told. After the first week, when it was evident that things would continue smoothly without her constant supervision, the watcher had extended the visit with the council, doing various research and training sessions. Willow knew that Giles would never have left Buffy alone for a week much less a little over a month. Of course, Boston was not a hellmouth. She guessed it wasn't fair to compare it with Sunnydale. But, either way, she and Faith were on their own for another three weeks.

Normally, that would have been no problem. But, Faith had woken in the night with a terrible fever. She was weak and throwing up anything she tried to eat. The doctor had been by, a council retainer they kept on hand, just to make sure it was not supernaturally related. It wasn't. It was just a bad case of the flu. So, Willow was stuck with patrol. Missy had insisted that she could come right back to help, but Willow had refused. She was getting better at this patrol thing. Unlike Buffy, Faith actually taught her several moves to defend herself. Faith treated her as an equal, not as some little follower. She knew she could handle it until Faith was better.

Willow couldn't believe how quiet it was that night. Usually, by now, they would have stumbled upon at least one vampire. But, nothing. She knew she shouldn't complain. This was something to enjoy. After living on the Hellmouth though, it just worried her. She hoped that Missy didn't ignore her and just leave London to fly back. Willow knew Faith would be fine in a couple of days. The slayer rarely got sick, but when she did, it only lasted about the half the time it would last in a normal person. Willow had turned the block on the final mile of patrol when she felt someone watching her. She frowned, wondering if it had been there before. She hadn't felt it, but of course she had been rather lost in her thoughts. She began to walk more quickly, knowing that she wasn't very far from home.

Willow was so focused on the presence behind her that she didn't notice the vampires in front of her until she literally bumped into one. She looked up, seeing the yellow eyes and reached for her stake. Her reaction was delayed, so the three vampires had an advantage. She staked one, but the other two were strong. She felt one grab her from behind, pulling her hair and forcing her chin up. She watched as if it were slow motion as the other vampire smiled and started to lean over to bite her. Before her eyes, he turned to dust. She felt herself falling as the vampire holding her pushed her to the wet snowy sidewalk. She looked up, her red hair covering her eyes as she watched the other vampire getting staked rather easily. A hand was held out to her, which she took. Flashes of deja vu went over her as she remembered that night more than six months before. She stood, looking into the face of her savior. "Thank you" her words drifted off as her eyes widened. "Oh my God..."

A cigarette was lit as cold blue eyes stared at her. There was a slight twitch of his lips as he looked at her, "Not God, pet. Just Spike." He watched as she looked as if she might faint and cursed softly, "Bloody fucking hell. Stupid watcher bitch owes me blood for this damn favor." He grabbed her arm rather roughly, "Come on, kid. Let's get you home before you get sick."

*****

Willow was in shock. This couldn't be happening. Spike had saved her from the two vampires. Why? Oh Goddess, she realized, he must be planning on being the one to torture and kill me. She made that conclusion the same time she realized that he was pulling her along and she was meekly following. She was nuts. She stopped walking, gasping in pain as he continued moving and pulled her arm. "Ouch!"

Spike turned and glared at her, watching her rub her arm where it had been pulled. "Why the fuck did you stop? It's starting to rain. As much as I don't mind the cold, you're a little human. You get sick. Now, move."

"No" Willow said, glaring at him. "I don't care if you are some big bad ass vampire. I will not just follow you to my torturing and death. You'll have to kill me fast right here."

He frowned as he tossed the remainder of his cigarette to the snowy sidewalk and lit another. He could see the way she was rubbing her gloved hands together and could hear the slight tremble in her voice from the cold. He scowled, "Listen here, you pretty little chit. I did not risk my undead ass to save yours only to have to freeze to death acting like some petulant child. Now, move it."

Willow frowned, "I am not a child!"

He smirked as he took in her pouting lips, "Quit acting like one."

"Oh, just go away" she said, glaring at him. She was cold and didn't want to argue with the man that was going to kill her. "If you're going to kill me, do it. If not, It's a Wonderful Life is on tonight and I have plans with popcorn and the remote control."

Spike raised an eyebrow, having to admire her courage. He suddenly listened to her words and laughed, "You think I'm going to kill you?"

"Um...aren't you? I mean, I'm one of the good guys. You're the sadistic evil vampire Master that has tried to kill me a couple of times before. Of course, that was in Sunnydale....maybe it was a Hellmouthy thing...or you really just didn't like Buffy, which I can rather understand now because she is a bit of a bitch and she was mean to you...." she said, babbling in the face of his laughter. "I'll shut up now."

"You're a prize, luv. Come along" he said, shaking his head slightly.

"No. I'm not moving" she said, her voice determined.

"Aw fuck" he cursed, "You're much more trouble than you're worth, you know that? I should bloody well leave you here to freeze. You could become one of those ice statues the birdies all love." He looked into her eyes, noticing the determination in their green depths. She really has beautiful eyes, he realized. Freeing his mind of those thoughts, he tossed the unsmoked portion of his cigarette to the ground, stomping it with his boot. He put his hands in the pockets of his leather duster and turned. He heard her soft sigh, not sure if it was disappointment or relief. He smiled slightly before turning quickly and lifting her over his shoulder. He smacked her wriggling ass as he walked, "Guess I have to move you then" he said lazily as he continued on the way to the watcher's house. He ignored her outraged sputtering, whistling a tune as he carried her home.

*****

"Honey, I'm home" Spike called out as he kicked open the door. He walked inside, the redhead still wriggling on his shoulder.

"In here" a weak voice called from the living room.

Spike kicked the door shut, wondering what the little redhead felt like without all the bulky sweaters and coats on. He walked into the living room, his eyes moving over the slayer that was laying on the couch. He let the redhead drop to her feet, watching as she pushed her hair from her eyes and glared at him, her eyes spitting fire. He smiled lazily as he looked at the slayer, "Brought your little pet back home, Slayer."

Faith groaned as she looked at him, "Fang. What are you doing here?"

Spike sat down, leisurely crossing his ankles. He glanced at the redhead again, for some reason finding it hard not to look at her. She was now looking between him and the slayer, confusion and irritation on her face. "Lost, luv?"

"Faith! What's going on?" Willow demanded, deciding to ignore Spike and concentrate on her friend. She shrugged her coat and sweat off, leaving her in a long sleeve midnight blue shirt. She sat down, hearing Faith cough. "Goddess, are you feeling ok? Do you need soup or something?"

"You'd burn soup" Faith said, laughing softly. "As for what's going on, I have no idea. Fang, why are you here? Wait, he carried you in. Are you ok?"

"The little chit thought she was a contender" Spike said, observing the way the slayer was looking at and talking to the redhead. He let his eyes linger on the other girl, seeing the pert breasts pushing against the tight shirt. She was a package, he decided. Seemed the slayer thought so to. "Trying to fight three vamps."

"It's not like I went searching for them, you stupid vampire you" Willow shot back at him. She looked at Faith, "I'm fine. He saved me."

"Thanks Fang. Don't know what I'd do without Willow" Faith said, honestly.

"Ugh" Spike groaned, "I can't believe a slayer is thanking me. It makes me feel so cheap and dirty....like I've been used."

"Why exactly are you here?" Faith asked, laughing at his dramatics.

"Why do you think, slayer doll?" Spike asked, looking pointedly at her.

"Melissa" Faith said, sighing. "Damn it. I'm just sick. She worries too much."

"Wait, you know Melissa?" Willow asked, still trying to understand what was happening.

"Eh, luv. I know the watcher" Spike said, making a face. "She phoned and asked me to check on you. Didn't want you getting yourselves killed."

"Hey, you know Spike don't you?" Faith asked, noticing the way Willow seemed to be around the blonde. Almost like she had a crush she was trying to ignore. She could understand that herself. She had met Spike when she was eleven, and he had been called in to her train her. He had been breathtaking even then. But, now, she thought he was just annoying. He had trained her for nine months, pushing her past her limits. He was good at that...pushing people. She had grown to hate him as her crush had died. Now, she loved him like an older brother that annoyed the hell out of you but you were always glad to see anyway.

"He tried to kill me a few times" Willow said, watching Faith's mouth drop open. "Him and Drusilla."

"Gawd, Fang. You went back to loony tunes again?" Faith said, looking at him in disgust, "Why can't you develop taste? I mean, you're fucking over a hundred and you still like ditzy insane bitches?"

"I didn't go back to her" Spike said tightly. "She is always a part of me heart, as you know slayer. I was sent to Sunnydale with her. Had to put on a show, tested me dramatic skills, rather well if I do say so myself. Things happened that were not planned though, my damn prick sire came back and I had to finish the assignment, acting all weak and submissive. Hated these damn months of hell. But, on the happy end, he got sent to hell, which rather thrilled me I might add, and Dru is in Brazil shagging various demons of sorts and enjoying her unlife. And now I'm here babysitting your miserable ass."

"Oh whine whine whine" Faith said, dealing with his confessions. She softened her look, asking, "Are you ok?"

"Right as rain" he replied, "Slayer, I told you years ago I was over Drusilla. I just take care of the daft bitch. She can't even hold a normal conversation without bringing in her damn dolls or the stars. Do you really see me putting up with that for long?"

Faith laughed, "Mr. Patience? Not likely. I'm glad she's happy though. Maybe she'll let you be for awhile."

"I'm confused" Willow said, scowling.

"It's like this, Red" Spike said, looking at the pretty girl. "I'm on the same team as you chits."

"You're a good guy? I mean, I know you helped Buffy in the end...not wanting the world to end and all. But, how do you know Faith and Melissa? What was the big act in Sunnydale? Why are you and Faith acting like some bickering siblings? And why didn't you kill me?"

"You really have an issue with death, don't you luv?" he asked. "Always wanting me to kill you. Of course, having to live with the slayer would drive you to it, I admit."

"Shut up Fang" Faith said, coughing as she laughed. She was in pain, but she always enjoyed when Spike visited. She didn't like the way he was sneaking looks at Willow though. Calling her all the pet names in that sexy voice and seducing her with his sensual smile. Willow was hers, damn it. He shouldn't be flirting with her so blatantly. Of course, Faith realized looking at Willow, the redhead was completely oblivious to it all. She was trying to figure out what was happening, not even noticing the heated glances Spike was sending her way. When she wasn't peeking at him from underneath her eye lashes that was. This had to be the bad boy Willow had told her about. The one Buffy had hated that she had secretly had a huge crush on. Willow had spoken of him often, in this dreamy voice as her eyes had softened. She had failed to mention that he was a vampire or that it was Spike though. Faith frowned, not liking this sudden realization.

"Will no one give me a straight damn answer?" Willow demanded, glaring at them both.

"Spike never gives a straight answer" Faith said, smirking.

"I bloody well do too" he said, glaring at her. He looked at Willow, now remembering the girl's name and what he had known about her when in Sunnydale. He had known it was a pretty little name, but it had fled his mind when he had seen her that night. Willow. It fit her. "It's like this, sweets. I'm on your team."

"A good guy?" Willow said, wondering if all vampires were deliberately vague or if it was just something he got from Angel.

"Ugh" he shuddered at her description. "William the Bloody a good guy. Don't tell anyone, pet, ok? They'd die laughing if they knew that I worked for the bloody council."

Willow's sharp intake of breath proceeded her shocked whispered words, "You work for the council?"

*****

"Yeah, I work for the council" Spike said, smiling.

"But, how?" she asked, surprised. "I mean, you're a vampire."

"Blondie trains with slayers" Faith said, coughing. "He also gets these nifty undercover jobs to save the world from domination and such."

"You're a good guy" Willow said, smiling slightly. "I would never have guessed."

"As I said, don't let if get out" he said, grimacing, "All I need is for everyone to know I'm a fucking member of the council."

"Did...did Angel know?" she asked.

There was a slight flash of pain in his blue eyes before he shook his head. "No. I didn't start helping them till he turned all soulful, leaving us to fend for ourselves. Fuck, I didn't even know he had a soul until the council heard from your little watcher friend about the Brood boy being in Sunnydale. First I'd heard of him since he left us."

"What about Dru?" she asked.

"Dru probably knows, but I didn't tell her" Spike said, lighting another cigarette. "She just knows that we move around a lot and stay alive. All she needs to know."

"You aren't in love with her?" Willow asked softly, remembering the way he always was supposed to act around Dru.

"Not like that, pet. She's me little sister" Spike said, shrugging, "She was ruined by Angelus. That bastard ruins everything he touches, 'cept me. I turned out good. I'm responsible for her, or I was. She's happy now. Out of the fighting. Almost lost her this time...."

"So, Missy asked you to babysit?" Faith asked, watching Willow's face as she tried to digest everything she had learned. She could read every emotion in the girl's green eyes.

"I didn't have anything better to do" Spike said, grinning, "So I figured why not look after you two little rugrats."

"He acts as if we're children" Faith grumbled, glaring at him.

"To him, we are" Willow said, laughing at her friend's peeved expression. "It's getting late. You're sick and you need some sleep."

"Who's the Mom now?" Faith said, laughing as she cringed. "Fine. I'll be a good girl and go to sleep."

Spike snorted, "You? Good? This I got to see...."

Faith stuck her tongue out at him as she let Willow help her off the couch. She saw Spike's eyes glance at the redhead as her shirt tightened when her arms went around her back. She smiled knowingly as his eyes darkened slightly. She put her arm around Willow, resting her head on the redhead's shoulder. "I can be real good" she said, winking at him as she nuzzled her head closer to Willow.

Spike's eyes narrowed as he saw Faith practically all over the little redhead. It wasn't jealousy. Nope, not at all. He didn't even know the girl, much less want her. Sure, she had the most amazing eyes that seemed to be able to see directly into his mind, a cute little upturned nose with just a couple of freckles littered over the surface...lips that were pink and full begging to be kissed and teased...Nope, he wasn't jealous of the obvious closeness between the girls. Watching the smile on Willow's face and her tongue dart out to lick her lips as she struggled slightly under the slayer's weight, he felt himself harden instantly, straining against the denim of his jeans. "Bloody fucking hell" he cursed softly, standing. He saw Faith's smirk and smiled dangerously. She wanted to play? Well, she should know by now that he never lost. Not when he really wanted something. He moved towards them, sweeping the startled slayer into his arms. "Can't let you be walking up those stairs in your condition, Pest."

"But..." Faith glared at him, "Fine. Willow, would you please bring my pillow and my blanket?"

"Sure" Willow said, laughing softly. Those two were like bickering siblings. It definitely made many more questions go through her mind about Spike. She wanted to know everything about him. She followed them upstairs, her eyes resting on his tight ass, encased in a tight pair of black denim jeans. Sighing softly, she tore her eyes away, wondering how she was supposed to keep her silly crush on him under wraps if he was living with them for awhile. Looking back at his ass, she had to smile softly. Maybe it wouldn't be that bad.

*****

"Do we have any fruit loops?" a sleepy voice asked from the doorway.

Willow looked up and smiled, "No, but we have cocoa puffs. Is that good?"

There was a slight growl, "Fine. But, tonight we go to the store and buy some fruit loops."

Willow laughed, "OK. We go shopping tonight. We're out of 7 Up too. But, you know, if you didn't eat that cereal several times a day, you might not run out of it."

"Too early for the logic" was hissed as she watched a bowl being removed from the cabinet. "Stop it already."

"Early? I was making lunch actually" Willow said, giggling.

Blue eyes narrowed as he turned to face her, "It is fucking early. You girls are so damn loud. I can never sleep past two anymore."

"Grumble grumble" she said, flipping the sandwich. "Did you check on Faith on the way down here?"

"Why the bloody hell would I check on her?" he asked, banging the bowl as he searched for a spoon.

"Oh good. She must still be sleeping" Willow said. She saw him glare at her and laughed, "Gosh, you're so grouchy when you get up."

"After a week of putting up with your perky optimism be glad you're not dead yet, Red" he said, finally finding a spoon. He frowned as she just continued making lunch, no fear in her now at all. It had been eight days since he had moved in with them, finding himself fitting a bit too easily into their routine. Well, he should say Willow's routine. Faith was still sick though her fever had broken and she was starting to feel better. She was still very weak though, meaning that patrol was still up to him and Willow. He wouldn't complain very much. Red might be perky and sweet, but there was something about her that just got under his skin. He had slowly been falling for her despite his intentions not to do something that stupid. It had merely started as a response to Faith's obvious challenge. Now, though, it had been taken out of his hands. "She was still sleeping."

Willow smiled, not letting his words cut her the way they might have at one time. She had grown up a lot these past few months in Boston. Faith had managed to give her a confidence that she had never had before. She could now hold her own, relatively well, against Spike and his wicked wit. "If she's still sleeping, I guess I'll just reheat her soup later."

"Sit down Red" Spike said, taking a seat and placing his large bowl of cocoa puffs in front of him. Cereal was one of his few weaknesses. One of the only human things he even ate. And, luckily, the girls had several kinds of sugary treats to keep him happy. "You can eat here. She'll be falling down the stairs soon enough when she wakes up."

"That's true" Willow said, putting her soup and sandwiches on the table. She sat down, her leg brushing his. She settled in her chair, taking a bite. "She definitely won't call for help."

Spike had to laugh, "Faith admitting to needing someone? Not likely pet. Good thing I can hear her when she starts making all that noise."

"So, tell me about Milan. When we left it this morning you and Drusilla had just gotten into town and you were on your way to meet the council." She said, leaning forward as she took another bite of her food and started to chew, ready to listen to his mesmerizing voice as he spun a tale of the past.

*****

March 1999

"Honey, we're home" Willow called out as she and Faith entered the house. She saw Spike walking down the stairs, his hand covering his mouth as he yawned.

"I can hear ya" he said, feeling Willow's eyes on him as he brushed past them into the kitchen. He had deliberately stopped wearing a shirt after waking up, having slowly worked on the redhead for the past three months. Of course, for each move he made, Faith had countered. Taking into consideration that she not only went to school with Willow but could see the redhead during the sunny daylight hours and he was pretty much kept on his toes. "How was class today, luv?"

"I made an A on my Calculus quiz" Willow said, putting her books down and following Spike into the kitchen. "And Faith got a B+ on her lit report. What about you?"

"The slayer got a B? That's rather impressive," Spike had to admit, "for her."

"I heard that, Fang" Faith said, walking into the kitchen and sitting on the stool, placing her feet on the table. "I'll have you know that under Willow's tutelage, I'm passing everything this term."

"So, what did you do today, Spike?" Willow asked, trying her best to keep her eyes on his face and not look at his well developed chest. She really wished he would buy some shirts, she thought frowning.

"Saw some chick bitch slap her man over some poof" Spike said.

"Uh oh, watching Jerry again, Spike?" Faith said, tsk tsking. "I would have thought you'd have learned by now."

"It's better than them soaps that are on now" Spike grumbled, rolling his eyes at her look of disdain. "Besides, you watch it too."

"Where's Missy?" Willow asked, having noticed that the watcher was gone.

"Went shopping" Spike said, yawning again. He took a bite of his Trix, watching Willow avoid looking at him as Faith stared at Willow. What a bunch they were, he thought in amusement.

"Maybe she'll buy something good" Faith said, tapping her foot and making Spike's cereal slosh. She hid a smile as he glared at her, wiping the milk up with a towel.

"I'd better get my homework done" Willow said, not sounding enthusiastic.

Faith laughed, "See? That's what you get from taking all those smarty pants classes. It's Senior year Red. You're supposed to slack, not take things that give homework nightly. Where's the fun in that?"

"I get bored if I'm not challenged" Willow said, "so I had to take some of the tough stuff. I can't think of school and slacking, sorry."

"So, you like a challenge...." Spike said, studying her under his lowered lashes as he took another bite.

"Yep" Willow said, nodding. "Have you heard from the council yet?"

He shook his head, "Yeah, but they want me to stay here. Say it's better having me helping the slayer than out risking my neck."

Faith snorted, "Somehow I doubt they'd give a shit about your neck, Fang. Be honest why don't ya?"

"You just don't want to leave us" Willow said, smiling sweetly. She heard Spike's groan and laughed. He had been with them since December, not leaving despite several opportunities that Melissa had told them he had. He would never admit it, but she knew he liked it there in Boston with them. "We love you too Spike."

Spike watched her leave, a slight smile crossing his face. He heard Faith's knowing chuckle and growled, glaring at her before he went back to his cereal. "Damn, Fang. You've got it so baaaaad."

"Takes one to know one, eh slayer?" he said, watching her face flush as she glared at him. He laughed, taking another spoonful of Trix as she left the kitchen to find Willow.

*****

April 1999

"Can you believe we graduate next month?" Faith said, shaking her head.

"Not at all" Willow replied. "Can you believe I've been here almost a year?"

"Nah, doesn't seem like it."

"Can you believe that you two are making me lose my lunch?" Spike asked, making a gagging face.

"Go away then, Fang. No one is forcing you to stay." Faith said, smiling sweetly.

"Ah, you'd miss me, slayer" he replied lazily, sitting back on the sofa.

"Just ignore him, Faith. You know he's just jealous that he's not going to get to wear that silly little cap and gown" Willow said, giggling slightly.

"Oh, yeah. Poor me" Spike said dryly, his eyes amused as he looked at her. He loved the little redhead. He could openly admit it to himself even if he didn't verbalize it.

"So, are we going to buy dresses tonight?" Faith asked, jealous of their little moment they were having. She had been in love with Willow for a far longer time than Spike. He could just wait his turn for a smile from the redhead.

"Dresses? For what?" Willow asked, looking at her best friend.

"Prom silly" Faith said, "I didn't think I'd live long enough to attend, but you can bet your ass I plan on being there."

"Gawd, do we havta?" Willow whined, having planned to spend prom night at home watching horror movies with Spike and Faith.

"Yes we have to. I can't wait. It is going to be so kick ass" Faith said, smiling.

"We don't date so why go?" Willow asked, puzzled. She hadn't dated anyone since she had moved to Boston. In the beginning, there hadn't been time and then, why bother? She had Faith and Spike.

"We don't have to have a date to go" Faith said, shrugging. "I've just always wanted to attend a prom. Like I said, I really never thought I'd live long enough to go to one and I don't want to miss my chance."

"It would look a little strange if we go to our prom stag" Willow said, frowning. "Besides, I hate to dance."

"Eh, luv, you're a splendid dancer" Spike said, glowering at the slayer for making Willow frown.

"Am not" she retorted, knowing he was just trying to make her feel better. "I know!"

Faith saw the smile crossing Willow's face and waited, "Know what?"

"Spike can go with you and I can stay home" Willow said, smiling. She saw the look of utter disgust cross their faces and stifled her laugh. She'd known that idea would not go over well, but she couldn't resist.

"Sorry, Red. I'm not that easy" Spike said, shuddering.

"And I'm not that desperate" Faith shot back, glaring at him. "I could get any guy I wanted, if I wanted a guy."

"Oh, so you want a girl then?" Spike said, smirking as the slayer blushed.

"I didn't say that. Oh, just shut the fuck up" Faith finally said, glaring at them both.

"Well, then....what if I go too?" Willow suggested. She saw them both look at her and almost smiled. They must really think she was stupid is all she could think. For four months they had constantly been competing with each other over who got to spend more time with her. The first couple of months it wasn't that noticeable. She honestly hadn't started to figure it out until the previous month. She had started watching them and realized they both appeared to want her. Since then, she had been playing a bit more, testing her theory to see if it was true. She couldn't believe they both would love her but the evidence was overwhelming. She had been trying to decide how to break it to them that she was in love with them both, each in different ways, when she had seen the sign advertising prom. She had decided that would be the night she'd spill her guts and pray that they felt the same way.

"You'd go?" Spike asked, raising an eyebrow.

"If I had to" she sighed, acting as though she were being dragged into it. The prom was only eight days away so she'd have to work fast if her plan to seduce them really was going to work. Of course, if the heated looks they had been sending her when they she wasn't looking meant anything, it wouldn't take that much seducing.

"You'd have to" Faith said, trying to decide if it was worth it to attend the prom with Fang just to have the change to go with Willow. It was. "Fine. I'll go with you both."

"Yeah, whatever" Spike said, not wanting her to see that he was happy at the idea of taking her to some silly little dance. "I'm in."

Willow looked at her book, smiling where they couldn't see it. "Good. Then we can go look for dresses tonight. And Spike will need a tux."

"I'm not wearing some bloody penguin suit" he scowled, glaring at Faith's smirk.

"Then we'll have to find someone more agreeable to take us" Willow shot back, waiting as she counted. One two three four...

"Fine. But only this once" he grumbled, turning back to the television.

*****

April 1999

"So, you're all going to prom?" Missy asked, fighting a smile.

"Yes. We decided it made sense" Faith said, shrugging. "So, we go look for dresses tonight."

"And Spike agreed to this?" Missy said.

Faith smiled, "As if he could tell Willow no."

"You and Spike have much more in common than either of you want to admit" Missy said.

Faith shrugged, "Probably what makes us so competitive. Guess we both win prom night. Willow wanted us both to go with her."

"Of course, you actually will be the only to show up with her in the prom pictures" Missy pointed out.

Faith laughed, "That's right. Guess I'll have to make sure it's a killer dress. Maybe convince Willow to dump Blondie and just play with me."

"I love you dearly Faith, but I can't see Willow dropping either of you" Missy pointed out.

"I know. Just wishful thinking" Faith smiled, "I'm cool sharing with Fang. I don't want him all that much, but the idea of seeing him naked doesn't necessarily turn my stomach."

"He is definitely handsome" Missy agreed, "And he knows it thus adding to the entire cocky sarcastic package."

"Wonder if Willow will ever accept us both" Faith said.

"I think she already has" Missy said softly. She had been watching those three since she returned from England and had finally seen the realization enter Willow's green eyes a few weeks before. Since then, the redhead had been having fun with both her suitors. And both of them were too wrapped in their competition and keeping Willow unaware of it to realize that Willow knew.

"Ya think?" Faith asked, standing. She shrugged, "Maybe. If not, Blondie and I may be forced into a treaty to win her."

"You and Spike getting along might help matters along" Missy said, rolling her eyes.

"Who knows? Stranger things have happened" Faith said, winking as she left her watcher to see if Willow had finished her homework and was ready to go shopping. She knocked on Spike's door, calling out, "Up and at em Fang. We got a tux to buy ya."

"Don't remind me!" Spike called out, rolling off the bed and pulling a T-shirt on. He smiled, happy that Willow had included in their prom date. He could even put up with Faith to be with Willow. "I'm coming...I'm coming...Don't leave without me."

*****

Willow listened to Spike and Faith argue about what to do first. She rolled her eyes, resisting the impulse to simply shag Spike and kiss Faith, just to see if they'd shut up then. She giggled at that image, causing them to both look at her with suspicious glances. She smiled, saying, "Why don't we go to the dress shop first and then the tux rental place. I'm sure it will take longer for me and Faith to find a dress than for Spike to find a tux."

"That makes sense," Faith said, eager to find a great dress. She wanted something sexy and daring...something that would make Willow realize what she could have if she said the word.

"Red always makes sense," Spike said, smiling at the redhead.

Willow snorted, "Not always, but thanks for the vote of confidence."

"Do I really have to wear a tux?" Spike asked, knowing he was whining. "I ain't never worn them fancy duds...."

"You can always stay home...alone." Faith said, smirking at him.

"Bugger that. I'm going to your little dance, like it or not slayer."

"It's a prom, Spike. Not just any old dance. Hence the reason for the tux," Willow said, knowing it must be driving him crazy.

"Prom schmom. Why bother?" Spike asked, suddenly not so keen on attending it, even for Willow. Maybe he could talk her into staying at the house and just spending the evening shagging like mad. He smiled, a wicked gleam entering his eyes at that image. "We could just stay in...let the slayer go to the silly dance."

"Fuck that!" Faith said, knowing what was going through Spike's mind. Damn arrogant vampire. Like Willow would stay home with him.

"Ahem," Willow cleared her throat, capturing their attention. She smiled softly, wondering what their problem was. They were both powerful, arrogant, strong people yet neither wanted to make a move on her. They'd rather waste months flirting and teasing without being honest about their feelings. She was really glad that she had gotten stronger over the year in Boston. If she had been as pathetic and weak as she had been before she had left Sunnydale, she probably would never have figured out that wanted her much less been brave enough to make a move on not one but both of them. She thanked the gods every day that she had been forced out of Sunnydale and been able to find herself in Boston. "We are all going to the prom. Think of us as the three musketeers. All for one, and one for all."

Faith smiled as Willow winked before getting out of the car. She looked at Spike and saw similar admiration in his blue eyes. She laughed, "Man, I love that girl."

"Me too, slayer. Me too," Spike said, shaking his head in wonder as he got out of the car and started to follow the girls into the chic boutique. Time for them to buy a dress. What a thrill, he thought, rolling his eyes. The things he would do for Willow. He saw a chair beside the dressing rooms and sat down, watching as the two girls began to look through numerous dresses in a variety of colors.

Willow found the perfect dress immediately. She glanced at the tag, seeing that there was one in her size. She smiled, removing about a dozen dresses besides the one she knew she would buy. She glanced at Faith and saw the slayer had picked out a pretty dress in a brilliant scarlet red. "Shall we try them on?"

Faith glanced at Willow, surprised to see a handful of dresses in the girl's arms. Willow hated trying on and buying clothes. She smiled, guessing that the girl was really getting into the entire prom thing. "I found one. I'll try it on and see if it looks good."

"On you, I'm sure anything would look good," Willow said, flirting subtly.

"Try it on already," Spike said, feeling a bit out of place in the women's shop.

"Patience is a virtue," Willow said sweetly at him before looking at Faith. "You try yours on then I'll take the room. I can't make up my mind until I put them on."

"Fine," Faith said, going in and changing. She looked in the mirror, liking what she saw. Tight fabric that caressed her full breasts. A slit that went up one side showing off her tanned leg. Yes, this was the dress. She took it off, changing back and going out to meet them. "I love it."

"First time lucky," Spike said, glad that she was taken care of. "Now you, sweets."

"We don't get to see?" Willow asked, pouting as her eyes lit with amusement.

"Not until prom night," Faith said, smiling.

"My turn." Willow took her dresses and moved into the dressing room. She tried on the dress she knew she wanted first. She looked in the mirror, amazed in how she looked. She was almost sexy. It was a beautiful dress in emerald green silk. The skirt part was tight and had a slit that went up the front to the middle of her upper thighs. The top fit tight around her breasts, making them appear larger than she knew they were. It was backless, dipping so low that if she made the wrong move, she might flash someone. It dipped low in front, the tops of her pale breasts evident against the dark green. She looked into the mirror, imagining where Spike and Faith's hands would be on her body. Her nipples hardened against the silk, drawing her attention the fact that there was no way she could wear a bra with this dress. She pictured herself in garters and stockings, liking that image. She could seduce anyone in this dress, she decided. She took it off, putting it back on the hanger and choosing a different dress. She smiled, walking out to see Faith and Spike talking quietly, waiting for her.

"How is this one?" she asked, making them look at her. She smiled, seeing their evident arousal. She planned to try on at least a dozen dresses, having chosen a variety of colors and styles that she hoped would make her appear at least slightly sexy. She had no intention of showing them the dress she was going to buy. But, it would be too easy to just select a dress and leave. Where was the fun in that? No, she wanted to give them a brief a little show, she thought wickedly. It would teach them for waiting so long to make a move. She twirled, thrusting her breasts out and asking their opinion. She saw Spike shift in the chair and felt a rush of power. This was going to be a fun night.

*****

Faith walked down the stairs, careful in her high heels. She was used to wearing boots and hated trying to balance in this damn things. The things she would do for love, she thought wryly. She stopped on the bottom stair, her eyes looking over Spike. She smiled as she whistled, "Wow, looking good Fang."

Spike smiled, glancing down at the uncomfortable black tuxedo before looking back at her. "Looking pretty hot yourself, for a slayer. Can you breathe in that thing?"

Faith laughed, "It isn't that tight. I've worn worse." She turned in a circle, letting him see the entire dress. "You sure it looks good?"

"Coming from me, hot means something," he said dryly.

She smiled, nodding, "Willow said to give her five more minutes."

"So, you know what her dress looks like?" Spike asked, thinking of Red's little fashion show at that boutique. She had tried on dress after dress with an amused look in her eyes.

"Nope. She refuses to let me see it. Said I had to wait until prom," Faith said, walking into the parlor and sitting on the back of the sofa. "You know, I was thinking."

"I'm scared already," Spike said, winking at her as he followed her into the parlor.

"Hush," Faith said, smacking his arm. "What I was saying was that I think we might need to have a truce if we want to get Willow."

Spike got a thoughtful look on his face as he slowly nodded, "I can see that working. If it means having Willow, I can share." He had seen the girl's attraction to both him and Faith, unsure if she even realized she was in love with them both. "You aren't so awful, for a slayer."

Faith smiled, "Thanks. I would of course prefer having her to myself. If you hadn't shown up, I wouldn't have to share," she reminded with a smile. "But, you can be fun. And she loves you. Could be worse."

"Aw, I'm touched," Spike said, smiling.

"You love her. That's good enough for me. And, you do have a fine ass body. Hey, got to look at this for the perks," Faith said, laughing.

Spike rolled his eyes, "Well, I can't promise that I won't try to get her to myself whenever possible, but I can share with you, Doll face. I know you won't hurt her, and you aren't so bad yourself."

Faith smiled, "So what do we do? I mean, should we wait or make a move?"

"Let's get through tonight and we can discuss a plan of action tomorrow," Spike said, deciding that was the best move.

"Sounds like a plan," Faith said.

"What sounds like a plan?" Willow asked from the doorway. She had heard their entire conversation just about, having come down the stairs as they had been entering the parlor. She kept her face blank and hoped her eyes were innocent. Their truce helped her plans all the more.

"What the bloody hell are you wearing?" Spike asked, looking at the slight redhead concealed in his leather duster.

"I was cold," Willow said smiling. "Figured since you weren't wearing it, I could borrow it. Is that OK?"

"Yes, but why are you cold?" Spike asked. "It's not that cool."

"I dunno. I just feel cold tonight," Willow said, having planned to give them no opportunity in figuring out her plans until they were at prom.

"Quit giving her the third degree. Willow tends to get chilly in the evenings," Faith said, rolling her eyes.

"You look beautiful," Willow said, looking at Faith's tight scarlet dress. She felt a slow heat in her stomach as she let her eyes wander of the contours of Faith's trim body before moving to look at Spike. "And you, sir, look quite dashing."

"Thanks," Faith said, a slight blush on her skin from the path Willow's eyes had taken.

"Well, since we can't see your dress, I don't know how you look," Spike said, deliberately giving her a chance to show them her dress.

"So, what is this plan?" Willow asked, smiling sweetly but ignoring his comment.

"Oh, just prom first then dinner," Faith said easily.

"That's what I was thinking too," Willow said, moving between them. She held Spike's duster tighter around her, enjoying the scent that reminded her of him: cigarettes and leather and something completely unique. "Shall we go?"

"Yeah. Sounds like a plan," Spike said, taking her arm as he escorted her outside.

*****

"What the bloody hell do you think you're barely wearing?" Spike demanded harshly as Willow removed his coat.

"Damn, girl, put that coat back on!" Faith said, looking at the bare skin.

Willow laughed, looking at them. "It's a dress, Spike. And no, Faith, I won't be wearing the coat."

Faith let her eyes sweep over Willow, looking at the backless dress that was slit down past the creamy swell of Willow's breasts. "I can't believe you're wearing something like that."

"What? Does it look awful?" Willow asked, her insecurity showing as she glanced down and frowned.

"It's ravishing," Spike said huskily. He saw her smile and felt like the sun was shining on him. He watched her walk towards them, his eyes darkening as they narrowed. There was a slit all the way up the front of her skirt, giving him a perfect view of her black thigh stockings and the black garters holding them in place. He saw her nipples harden against the silk of the dress, giving him no doubt that she was not wearing a bra. He felt himself harden instantly, having never seen such a perfect example of innocent sin. "But, you aren't wearing that in there."

"Why not?" Willow asked, her blood on fire from the obvious desire in not only his eyes but Faith's as well.

"Because I am not having a pack of teenage boys see what is mine," Spike said, his tone low.

"You look too sexy, Red," Faith said, wondering how long it would take to send that dress to the floor. "You'd ruin several girls' proms by making them look so wretched."

Willow had to laugh, "That's the worst excuse I've heard. Be honest at least."

"You're ours and we don't want to share with anyone else," Faith answered back, her eyes widening slightly when she realized what she had said.

Willow beamed, "I am? Really?"

"You bloody well know you are," Spike said, watching the mischievous look enter her green eyes.

"Well, I figured, but a girl likes to hear it sometimes," Willow said, smiling softly. "You're both mine, you realize. I don't think I want to share either of you with any of them either."

"You knew," Faith said suddenly. She started to laugh, "I should kill you. How long?"

Willow laughed, "A couple of months I guess. I didn't think either of you two would ever make a darn move. And here I thought you were both so impatient."

"You're something else," Spike said, moving to retrieve his coat and sliding it over her shoulders. He didn't even like having the entering teens looking at her. "Can we split then?"

Willow nodded, smiling happily as she put her arms through the sleeves of his coat. "Yes. We can go. I had hoped to not have to sit through this for long."

"I love the way you think, Red," Faith said, not believing that she was finally getting everything she wanted. "Have I ever mentioned that?"

"A few times," Willow said with a smile. "Come on. I have reservations at the Grand Hotel. We can have dinner there."

"Hotel, pet?" Spike said, sliding his arm around her shoulders. "And here I thought you were the innocent."

"Doesn't mean that I don't have an active imagination," Willow said winking at him as she left the lobby with Faith on one side and Spike on the other.

"I suddenly think Prom night is going to surpass even my expectations," Faith said, laughing as they walked towards their limo.

*****

Willow felt cool hands on her back, as the strings tying her dress behind her neck were loosened. The front fell forward, baring her breasts to heated eyes. Spike claimed her mouth as warm hands joined cool in pushing the dress down her hips. She felt Faith's breasts against the back of her ass the girl finished pushing the dress into a pool of silk around her feet. She met Spike's mouth eagerly, their tongues entwining in a passionate dance. Warm, wet lips touched her back as Faith kissed a path down the smooth pale surface. The slayer's dress lay over a chair, Spike's tuxedo shirt and jacket beside it. He was wearing only the black tuxedo pants, the button undone and riding low on his slim hips. Willow had been able to see a light sprinkling of soft brown hair disappearing into the waistband of his pants before he had brought her attention to his face. Willow had not been surprised to see that Faith was beautiful nude. Her body was athletic and trim from her slaying duties, but full breasts and rounded hips gave her a feminine look.

Faith couldn't believe that Willow was finally standing before her almost nude. After almost a year of fantasizing about the redhead, she almost wanted to pinch herself to make sure she wasn't dreaming this time. But, with Spike added to the picture, she knew it was reality. He was definitely gorgeous. If she found men attractive, she knew she would have been all over him. As it was, he matched Willow perfectly. Faith moved her mouth lower on Willow's back, reaching the cool silk of the redhead's black panties. Willow had definitely dressed to seduce that evening. Faith felt rather thrilled that she had gone to so much trouble for them, when all it would have taken was a yes from Willow. They really did need to work on their communication. She slipped her fingers into the top of Willow's panties, listening as the girl drew in a quick breath at the intimate act. Faith smiled, brushing her lips across the twin globes of Willow's ass as they were bared to her sight. She pushed the panties past the stockings, leaving Willow clad only in the black nylons and a garter belt. Faith quickly unfastened the belt, unfastening each holder as she tossed it behind her. She let Willow's stockings on, having the sudden desire to watch those black clad legs wrapped around Spike's back as he thrust into her friend over and over. She pushed her thighs together, needing some alleviation to her own desire.

Spike reluctantly moved his mouth from Willow's. He smiled at her, tenderly caressing her face before he began to slide his mouth over her heated flesh. He made his way to her breasts, running his tongue over first one rosy nipple then another. He listened to her soft sighs and smiled, feeling Faith's warm hands against his stomach as she caressed Willow. He left her perfect little breasts and licked a trail down her stomach to the red curls whose scent was beckoning to him. She was so aroused, as were they are. The room smelled of flowers, sex and sweat mixed with the unique smells that were Willow and Faith. It was intoxicating in its sweetness. He breathed in an unnecessary breath, savoring her smell. Running his tongue across her curls, he heard her whimper of anticipation. He moved his mouth lower, lashing his tongue across her wetness. As he had expected, she tasted wonderful. He began to feast on her, his tongue sliding between her folds as his nose brushed against her clit. Soon, her hand was on the top of his head to keep her balance as she rocked against his face.

Faith felt Willow wobbling and smiled. She stood, pressing her breasts against Willow's back as she caught the girl's head. Willow turned her head to face her, her eyes dazed with passion. Faith glanced down and saw Spike's head buried between the girl's thighs. She looked back at Willow and brushed her lips against Willow's. They deepened the kiss as Faith moved her hand down Willow's front, coming into contact with her wet clit. Willow gasped at the sensation of having Spike's tongue in her cunt as Faith's finger began to dance across her clit. Soon, she exploded as her juices flowed all over Spike's face. Faith could feel her own moisture beginning to drip down her folds, an ache deep inside her. She felt a cool hand on her ass as Spike squeezed. She pulled away from Willow, looking at Spike. His face was coated with Willow's release, his blue eyes darker than she had ever seen them. She leaned over, licking his face. She didn't kiss him, really having no desire for him. She just wanted to taste Willow. Spike smiled at them both, his hands moving to the front of his black pants. "Bed. Now." He said simply, unzipping his pants as he watched them both through aroused eyes.

*****

Willow crawled onto the bed, her green eyes looking at Spike's cock, wondering how he was going to make that huge thing fit inside her. She watched him stroke himself, his thumb spreading the liquid over his head as he watched her. She lay back, glancing at Faith. Smiling softly, she said, "I want to taste you."

Faith saw the sincerity in Willow's eyes and smiled as she moved towards the bed. She moved onto it, her back to the headboard as she straddled Willow's pretty face. She lowered herself down, crying out softly when she felt Willow's tongue swipe tentatively across her cunt. She looked at Spike, enjoying the pure masculine beauty of his naked body. She leaned over, her hands running over Willow's stomach to the girl's black clad legs. She spread the girl's legs, her fingers brushing against the silky nylon as she looked at Spike. "Fuck her, Spike."

Spike smiled, not having to hear that order again. He moved onto the bed, his hands joining Faith's on Willow's stockings. He moved forward, pulling Willow farther down until his cock brushed against her wet lips. He saw Faith straighten back up, her hands kneading her full breasts as she moved against Willow's face. He saw Willow's pink tongue as it ran along the slayer's wet cunt. Willow's hands were holding onto Faith's thighs, her fingers digging into the tanned flesh of the brunette, as she began to instinctively bring Faith closer to release. Spike could think of nothing more erotic than watching these two beautiful pleasure each other. Well, nothing more than the look on Willow's face as her orgasm had rocked her body. He moved the head of his cock against her cleft, making sure he was lubricated well. She was so wet that he knew he could easily slide into her, but he had to remember to go slowly. She was an innocent still. He moved the head of his cock into her tightness, making short thrusts to get her ready. He heard a loud groan as Faith twisted her nipples, her face contorting in an expression of pure pleasure as her release hit. He chose that moment to sink inside Willow, pushing past her virgin barrier as Faith moved off of her face. Willow screamed, a guttural scream of pain mixed with pleasure.

Faith sighed happily, kissing Willow as the girl began to ride Spike's cock. She laid beside Willow, her hands caressing Willow's breasts as she saw Willow's hands move above her head, holding on tightly to the headboard as she began to moan and make soft sighs as the pain was soon replaced by an immense pleasure. Faith moved her head lower, watching as Spike's large cock stretched Willow's cunt. The light brown curls mixed with the red curls of her lover and she found herself watching intently as Spike continued to bring Willow pleasure. She opened her mouth, lashing her tongue against Willow's clit and heard Willow growl as an orgasm hit her.

Spike felt Willow tighten even more and wondered how he was going to last any longer. He had almost cum just from sinking into her. Now, Faith was watching with such curious eyes, Willow's noises were echoing in his mind, and her cunt was getting even more tight with each thrust. He ground himself against her clit, feeling wetness as Faith licked and sucked the bud. His balls slammed against her ass as her legs wrapped around his waist. He could feel the silky stockings against his ass as he began to thrust more quickly and deeper. He felt his demon sliding forward as he felt tension entering his body. He pushed Faith out of the way as he leaned forward, moving fast as he thrust rapidly into Willow. He bit into her neck roughly as he sent his seed into her. She screamed out again, in pleasure, as she came again. He withdrew his teeth, allowing his demon to retreat as he nuzzled the bite, his tongue lapping at the slow trickle of blood as he stayed buried in her cunt.

Faith removed her hand from her thighs as she felt the remains of her second orgasm slowly fade. She moved to Willow's side, cuddling against the girl. She saw Spike pull out of Willow, laying on her other side. She shared a possessive smile with him as they both laid their heads on the pillow beside Willow. Their hands lay on her stomach, Spike's low on Willow's stomach as Faith's rested underneath the redhead's breasts. Faith laughed softly as Willow purred, "That was amazing."

"I can't even speak," Willow said, releasing her hands and moving them to tangle into the hair of her two lovers. "It was....wow."

Spike chuckled, licking at her breast. "It's just starting, luvs."

"Yum," Faith said huskily.

"Promise?" Willow asked, smiling down at them both.

"Would I lie?" Spike asked, nipping at her breast. "Have to say that this prom thing is pretty damn good."

"Surpassed my expectations," Faith said, brushing her thumb over Willow's hardening nipple.

"Well, the night is young," Willow said, giggling, "let's see if we can continue surpassing expectations."

"I do love the way you think, Red," Faith said, leaning over and brushing her lips against Spike's before kissing Willow.

"Love you, Slayer," Spike said, kissing her briefly before looking at Willow with a tender expression. "I love you, Red."

"Love you both," Willow said, sinking back into the mattress.

The End