Inell's Fanfiction Archive

Willow laughed at something Jurgy said, rolling her eyes at the seven-foot demon that worked for her, "Get to work and quit trying to distract me!"

Jurgy smiled at the human, bowing slightly as he responded, "Yes, ma'am. Getting to work, Boss Lady."

Willow shook her head as she moved away from his desk and made her way to her desk. It was Wednesday night and her third day of work. She loved it already. The vampires and demons that Lio employed were nice and friendly and didn't seem to have any problems taking orders from a human. In fact, they seemed to accept her completely. She figured a part of it could be the magic and power that they had to feel. She knew it was there, surrounding her in a comforting way. She sat in her chair, looking around the office. It wasn't really much of an office. There were several desks, some file cabinets, phones and computers. She was fast learner and hadn't really run into any problems yet. From what the employees had told her, Lio ran a tight ship and they rarely had to deal with anything out of the ordinary. It made her job easier, which wasn't something she could complain about.

Things were going extremely well so far. Gunn had interviewed with Mae on Monday, accepting a part time position that he had started today. She and Faith had stopped in to meet him for lunch that afternoon and had met Mae, his new boss and shop owner. She was a vibrant woman with a welcoming smile and wonderful personality. She had seemed very nice and had a slight aura of magic about her. She and Willow had instantly hit it off, and Willow knew where she would go shopping for any supplies she might need for her practice. Faith had even liked her which was really saying something. Faith was great but tended to dislike people until they had proven worthy of her admiration. Mae had won her over, Willow suspected, when the older woman had scolded Gunn for teasing Faith. She'd winked at Faith and the slayer had declared her a kindred spirit. Willow wasn't quite sure if that was a compliment or not. Gunn had seemed surprised at the scolding until Mae had laughed and explained that she was just messing with him. He'd been okay after that, having gotten a lot of practice lately at ignoring teasing from females. And, compared to Faith and Willow, Mae was a novice at best.

Lorne and Lio had been out together every night. It was so sweet, watching them flirt and touch and pretty much falling in love. Lorne so deserved that happiness and Willow was thrilled that he had found someone to appreciate it him the way he deserved. She was meeting all of them at the house after work. Faith had mentioned cooking, which was one reason Willow wasn't in too big a hurry to get home. The slayer loved to eat, appreciated everything there was to appreciate about food, but Willow wasn't too sure about Faith in a kitchen. Since a large part of cooking was following instructions and obeying orders, and those were two things Faith did not like to do, Willow was a bit scared if the kitchen would be standing by the time she got home. Of course, Faith was determined when it came to things she wanted to do so Willow might be pleasantly surprised. Either way, Faith had decided to try her hand at cooking which would certainly prove interesting. After dinner, she wasn't sure what was planned. It would probably be a nice stay at home night. She felt like crashing on the sofa and watching brainless television programs for a few hours.

She might make some notes about the club. They were supposed to start discussing their ideas for the club soon, having decided to wait until everything had been approved and they could actually start working on the new place. Willow had already been brainstorming, having come up with some ideas that she thought would be great and that Lorne would really love. She couldn't take complete credit for the main idea, having been struck with inspiration while in the Mardi Gras room at home. She knew it would be perfect and had already started doing some research on decorations and stuff. Faith kept telling her she was too organized and that she needed to act impulsively some times, that she needed to take chances and do things that weren't planned out in detail. While Willow had to agree that she could sometimes be a bit boring, she didn't think she was that bad. Faith had disagreed, forcing Willow to promise to try to do at least one rash thing a week. Willow wasn't exactly sure what her friend's definition of rash was, but she figured it couldn't be all that bad. Besides, she knew that Faith was right in a way and that she needed to some chances once in a while. It would be fun.

"Here's the listing you asked for," Carmen said as she handed the stack of papers to Willow. She smiled at the witch, really liking the new girl. There was just something about the redhead that all of them liked. She and her co-workers had had the discussion the previous afternoon concerning their new boss. It was all agreed that she was adorable. Willow was accepting and nonjudgmental, could look them all in the eyes without flinching, had a sense of strength about her that was threatening without being overpowering, and was easily someone they could all respect and trust. In less than three days, the redhead had gained admiration and loyalty from all of them. Carmen was really glad that Basilio had discovered the human.

"Thanks, Carmen," Willow smiled at the vampire as she came out of her thoughts. "So this is a list of everyone that is currently in town?"

"Everyone registered through the weekend," Carmen confirmed. "I updated the data base an hour ago and we haven't had anyone call or stop in since then."

"Wow," Willow flipped through the pages, "there are a lot of visitors."

"It's summer," Carmen explained with a smile, "the tourists aren't as thick so there isn't as much temptation for certain races of demon. Summer is one of our busiest times. The holidays are the slowest. I mean, they're all willing to follow Lio's rules, but it's much easier when there aren't swarms of humans around."

"I can understand that logic," Willow smiled back. "Do you know of anything else I need to do tonight?"

"Not really," Carmen shrugged, "Mike usually only came by for a couple of hours to take care of anything that needed his attention and then he was out and about the rest of the time. He'd always have his phone so we could reach him if there were any problems, but he was rarely here."

"Okay," Willow's expression grew thoughtful, "well, I guess I'll finish organizing my desk and see if there is anything else I have questions about. After that, we'll see."

"If you need anything else, let me know, Willow," Carmen offered. "I'm going to go back to my desk to work on the data base."

Willow turned her attention to her desk, having waited to arrange it until she had an understanding over how everything worked. She hadn't wanted to waste time testing pens for ink when she needed to learn the rules. As it was, Lio had been right. Everything was running so smoothly that it didn't take long to learn the procedures and protocol. She would easily be able to carry out her duties as Lio's assistant and still have time to help Lorne with the club. She was relieved to actually realize that it would be possible. There was always doubt until you saw the reality. Deciding that her desk could wait a few more minutes, she signed on to her personal email account and started a letter to Buffy. She told the blonde everything that had happened since she had last phoned, which had been Saturday evening. She had just hit send when she heard Jurgy speaking to someone. It appeared that they had someone registering. She hadn't even heard the door open, too busy giving Buffy all the details about her job and the people she worked with. She looked up out of curiosity, her eyes widening when she saw the man sitting in the chair in front of Jurgy's desk, his long fingers tapping impatiently on the desk. A small smile crossed her face as she recognized him. Spike.

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

She couldn't believe it. Spike was sitting not ten feet away from her. What was he doing in New Orleans? She hadn't seen him since shortly after the battle. He'd said good-bye and was gone. She sat back in her chair, her green eyes moving over him. He looked well. Who was she kidding? He looked damn good. Spike always looked good. Even in the worst circumstances, the vampire could still give off a sexy and dangerous vibe that never failed to excite her. They had become friends after Buffy's death, had spent hours talking. When Buffy had come back, well, they hadn't spent a lot of time together. The last six months, though, they had sort of settled back into that comfortable friendship of before. She knew that Spike didn't have many friends, that he never allowed himself to become close to people for reasons she'd probably never understand, so she considered herself very lucky that he had let her inside even just a little. She'd felt sad at seeing him leave, but understood that he needed to figure out how to deal with his soul and everything that had happened to him. She'd honestly thought she'd never see him again. And now here he was in New Orleans.

She stood up and slowly started to walk towards him, wanting to talk to him, wanting to see how he was doing. She continued to study him as he spoke to Jurgy, answering the questions needed to give him permission to remain in New Orleans. She realized that he looked tired. His blue eyes looked lost, like he wasn't sure where he was going or what he should be doing. She recognized that look. She'd seen it in her own eyes many a day as she had looked in the mirror while in Sunnydale. She felt like going to him and hugging him, letting him know that he wasn't alone, that he had a friend that cared. Instead, she kept walking slowly, knowing that they weren't close enough friends for a hug. They had spent hours talking, but rarely about anything very important. He'd rarely let any details about his life slip, guarding his past and his thoughts and his emotions closely. He'd been hurt and she hadn't been stupid enough to try pushing him into talking about anything he hadn't wanted to talk about so they'd talked about movies and music and patrol. Once in a while, he'd tell her a story about somewhere he had been in the past, and Willow had paid attention, sometimes understanding more from what he hadn't said than from his words. But, she couldn't fool herself into thinking she had any idea who Spike really was, about what made him tick, anymore than he really knew her. She was Buffy's best friend, someone he could tolerate without feeling a need to kill, the witch that had sometimes made his life hell with botched spells, and that was about it.

She listened as Jurgy asked him for the location of where he would be staying, frowning when he didn't answer, realizing that he had nowhere to stay. She didn't like the idea of her friend not having somewhere to stay. Okay, so they weren't best friends or anything, but they had been friends. Besides, he had helped save the world several times. That was enough for Willow. She would never turn her back on anyone she considered a friend and she wasn't about to start now. If she was right and he didn't have anywhere to stay, she'd ask him to stay with her and the others.

Jurgy frowned at the vampire, "I need to know where you'll be staying. If you don't have somewhere to stay, I'll have to ask the boss what she wants to do."

"Then ask her," Spike said, seriously thinking that it wasn't worth all this trouble. He could just drive on, maybe to Alabama or somewhere. It no longer mattered that New Orleans had seemed right for some reason. He was probably just crazy anyway. He'd been supposed to leave Houston on Monday but had been delayed a couple of days because Klor had wanted him to stay for a birthday party. He'd owed his friends so he'd stayed. His night hadn't been a good one and this was just a topper. He'd gotten stuck in traffic outside of Beaumont, his car barely moving for what had seemed like hours. When he'd finally pulled into New Orleans, it had taken him awhile to find parking, which hadn't helped his mood. And now he was sitting here being reminded by an ugly damn demon that he was alone, that he didn't have anywhere to stay. If he hadn't been a bit worried about the reaction of the master of this town, he'd have done a bit of damage to that pompous ass whining at him right now.

"Boss Lady," Jurgy called out to get Willow's attention, looking up in surprise to find her already near his desk. "Hey, that was quick. Slight problem here. This vampire doesn't have an address to list in his file. We can either accept him with a temporary address, or we can send him away. It's your call."

Spike turned to glare at the female that would decide his fate, his eyes widening when he saw his redheaded witch. He couldn't keep the surprise out of his voice as he softly whispered, "Willow?"

Willow smiled at him, not used to hearing him use her real name. He was obviously surprised to see her, "Hi Spike. How are you?"

"You know this....creature?" Jurgy asked, his large eyes narrowing as he looked at the vampire that had been annoying him with his lack of precise answers. He stood, moving protectively behind the small redhead.

"He's a friend," Willow said, watching the emotions flashing in Spike's blue eyes. She glanced at Jurgy, nearly laughing at the suspicious look he was ending Spike, telling him, "Sit down, Jurgy."

"Fancy meeting you here, luv," Spike finally said, trying not to betray the pleasure he felt at hearing her call him friend. He had a lot of questions, starting with why she had been called boss lady by the hulking demon that had resumed sitting to what she was doing in New Orleans. He decided to ask the latter question first. "What are you doing here, Red?"

"Working," Willow replied, glad to see that he had relaxed since she had joined the conversation. She'd seen the glares he had been sending Jurgy's way, knowing it was a perfect time to interrupt. Looking at him more closely, she knew she was right. He was tired and lost. She continued, "But, I've finished for the night and am about to leave."

"Working?" Spike waited, wanting to ask more questions but not wanting to appear like he really cared all that much. He couldn't even describe what he was feeling at the moment. He couldn't remember a time in recent memory when he had felt so relieved to see a friendly face. It didn't hurt that it was Willow's face he was seeing. He'd never expected to see her again, having no plans to go back to Sunnydale and the life had left there. It was unbelievable that he had run into her again, the only one of the slayer's little band of helpers that he had liked, the only person in all of Sunnydale that he had respected and considered a friend. Truthfully, the only friend he'd made in the last decade or so. What were the chances?

Willow nodded, smiling at him, "Yeah, working. It's a long story, Spike. We can talk about it later. Are you hungry? Do you need food? Basilio has a supplier not that far from here. I can show you on the way home."

"Home?" Spike repeated, still trying to get over the fact that he'd met up again with his witch and she was talking about food and suppliers as if meeting him hadn't been a surprise at all. He'd have thought that seeing her would bring forth memories of Buffy and how horrible his life had been. Instead, the sight of her made him remember all their conversations, the beginning of a friendship that had started between them, and the good things that had happened in Sunnydale. True, there were very few happy memories of that place and the last few years, but Red was definitely one of them. Besides, she wasn't looking at him with pity or disgust. She was looking at him as if she had just stumbled upon a long lost friend. He wondered if the same look was in his eyes, not really caring if it was. He now understood why he had been drawn to New Orleans. Maybe it was finally time for his life to start getting better.

"Home," Willow said, glancing at Jurgy who had been watching with interest, "Put my address down on Spike's file. He'll be staying with me indefinitely," she turned to look back at Spike, doubt suddenly flashing in her green eyes, "that is, do you want to stay with me? I have a spare room and everything, but you don't have to say yes just because we were friends back home."

Jurgy made a notation on the file, not sure if it was a good idea for Willow to be inviting dangerous vampires to be staying with her. True, it appeared that they did know each other and might even be friends, but he was always a bit suspicious of out of town vamps, never trusting them until they'd proven they deserved his trust. And he wasn't too happy about the idea of letting his new boss leave with this punk throwback to the eighties, already considering the redhead a friend and surrogate kid sister in many ways. Deciding that he trusted Willow, he kept his mouth shut.

"Red, I'd love to stay with you," Spike said sincerely after having to think about it for a second, deciding that he could ask all of his questions when they got to her place, after she told him the long story that he was curious to hear. Despite everything that had happened, she still considered him a friend.

"Well, you say that now," Willow laughed, relieved that he hadn't denied their friendship. She hoped the others would be okay with him taking one of the spare rooms while he was in town. She didn't think there would be any problems with them, though. They had plenty of room and Spike was her friend. He wouldn't be much of a bother, she suspected. She explained to him, seeing the look of curiosity in his blue eyes, "I share a place with Faith, Lorne and Gunn, so be warned."

"The slayer?" Spike grimaced placing her name immediately. The others were familiar, a groan coming from him as he placed them, "Not that perky green poofster and the glaring black kid, too. All three, pet? It's like some new form of torture, isn't it?"

"Yep, I'm afraid so," Willow had to smile. She'd missed Spike. He could always seem to make her smile, "They're not that bad, Spike. Quit whining or I'll take back my invitation."

"I guess I can tolerate them for a bit," he said, catching her amused eyes and winking, "the things I do for you, luv."

"You mean, the things you do for a nice comfortable bed and free place to stay," Willow corrected with a smirk, easily falling back into their routine of teasing.

"Come on, witch," Spike stood, feeling better than he had in weeks as he looked at Willow and said, "let's get out of here. You've got a long story to tell me that I'm eager to hear. Take me home, Red."

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

"She's pretty cool," Gunn answered Lorne's question concerning his new boss. He shrugged, sitting back on the sofa and putting his feet on the table, "I mean, she's a bit weird but nice."

"Feet off the table, Chuck," Faith said, kicking his leg with her bare foot before saying, "Fuck it. Will isn't here to scold us, anyway," as she put her own feet on the coffee table. "I liked her, Lorne. She was eccentric but not over the top."

"Yeah, like she said," Gunn said, taking a drink of his soda. "Oh, and I did meet her husband before I left. Not what I expected."

"What do you mean, not what you expected?" Lorne asked as he glanced at the clock. Willow would be home before long, he figured. It was nearly eleven, and the redhead had been in by midnight all three nights of work so far.

"I don't know," Gunn frowned, trying to explain, "I mean, he's black."

"And?" Faith asked, arching a brow, ready to bring up Twiggy if Gunn got all weird on her about Mae being married to a black man.

"Whatever, I so don't care that she's white and he's black," Gunn defended with a roll of his eyes, "it's just that he's this massive guy, at least six foot six and she's this tiny plump woman. He wasn't what I expected."

"So you were so shocked to see a tall man married to a short woman? I don't buy it, babe," Faith said with an amused smile.

"Shut up, slayer," Gunn finally said. "Moving past this, I'll just say that Al is a nice guy and that they seem very happy in that sickeningly sweet nausea inducing kind of way that single people hate."

"I'm glad you enjoyed your first day of work. What's her husband do?" Lorne asked, glad to see that Gunn seemed to like his new boss and job.

"I think he's a chef or something," Gunn said, almost laughing when Faith sat up straighter, her eyes curious.

"A chef? He cooks? He works with food?" Faith asked, having to smile, "I think I like this guy already! Not that I had any doubts cause I liked Mae and I doubt she'd be married to someone I wouldn't like."

"Yes, he cooks," Gunn rolled his eyes, "works at some Cajun place here in the Quarter."

"We'll have to go by and say hi some time," Faith decided, "I like Cajun food."

"You like all food, Sassy," Lio said with a smile at the slayer.

Faith looked at the master vampire of New Orleans and stuck her tongue out at him, "Vampy, you seem to forget that I am the vampire slayer. You'd better be nice to me or I'll have to remind you how I got that title."

"No one else wanted it," Gunn dead panned causing Lorne and Lio to laugh.

"Where's Willow?" Faith demanded though her eyes were amused, "If she doesn't get here soon to referee, I'm gonna have to kick some ass."

"Charles, quit picking on Faith," Lorne said before turning to Lio, "Hon, quit picking on the slayer."

"But, Daaaaad," two male voices spoke up before dissolving into laughter.

"Shit," Faith suddenly sat up, glancing at the clock and then at the kitchen, "Thinking about cooking made me remember that I was supposed to cook dinner tonight."

"And you're trying to kill us why?" Gunn asked, shuddering violently at the idea of Faith cooking. "I'm too young to die," he moaned as he continued making gagging noises and moving on the sofa to hold his stomach.

"Would you like my list of reasons I'd kill you now or can I just say them as your eulogy?" Faith asked sweetly before tossing her pillow at the man that was still making gagging noises.

"Okay, I have to speak up on this one, Sweetcakes," Lorne said, "when have you ever cooked a dinner before?"

"I can make soup," Faith said defensively before smiling sheepishly, "Sort of burn it usually but it isn't too bad. Hey, I need a hobby. I thought cooking might be cool."

"Cooking might be cool?" Lio repeated, sharing a frightened look with Lorne. "Pray for the kitchen."

"I heard that," Faith glared at him, wishing she had another pillow to throw. Gunn had just taken the one she had thrown at him and put it behind his fat head, smiling smugly now that she no longer had it.

"I think we should start cleaning out the club tomorrow," Lorne smiled at Faith, "it's pretty messy in there and we've still got awhile before everything gets approved. What do you think?"

"That you don't want me to cook," Faith pouted though she finally had to smile, "Okay, fine, I get it. I won't try cooking, yet. Good idea about starting clean-up downstairs Lorne. We can start in the morning, after breakfast."

"I can hear Willow coming," Lio said with an affectionate smile, his eyes narrowing as he sniffed the air. Vampire. He could feel the power and strength already. Master vampire. He was instantly alert and on his feet, his eyes on the stairs.

"Hey, Red, they wouldn't let me cook," Faith called out, thankful that someone was finally home to take her side.

"When did they get so smart?" Willow asked with a laugh as she made it up the stairs. She could feel Spike behind her, though they hadn't really spoken since leaving the office. Sam had driven them home, giving them very little time to talk. She had heard that he'd been driving around and staying with friends and she told him she'd arrived the previous week. By that time, they'd been home. She had invited him in, feeling no threat from him at all. She trusted Spike with her life, and knew he'd never do anything deliberately to hurt her or her friends, even if he sometimes wanted to. She felt their eyes on her and hoped they wouldn't freak out. Acting as if Spike standing behind her was a normal thing, she smiled and said, "Honeys, I'm home!"

"You're supposed to be on my side, Red," Faith whined, her eyes widening when she saw the familiar blond come up the stairs and move to stand behind Willow, his blue eyes cautious and alert as he leaned down to whisper something in Willow's ear. Hello, hottie, she thought as she looked from the bleached blond to her best friend. She was dying to ask questions, wanting to know what the hell Spike was doing with Willow, why he was there at their house, and why Willow was looking at them with nervous eyes. Looking into Willow's eyes, several things suddenly clicked. Spike was alone. He probably didn't know anyone in town. He must have gone in to register which is where Willow found him. She was pretty proud of her deductive abilities, deciding to read more mysteries because they made her feel smart. She'd get Willow alone soon enough to find out if she was right. Until then, she'd try to be nice to Blondie so Willow wouldn't get pissed at her. Giving Spike a crooked smile, she turned her attention to Willow and said, "Glad you're finally home, babe. Scold them all! They've been picking on me!"

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

"Have not," Gunn defended, his dark eyes watching the bleached blond vampire cautiously. He'd never really spent much time with Spike during the few days they'd fought together in Sunnydale, but he had seen enough to know that the vampire could be trusted so he followed Faith's lead and acted as if he had intended to see Spike coming home with Willow. Besides, who was he to protest the souled vampire staying with them, as it appeared that Willow intended for him to do, when the master of New Orleans was sitting on the other sofa opposite him at this very minute.

"Have too!" Faith said as she got to her feet. "Don't believe him, Red. He's lying. They've been picking on me since you left this evening."

"Vampire," Spike whispered in Willow's ear, his eyes looking from the three semi-familiar faces to focus on the smug pretty boy that was glaring at him. What was a vampire of that age and strength doing here?

"Bella, I sincerely hope you know that the man behind you is a vampire," Lio said as he watched the blond carefully, "because I do fear that ash might not come out of this rug easily."

"I think you're right," Willow said, looking at the rug in question. "I figure the ash would get caught and be terrible to try to get out even with a vacuum."

"Red," Spike's voice was warning, his eyes on the vampire that was looking at him with distrust mixed with amusement. He'd been glad to see the redhead at the registration office, happy to see a familiar and friendly face and pleased at the idea of having somewhere to stay for a bit. Then, he'd followed her down to a limo, the driver teasing her in a way that gave no doubt they were friends. Why was a limo picking her up? When they had pulled up to this fantastic house with the empty business underneath, he had had even more questions. He'd remained silent, not wanting to appear too curious but fighting the urge to lock the redhead into a room with him until she answered all his questions. Now, he was in the living room being ignored by a slayer, a demon, and a demon hunter who all seemed more concerned in getting Red's attention than in asking what he was doing there. And there was what appeared to be a master vampire giving him a threatening look along with a verbal threat. And what was with that Bella business? Who did this pretty boy poofster think he was?

"Oh, sorry," Willow smiled at Spike and said, "This is Basilio. Lio, this is my friend Spike. And yes, I do know he's a vampire so there won't be any ash in my rug after all!"

"Spike?" Basilio repeated, trying to remember where he had heard that name. It came to him, stories of Spike and Angelus slaughtering their way across Europe during the last century, tales of an implant preventing the vampire from feeding, rumors of a soul. He looked into blue eyes that were watching him closely, realizing that the soul was no rumor. He watched as the blond moved closer to Willow, seemingly ready to protect her if there was a threat. What was it about the redhead that brought out that instinct in his kind? Okay, not all of his kind. The more immature and stupid would just want to taste her powerful blood with no thoughts of keeping her. Everyone in his family that had met her so far had fallen in love instantly, already talking about the witch as if she had always been part of them, taking a protective interest in her well being. She had dozens of brothers and sisters now even though she didn't seem to realize it. He nodded as he again said, "Spike."

"Not too bright, is he?" Spike asked Willow, giving the other vampire a glare, "Ya just like sayin' my name, don't ya? Bloody damn poofster."

"Spike, be nice," Willow said as she rolled her eyes, "Sorry, I forgot who I was talking to. Ignore him, Lio. He's been driving a while. Besides, he tends to get grumpy when he's hungry."

"I do not," Spike defended with a frown at the redhead.

"Do too," she shot back with a slight smile. She then looked at Lio and explained, "Spike used to live with me in Sunnydale. I mean, he lived in the basement of the house I shared with my best friend and her sister. I ran into him tonight at the office and asked him to stay here while he was in town. Is that okay with you guys?"

"We've got three rooms he can choose from," Gunn replied with a shrug. He didn't care if the vampire stayed. Any friend of Willow's was welcome as long as he didn't try to bite.

"Cupcake, he can stay as long as you want," Lorne said with a smile at the redhead.

"Blondie's cool," was Faith's decision, "doesn't brood as much as Fang, which is a plus. You'll like him, Vampy. He's a pain in the ass but he's good to have on your side."

"Somehow I find it easy to believe he's a pain in the ass," Lio said with a smile at the slayer. Turning his attention back to Willow, he said, "How was work today?"

"It was great," Willow smiled. "Everyone is so nice and helpful. I'm learning a lot and think it won't be long before I've got everything organized."

"That's good," Lio nodded. He glanced at the blond vampire and asked, "Bella mentioned that you were hungry. Do you have something or would you like me to make some arrangements?"

"Red," Spike stressed his favorite nickname for his witch, "showed me where the supplier is on the drive home. I think I can handle it myself."

"Of course," Lio's eyes grew speculative as he looked from the vampire to Willow and back again. Suddenly smiling, he said, "So, kid, how long are you staying in my city?"

"Your city?" Spike asked, his eyes flashing at the kid comment, "And who are you calling kid?"

"New Orleans is my city, boy," Lio explained with an amused gleam in his eyes, "what, with me being the master and all that."

"Bloody hell, pet," Spike rolled his eyes and glared at Willow. He'd know the vampire was strong and had a feeling he might be a master, but he had no idea it was the master of New Orleans. "You've only been in town a week and you've already adopted the master?"

"Whining doesn't suit you, Blondie," Faith said with a laugh. "And he adopted us!"

"We need to talk, luv," Spike said after he studied a smiling Willow for several silent seconds.

"We are talking, Spike," she replied with a laugh.

"Damn it, witch," Spike muttered, wanting to find out why the master of the city was sitting on her sofa as if he belonged there, along with a couple of dozen other questions that were in his mind. "You know what I mean."

"She's right," Faith whispered loudly, "he does get grumpy when he's hungry."

"I am not grumpy," Spike glared at the grinning slayer, wondering if he was in some sort of hell at the moment. Prissy master vampires, giggling slayers, and no answers to his damn questions.

"Guys, stop," Willow finally spoke up, knowing that he was starting to get annoyed. She could recognize most of Spike's moods after being around him for four years. She touched his arm, causing him to look at her, "Why don't we go upstairs and let you pick out a room? I believe I still owe you that long story."

"Will, Chuck and I are going to pick up some take out. You want?" Faith asked the redhead before she could go upstairs.

"A cheeseburger," Willow answered, her eyes glancing at Spike for a second.

"We'll pick up some AB for Blondie while we're out," Faith said as she received a thankful smile from the redhead.

"We're going out, Bella," Lio said as he stood. He moved towards Willow, brushing his lips against her forehead as he said, "I'll see you later."

"Get him settled in, Cupcake," Lorne whispered in her ear as he hugged her. "He looks like he needs a friend."

"I will," Willow smiled at him, waving at him and Lio as they walked down the stairs. She turned her attention to Spike and said, "Follow me, Spike. You can choose your room."

Spike relaxed once he felt the vampire leave, giving his witch a smile as a flash of excitement entered his blue eyes before he said, "I get to pick a room?"

"There are three empty rooms," Willow said with a laugh, "so you can take whichever one you want. Faith and I are the only ones that are living upstairs. Gunn and Lorne are down here. Isn't this house great? I absolutely love it!"

"Quit talking, Red," Spike said as he followed her up the stairs, "I want to pick a room and then I want my story!"

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

"Where are the rooms?" Spike asked, feeling much like a child on Christmas. He was so excited at the idea of choosing his own room that it was almost embarrassing. If it was anyone other than Willow, he would have played it cool and acted like he didn't care at all. But, with her, he could relax and be himself in a way that he couldn't with anyone else. It was one of the reasons he could call her friend. She never judged him or expected anything from him.

"Okay, there are three, like I said," Willow smiled at him, wondering if he had any idea how young he appeared when he was like this. "Two are over here. This is the corner room."

Spike looked into the room, watching as she turned the light on. He looked around, his brow arching as he looked at the bright colors and clutter that covered the walls. It wouldn't be bad if it wasn't for all the knick knacks and the large doors that opened onto the balcony. Wouldn't be too smart during the day. He looked at Willow, "Where are the other ones?"

"I think sunlight might be a problem in this room," Willow observed, having not considered the vampire/sun issue. "The other two rooms are in the middle so there's only one window in those. Should be easy enough to cover up. One is right next door."

"Oh God," he cringed as he looked at all the peach and cream that covered the room. "It's like a nightmare in pastel."

"Yeah, it doesn't scream out Spike, does it?" she laughed at the look of horror on his handsome face. "Okay, here's the third. It's in between my bedroom and the bathroom."

He entered the room, looking at the shades of blue and solid furniture, nodding as he said, "This is the one. I like it."

"It was my second favorite," Willow confessed with a smile as she moved to sit in the comfy chair. "But my bedroom was just too perfect. Plus, it has this great balcony that overlooks Royal and runs along the front to Faith's room. It's great to just sit out at night and just watch all the people walking around."

"Ah," Spike moaned as he fell on the bed, bouncing slightly as a look of bliss crossed his face. It was the most comfortable he could remember being in years.

Willow quit babbling when she realized that Spike wasn't listening. A soft smile crossed her face as she watched him, realizing that she had made the right decision in asking him to stay with them. She'd expected it to be weird, but it was the opposite. She felt relaxed around him in a way that she hadn't been in Sunnydale. They were both starting over with their lives, able to acknowledge a friendship without being judged. Well, that is, if he wanted to be friends. She knew him well enough to know that he wasn't just using her for a place to stay. Oh, he might say he was, but most of that was just part of his act. The big bad who didn't need anyone and all that stuff.

"So, Red," Spike sat up, kicking off his boots and moving the two pillows behind his back until he was in a position that was comfortable. His blue eyes caught hers as he said, "I think I'm ready for that story now."

"Actually, before I tell my story, why don't you tell me why you're here," she suggested, curious as to what had brought him all the way to New Orleans.

"Well, luv, me mum and me dad had sex once about a hundred and fifty years ago. Nine months later, I was born," he smiled slightly, finding his usual enjoyment at teasing her.

"Very funny," she said with a snort. "Since it appears that the bleach has rotted your brain, I'll speak slowly and use small words. I mean, what brings you to New Orleans."

"Not using the bleach anymore, pet," he mentioned, his hand moving up to ruffle his lighter blond hair, "didn't you notice?"

"I noticed," Willow said, "it looks different but good. And you're not going to get out of answering my question."

"I don't know why I'm here," he admitted, wondering if he should start bleaching his hair again before deciding to worry about that later, "just started driving and ended up here. It seemed like the right place to go, you know?"

"I understand," Willow said, knowing exactly what he was talking about. She'd felt the same way when she'd decided to leave Sunnydale and had looked at the map, nothing seeming right until her eyes had seen the name of this particular city. That had been her moment of clarity, her realization that this is where she would move.

Spike looked into her eyes, knowing that she probably did understand. He nodded once before moving his hands behind his head, a smile crossing his handsome face as he said, "Now, where's my story?"

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

"So, what's this Spike guy's deal?"

Faith looked at Gunn and shrugged, "I dunno. I never really spent that much time getting to know Blondie. I know he has bad taste cause he fell for Bitchy, but that's about it."

"Man, that's kind of sad," Gunn said, having not been overly impressed with the blonde slayer. "I mean, at least Angel had the soul excuse for banging the bitch."

"Yeah, well, Red said she didn't quite understand why Spike wanted Buffy, and that it was just sex between them, so I'll allow him to plead a case of temporary insanity," Faith decided.

"He didn't seem too bad in Sunnydale, not too friendly but decent," Gunn remarked, "and he did seem to be friendly with Will so that's good enough for me. I trust her judgment."

"He's not a threat or I wouldn't let him near Red," Faith said, knowing the blond vampire was dangerous and powerful but also knowing that he considered Willow a friend and wouldn't do anything that would piss her off.

"Do you have any idea how fucked up my life has become?" he said with a laugh. "I mean, five years ago I was hunting vampires and demons. Now, I'm living with them! Hell, I call some of them friend. Most people don't even believe they exist and here I am sharing a house with two."

"You're lucky, Chuck," Faith said with a smile, realizing this was probably the most Gunn had said at one time since they'd met. He tended to be a watcher type, not a talker type.

"Yeah, I guess I am," he nodded, returning her smile. "So, how long do we think Blondie is going to be hanging around?"

"Who knows?" Faith shrugged, "Probably as long as Willow lets him."

"Then he'll be around for awhile," Gunn smiled as he thought of the kind redhead, "she's not about to turn her back on a friend."

"You're right about that," Faith agreed, not mentioning that Willow had once had a crush on the handsome vampire and might very well still have some feelings for the vampire which should make things even more interesting. Personally, she was interested to see how he'd adapt to their little family. If he made waves, she'd kick his ass. She had a feeling that he'd fit in, though, as hard as that was to believe. They were all misfits in their own way, so he'd belong. Maybe he'd be happy to have somewhere to fit in like she was. If not, he could keep his mouth shut and just deal. She suddenly smiled as she said, "I just realized, I'll finally have a sparring partner!"

"Slayer, only you would be happy at the idea of having a vampire around to kick your ass," Gunn shook his head.

"Hey, now, I might be the one kicking his ass!" she defended with a scowl. "I'm pretty good at this slayer thing, you know? I mean, I did take down Angelus."

"Yeah, you did," Gunn shared a smile with her, "and I'm sure you can kick Blondie's ass, if he agrees to train with you."

"I'll have Willow ask him," Faith decided, "he'll say yes because he owes her for letting him stay with us. Besides, what vampire wouldn't like the opportunity to spar with a slayer?"

"Speaking of vampires, I don't think Spike was too impressed with Lio," Gunn said with a snicker.

"I noticed that, too," Faith laughed, "all those threatening glares and shit. It's some master thing, I guess. Sort of like a slayer thing, in a way. I mean, I can't stand being around Buffy at all."

"But that's because she's a selfish stupid bitch and you're not," Gunn said.

"Why, Chuck, was that a compliment?" Faith smirked at him.

"Not planning on repeating it, so take it the way you want," Gunn said with a smile. She reminded him of his sister in so many ways, making him feel like the older brother again. It was nice, sharing a life with her and Willow. teasing and tormenting his younger siblings while protecting them at the same time. He chuckled as he said, "Did you see the way Spike got all pissed when Lio called him a kid?"

"Very funny," Faith laughed, "and did you notice the way he kept tensing up when Lio was calling Willow Bella? Me thinks someone was jealous!"

"Yeah, well, you know how Angel gets all protective of his friends and hates to share us with others," Gunn spoke from years of experience, "Guess that must run in the family."

"Well, if it does, it should make for some interesting drama to watch unfold," Faith said with a wicked smile, "considering that Willow is Basilio's personal assistant and he's dating Lorne. Blondie is going to have to learn how to share because I am so not dealing with temper tantrums and glaring vampires. I don't care if he is a hottie, I'll kick his ass if he doesn't grow up and deal."

"What is it with you girls and vampires?" Gunn shook his head, "I just don't get it. He's skinny and pale and undead. How can that be hot?"

"He's got great eyes, a fine ass, large hands that make a girl wonder what they'd feel like on their skin, cheekbones that are killer, faded jeans that give you no doubt that what they say about large hands is proven true in his case, and a voice that would make you wet even if he was reading a phone book," Faith said sweetly, enjoying watching Gunn squirm. "Add to that package the knowledge that he's dangerous, rough and can be tender when he wants and, well, what girl could resist?"

"That was way more information than I wanted to know," Gunn grimaced, "Remind me next time that I don't want to understand how you girls think!"

"You did ask," Faith teased with a laugh before saying seriously, "He's not my type, though. I prefer my men bigger, something to hold on to while I'm riding them into exhaustion. I can appreciate Spike's beauty but I wouldn't do him."

"That's a first, a guy you wouldn't do," Gunn said with a snicker.

"Hey, there are plenty of guys I wouldn't do, Chuck," Faith defended. "Haven't done a guy since before prison, thank you very much. I'm getting picky in my old age."

"Glad to hear that," he said, "though I am working on the big brother intimidation routine just in case you or Willow start dating. I've nearly perfected the scowl and threatening don't lay a hand on my sister glare."

"Yeah, well, Will and I are working on our sisterly inquisition for when you decide to start dating, Bro," Faith said with a smug smile. She was glad that Gunn had decided to stay with them, liked the idea that he had sort of adopted her and Willow as sisters, liked having a brother type to tease. She'd been an only child, no father around at all, no men in her life until she'd arrived in Sunnydale and met Giles and Wesley. They'd never really been part of her life, though. Angel was the first man she'd considered a friend, the first one she'd let in. Now, she'd lowered the wall enough to let Gunn and Lorne and, most recently, Lio begin to take part in her life. Sometimes taking a risk and caring was worth it.

"I'll be sure to never let you girls know," he said before seeing the waiter wave him over. "Looks like the food is ready."

"I've got Blondie's blood, so you get to carry dinner," she said as she followed him to pay. She slung the bag that the week's supply of blood over her shoulder, ready to get their food and go home. Eat some dinner, watch some television, wait for Willow to finish getting Spike settled in, and then maybe do some people watching from the balcony like they'd done for the last few days.

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

"It's really not a long story," Willow said as she made herself comfortable. "I just said that because I didn't want to start talking about it until I could sit down and give you my full attention. So, what do you want to know?"

"How'd you end up leaving Sunnyhell with the three morons?" Spike asked, deciding to just start at the first and go from there.

"That one is easy," Willow smiled, "I wanted to leave, decided to come here. Gunn offered to drive me because he wasn't in a hurry to get back to LA. Faith asked if she could move with me, having no reason to stay in Sunnydale. Then, Lorne asked if he could come. They're great. We all have a lot of fun together. It's like a family."

"That's just so sweet that I think I might get sick," he said with a shudder.

"Don't knock it until you've tried it, Spike," she warned with a slight smile. "Who knows, if you allowed yourself, you might like hanging out with us and having, dare I say it, fun?"

"Very funny, pet," he rolled his eyes at her gasp, deciding not to get defensive for fear she wouldn't answer his other questions. Instead, he asked, "How did you find this place? Last time I checked, it took a lot of money to have a place like this."

"Lorne had insurance money plus some savings," Willow explained, "I used some of my savings for the extras but he insisted on paying for the house and club himself. Once we all get settled in, we're going to use the rent money to buy food and anything else we might need. He won't accept the money from us but did agree we could pay the weekly expenses and bills when we could afford it. A friend of his introduced us to the real estate guy and he showed us the house. It's perfect, isn't it? I knew as soon as I walked in that it was home."

"Okay, so you're in town less than a week and you've snagged a great house and already moved in. That's too easy," he shook his head, his eyes narrowing as he asked his next question, "Where does the vampire fit in?"

"Basilio?" Willow looked at him in surprise when he hissed the word vampire. "He's the master of New Orleans. We met him for dinner when he found out we wanted to move here. He has final approval on things like that. Anyway, he's great. He and Lorne are dating."

"Knew he was a poofster," Spike said smugly, frowning as he asked, "then what's with the Bella business and flirting he was doing with ya?"

"He has a nickname for me and Faith," Willow rolled her eyes, "as for the other, he's just a harmless flirt. He's really nice, Spike. I mean, the things he's done with this town are amazing. You'd never know he was a master vampire by how he acts, but you can sense his strength. He's like over five hundred years old and he doesn't kill humans anymore. He doesn't have a soul but he won't allow humans to be killed. He's great."

"Sounds like a bleeding saint," Spike said crossly, not liking his witch talking about the other vampire as if she were the head of his fan club.

"You'll like him once you get to know him," she said, amused at his attitude. She knew that Spike hadn't liked Lio when they'd met, but she figured with time he'd grow to enjoy the elder vampire's company just like she and the others did. Or, remembering Spike's tendency to not be friendly to other vampires, maybe it would take a bit longer. Either way, he could learn to deal with Lio if he planned on staying around.

"Doubt it, pet," Spike said with a roll of his eyes. "When did you become president of his fan club, Red? Doesn't that go against all your training as a slayerette? Becoming friends with a master vampire and all that rot."

"I'm friends with you, Spike," she reminded sweetly watching as he scowled at her.

"That's different," he remarked. "I'm special."

"Yes, you are," she almost laughed at the flash of arrogance that entered his eyes at her words, "I like him and it doesn't really matter that he's a master vampire. He's become a good friend to me, so be nice to him!"

"Don't know if I can be nice to him, luv, even for you," he said with a frown, wishing he could smoke.

"Just try," Willow asked.

"Whatever," Spike said, looking at the redhead and asking, "so, what's this job you've got?"

"Oh, that," Willow drew her bottom lip into her mouth as she figured out the best way to tell him. He didn't seem to like Lio and here she was about to tell him that not only was Lio a friend of hers, but that he was also her boss. Somehow, she didn't think Spike was going to like that idea. She'd never understand him and how his mind worked. "I'm Basilio's personal assistant. I run the town for him."

"What?" Spike's eyes narrowed at her innocent expression, reeling from hearing that his witch was the assistant to the master of New Orleans. Not only was she the president of the fucking fan club, she worked for the bastard too!

"It's a lot fun," she said, "I just started Monday, but everyone is real nice. Plus, the pay is fantastic and he's a great boss. Gives me complete control and doesn't constantly stand over my shoulder."

"You work for him?" Spike repeated, again wishing he could smoke. That was even worse than having the guy dating the green demon. That meant he'd be around constantly, flirting with his Red, taking up all her time. He didn't like to share, damn it, especially not with pretty boy masters that called him kid like he was some newbie. He was William the Bloody, Spike, half the Scourge of Europe. He was not a kid, no matter how old the wanker might be. He was going to have to tolerate the poof if he planned on staying here, which he did. He rather liked the idea of being friends with Red, always enjoying teasing her and talking to her in the past. He hated having to put up with the others to be around her, but he knew it was something he'd better get used to. He could just figure out a way to get her to himself most the time and then he'd only have to tolerate them in small doses. Yeah, that could be his plan. He smiled, glad he had a plan.

Willow watched his face, wishing she could read minds. He'd scowled then grimaced then seemed to relax and finally smiled. If you looked up the word enigma in the dictionary, she figured you'd find a picture of Spike there. She was about to answer his question when Faith appeared in the doorway. She smiled at her best friend, knowing that if Faith was back it meant it was time to eat dinner. "Hey, you."

"Hey, Red, Blondie. So, you chose the blue room, huh?" Faith said, her dark eyes moving from the redhead to the vampire laying sprawled across the bed. She caught his eyes and said, "Figured you'd like this one. It's got the smallest window and most simple decorations. Anyway, here's some dinner, Blondie."

Spike caught the bag of blood she tossed him, feeling that she'd already warmed it. Okay, he had to admit that this was a bit weird. A slayer heating blood for him? Not even Buffy had ever done that, it always falling to Giles or Willow to heat his blood when he'd been unable to do it himself. And she was being friendly to him, which was strange. She didn't need anything from him, had no ulterior motive. She was being nice just because he was Willow's friend. Reluctantly, he said, "Thanks, slayer."

"Bet that hurt! Anyway, it's no prob," Faith said as she looked at Willow, "we've got food downstairs, Red. You want me to bring it up here for you or are you finished with your talk?"

"I think we're finished," Willow said, looking at Spike, "we can talk more later, right?"

"Wait a minute, I'm not finished with you yet," Spike said with a frown, glaring at Faith for trying to take Willow away before they were finished talking. She'd go downstairs and he'd be stuck here alone, like he'd been for weeks. He'd enjoyed talking to someone, liked hearing her stories. Didn't want to be alone again.

"We can talk while I'm eating, then," Willow said as she got to her feet. She saw the surprise in his eyes and smiled, "You were planning on coming downstairs to eat with us, weren't you?"

"Course, luv," he lied smoothly, having had no idea they'd include him in their dinner plans. He gave her an arrogant smile as he added, "I mean, I can't deprive you of the pleasure of my company. After all, how much fun would it be if I weren't there, Red?"

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

"Can I answer that?" Faith asked with a slight smile as she grabbed Willow's hand and pulled the redhead from the room.

"Faith, be nice," Willow said with a laugh as she followed her best friend down the hallway.

"Yeah, slayer, be nice," Spike said with a snicker as the slayer flipped him off.

"Spike, you be nice too," Willow gave him a warning look.

"You always ruin my fun, Red," Spike muttered as he followed them into the kitchen where the black kid had plates out that he was putting food on.

"Thank God, FOOD," Faith grabbed her plate and inhaled the scent of her food. "I'm starving."

"That's because you only ate three meals today," Gunn said with a laugh, ducking out of the way as she swung at him. "Careful, slayer or you might spill your food."

"What do we want to watch tonight?" Faith said, deciding that Gunn was right and not wanting to risk losing her food to the floor.

"What's on?" Willow asked as she grabbed a soda from the fridge before checking to see if she needed anything else before she could sit down and eat. She brushed past Spike as she reached up into a cabinet and found a mug for him. She handed it to him with a smile before turning back to her food.

Spike took the mug, watching as the three went about getting their dinner ready, avoiding bumping into each other, teasing and laughing the entire time. He couldn't remember seeing Red this relaxed in years, her eyes bright with humor and affection for her friends. He leaned against the counter, his blue eyes watching her as she finished getting her stuff together.

"It's after midnight on a weekday," Faith reminded, "that means, nothing is on!"

"Let me see the remote," Gunn said, catching it when she tossed it to him. He sat on the sofa and began flipping channels, "no, no, no, no, no, how about this?"

Willow took her plate and was about to grab her soda when Spike took the plate from her. She looked at him in surprise then smiled as he ignored her and headed to the living room. She followed him with her soda and watched as he put her plate on the table by the sofa opposite Gunn. She sat down, her eyes moving over the television to see what Gunn had selected, "Gunn, its Friday the 13th!"

"Yeah?" he said, giving her a look that indicated she was stupid for stating the obvious.

"We're eating dinner! We can't eat dinner when Jason is chasing after barely dressed teenagers," Willow said with a laugh, "and slaughtering them into little bitty pieces!"

"Oh no, there's a killer after me...why don't I stop and take a shower!" Faith said in a perky voice.

"There's someone chasing me though the woods! Oops, I didn't notice that huge branch right in front of me!" Willow answered back in an equally perky voice before laughing.

"There's a maniac on the loose! Perfect time for a camping trip," Gunn said with amusement.

"Your turn, Blondie," Faith said, including the vampire in their newest ritual of making fun of the genre of movie they were watching.

"My turn?" Spike looked at them as if they were crazy. He couldn't figure them out. He knew that none of them had ever been friends really, knew they'd only been together for a couple of weeks at most, yet they were acting as if they were a family. They had routines and rituals and seemed like they were part of something. And now the slayer seemed to be giving him a chance to be part of their group, to take part in their stupid game. He found himself wanting to, especially when Willow looked at him and smiled. Deciding what the fuck, he shrugged, saying in a voice he usually reserved for imitating Angel, "We just found our friend with his head in one room and his body in the other....let's go have sex!"

The others looked at him a second before cracking up, Gunn shook his head as he smiled, "Dude, that was classic. You can stay."

"Good one, Blondie," Faith agreed before focusing on her dinner, deciding that maybe Spike wouldn't be so bad to have around after all.

"It was, wasn't it?" Spike said, giving Willow a smug smile, "they like me."

"You're a very likable guy," she said seriously though a smile was threatening to cross her face. She watched him smile slightly before turning to watch the movie, his body moving against the sofa as he got comfortable, his knee brushing against her leg as he chuckled at a particularly gruesome death scene. She got her plate and settled back against the couch, starting a humorous commentary about the cheesy horror movie with Faith in between bites of food, laughing when Gunn and finally Spike joined them with their own comments.

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

"Well, gang, I think it's time for me to get some sleep," Gunn said as the final credits began to roll. He stood up and stretched, covering a yawn before he continued, "I've got to be at work early tomorrow to help Mae do inventory. It's been real, guys. See ya in the morning."

"Night, Chuck," Faith said as she turned off the television. She glanced at the clock, surprised to see that it was nearly four. They'd watched two movies, spending the hours making fun of the poor acting, bad plot, cheesy music, and fake death scenes. Spike had been hilarious, giving them detailed descriptions of what the death scenes should have looked like until Willow would hit him with the pillow as she was laughing and cringing at the same time.

Faith had to admit that she was a bit surprised at how relaxed those two were around each other. She knew they'd been friends, but she'd never thought they'd actually spent time hanging out. Yet, they were comfortable together in a way that either proved her wrong or gave her even more to think about. At the moment, in fact, Willow was laying across the couch with a pillow behind her back and Spike was laying between her legs with his head on her stomach, swatting her hand away from his no longer quite as bleached, longer and slightly curly hair. They gave every impression of having been best friends forever. She and a certain redhead were going to have a chat soon, she decided, put some of her new detective skills to work. She wanted to know what was happening between Willow and Spike, because there was no way that she was going to believe after watching them together the last few hours that there wasn't anything happening. She would have to be sneaky in her questioning, figured that Willow was oblivious to the fact that there was something happening at all between her and the vampire she called friend. That made it all the more fun, in Faith's opinion. She smiled as she stood, her mind running through various questions she could ask without raising Willow's suspicions. Faith picked up the discarded soda cans and went to put them in the kitchen, cleaning things up before they headed upstairs, her mind continuing to think of ways to find out what she wanted to know.

"Good night, Gunn," Willow called out as she gave him a smile before turning her attention back to Spike's hair. She didn't really know what had happened between them from the time she had seen him at the office until now, and she didn't really care to try to figure it out. All she knew was that he had let his guard down, that he was more relaxed and happy than she could remember ever seeing him. He seemed to be enjoying himself, making himself right at home. He'd even been relatively nice to Faith and Gunn, seemingly to hit it off well with the other guy, making plans to go play pool that night in fact. It was nice seeing him letting people get closer than normal. Speaking of closer, somehow they'd ended up moving their positions during the last movie, his head resting on her stomach. It had given her a chance to play with his hair, something she'd always wanted to do, but never dared try. It was different than it had been at that time. He'd not bleached it in awhile, the blond streaks fading and leaving a dirty blondish brown color that was rather nice but she honestly missed the shocking white of the bleach. Spike could look attractive even with purple hair, but the bleach brought out the color in his eyes, the contours of his face, and gave him a bit of a dangerous edge that was just yummy, in a merely friendly observing kind of way. He'd let it grown out some, too, the length soft and slightly curly. She moved her fingers through the curls, laughing as he again tried to slap her hand away. She figured if he was too annoyed with her messing with his hair, he'd get up and move. So far, he hadn't. He'd just grumbled and given her a glare or two and muttered something about finding some bleach.

"Are my roots showing, luv?" he asked, giving her a pointed look as she continued to play with his hair. She'd been driving him crazy for the past half hour, her fingers brushing against his scalp, twisting his hair this way and that. He hadn't minded, rather enjoying the feeling of being touched in such an innocent way. It would have been very easy to close his eyes and just concentrate on the warmth that surrounded him, to turn quickly and sink deep inside her, to feel her touching him everywhere. But, he couldn't do that. Even if it would only take him five seconds. He'd figured it out in detail during the last movie, being bored with the film after twenty minutes. He'd worked thought the entire idea, allowing a second to turn, a second to unzip his pants, two seconds to pull hers down and move her legs around his waist, and a second before he'd be sinking into her tight warmth. Five seconds. That's all it would take. Maybe less if he really concentrated. That's all he'd been thinking about for nearly an hour. His mind had moved to the redhead behind him who had been squirming and laughing and groaning and then playing with his hair. A green eyed temptress that had no idea where his thoughts were. What the hell was he thinking? This was Red. His friend. His only friend. That was what he kept reminding himself as he had grown hard, as the images of her writhing beneath him with her beautiful face twisted in pleasure filled his mind, as he could almost hear her voice screaming out his name.....just his friend. Even now, as her scent filled his senses, he kept repeating those three words to himself, just a friend.

"Yeah, they are," Willow said, "you need to get up, Spike. We can't lay here forever."

"Don't wanna move," he muttered, making a mental note to get his hair done soon. He'd considered letting it go normal, back to the color he could only vaguely remember. Now, though, he had decided to keep it bleached. He liked the look, had been told that he wore the color well, felt a bit lost without it. He felt Willow's fingers twist his hair again and realized that he'd get it bleached but he wouldn't get it cut. He rather liked the sensation of her playing with his longer hair. Maybe a trim since he had no intention of looking like the poofster he'd met earlier, but leave it a little long on top so that Willow's fingers could tangle it in whenever she wanted to play. He groaned as visions of playing with the redhead filled his mind causing him to sit up quickly before she noticed the hardening arousal that was pressing against his jeans. He gasped when he felt his hair being pulled, glaring at her as he said, "Bloody hell, luv, that's my hair you're pulling out!"

"Sorry, Spike. You sat up before my hand was moved," Willow replied with her own glare.

"Will, you want to sit outside before bed?" Faith asked as she entered the room, immediately noticing the tension that hadn't been there five minutes before. What did she miss?

"Sure, Faith," Willow said, her eyes moving to look at her friend as she gave her a smile, "I think I could use some fresh air."

"Slayer, could you go on up?" Spike asked, his eyes on Willow's profile, "I've got to talk to Red for a minute."

"Sure, I'll change into my pajamas and meet you on the balcony, Willow," Faith said, her eyes curious as she moved to the stairs.

"What? Are you going to snap at me again for something you caused?" Willow asked, turning to look at him.

"I'm sorry for yelling, pet," he mumbled, hating to apologize, but also realizing that he'd taken out his frustration at being aroused on her. The pain from his hair had been nothing, if anything adding to his arousal, so he'd snapped at her. He didn't want to piss her off, though, having enjoyed his night with her more than he cared to admit. He didn't want to lose her when he'd only just found her again. It might be pathetic as hell, but he really did want to be her friend. He wasn't ready for anything more than that right now, not that she'd ever be interested in him that way even if he did want a relationship, which he didn't.

"Yeah, well, I'm sorry for pulling your hair," Willow admitted with a sheepish smile.

"Thanks," he said softly, giving her a slight smile.

"For what?" she asked, looking at him with curious green eyes.

"For letting me stay here, for including me with your little group of friends, for everything you've done for me, for just being you," he leaned over and brushed his lips against her forehead, his hand moving across her cheek as he pushed the hair away from her face before he pulled back and smiled, "you'd better run along upstairs before the slayer comes looking for you. I think I'm going to get some rest, myself. It's been a long couple of weeks. Sweet dreams, Red."

"Sleep well, Spike," she whispered with a smile as he moved past her to the stairs, going up to his room. She sighed softly as she watched him until he disappeared, not realizing that her hand had moved to touch her cheek. Shaking her head, she came out of her daze and turned off the lights downstairs, leaving one on for Lorne, before she went upstairs to change into her pajamas before joining Faith on the balcony. She passed by the upstairs bathroom, hearing the water running in the shower, a vision of Spike standing naked with drops of water cascading down his pale flesh flashed into her mind, causing her face to flush as she hurried into her room. She fell on the bed, her arm going over her face as she groaned at the familiar arousal that was teasing her. She could do this. She was strong. She could ignore the crush that had never really faded, she could ignore the desire she felt just from watching him smile or hearing him laugh. Yes, she could do it. She'd done it for years, after all, so she had practice. She would be friends with Spike, just friends.

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

Faith looked up with a smile when she heard Willow's door open. The redhead walked onto the balcony, her eyes closing as she took a deep breath and slowly let it out. Faith asked, "Did you get Blondie tucked in?"

"He's in the shower," Willow replied as she walked to the middle of the balcony where they had put the chairs. She sat down, tucking her right leg underneath her as she made herself comfortable. "I heard it running when I came up."

"That's a nice image," Faith laughed softly, knowing that, while Spike might not be her type, he was one fine man.

"Faith!" Willow exclaimed as she looked at her friend, having finally managed to get said image out of her mind only to have her friend bring it back. "Can we discuss something other than Spike naked in the shower?"

"I never mentioned the naked part," Faith said with a slight leer, "guess we know where you're mind is, young lady."

"Of course he'd be naked if he was in the shower," Willow said, finally groaning and saying, "That's enough teasing, Faith. I was not thinking about Spike naked in the shower. Nope, not at all. Not this girl, cause it would be wrong to think about your friend like that. So, no naked Spike thoughts for me. Got it?"

"You're no fun, Red," Faith said with a slight smirk. Oh yeah, this was fun. Willow was always in control of everything usually, with her lists and her plans and her goals. It was great seeing her so off balance, so alive! And Faith had Spike to thank for it. Would wonders never cease?

"Sorry, it's been a long night," Willow muttered, running a hand over her face and through her hair as she whispered almost to herself, "He just drives me crazy, you know? I can't ever figure out what he's thinking. He's unpredictable and infuriating and funny and sweet and smart and arrogant and he makes me feel...I don't know."

"You're forgiven," Faith said, deciding to ignore what she had clearly heard Willow saying. He makes her feel. That was all she needed to know. She'd heard enough to know that Willow's crush on the vampire was still alive and well. She saw confused but relieved green eyes look at her and sighed, knowing that Willow probably had no idea that she had feelings for the blond, knew that it was way too soon to confront the redhead. Spike had only been there a few hours, seemed to be interested in being Willow's friend, gave her the impression of someone looking for a new start like the rest of them, and Faith didn't know him well enough yet to know if he deserved Willow or not. There was plenty of time for serious conversations later, once she was certain that Willow wouldn't end up hurt and that Willow did indeed care for the blond vampire as something other than a friend and vice versa. Maybe she was jumping to conclusions and there wasn't anything but friendship? Maybe it would be better to wait and observe and see what happened.

"Thanks, Faith," Willow gave Faith a sheepish smile, knowing that her friend had to have heard her rambling, grateful that the slayer had decided to let it drop. She added, "I'm really glad that you and Gunn gave Spike a chance tonight."

"Who are we to judge anyone, Red?" Faith asked, "Besides, he's not that bad when he drops the big bad evil vampire act. He's got a wicked sense of humor and is pretty damn smart."

"He's one of the smartest people I've ever met," Willow agreed truthfully. She could spend hours talking to Spike and never get bored.

"He makes a good addition to the family," Faith decided, "but we really need to discuss your habit of picking up strays."

"Strays?" Willow looked at Faith and laughed. "What are you talking about?"

"First me, then Lorne, then Gunn, now Spike," Faith ticked off the names on her fingers. She smiled fondly at the redhead, "We were all strays before you, Willow. Now, we're family."

"That's so sweet, Faith," Willow said with a smile, before adding, "but don't let Spike hear you referring to him as family. He might have been relaxed enough tonight for whatever reason to let you guys in a bit, but I don't think he's quite ready to want to be called family by a slayer."

"That will be our secret, then, Red," Faith decided with a smile. She had a feeling that Willow was right about Spike. He'd seemed to have fun hanging out with them but there was still a slight edge to him. He didn't trust them yet, didn't really like any of them except Willow yet, and she figured it would be some time before he called them friends. No, thinking he might be considered part of their family would probably scare him away, and that would make Willow sad which wasn't a good thing.

"That's probably for the best for now," Willow said, suddenly frowning as she realized that he could leave at any time. He hadn't said a word about how long he was planning on staying in New Orleans. He might not want to move here. She didn't like that idea at all. It was nice having him around. It had only been a few hours, but it had been great. She enjoyed talking to him, teasing him, just being with him. Always had, but it was different now. She couldn't explain how or why, but it felt different. She figured it was because they were in a new town, different surroundings and different people around them. Either way, it was nice and she didn't want him to leave any time soon. She'd just have to do her best to include him in their lives, make him feel needed, give him reasons to stay. She'd become his best friend and then he'd never want to leave. Yeah, that's what she'd do. She'd forget her crush and attraction and focus on the friendship and affection.

"My lips are sealed, then," Faith said, watching as Willow got lost in thought. She knew it had to be about Spike, but what? Whatever it was had caused Willow to get a determined gleam in her eyes and flashes of her resolve face could be seen. Okay, there was definitely something happening between Willow and Spike. She didn't know what, exactly, but it should definitely make for an interesting show. It was going to be a lot of fun to sit back and watch and wait for the fireworks. Because, Faith was confident that once Willow and Spike moved past the friendship to the 'and more' parts, which would eventually happen if her observations were accurate, that there would be tons of fireworks. She couldn't wait! Willow deserved passion, love, fireworks, bells ringing, and a happily ever after. And maybe, just maybe, Spike was the man to give it to her. Faith was a firm believer in fate and destiny, even though she'd probably deny having such romantic notions if confronted, and she thought it was too coincidental that Spike just happened to end up in New Orleans and just happened to run into Willow. Some things were just meant to be.

"What are you thinking about?" Willow asked as she came out of her thoughts and looked at her silent friend.

"Nothing," Faith said with a slight smile, knowing that Willow didn't need to hear that her best friend had decided that she and Spike were destined to be together. The redhead would probably laugh and then tell the slayer to get some sleep. Of course, maybe she'd be right. Maybe Faith was over thinking everything. She had a tendency to do that at times. She'd let it drop for now, sit back and watch, then think about it all some more. Changing the subject, she asked, "So, are we gonna meet Gunn for lunch tomorrow afternoon again?"

"Yeah, we can," Willow said, deciding not to push Faith since the slayer had ignored her earlier comments about Spike without teasing or questioning and had simply let the matter drop. She'd repay the favor now, adding, "I'm not going into work until dusk, so I've got all day open."

"Coolness," Faith declared as she stood up, covering a yawn, "On that note, I'm going to get some sleep. Wow, in bed before dawn. I'm proud."

"You should be," Willow laughed as she watched Faith enter her room and close the door. She would probably see the sunrise, herself. She rarely slept for more than a couple of hours a night, had picked up that habit over the last few years and never felt a need to break it. She was okay with only a few hours and it gave her more hours in her day, so it was all good. She settled back in her chair, her mind thinking about her new job, the new house, her family, and finally Spike. A small smile crossed her face as her green eyes looked at the sky as she continued thinking, waiting for the approaching dawn of a brand new day.

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

What are you doing here, William?

That was the question that Spike had been asking himself since he'd left Willow downstairs nearly two hours before. He was still not closer to having an answer. He was laying on the bed that was far too comfortable to allow in depth thinking, that being his only explanation for not being able to figure out an answer to the question that currently ran through his mind. He shifted on the bed, the cotton of the sheets feeling rather nice against his bare skin. He'd had a shower, a nice long shower with warm water and fluffy towels afterwards. It was then, during his shower, that he had first asked himself that annoying question. Oh, he had some answers to it, but nothing that really satisfied him.

He was there because Willow had asked him to stay. He'd always liked the little witch, maybe a bit too much, and he'd not wanted to hurt her feelings by saying no. Ha, that was a laugh. As if he would have turned down his own room in this fantastic house to go sleep in his car somewhere. Of course, he also couldn't have told her no when she'd looked at him with those big green eyes so full of confidence one minute and insecure at the next. She was an enigma, his Red. He'd never been able to figure her out during the years in Sunnydale, and she still managed to intrigue him. So, yes, part of the reason he was there was because of Willow. Whether it be because he'd not wanted to tell her no or because he was intrigued by the pretty little redhead that had haunted many a dream since they'd met or because he'd not had anywhere else to go and she'd offered him friendship which meant far more to him than she'd ever guess, it didn't really matter. He had agreed to stay in this house, sharing it with her and her friends.

He moved on the bed again, unable to even think about sleeping when his mind was this active. He'd spent the evening watching bad horror movies with a slayer and a demon hunter, and had enjoyed it. He'd been rather impressed with Gunn, sharing several laughs and even agreeing to meet to play pool the following evening. He'd also been surprised by Faith. True, he'd worked with the slayer for weeks before leaving Sunnydale, but she'd always been guarded, cautious, and careful. Nothing like the smiling, happy girl he'd seen tonight. It was Willow's fault, he decided. He could blame the redhead for persuading him to stay with her and for forcing him into a situation where he had let his guard down just a bit and found himself liking both the humans that he should have hated. Yep, all Red's fault. He smiled slightly as he heard her moving around in her room. Silly girl was still awake, not seeming to be able to sleep. Served her right. She'd managed to completely upset his life in less than twelve hours so it was only fitting that she not be able to sleep until he could.

He glanced at the clock, seeing that it was after six. He'd smelled the rising sun only a few minutes before, but hadn't realized it was quiet so late, or early depending on the way you look at the situation. It was well into a new day, his second day in New Orleans. He looked at the ceiling as he thought about everything that had happened since arriving in the town. He knew he was damn lucky to have run into Willow, finding the only person he'd called a friend in years. He'd thought of her many times since he'd left Sunnydale, hoping that she was okay. To have found her again in New Orleans was just unbelievable, but in a good way. Judging from the feelings that had gone through him throughout the evening, feelings of friendship and belonging and more confusing feelings that he didn't want to think about it just yet, he knew that he wasn't going to be leaving New Orleans. As corny and human as it sounded, he wanted to be friends with Willow. Well, better friends than they already were. At the moment, their friendship was tentative and casual and new, neither one having been allowed to explore it too much with Buffy and the others around. Now, without their expectations on behavior and the limitations they'd had in Sunnydale, he wanted to see if they could build a friendship that was strong and fun, one that made him feel like a part of her life.

There was the problem of his attraction to her, of course. Well, it wasn't really a problem. It was something that had existed since he'd first kidnapped her and Chubs all those years ago. Even now, he could close his eyes and remember her from that night in vivid detail. The color of her sweater, the scent of her fear mixed with the sweet scent of arousal that he'd been able to smell even as she tried to deny it, the feel of her hands on his shoulder as she'd tried to comfort him, the taste of her neck as he'd run his tongue along the tender flesh...stupidest thing he'd ever done in his life had been leaving that warehouse before he'd had her, leaving without her because he knew that once he'd had her, he'd have never given her up. It outranked shagging Buffy as one of the biggest mistakes in his life. He could easily bring to mind a variety of other times that he'd nearly just said fuck it and kissed her, touched her, shagged her like crazy. Even at the height of his obsession with Buffy, he'd still ached for Red. He'd done a good job hiding those desires, though, pushing them away into the corners of his mind as he'd concentrated on becoming her friend. Friendship was the best idea, anyway. He could be friends with her, just friends. He'd dealt with the attraction for years so he knew he could control it rather easily. After all, no one knew that he wanted Red, would never guess he had wanked hundreds of times to visions of her beneath him begging for more, would never think that he had started to be her friend with the ulterior motive of making her fall in love with him. He frowned as he thought about how that plan had gone wrong, her getting involved with Tara, him becoming obsessed with Buffy, her nearly destroying the world as he'd received his soul, nearly going crazy...yeah, it had been a pretty fucked up few years.

Maybe it just hadn't been the right time, a part of his mind that he usually tried to ignore whispered. Maybe he'd been meant to get involved with the slayer, to lose her, to gain his soul, to lose the implant, to leave Sunnydale so that he'd end up in New Orleans. Maybe, just maybe, he was meant to find Willow in this new town where they were both starting over. When he'd first seen her dancing with Buffy so many years ago, he'd felt a connection to her, dismissing it because he'd been occupied with killing her best friend and saving his Princess. Was it possible that she was supposed to be part of his life? God, could he sound any more pathetic? They were friends, not soul mates or fated lovers, just friends. He liked having her as a friend, having enjoyed their evening together a lot. It had been relaxed and comfortable. He'd been able to be himself without fear of being judged, been able to tease her and laugh and just enjoy life for a little bit. It had been nice, being with her, and was something that he hoped was repeated often.

He cocked his head slightly as he became aware of a door closing downstairs. It had to be the demon, just in from his date with the master, he decided as he made a face. That was the one problem he had with this new situation. Basilio. Spike hadn't liked the vampire at all. Not one bit. He especially hadn't liked the cutesy little nickname the master had given his Red. The bloke might be her boss, which meant that Spike had to be reasonably polite for Willow's sake, but it didn't mean that he had to like the pouf. He shifted on the bed again, moving the pillows behind his head as the house grew silent again. He had finally decided that it was time to stop thinking and try to get some rest. He closed his eyes, his mind easily bringing forth an image of Willow as she had looked on the sofa earlier that night. Her eyes teasing as she'd played with his hair, her fingers on his head, the feel of her body around him as he'd laid between her legs. His hand moved down his nude body until he found his hardening cock, beginning a lazy stroking motion as he continued to think about that night, remembering how easy it would have been to turn and sink deep inside his Red. He groaned as vivid images flashed in his mind, the smell of her fresh in his memory, almost able to taste her sweet kiss as he began to move against his hand. It didn't take long for him to find release, biting his lip to keep from calling out her name as he spilled his seed onto his hand. Falling back against his bed, he brought his hand to his mouth, his tongue cleaning himself off as he opened his eyes, glancing at the wall that separated him from the object of his thoughts.

"Give me strength," he muttered to himself before closing his eyes and drifting off to sleep.

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

Willow didn't go to sleep. She wasn't tired and decided to just start her day earlier than normal. She took a shower and got dressed, trying to be quiet as she left her room. She didn't want to wake anyone, knowing it wasn't even seven in the morning yet. She glanced at the balcony doors, wondering if she needed to pull the curtains. From what she could remember, the sunlight never really came directly into the hall and it definitely wouldn't be close to Spike's door so it should be okay. She went downstairs, her eyes checking the windows for threat of sunlight before deciding that they were safe. She sniffed the air, surprised to smell coffee. She wandered into the kitchen and poured her a cup before moving into the living room. She found Gunn dressed for work, sitting on the sofa and watching the news. He smiled a sleepy smile in her direction before drinking more of the strong coffee that he had made. She sat down in the chair that Faith usually occupied, telling him, "Good morning."

"It's too early for normal people to be awake," he declared, wondering how he had been drafted into doing an inventory on his second day of work. Because Mae had asked, telling him how much easier it would be if she had someone else to help her, and he'd volunteered because it was extra money and would mean he'd be off work earlier which was always a cool thing.

"I'm awake," Willow said as she drank more of her coffee.

"Exactly!" Gunn gave her a smile as she stuck her tongue out at him. He covered a yawn before asking, "So, it looks like we've got a fifth roomie, huh?"

Willow smiled, "You okay with that?"

"He has color in his wardrobe, doesn't brood constantly, and has a wicked sense of humor. Red, I lived with Angel for over a year," Gunn said with a laugh, "after spending that much time with Fang, I think I can handle Spike....question is, can he handle us?"

"I don't know," Willow shrugged, "I guess time will tell. He's really a great guy, underneath the 'big bad vampire' thing. Thanks for giving him a chance."

"You like him," Gunn said, "that's enough for me. Besides, I'm now not the only man surrounded by women! Thank the Gods for that...."

"You don't count Lorne?" Willow asked, laughing as he gave her a pointed look, "Okay, I can see your point."

"Why are you up so early?" Gunn asked as he finished his coffee.

"Couldn't sleep," Willow said, glad that they seemed to have moved to a new topic of conversation. It wasn't that she minded talking about Spike, it was just that, right now, she was a bit confused about how she felt about the blond vampire and it was easier not to discuss him too in depth for fear of slipping and admitting that she was having some impure thoughts about him. She pushed those particular thoughts from her mind as she continued talking, "I thought I might go to the grocery store and pick up some stuff. We're out of a few things already, and the early morning is a good time to go."

"You can borrow the car," Gunn offered, knowing that he wasn't going to be using it. Markine had been nice enough to allow him to keep it parked in her lot so that he wouldn't have to pay garage fees, but he hadn't used it since they'd gone shopping on Sunday. Everything was pretty much within walking distance of their house so there wasn't much need. He did know, though, that Willow would have to drive to the nearest supermarket that would be open at this time of day and that would have enough of a selection to suit her.

"Thanks," Willow smiled, "do you need anything while I'm at the store?"

"Nah," he shook his head, "I'm good. Actually, can you get some more cookies? Faith and I finished the chocolate chip ones last night during the movie."

"I'll add it to my list," she said, making a mental note to get several packages of cookies. She also planned to get some things for Spike. She knew his favorite junk foods and thought it might make him feel more comfortable if he had some of his own stuff in the kitchen. She also thought she might pick up some shampoo and soap for him, not sure if he'd be too fond of the girly scents that were now in the spare bathroom. She frowned as she wondered if he needed a toothbrush. Did vampires brush their teeth? She assumed they did since his teeth were always so white. She'd get him a toothbrush and toothpaste just in case. She wanted him to feel like this was his home so that he wouldn't decide to leave or be unhappy.

"The keys are on my dresser," Gunn said as he finished the last of his coffee and stood. "I'd better get going. I told Mae I'd be at the store before eight."

"Have a good day," Willow smiled at her friend as she asked, "do you want to meet me and Faith for lunch again?"

He nodded, "Yeah, that's cool. About twelve?"

"We'll be there," Willow said as she leaned over and flipped the news to watch cartoons as she finished her coffee. When she was done, she turned the television off and went to the kitchen. She cleaned out the cups that she and Gunn had used, drying them and putting them away before she went down the hall to his room to get his car keys. When she was back in the living room, she wrote a brief note saying that she'd gone to the store and would be back soon, just in case someone woke up while she was gone. She didn't want her friends to worry, not that she expected them to be up for several more hours. When she finished the note, she took the keys and left, adding various items to her grocery list as she walked to the hotel parking lot.

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

"Charles, could you please move that box over here?" Mae asked before she ducked back behind the counter to finish counting the key chains that were stored there.

"No problem," he said as he lifted the box and placed it on the counter for her to reach easier. When he was sure that it was secure, he walked back to the back of the store and picked up his clipboard. He'd been at work a little over an hour and was still counting the stock of magic supplies. Why Mae needed to know exactly how many roots and lumps of brown stuff and other crap that was back here she had, he didn't know, but he kept his mouth shut and counted. He was nearly done with this area, anyway, and then he'd move to the wall of pictures and candles. That should be easier, most being able to be counted without touching. Unlike this smelly root that seemed to linger on his skin and that he feared might not be easily removed with soap and water. He bet Willow would be able to tell him exactly what it was called and used for just by smelling his hand.

"Charles, I'll be right back," Mae called out before he heard the bell on the door sound.

He finished with the root, writing the number down before he stretched. He was still tired, not used to being up quite this early. He'd kept weird hours most of this life, needing to be awake at night to fight vampires and demons during their nocturnal feedings. He was used to sleeping into the afternoon, that habit increasing once he'd started working with Angel. It had been a rare day that he'd be in bed before dawn, sleeping until mid-afternoon most days. He left the corner of magic supplies and moved towards the candles. Looking at the large display, he rolled his eyes. Maybe this wouldn't be any easier after all. There were stacks and stacks of little candles and big candles and colored and scented. Glancing at his clipboard, he groaned when he saw that he had to count them all by type. Next time that he felt like being a nice guy, he was going to keep his mouth shut. He heard the bell signaling Mae's return as he bent over to pick up one of the boxes of candles that was underneath the shelf. Much easier to count them in the box first, he decided.

He'd just stood up when he had the sensation of being watched. He put the box down, turning quickly to see who was watching him. His eyes widened as he caught the girl doing an inventory on him as if he were for sale. He frowned as demanded, "Who are you?"

"I was just about to ask you that same question," she replied in a sweet southern accent that caused his eyes to narrow.

He moved his eyes over her, deciding that she was harmless. He got no demony feel from her, and didn't even get the same magic feel that surrounded Willow. No supernatural danger but damn she was beautiful, he realized. Skin the color of caramel, silky brown hair that was lighter than the shade of her eyes, full lips that were twisted into a slight smile, nice body, curves and long legs. He crossed his arms in front of his chest, telling her, "We're not open yet. You'll need to come back later."

"Oh, really?" she replied, her voice amused as she moved her eyes over the handsome man that was glowering at her. Goodness, he was attractive. She had been walking towards the office when she'd caught sight of him bending over, freezing as she'd felt her body react in a way that it usually didn't. She'd been drawn towards him, her eyes studying that firm, tight ass molded in denim. When he'd straightened, she'd seen the broad shoulders and slim waist and bald head. When he'd turned around, well, she'd been caught ogling by a perfect stranger that had eyes the color of dark chocolate and a lips that had her wondering what they'd feel like on her skin. Then he'd spoken and she'd practically melted again. Deep voice, husky, his eyes curious and appreciative as they'd swept over, seeming to touch her body before he'd frowned and declared that she needed to leave.

"We open at ten," he said, wondering what she was thinking about. He watched as she moved her hands behind her head, sweeping her waist length hair up into a floppy mess before she moved the clip that was hanging from her shorts to pin it up. She wasn't moving towards the door, nor did she give any indication that she was planning on leaving anytime soon.

"You must be Charles," she said, a smile crossing her pretty face as she watched him process the fact that she knew his name. He was still guarded, suspicious. He didn't trust easy, she realized, studying him as she tried to put some of her freshman psychology into use.

"How did you know my name?" he asked, wanting to know who this beautiful woman was that seemed to know him.

"A good guess?" she suggested with a slight smile.

"I don't have time for this," he muttered, rolling his eyes. "I'm tired, my hands smell like some horrible root, it's dusty in here, it's already hot, and I've got to get this inventory done before we open. Now, tell me who the hell you are, how you know my name, and why you aren't leaving?"

"I'm Jessibelle," she said, deciding to stop playing before he got angry instead of just being annoyed. Something told her that this was one man you did not want to see angry. "You can call me Jessi, all my friends do."

"Jessi, darling, you're late!" Mae said as she entered the store with a bag from Cafa33; du Monde. "I brought some breakfast. Charles, take a break and eat something. It will give you some energy and wake you up."

"Sorry, Mom," Jessi smiled at her mother, watching as Charles suddenly understood, a quick smile crossing his face which caused even more strange reactions to race through her body before he moved past her towards her Mom.

"Mae, you're a woman after my heart," he said smoothly as he took one of the bags from her, inhaling the scent of the beignets that he was fast becoming addicted to. It was Faith's fault, always wanting to get them for breakfast since they'd arrived, not to mention as late night snacks too.

"Sorry, honey, but my husband might have some problems with that," Mae laughed, glancing from her daughter to her new employee and back, a slight smile crossing her face as she saw Jessi acting in a way she'd never seen before. Well, well, well....what do we have here? Deciding to test her daughter, she told Charles, "Have you met my daughter? She was supposed to be here this morning at eight."

"My alarm didn't work," Jessi made a face, hating being late for anything, especially work. She prided herself on being prompt for everything, usually teasing her mother who was always late. That meant that she would hear about being late this one time for who knew how long.

"We met," Gunn said before he went back to eating his breakfast. His hands still smelled of dirty root, but he was hungry and just ignored the smell.

"He thought I was a customer," Jessi said, glaring at her mother, "I guess you failed to let him know that I'd be coming in to help today."

"It must have slipped my mind," Mae shrugged, having not seen her daughter quite so spunky since she'd been a child. A thoughtful look entered her hazel eyes as she looked from Charles who was concentrating on his food and trying to look at her daughter without being obvious to Jessi who was drinking her cafa33; au lait while stealing glances at the handsome man. Mae had to smile, wondering if Charles might be the man to finally break through her daughter's serious shell and teach her how to play and enjoy life. This was going to be fun, she decided eager to talk to her husband about this interesting turn of events concerning her new employee and their daughter, before moving to pick up her clipboard and finish counting key chains.

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

Spike woke up shortly after eight. He glanced at the clock, surprised to see that he'd only slept for a couple of hours. It felt like more, his body and mind rested in a way that it hadn't been for months. He got out of bed, stretching before he pulled on his jeans. He found his shirt and slipped it on before moving to the door. He opened it carefully, glancing in the hall and seeing that it was sunlight free. He moved towards Willow door, listening and not hearing a heartbeat. She wasn't in her room. He turned, hearing the slayer's heartbeat as well as light snoring, his lips twisting slightly as he wondered if the girl knew she snored. He'd be sure to let her know, he decided as he headed downstairs, hoping to find Red.

He didn't find Willow downstairs, but he found a note that she'd left saying that she'd gone to the store. Had she gone alone? He frowned at the idea of her walking around this strange city by herself. Anyone could hurt her, human or demon. It was dangerous wandering around when she didn't know the layout of the land yet. He shook his head slightly, deciding that she could take care of herself and would probably be returning at any time. He went into the kitchen, grabbed a bag of blood from the stack that Faith had got him the previous night, and popped it into the microwave. When it was heated, he poured it into a mug and moved into the living room. He sat in the large chair, his eyes closing slightly as he was surrounded by the scent of Willow. She'd been here, he realized, not long ago. He inhaled slowly, smelling apples, vanilla, jasmine and Willow. He took a drink of his blood, wondering how he was supposed to be her friend when he was hardening just from smelling her.

"You're up early," a sweet voice said, breaking through his mental discussion with himself.

Spike looked up, having not even heard the door open. He stood, moving to help her with the bags she was trying to carry, "Let me get that, Red."

"Thanks, Spike," Willow smiled at him as he took the bags, "just take them to the kitchen. I'm going to run down and get the other bags. I'll be right back."

He cursed the sun that kept him from offering to help her, moving into the kitchen and putting the bags down. He couldn't help her bring them in, but he could help her put everything away. He took out several bags of cookies, looking through cabinets until he found the area where the other junk food was kept. Turning back to the bag, he withdrew a box of Cocoa Puffs, one of his favorites. He smiled as he opened the box, taking a handful of crunchy cereal and tossing it into his mouth. He continued emptying bags, surprised to find a box of the type of crackers he liked to eat as well as his favorite cookies and chips.

"You didn't have to do that," Willow said as she entered the kitchen, putting the other bags down. She smiled at him, "Thanks for helping."

"I opened the cereal," he admitted, taking a minute to look at her. She was wearing an orange tank top that molded her surprisingly full breasts, and denim shorts that gave him a clear view of her long, pale legs.

"It's yours," she said, "I got you some stuff to snack on. You can just put it in the snack cabinet, if you want. Oh, if there's ever anything you don't want to share, be sure to keep it in your room. That's where I keep my stash of sugar cookies and Twinkies so that Faith won't eat them all."

"You bought me food?" he looked from the Cocoa Puffs to Willow, a soft smile crossing his face as he realized that she not only knew his favorite foods, but that she'd taken the time to buy them for him. She was fantastic.

"Yep," she smiled as she handed over the last bag, "I also bought you some stuff for the bathroom. I wasn't sure about the toothbrush, but your teeth always look so white and clean that I thought you must brush them."

"Thanks, Red," he looked in the bag, finding shampoo that didn't smell of flowers like the stuff he'd used last night as well as some plain unscented soap.

"You're welcome, Spike," she said as she finished putting away the last item. "I thought it would be nice if you had some snacks of your own, make you feel more at home."

"You're a great friend," he said sincerely as he moved into the living room.

"Yeah, friend," she repeated, making a face without even realizing it. Sighing, she followed him into the living room. "I'm going to drive Gunn's car back to the parking lot so I'll be back in a bit. Is there anything you need that I forgot?"

"I'm fine. I don't need anything right now, Willow," he said, watching her smile at his use of her real name. He might have to start using it more often, he decided, if he was rewarded with such a pretty smile.

"Okay, well, then, I'll be back shortly," she moved towards the stairs to go downstairs before she turned and smiled at him, "I'm glad you're here, Spike. See you soon."

He watched her leave, a smile crossing his face as he whispered a response to her words, "It's great to be here, Red. It's really great to be here."

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

"Good morning, kids," Lorne said as he entered the living room a few minutes after ten. He smiled slightly as his eyes swept over the scene. Faith was laying on the sofa eating a bowl of cereal, her eyes watching the cartoon that was playing on the television. Spike was sitting in the large chair, a box of Cocoa Puffs sitting open on the table beside him. Willow was sitting on the floor in front of his chair, resting her butt on a pillow as she laid back between his legs. The blond vampire was playing with her hair, twisting it into strange directions before securing it with one of the clips that was on his lap. Lorne had to take a minute to remind himself that the vampire was one of the most fear in the world, that the brunette was a slayer who had saved the world, and that the redhead was a very powerful witch that had nearly destroyed the world and had helped save it a handful of times. At this moment in time, they could very well have been normal teenagers just hanging out with friends or perhaps college kids enjoying a morning free of classes.

"Morning, Lorne," Willow said, unable to move her head to smile at her friend because Spike growled at her every time she tried to move. She felt him twirling more hair and rolled her eyes, knowing that this was payback for her playing with his hair the previous night. She tried to focus on her irritation at being forced to be still instead of the feel of his fingers against her scalp, knowing that the latter would just make her think about other parts of his body against hers which would lead to even more impure thoughts and visions of naked Spike and then she'd be all flustered and aroused and find it more difficult to remember that they were just friends.

"And what time did you get home last night, young man?" Faith asked as she arched a brow and smirked at the demon that had taken a seat on the sofa opposite her.

"It was before sunrise," Lorne rolled his eyes though he couldn't keep the happy smile off his face.

"Barely!" Willow said with a laugh. "I heard you come in and I must say that you nearly broke curfew. Tsk, tsk..."

"Stop moving," Spike told her, smiling slightly as she muttered under her breath but kept her head still. They'd sat together for nearly an hour before the slayer had woken up, talking about various subjects from movies to music to travel. When Faith had come downstairs and taken over the sofa, Willow had somehow ended up moving to sit on one of the large floor cushions, causing him to get the idea to pay her back for the previous night by suggesting that she move to sit against the chair so that her back wouldn't hurt. She'd done so and he'd immediately gone to work on her hair.

He'd spent years brushing Drusilla's hair, putting it up in one of the current styles that she'd request, listen as she rambled on about the stars as he tried to concentrate. With Willow, it was different. She gave him full control to do whatever he wanted, talking to the slayer as he worked, not disturbing him at all except with her moving. Poor girl hated to sit still nearly as much as he did, it seemed. He knew from memory that she liked to stay busy. She'd research or be writing or doing homework or some other task even as the others laid around and relaxed. The few times he'd seen her relax, he'd known that she was thinking, lost in thought, her mind being active even when her body wasn't. He could understand, not having the patience to sit still much himself. His energy had driven Angelus crazy, because, unlike Willow who could be content sitting and working on some project, Spike tended to like to fight and hunt and play. He'd hated the wheelchair because he'd been forced to sit for so long, but, in the end, it had probably done him good. He'd learned to sit and occupy himself for hours upon hours with books and watching telly. And now he was being rewarded by getting to fix Willow's hair. Good grief, he was happy about playing beauty parlor with the redhead, and it didn't bother him. Had to be the soul, he decided.

"Damn, Blondie," Faith let out a whistle as she turned to look at Willow and Spike, keeping the smug smile off her face as she sincerely said, "you're pretty good at that."

"Had a century of practice, slayer," he responded as he removed a clip and tucked the hair together before securing it.

"Drusilla," Willow said softly, having figured out why Spike seemed so knowledgeable when it came to brushing her hair just the right way, making it so gentle that it didn't feel like it was being brushed, and for doing whatever it was he that he was doing that required her to be so still.

"My Princess liked me to fix her hair," Spike said, able to talk about his sire without regret or devotion, with remembered affection instead. It was one of the few things that had been good about his time in Sunnydale. He'd put Drusilla in the past, where she belonged. He was much happier without her than he'd ever been with her. Only took him a hundred and some odd years to realize that.

"Well, if it usually looked that good, I can understand why," Faith said, beyond surprised that Spike, one of the most dangerous vampires around even with a soul, was sitting in a chair a few feet from her making Willow's hair look like something out of a Jane Austin movie. It was perfect, swept up just the right way to set off Willow's face, pinned back so well that it didn't even look like anything was holding it up, little strands left along the redhead's neck and caressing the sides of her face in just the right way. She found herself asking, "Do you think you might could do mine like that sometime?"

Spike looked at the slayer and arched a brow, trying to see if she was serious. She was. The slayer wanted him to do her hair? He frowned, not sure if he wanted to answer that question yet. Of course, she was Red's best friend, for now until he'd taken over that primary best friend position and made her the other friend, and she was letting him stay there without one bitchy remark or threat. Finally, he shrugged and said, "Maybe."

"Cool," Faith nodded, smiling as she looked back at the cartoons, thinking how cute Spike and Willow looked together this morning when she'd woken up and found them talking. Her friend was even more happy than she had been, which was a lot of happiness. And Spike seemed more relaxed than she'd ever seen him, though she honestly didn't know him well enough to know if he was happy. He seemed to be, and really did seem to like Willow. That was good enough for her.

"Lorne, when are we going to start discussing the club?" Willow asked, smiling softly at Spike's agreeing to consider the idea of fixing Faith's hair. He was really trying to be nice and it made her think he must be enjoying his stay with them so far.

"Whenever you want, Cupcake," Lorne said, knowing that he needed to get things started on the club soon, anyway. It was in pretty good shape as it was. Would probably need some painting and new fixtures, definitely a new stage and some of the boxes moved out, but, once he had a theme in mind, it probably wouldn't take a couple of weeks before it would be operational.

"Great. I've come up with an idea that might work," Willow smiled, not able to face him so that he could see her excitement, "but I think I'll tell you when Spike finishes with my hair. That way, I can show you my notes and some of the sketches I've made."

"I'm nearly done, luv," Spike said, curious as to what they were talking about. He glanced at Lorne, asking, "What's all this about a club?"

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

Lorne looked at Spike and was surprised to see actual interest in the vampire's blue eyes. He felt himself smiling as he began to talk about his new club, the excitement evident in his voice, "I'm going to have another club, finally. I don't think you knew that I owned a sanctuary in LA, Caritas. It was a lovely time, just listening to bad singing and reading people, playing host to all sorts of interesting personalities. Then, I met Angel and eventually ended up having the club destroyed in one of his many escapades for redemption blah, blah, blah. By that time, there was so much happening that I never bothered to rebuild, instead focusing my attentions on fighting the good fight."

"The lower level of the house is zoned for business so we're turning it into a new, fantastic club for Lorne to run," Faith said, glad to see the demon so enthusiastic about his new business.

"A sanctuary?" Spike's eyes grew thoughtful as he finished with Willow's hair. "Sounds like a good idea. I'm willing to help, if you want."

"That would be great, Spike," Willow smiled, glad that he seemed to be interested in the idea of their club and that he wanted to help. He'd said the words with his usual tone, acting as if he could care less if they asked him or not, but she knew him well enough to recognize that he wanted to participate. "The old place isn't in too bad a shape, but there is going to be some painting and lifting and moving so we could definitely use the help."

"Well, you've got me now," he said, putting the last pin in her hair as he ran his fingers along her neck, "Finished with the hair, luv. Why don't you tell us your ideas for the place while I tackle that rat's nest that the slayer calls hair?"

"You're going to do mine next?" Faith looked at Spike and smiled, not even insulted by his comment about her hair.

"Would you stop whining if I said no?" Spike said, rolling his eyes. "As if I had any choice in the matter."

"You know you enjoy the praise," Willow said, moving from between his legs to smile at him, knowing Spike well enough to know that he was eating up the fact that he was being told how good he was at styling hair. She got to her feet, telling them, "I'm going to run upstairs to get my notebook."

"Her hair looks great, Blondie," Faith said with a sincere smile. "If mine looks even half that good, I'll be happy."

"Just what I always wanted to do, make a slayer happy," Spike muttered, glad that no one could see him getting ready to fix the slayer's hair. He threatened, "If you tell anyone, I mean anyone, about this, I'll put hair remover in your shampoo."

"My lips are sealed, Spike," she said, slightly amused at his attitude but glad that he was going to give her a neat upswept hair style like Willow's. The redhead always looked pretty, but he had chosen a style that complimented her face and neck and looked elegant at the same time it looked casual.

"Whatever," he watched her move to sit between his legs, deciding that it wasn't nearly as enjoyable having her there as it had been having his Red. He knew it wouldn't take long to give her an easy style, not wanting to spend even a fifth as much time fixing her that he'd spent on Willow. He took the brush and began to move it through the slayer's thick hair, not being as gentle as he had with Willow, figuring that the slayer was tough, besides it was rather smile inducing to hear her grunt as he pulled at her hair. Teach her to not let it get so tangled, he decided.

Willow grabbed her notebook and ran into the bathroom, wanting to see her hair. Her eyes widened slightly as she saw herself, a soft smile crossing her face at Spike's well done job. She looked good, she decided. He'd left a few strands of hair touching her face and neck, the rest pulled into an elegant mass of red. She wasn't quite sure why it had taken him so long to finish, but decided that it hadn't been too awful having him brushing her hair and his fingers touching her as he'd worked. She'd change into a pretty sundress before going to lunch, something to match such a beautiful style instead of the shorts and tank top she was currently wearing. She left the bathroom and headed back downstairs, hearing Lorne's voice as he was describing the first time that he'd met Angel, smiling as she heard Spike laughing at the demon's description of his grandsire's singing, not too surprised to see Faith sitting in the spot she'd just vacated letting Spike fix her hair.

"Did you hear that, Red?" Spike asked with a smile, having felt her enter the living room. He glanced at her, smirking as he said, "Peaches sang Mandy....I told you he was a poof!"

"That's not a bad song," she said, having to giggle as three sets of eyes turned to look at her, "Okay...okay. I won't defend his song choice, but Angel's my friend so I'm not about to agree with the poofy comments."

"A friend?" Spike snorted, frowning at the rush of jealousy he felt at the idea of his Red and Peaches being friends, chatting on the phone, sharing private jokes. He didn't like that at all, he realized. Shaking his head a bit, he turned his attention to the slayer's hair, deciding that it was definitely a good idea that he was going to become her best friend.

"Ouch," Faith said as she felt his grip on her hair tighten. She made a face at Willow, her eyes growing thoughtful as she wondered why he had gotten upset about the idea of Angel being Willow's friend, having no doubt that it had been that recent bit of conversation that had caused him to be rather rough with her. A slow smile crossed her pretty face as she realized that he didn't like the idea of Willow and Angel being friends. And things just kept getting more and more interesting.

"Sorry," he muttered, twisting her hair and pinning it, knowing the exact style to give the slayer. It had been one of Dru's favorites when they'd gone hunting, framing her beautiful face with tendrils as some was pinned up. It wouldn't fall down if the slayer was fighting unless the pins were removed. A style for action as well as looks. He'd given Willow a style that had been for fancy dress parties that he and his sire had attended, him loosening some of her pretty red hair a bit to keep it from being overly serious. She looked gorgeous, he decided, taking a bit of pride in the job that he'd done. He still had it, it would seem, even though it had been years since he'd had practice.

"I have my notes, Lorne," Willow said, deciding that she wasn't going to bother trying to defend her friendship with Angel to Spike, knowing that the blond vampire wasn't particularly fond of his grandsire and that that was the reason he was annoyed that she was friendly with the dark haired vampire.

"Well, don't keep me in suspense, Willow," Lorne said, eager to hear the ideas the redhead had come up with, knowing that he'd probably love them all. "Sit down and tell us!"

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

Willow sat down beside Lorne, a smile crossing her face as she started to tell them her idea, "Okay, it's really nothing too dramatic, but I really think it would work."

"Tell us already, Red," Faith said, laughing at her friend's enthusiasm coupled with the fear that they might not like her idea.

"Masquerade," Willow said simply, looking at Lorne.

"Masquerade?" he repeated, a curious gleam entering his eye. "Tell me more."

"I thought that we could use some of the staples of the city with our own twists," Willow explained. "Masks, costumes, being someone different for a few hours."

"Masks?" Faith was interested, liking the idea of dressing up as someone else.

"Yeah," Willow smiled. "I don't mean all the time. Weekdays we can have karaoke and drinking and just be a normal club, but, on weekends, we can have fun with it."

"Masquerade balls on weekends," Spike said, arching a brow as he slowly smiled. "Humans could mingle with demons and be none the wiser. They'd just think it was a costume."

"Exactly," Willow smiled at him, not at all surprised that he understood what she meant.

"I like it," Lorne decided, "we'll take elements of the city and mix in our own style, create a place that people can go to escape for a few hours, if they want, or where they can sit back and enjoy a nice drink with friends."

"We can get some local bands to perform on Friday and Saturday," Willow said, "I was thinking we could do the decorating as elegant yet funky."

"Let me see your sketches," Lorne asked, looking at some of the designs the redhead had created. "These are quite good, Cupcake. I love this large mask. We could put it behind the stage area, maybe."

"Thanks," Willow was glad that they liked her idea. She'd given it a lot of thought, wanting something that could be enjoyed by both humans and demons. She had also liked the idea of incorporating elements of their new city into the club. Everywhere you looked walking through the Quarter were masks and costumes and hats and stuff like that. Their new hometown liked to dress up and have fun from what she could tell.

"I'm thinking that we can use black and silver," Lorne said thoughtfully, "with some bright but dark colors throw in the mix."

"Maybe purple and burgundy," Faith suggested, "and forest green and a dark blue. Oh, we can have event nights and costume parties and this is just a great idea."

"I like the idea of bands on the weekends," Lorne told Willow, "I never had anything like that at Caritas, but I think it would be perfect for the weekend nights."

"We could have an amateur night on Sundays, maybe," Willow suggested, "and then do the regular karaoke on the weeknights. I thought we could have one night a week when we hand out different masks to the people coming in if they don't have one, just sort of keep things light and fun."

"We can have appetizers," Faith added, "different snack foods that people can eat while they're here."

"Trust you to talk about the food, honey," Lorne smiled at the slayer, laughing as she stuck her tongue out at him.

"We really wouldn't need to do too much downstairs before we would be ready to open," Willow said, having studied the space and figured they could utilize the black walls that were already down there. Luckily, Lorne had suggested black, which fit in with that plan. "Just some painting and new furniture. We do need to work on the stage, though. It's not really a music type of stage at the moment. I figure we could have it ready to open within a month if not sooner."

"Hair is finished, slayer," Spike said, having quickly fixed her hair as he'd watched Willow's face during their talk about the club. She was obviously enjoying planning the new business, her eyes bright with happiness and a constant smile on her face. He felt himself smiling just from looking at her, her enthusiasm catching as he said, "It's a good idea, luv. Between all of us, I doubt it takes too long to get things organized."

"We need to get all the old trash out of there first," Willow made a face. "After that, we can check the status of the floor and everything else."

"We can start checking out local bands this weekend," Faith said with a smile. She had moved to look in the mirror when Spike had said her hair was finished, very pleased with the final product. If anyone had told her that Spike, aka William the Bloody, aka half of the Scourge of Europe was a damn good hairstylist, she would have laughed her ass off, never imagining the bleached blond doing such a task. As it was, he had managed to create a style that complimented her in a similar way that Willow's matched her, his eye for such things maybe not as surprising as she first thought. He was smart and evidently a good judge of character. She loved her hair and hoped he'd teach her how to do it herself so she wouldn't have to bug him constantly. It kept her hair out of her face and off her neck which was great for the New Orleans summer days. Spike was definitely full of surprises, she decided. She sat down on the sofa opposite Lorne and Willow, saying, "We can hit some clubs on Friday night when you get off work, Will. See what we can find. What do you think, Blondie?"

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

"It's a good idea, slayer," Spike shot her a quick smile at her asking his opinion before looking back at Willow. "We can see who's good enough to perform at Masquerade, scout the local talent."

"I'll leave that task to you kids," Lorne said, knowing that there was a lot he would need to do before they could open the club. "I'll worry about decorating. I love decorating!"

"We'll also need to hire some people," Faith said, "won't we? I mean, I don't mind helping out once in a while, but I so don't want to be a waitress."

"You can hire whomever you want, darling," Lorne said with an affectionate smile. "We will definitely need a bartender and at least a couple of servers, maybe extra for the weekends once we see how well the club is going to do."

"I can hire someone?" Faith arched a brow and laughed, "Are you really sure you want to give me that responsibility, Lorne?"

"I trust you, honey," Lorne said sincerely, watching as she smiled.

"I'll find some good employees," Faith promised, "Wills can find out if any of Lio's people need a part time job, maybe. We'll have to be careful and make sure anyone that we bring on board is aware that it's a sanctuary and exactly what that means."

"Why don't we go down now and start getting some of the trash and stuff moved out?" Willow said, eager to get started now that they had an idea and plan in mind. "We can get it all cleared out and then we can figure out where to start."

"There's a staircase that goes straight into the club," Faith told Spike, seeing the frown cross his handsome face as he glanced at the window. "No sunlight problems, Blondie."

"And there aren't any windows in the club," Willow explained, watching as he nodded, a slight smile crossing his face at being included in their project. He needed to smile more often, she decided. He was gorgeous when he was scowling but he looked even better when he was smiling and happy and relaxed. Just friends, she reminded herself as she smiled at him, "So you can help us get things cleaned up, if you want?"

"I want, Red," he gave her a smile, his eyes moving over her as he thought of everything that he wanted from her. Shaking his head slightly, he pushed those particular thoughts from his mind to concentrate on friendship. That was the main thing he wanted right now. To be her best friend, to be an important part of her life, to have her be completely comfortable around him as she was now.

"I think I'd better change before we tackle downstairs," Lorne said as he glanced at the pajamas that he was still wearing. "Give me a few minutes to change, kids."

"What time is it?" Willow suddenly asked, looking at the clock. "I told Gunn that Faith and I would meet him for lunch around twelve. That's less than an hour away. Maybe we should go eat and then come back and start working?"

"We can tell Chuck all about the direction we're taking the club," Faith said with a smile, eager to see how he reacted. She figured he'd like the idea, having already commented during their walks about all the masks and feathers that the shops had on display.

"Why don't you take me down and tell me what you want me to do while you're gone?" Spike said, not really liking the idea of her going off for lunch and leaving him, but knowing that she'd enjoy meeting her friend so it was worth losing her company for a bit if she was happy. God, what was happening to him? He'd always liked Red, had wanted her even before he'd become infatuated with Buffy, but he'd never felt like this before. It was confusing even as it was comforting. To hell with it. He liked having her smile at him, wanted her to need him in her life like he needed her, and he kind of enjoyed being part of her new family, thought he'd never admit that to anyone even at the threat of torture.

"That sounds like a good idea," Willow said as she got to her feet, deciding that she'd change into a sundress to match her pretty new hair before work instead of now, not wanting to risk getting it dirty if she was moving stuff in the club. She went to the door that led to the staircase that went directly into the club, opening it as she told Spike, "These stairs take you into the back of the club, where the small kitchen is set up, behind the bar."

"This is a great place, Red," Spike said as he entered the kitchen behind her, his blue eyes taking in every detail as he entered the main area of the club. He arched a brow as he looked around, noticing several items left over from the previous occupants. He glanced at Willow, asking, "Was this a sex club, pet?"

"Yeah, it was," Willow said as she moved towards the front door. "We need to get all these old boxes thrown out. There's nothing in them except trash and broken items that the previous owners didn't want. When I get back from lunch, I'll start sweeping and cleaning the walls and stuff so we can see where to start."

"I'll get the rest of this junk picked up before you get back," he said, leaning over to pick up the whip that had caught his attention. He looked from it to Willow, his mind too easily imagining using it on the gorgeous redhead, hearing her screaming in pleasure as she begged him to fuck her. He moved past her, brushing against her slightly, needing some sort of contact as he put the whip in one of the boxes to throw out. God, she smelled good.

"Thanks, Spike," she said as she impulsively gave him a hug. She might have held on a bit too tight, might have inhaled his scent a bit too long, might have moved her body against him in a way that she didn't when she hugged her other friends, but she couldn't help giving in to the temptation of just feeling him against her for that brief moment. Reluctantly, she pulled back and smiled at him, "You're a great friend, and I'm so happy that you're here."

"Glad I'm here too, Red," he said softly, resisting the urge of pulling her back against his body, of claiming her lips in a kiss, of forgetting that the whip was used and moving it over her warm flesh as she begged him to touch her, to taste her, to take her. Instead, he gave her what he hoped was a friendly smile and said, "Go get some lunch while I start working, pet. I'll see you in a bit."

"See you soon, Spike," she said as she watched him start working. She went to the stairs, knowing that Faith was waiting for her. She looked back at Spike, her eyes moving over his body as he worked, wondering if he had felt the same spark she had felt when they'd hugged, deciding that he must not have since he was clearly unaffected. She sighed as she headed up the stairs, repeating to herself with each step that Spike was just her friend, just her friend. By the time she reached the landing, she had her mixed up feelings under control and was ready to go get some lunch and enjoy hanging out with her friends.

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

Faith followed Willow into the store, a wicked smile crossing her face as she noticed Gunn stocking blankets. She put her finger to her mouth, saying, "Shhh," as she crept closer to the oblivious man.

Willow rolled her eyes as she saw Faith using her stealthy slayer skills to sneak up on Gunn. She looked around the shop for Mae, not seeing the older woman. She did find a pretty girl watching them, though. Well, not them. The girl's eyes were on Faith, watching with a curious frown as the brunette moved behind Gunn. Willow turned her attention back to Faith, wondering what her friend was going to do.

Faith reached Gunn, rather proud that she'd been quiet enough to keep him from moving before she could grab him. With a smile, she slapped her left hand against his right butt cheek, saying, "Hey, Hot Stuff!"

Gunn stood quickly when he felt the slap against his ass, turning to see Faith smiling smugly at him. He looked past her to Willow and said, "We really need to see about getting her a leash when we take her out in public, Red."

"A leash?" Faith gave him a mock leer as she said, "Should have known you were a kinky one, Chuck."

"You're awful," Gunn declared, groaning as she winked at him.

"But you love me anyway," she smiled sweetly.

"If you two kids are finished playing, I'm hungry and ready for some food," Willow said with a laugh, watching them bicker like siblings.

"It's already noon?" Gunn was surprised that the morning had gone by so quickly. He glanced over and saw Jessi watching them with a frown on her pretty face, her eyes lit with curiosity. They'd spent most the morning doing inventory, talking every little bit. He'd learned that she was in college, that she had an apartment several miles from the Quarter, that she had two roommates and wasn't seeing anyone seriously, and that she wasn't his type. She was too smart, too pretty, too everything. He'd tried that road before with Fred and he'd ended up alone with a broken heart. Okay, so Jessi wasn't too much like Fred, but there were enough similarities that warning bells went off in his head. Been there, done that, not about to repeat it. Besides, she wasn't interested in him that way, making it clear that she had no room for dating in her life. He looked back at Willow and smiled at the redhead, telling her, "Let me tell Mae I'm going to lunch and then we can go, Will."

"Where are we going to eat today?" Faith asked as she moved to look at some candles that were on display.

"Maybe that cafa33; we saw the other day," Willow suggested as she checked out some pretty lamps that had just been put out. "We said we wanted to try it sometime. We've got a lot of work waiting for us when we get home so we need to eat a good meal."

"We just got those in," Jessi told the pretty redhead as she finally gave in to her curiosity and moved towards the two beautiful girls that had seemed so comfortable with Charles. One had slapped his butt and flirted with him while he'd flirted with the other.

"They're nice," Willow smiled at the girl, introducing herself, "I'm Willow. That's Faith."

"I'm Jessibelle, Mae's daughter," Jessi said, liking the redhead's friendly smile. She felt herself smiling in return, her jealousy over their interaction with Charles leaving a bit as she said, "You can call me Jessi."

"I used to have a best friend named Jesse," Willow said softly.

"Are you not friends anymore?" Jessi asked.

"He died several years ago," Willow said, watching as Jessi's eyes widened, "It's okay. It was a long time ago. So, you're Mae's daughter? We met her yesterday. She's real nice."

"Yeah, Mom is great," Jessi smiled, relieved that she hadn't inadvertently upset Willow.

"Did she keep Gunn busy this morning?" Faith asked, looking the girl over. "He was whining all night about having to get up so early for inventory."

"Gun? Is that a nickname or something?" Jessi asked, adding, "Charles had a lot to do this morning but he didn't whine too much."

Faith laughed, "It's his last name. With two n's. He's not overly fond of the name Charles so he uses his last name."

"Oh, okay," Jessi nodded, wondering why he hadn't let them know he preferred his last name to his first. "I guess we can call him that, then."

"It's not a big deal," Willow said with a smile, "he started using Gunn when he was a kid and it just stuck. Our other roommate calls him Charles, too."

"Other roommate?" Jessi understood, "You're his roommates! He mentioned that he moved down here with some friends from California. You're two of the friends."

"Well, yeah," Faith looked at the girl for a second before she started to laugh, "Oh God, did you think that we were...that he was....honey, he might be a hottie with a cute ass, but he's like a big brother to us."

"What's so funny?" Gunn asked as he came back into the main part of the store, arching a brow as Faith looked at him before laughing again.

"It's nothing," Willow said with a smile, figuring that Jessi might not want him to know that's thought that one of them was his girlfriend or about the look of relief that had flashed in her eyes upon realizing that they were just his friends. That was interesting, a thoughtful look crossed Willow's face as she studied her friend, wondering if he was aware that the girl was interested. Probably not. He was still hurting from what had happened with Fred and she figured it might be too soon for him to start dating. But, when he was ready, she had a feeling there was already someone standing in line. She looked at Jessi and said, "It was nice meeting you, Jessi. We'll have him back by one."

"Come on, Chuck. Let's get some food and we'll tell you what we're planning for the club," Faith said as she hooked her arm through his, following Willow's lead about not telling Gunn what had been so funny, knowing that she'd be asking the redhead to explain her decision as soon as they finished lunch, having a good idea that it might have something to do with the pretty co-worker that had relaxed quite a bit upon hearing that neither of them was hooked up with him.

"We have plans now?" Gunn smiled, eager to hear the details. "Well, let's get moving. I'm starved and I want to hear what's been decided."

"Nice meeting ya, Jess," Faith told the girl as they left the store, Willow telling Gunn that they were trying the cafa33; that they had seen the other day.

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

"How long do you suppose it's been since someone dusted this place?" Spike asked Lorne as he blew on the counter, watching as a large cloud of dust rose.

"Too long," Lorne said, shaking his head as he sprayed the bar with cleaner and began to wipe it down. He'd decided that the bar could stay. It was nice and large and fit with the color scheme he had in mind for the new club. It seemed pointless to throw away something that was still in good shape.

"I've got all the boxes by the door," Spike told the demon, feeling rather proud of everything he'd accomplished since Willow had left, he glanced at the working clock that was above the bar, eighty-three minutes ago. "I can't put them in the dumpster, though. A bit too sunny out for me."

"I'll take care of them," Lorne said, putting the rag down and moving towards the back. "Remind me to have someone come check out the air conditioning in here."

"Yeah, it's hotter than hell in here," Spike agreed, knowing that he'd have been sweating if he were alive. As it was, he'd taken off his shirt and was much more comfortable. He picked up the broom and began to sweep, again seeing a cloud of dust. This place wasn't in too bad a shape, really. It was dirty and unkempt, but that could be taken care of with a few hours of hard work. He liked the layout, had already discussed with the demon where the stage would be set up, agreeing that it would be ideal. There were several areas that were nearly hidden, perfect for privacy seeking couples. He could imagine what it would look like when it was finished, knowing that it would be a great sanctuary.

He was glad that he had something to do, enjoying the activity after several weeks of just driving and hanging out. It was a nice change to actually be doing something, to be working on something. And there was enough work needing to be done that he'd probably be busy for several weeks. Lorne had already started discussing the decorations with him, asking his opinion, listening to him. He'd been drafted into painting, but he didn't mind too much. He'd make himself useful, become part of Willow's new family of friends just like her best friend should. He still wasn't very clear why he felt the need to become her best friend, knowing only that it felt right. That was good enough for him. He needed to be needed, wanted to be appreciated, wanted to belong, wanted her to trust him completely and to want him around. Wanted her to want him in her life the way he seemed to need her in his. The best way to get that was to become her best friend.

"Some of those boxes are heavy," Lorne said as he came back into the main area of the club. He saw Spike standing with the broom, a thoughtful look on the vampire's handsome face. He watched as the blond snapped out of his trance, turning to glance at him as he started to sweep again. He had a pretty good idea what, or should he say who, the vampire had been thinking about. He felt a smile cross his face as he went back to cleaning the bar.

"Did you get them all out?" Spike asked as he swept the pile of stuff onto the dustpan and leaned down to pick it up so he could empty it into the trash.

"I got them out," Lorne said as he sprayed more cleaner onto the bar. "So, Sugarbear, how did you end up in New Orleans?"

"The name is Spike," Spike said, making a face at the demon's annoying habit of calling people after baked goods. "I drove here."

"Duh," Lorne laughed, "it was good luck that you ran into Willow. She seems really happy that you're here."

"She's a good kid," Spike muttered, smiling slightly as he realized that Willow was happy that he was there. She'd said she was and he thought she was being sincere, but having someone else tell him they'd seen it too, well, it made him happy.

"Yes, she is," Lorne agreed completely, watching the affectionate smile cross the vampire's face, nearly yelling out bingo as he resisted the urge to do a dance. He and Lio had spent a bit of time discussing Spike's arrival the previous night. The master had been a bit concerned that Willow had opened her home to a very powerful vampire, worried that Spike might be dangerous to his new found friends. Lorne had assured Lio that Spike was a good guy, that he trusted Willow completely, and that he rather suspected there might be something between the witch and vampire that neither one had even realized yet. Lio had agreed that he'd seen some sparks himself, admitting that he'd deliberately taunted the blond concerning Willow to see if he was correct in his impression. He knew he'd share these new observations with his...he frowned as he realized that he wasn't exactly sure what Lio was. They were dating, so did that mean the master of New Orleans was his boyfriend? They hadn't become lovers, sharing a few kisses and doing nothing more than holding hands, but Lorne had a pretty good idea that if their relationship continued as it had been that they'd be lovers in the not so distant future. Until then, he wasn't sure what to call Lio. Boyfriend wasn't exactly the right word to describe a few dates and attraction.

"Only real friend I've got," Spike continued, looking over and catching Lorne's eyes as he said sincerely, "I'd never hurt, Red."

"If I thought you would, you wouldn't be here," Lorne said with a smile, letting Spike know that he trusted him, watching as the vampire smiled slightly before going back to his sweeping. He turned on the radio that he'd brought down stairs, finding an oldies station. Soon, he was singing along to the Temptations as he worked, hoping that the vampire would unable to resist joining him in singing along to the well known songs. He wanted to read Spike, knew that he'd promised not to read any of his friends unless they asked, but decided that Spike hadn't been included in that promise so he'd be able to do a minor reading without risk of guilt. He just wanted to see if he could tell what the vampire's intentions were concerning Willow. Was it merely friendship as the redhead claimed or was it more?

Spike listened to the music, laughing as Lorne began to sing along and dance in place as he wiped down the bar. He continued sweeping, wondering if the demon had turned on the music in hopes of reading him. He knew all about the demon's gift, had heard stories just a few hours before about Peaches and his gang seeking assistance by singing to Lorne. If that had been the demon's plan, he was going to be disappointed. Spike had perfected the art of shielding a few years after his turning. His sire had had the gift of sight, would sometimes stop listening to the stars and start reading him instead. He'd not liked that at all. Didn't want anyone messing around in his head, not even his beautiful sire. So, he'd done something about it. He'd read some books, asked a few questions, killed a few people. He'd learned ways to shield himself from her psychic explorations, learned how to guard himself from that sort of thing. Made dealing with Dru easier if she wasn't able to see when he was disgusted with her, didn't know when he was near the point of just leaving her. She only knew what he wanted her to know which made taking care of her and keeping her safe much less of a bother. He glanced at the clock, figuring he probably didn't have that much longer until Willow would be back. He was hoping to have the place swept before her return. He heard the opening notes of Light My Fire, not able to resist singing along as he continued working and waiting for Willow.

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

"Masquerade, huh?" Gunn slowly nodded, a smile crossing his face as he said, "I like it. Catchy and fun."

"Yeah, it's going to be great," Faith replied enthusiastically, "we're going to be such a cool spot to hang out! And we'll have a band on weekends so no bad singing when we're the most crowded. I think we're going to start checking out some bands tomorrow night, see what this town has to offer in way of talent."

"She sounds professional, doesn't she?" Willow smiled at Gunn, laughing as Faith stuck her tongue out at her before continuing to talk as if she hadn't been interrupted.

"And we're going to use masks and stuff to decorate as well as having theme nights at times and parties and it's gonna be fucking great," Faith declared.

"Not just great, but fucking great," Gunn repeated with a wink at Willow.

"You got it, Chuck," Faith laughed as she said, "Okay, so I'm a bit excited about everything. Just shut up."

"It's cute, Faith," Willow said with a laugh. "I'm glad you liked the idea."

"I loved the idea," Faith said for what had to be hundredth time since hearing it. "I like the possibility of being someone else for a few hours and know that a lot of other people will. Besides, with it being a sanctuary, the costume and mask idea gives everyone a chance to just have fun without worrying about stupid things like having horns and stuff. If a tourist happens to wander in by mistake, they'll think it's a neat theme club and just another unique aspect of the city."

"I think it's cool," Gunn said, "and we won't have to listen to all the bad singing on weekends which is even better!"

"I'm excited about all of it," Willow smiled, "it's so neat to be involved in building the business and getting everything put together and watching as it gets finished and becomes a fantastic and memorable sanctuary."

"You just like having great ideas and giving us orders, Red," Gunn said, laughing as she rolled her eyes at him.

"She's already got Spike and Lorne downstairs cleaning," Faith said, "had them getting all the trash out before we left for lunch."

"I'm going to help when we get home, before I have to go to work," Willow defended, "besides, Spike asked me what I wanted him to do so there!"

"Only you would be asked by a gorgeous hunk of vampire what you wanted him to do and tell him to clean," Faith shook her head, her eyes shining with mischief. "I'd have thought you could have thought of much more entertaining activities for him, Willow."

"Blondie is cleaning?" Gunn looked from Faith to Willow and laughed.

"He volunteered," Willow said, making a face at Gunn, "he likes being part of the family, having something to do. Spike isn't very good at sitting still and doing nothing. He likes to stay busy."

"Besides, Willow asked him to help," Faith smirked, stressing Willow's name, enjoying watching the redhead squirm at their teasing. "How could he say no?"

"I'm gonna tell him not to fix your hair again," Willow decided, watching with satisfaction as Faith stopped smirking and apologized.

"I'm sorry, Red. I didn't mean anything," Faith said, knowing that she wanted Spike to show her how to fix her hair, "he's your friend so of course he wanted to help."

"I guess I'll forgive you this time," Willow said, "but quit teasing me about Spike being my friend. Got it?"

"Sure," Faith muttered, deciding that she'd try to figure out how to fix her hair as soon as possible so that she'd be free to do some teasing without threats from the redhead.

"I missed something," Gunn said, looking from one girl to the other, "what's this about hair?"

"It's nothing," Willow smiled, "just forget it. So, Mae has a daughter?"

"Yeah," Gunn shrugged, "Jessi seems okay. A bit uptight, but nice enough I guess."

"She seemed sweet," Willow said, having liked the girl she'd just met.

"I guess," he said, "she only works a couple times a week so I won't see her all that much. She's taking summer school at college or something like that. Gonna be a teacher."

"Really?" Faith smiled, "That's kind of cool."

"If you say so," Gunn made a face, "I couldn't do it. Not enough patience, I guess. More power to her, though, if that's her thing."

"What's she going to teach?" Willow asked, having respect for anyone that decided to make a career in education. She'd loved teaching the computer class her senior year and had been considering going into that field if real life hadn't been full of vampires and magic and things that go bump in the night.

"Kids," Gunn said with a smirk, laughing as he said, "I think she said something about math and elementary, but we didn't really spend a lot of time talking when we were working."

"Speaking of work, it's nearly one," Faith pointed out, "we don't want to get you back to work late, Chuck."

"We'd better get home and start helping before Lorne and Spike get pissed at us," Willow said as she got to her feet, "you want us to walk you back, Gunn?"

"I'm good," he smiled at her as he tossed a couple of dollars on the table, "and I'll be ready to clean when I get off work. Maybe I can work late."

"Oh, you," Willow hit his arm lightly and laughed, "just for that, I'll be sure to save the bathrooms for you!"

"Definitely working late then, Red," he waved bye as he left the cafa33;, letting them pay so he could get back to work on time.

"Well, I guess we have to go work now," Faith said, sighing dramatically.

"Today is cleaning but tomorrow is band scouting," Willow reminded with a smile.

"Okay, I guess I can handle it then," Faith laughed, "Come on, Red. Let's go clean!"

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

"It's too hot," Faith said as she collapsed on the sofa, "thank the Gods for air conditioning!"

"It's not just hot," Willow said, "it's sticky hot which is worse."

"I think we should limit all of our outdoor activities to before noon," Faith decided, feeling the sweat on her back from the few blocks walk home, "and after dark."

"Sounds like a plan to me," Willow said, feeling the tendrils of hair sticking to her neck. She went into the kitchen and grabbed a couple of glasses. They had not gone directly downstairs because she didn't want to open the door and risk hurting Spike. True, the sunlight was at an angle that probably wouldn't have reached inside the club, but she was thirsty after the walk and figured the boys hadn't taken time to get anything to drink either and it was probably like a sauna down there so she'd used that sunlight thing as an excuse to feel air conditioning before going down to clean.

"I'll heat Blondie's blood," Faith volunteered as she took the bag from the redhead and tossed it into the microwave. She typed in the time and gave Willow a smile, "Should I consider it weird that I know the temperature that makes blood perfect for vampire consumption?"

"No more weird than to consider that you're a slayer and you're now sharing a house with a master vampire that has killed two slayers," Willow smiled.

"Darn, they're gonna revoke my slayer card," Faith said in mock horror.

"They would if there was still a council," Willow said as she finished making the kool aid. She took a sip, nodding, "This is just what I needed. Cherry kool aid!"

"I haven't had this stuff since....hmm, I guess I never have had this stuff," Faith said, taking a sip from the spoon that Willow offered her. "Yum! Why haven't we made this before?"

"I bought some at the store today," Willow said, "I saw the display and realized that summer is the best time for kool aid. Xander, Jesse and I used to drink it nonstop during the summer when we were kids. I've got pictures that Jesse's Mom took of us with red mustaches, in fact. I loved cherry, Jesse liked fruit punch, which is also a favorite of mine, and Xander liked all of them. One time, he mixed like three different kinds together and forced us to drink an orange-strawberry-lime flavor that was just awful. After that, Jesse started to hide the packets and wouldn't let Xander make any more."

"I want to see those pictures sometime," Faith said with a smile, easily imagining a younger Willow and Xander running around with kool aid mustaches.

"I'll try to find them," Willow said, realizing that she hadn't looked at them in years herself. After she met Buffy, those happy carefree summers had pretty much stopped. There was that one summer when Buffy went to visit her Dad, when she and Xander hung out together and she'd still had a crush on her old friend. That had been more like the old days except Jesse had been dead and they'd spent their nights roaming around the cemeteries looking for vampires. She looked at Faith and smiled, "You ready to go downstairs?"

"I'll take 'staying in the cool air conditioning' for $500, Alex," Faith said, making a face as she thought of going downstairs. She knew it would be hot with that black paint and lack of windows.

"There was air conditioning hooked up down there, but Lorne probably turned it on when he first went down and I doubt it's managed to start cooling the place yet," Willow said, "I should have turned it on when I took Spike down there and felt how hot it was already starting to get."

"It's probably not that bad," Faith said with a sigh, knowing that they couldn't keep putting it off. She took the bag of blood and handed it to Willow who drained it into a coffee mug for Spike, again thinking how odd it was that she, a slayer, was helping prepare food for a vampire. Of course, Spike wasn't your typical vampire. Far from it, in fact.

"Can you open the door for me?" Willow asked as she picked up the tray with the kool aid and glasses that had ice. She'd put an extra glass on the tray for Spike, just in case he wanted something cool to drink after having lunch.

"I can carry that, Red," Faith said, "why don't you grab a bag of chips and some cookies? Snacking will make cleaning all that much more tolerable."

"You sound like Xander," Willow rolled her eyes as she handed the tray to Faith. "Wait a second and I'll open the door for you."

The redhead grabbed a bag of chips and cookies and went over to open the door. She was actually glad that Faith had offered to carry the tray down the stairs. She could be a bit clumsy on solid ground much less going down stairs. She opened the lower door, waiting until Faith had entered the kitchen before closing it. She moved ahead of the slayer, glancing at Faith when she heard the sound of the Ramones turned up rather high. She entered the club, a smile crossing her face as she took in the scene. Lorne was dancing around the bar, running a rag over the surface as he sang along to "Do You Wanna Dance", not a song that she would have guessed the demon knew, but one that seemed to cause him to bop his head in a strange way as he sang. She laughed softly as she moved her attention to Spike, her eyes widening slightly when she saw him sweeping. Without his shirt.

Goodness. She'd seen Spike without his shirt plenty of times before, always appreciating his body, but she'd never seen him quite like this. The muscles in his arms and back flexed as he swept, his jeans riding low on that perfectly formed ass. He was singing, his husky voice reaching her and causing tingles in places that were better left ignored. She knew that he could sing pretty well, flashing back to that horrible spell that had caused all of her friends to break out in song and dance while she'd been lucky enough to only have a few lines to sing. Spike's voice had been deep and rich, sounding nearly as good as Giles in her opinion. Now, hearing him sing along to the Ramones, she knew that he was better than she'd realized. He had a good voice, knew the words of the song, was sweeping in time with the upbeat sound. She almost hated to disturb him, but figured he might be hungry.

Faith walked by her and Willow grabbed the mug of blood from the tray as the slayer went past, her eyes not moving from the vision of Spike singing as he cleaned. Shaking her head slightly, she drew herself from her thoughts, ignoring the desire that shot through her when Spike suddenly turned and looked at her, a slow smile crossing his face as he started to walk towards her. He was still singing, his eyes moving over her lazily as his smile turned what could only be described as wicked before he looked away suddenly. When he looked back at her, the smile was gone, replaced by a crooked smile that becoming all too familiar. Willow decided she must have imagined what had happened, Spike hadn't looked at her with desire and a wicked smile. The heat was just getting to her. She needed something cold to drink. She handed Spike the mug, listened to him tell her thanks, watching as he drank, her eyes moving along the lines of his neck, down his bare chest, noticing the pale nipples, past his flat stomach until she got to the waist band of his jeans. Her eyes unknowingly strayed lower, looking away quickly when she got to the rather large bulge that the jeans hugged snugly. She moved to the bar, taking the glass of kool aid that Faith handed her, not noticing the amused look in the slayer's eyes or the knowing smile that rested on her friend's lips as she drank the glass of cool liquid.

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

He couldn't read him. Lorne scowled at the vampire, watching as Spike leaned over and picked up some bigger trash that he'd found when sweeping, moving to the trash can, singing along to the Rolling Stones the entire way. It had been half an hour of classic rock and oldies, all of which Spike seemed to know. Lorne had been rather surprised that the blond had such a good voice, having grown used to bad singing from Angel and his friends. Not only did he have a good voice, but he somehow was able to keep Lorne from reading him. It wasn't a spell, but there was definitely some sort of guard up that prevented even a slight reading.

"More ads," Spike glared at the radio as some chipper voice spoke about a sale on used cars. One reason he hated listening to the radio. Another being the fact that he couldn't choose the songs that were playing. He liked being in control of his music, liked deciding what would play when. Luckily, he knew most of the songs that had been playing so far. He'd really been into music in the late sixties and seventies, escaping into it many a day when Drusilla had been conversing with the stars and whining about her sire. His visit to Woodstock hadn't been primarily for the food, though it had been like an open buffet for his kind, he'd gone for the music. He'd been in England for the birth of punk, saw the Pistols and the Clash before they were known around the world...had caught the Ramones a few times when he'd been in New York. See a concert, kill a slayer, grab a bite in the park, and then find his damn sire talking to the trees and the stars. When they'd gone to Asia and Eastern Europe, he'd fallen behind in the newest crazes, realizing later that he hadn't missed much. The new stuff just didn't do much for him, though there were some exceptions every little bit. Luckily, all his favorites had been released on CD, one of the greatest inventions since his turning in his opinion.

He glanced at Lorne and almost smiled at the frustrated look on the demon's face. Spike knew he was ticked cause he couldn't read him, thankful that the guards were still in place. He hadn't wanted his sire inside his head and he certainly didn't want this near stranger poking around inside his mind. He didn't want some big revelations about his path or his emotions or any of that garbage. He cared about now and that was about it. He was finally in a place where he could look back at his past without getting angry or depressed, could think about those years with Drusilla and Angelus without caring so much. Here and now was his main concern. That whole reading thing was a waste, in his eyes. It could be interpreted a number of different ways, and was usually just one possible outcome, nothing set in stone. Knowing too much could you drive you bonkers, just like it had driven his sire into insanity. Besides all that, he liked to have his secrets, liked keeping things to himself, wasn't much of a sharing type of guy.

"The radio has a CD player," Lorne mentioned, getting a bit tired of the ads himself. "I've got some CDs upstairs, or you could play one of yours."

"Mine are in my car," Spike said, realizing that he needed to go to his car after dusk and get his stuff. It was still parked in the garage by the registration office on Canal Street. "Where are yours at? I'll go see if there's anything worth listening to."

"I'll have you know, Sugar bear, that I have a very large collection of all sorts of genres," Lorne said, arching a brow as he glared at the vampire. "Music is my hobby."

"A large collection maybe, but are any of them worth a damn?" Spike asked with a slight smirk.

"They're in my room," Lorne said, "I bet you find some you like."

"We'll see," Spike said as he put the broom down and went upstairs. He found the demon's room, thankful that the one window was covered. He went inside, rolling his eyes as he saw the decorating job. He found the CDs, pleasantly surprised to see several disks that he, himself, owned. He grabbed a Ramones, a Lynyrd Skynyrd, and a Beatles before he went back downstairs. He entered the club and saw the demon smiling smugly, rolling his eyes as he said, "Okay, so they weren't all horrible, but they weren't all great."

"Interesting choices," Lorne said as he saw the CDs that Spike had chosen. He decided to give up trying to read the vampire, instead smiling as "I Wanna Be Sedated" started to play. He sang along as Spike went back to sweeping and cleaning. Time passed as the CD played. The song "Do You Wanna Dance" had just started when he suddenly looked up in surprise, his eyes widening as he stared at Spike. Oh my, Lorne slowly smiled as he felt a wave of arousal wash over him. He'd gotten a clear reading off the vampire. His eyes moved to Willow who was looking at Spike like he was chocolate cake, looking back at Spike as he read intense desire and affection, feeling the room growing rather warm as the blond vampire began to move towards Willow. He slowly smiled as he stopped reading, having felt enough without even having to try. He winked at Faith who was watching the vampire and the witch with an amused smile before she winked back at him.

Spike felt her as soon as she entered the room, deciding not to appear too happy to see her as he continued to sweep. He could feel her eyes on him, his body tensing as the soft scent of her arousal reached him. He straightened, turning to look at her, surprised to see the desire in her eyes as she looked at him. He watched her lick her lips, groaning softly as he felt himself starting to walk towards her, still singing along to the Ramones. "Do you wanna dance, under the moonlight," he sang to her as his eyes caught hers, "hold me, kiss me, all through the night." He watched her cheeks flush as her eyes flashed with confusion. His eyes moved over her body, a smile crossing his face as he considered pushing her against the wall and sinking deep into her warmth. He looked away, pushing those thoughts from his head. Friends, just friends. When he looked back at her, he gave her a crooked smile before he took the mug of blood from her, letting his fingers brush her hand briefly before he fed. When he was finished, he saw that Willow had moved to the bar and was drinking something with ice.

He walked towards the bar, putting the empty mug on the tray as he nodded at the slayer before looking at Willow, "We got the boxes out, Red, like you wanted. I started to sweep for ya, figured you could start working on the walls when you got back. How was lunch?"

Willow looked at him, having managed to get hormones under control as she smiled, "Lunch was good. I can't believe you got all those boxes out and everything cleaned up already. That was fast."

"I'm good," he smiled smugly, "what else can I say?"

"Want some Kool Aid, Blondie?" Faith asked, rolling her eyes as they both fell into the friend thing. She'd seen those looks they'd exchanged, she'd felt the passion, and now they were acting like it hadn't happened. She'd have smacked them both for being stupid and ignoring something that was so real and intense, but figured they just might need some time to get used to this attraction before they could acknowledge what they wanted.

"Sure," he said, watching as she poured him a glass. He drank half the glass before putting it down and saying, "Better get back to work. Floor isn't gonna sweep itself, is it?"

"Wait, you have some on you," Willow said, giggling at the sight of Spike with a Kool Aid mustache. She leaned towards him, running her finger along his upper lip, her eyes meeting his as she felt the electricity running through her body. She sucked in her breath when he moved his head, catching her finger with his mouth, his tongue running along it.

Spike licked her finger, letting it go as he smiled at her, his voice slightly husky as he said, "Thanks, friend."

"Yeah, sure," Willow said, licking her suddenly dry lips as she watched him go pick up the broom and start sweeping again. She looked at Faith, giving her friend a large smile that covered up just how affected she had been by Spike as she said, "Guess we'd better to get work, Faith. I figured we could start wiping down the walls. They're pretty dirty."

"Sure, Red," Faith smiled slightly as she followed the redhead to the far corner of the club, taking the rag and cleaning spray as she began to hum along to the CD that was playing.

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

"It's looking pretty good," Willow decided as she looked at the walls that she and Faith had cleaned so far. Once the gunk was off the walls, it was easy to see that the black paint was in good shape. They might not even have to repaint except the few areas that were in poor condition, mostly by the stage. And, since they were going to rebuild a stage area anyway, that wasn't too bad.

"But it's taking forever," Faith whined, looking at the three sections of wall that she and Willow had completely scrubbed down in the hour and a half that they'd been working. She glanced at the others, seeing that Lorne had finished cleaning the bar and had moved on to the mirror and shelves behind the large wood. Spike was finished sweeping and getting the trash off the floor and was now wiping down the walls on the opposite side of where she and Willow had started working. It was looking better and had finally gotten cooler, but she knew it would be another day or two before they'd get the walls cleaned and the floor cleaned and they hadn't even touched the bathrooms or the kitchen. She sighed, not sure if the promise of scouting for bands the following evening was worth all this hard labor.

"Actually, we're making pretty good time," Willow said with a smile. "And the paint looks good enough that we won't have to repaint the black. We'll just have to find out what Lorne has in mind for the color we're adding and that's it. I'd much rather take extra time cleaning down the walls than having to paint all this."

"Actually, Cupcake, you won't have to paint that much at all," Lorne said as he neared the girls, having decided to take a break and see how they were getting along. He caught the end of Willow's comments, sharing his idea with them. "I'm going to have someone paint large feather masks on these blank walls throughout the club. It will add just enough color to offset the black, but won't be an in your face type of design. I figured we could go shopping and find a few masks we like with the colors we mentioned and use those as inspiration."

"I love that idea!" Willow beamed, already imagining a variety of masks adding splashes of color to the dark walls.

"Me too," Faith agreed. "In those corner areas that are set up for privacy and stuff, we should add a romantic flare, you know? Nice tablecloths that match the colors in the masks, maybe some candles. And out here we can have cool tables with stools and stuff for those people interested in drinking and enjoying the music and stuff."

"That's a good idea," Lorne nodded, having not considered adding a romantic touch to those corner areas. He smiled, liking the idea of having a variety of seating areas and different atmospheres in the club.

"Floor is gonna have to be redone," Spike said as he joined the discussion, feeling a bit left out in his corner. He'd deliberately started working as far away from Willow as possible, needing some time to get himself under control, but now he was relaxed and ready to participate. "Those tiles that are down there now are cracked and dirty and just need to be removed."

"Yeah, they look pretty disgusting," Willow agreed with a smile as she glanced at the tiles in question. Once they were free of debris and dust, it was easy to see that the white had turned a beige color.

"We can find some colored tiles that match the colors of the masks and cloth," Lorne decided. "No white because it just gets dirty too easy. Maybe we can have carpet in those secluded corners, add a bit of a posh feel to it."

"Carpet wouldn't be bad in those three areas," Willow decided as she grew thoughtful, "but we definitely want tile out here on the main floor. It's easier to clean if drinks are spilled and stuff like that."

"Easier to clean is a good thing," Faith said, having a pretty good idea that she'd be sick of cleaning by the time it was ready for their club to open.

"I'll talk to Lio about it tonight," Willow decided, "he mentioned that he knows some people that own discount warehouses for stuff that we might need for the club once we got around to making some decisions."

"What time are you going to work tonight?" Faith asked Willow, already planning her evening around crashing in front of the system upstairs and watching some movies when the redhead was working. She wasn't tired, but working like this was as good an excuse as any for being lazy at night.

"I figured I'd go in around seven," Willow said, "there isn't too much to do before dusk. Plus, I'm nearly caught up on the things that were left on my desk by the temp so there won't be too much for me to do anyway. I've just about got the office stuff down and Lio isn't taking me into the field, so to speak, until next week."

"Cool," Faith nodded, "we've got a couple more hours then which means we might be able to finish these walls today."

"Between you, me, and Spike, we should get them done before I have to get ready for work," Willow decided, "or we'll be pretty darn close. Plus, Gunn should be home soon and we'll put him to work helping us!"

"Well, I can start helping now," Lorne said, picking up a rag. "I've nearly finished with the bar and can easily finish it up tomorrow. I'm curious to see how the walls look when they're wiped down. I'm thrilled that the paint looks so good. They must have painted right before they closed."

"Turn up the music and let's get to work, folks," Faith said as she moved back onto the ladder and started to wipe down the top of the wall as Spike stayed with them, talking to Willow about a variety of topics as he began to work. Lorne turned the radio up louder, the sounds of the Beatles singing about "A Hard Day's Night" causing Faith to hum along as she cleaned.

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

"I'd better go get ready for work," Willow decided as put down her rag. The walls had just been completed. The five of them had gotten a lot of work done as they'd talked and sang along with the music. Gunn had come in from work ready to clean, surprised that all he had to do was wipe down walls. He'd taken over for Faith on the ladder, letting the slayer have a break from reaching above her head. Now, two hours later, they were finished with the walls and were helping Lorne finish the bar area.

"I think I prefer slaying over manual labor," Faith concluded as she put her rag down and rubbed her shoulder. "A quick work out, kill some bad guys, and it's done."

"We so need to get you sparring again, slayer," Willow laughed, "you're getting lazy! We don't need our slayer to get out of shape."

"Lazy?" Faith glared at Willow before sticking her tongue out at the redhead, "I'm not lazy! But, yeah, I think I need to start doing some patrols and using that workout room in the attic. I don't want to get spoiled by not having to patrol."

"Can't have a slayer spoiled," Spike rolled his eyes, "I can spar with you sometime, slayer. Kick your arse a bit. Could be fun."

"Oh, thanks," Faith muttered.

"I'm heading up to wash some of this dust off and to change," Willow laughed as Spike and Faith began to make threats to each other about whose ass and other parts of anatomy would be kicked if they fought. She headed upstairs with a wave, the two flights of stairs seeming to take twice as long. Okay, she could understand Faith's comment about being tired. They'd not really done much except clean walls, but her shoulders and arms hurt from the constant motion of rubbing cleaning liquid on the walls. She was thankful that it was probably going to be a slow day at work. She did have a meeting with some demons that were coming to town to spend a week, but that probably wouldn't take too long. She was representing Lio and was just supposed to take them to the hotel he'd arranged for their stay. She'd spoken to the pair on the phone a couple of times in her week at work and found them to be nice. It was going to be her first time to represent him to a visitor without him there. She'd met people twice with him, knew what was expected of her, but she was sort of nervous.

She thought about taking a quick shower but didn't want to mess up her hair. She'd managed to keep it up even while cleaning and didn't want to risk losing the style by taking a shower. Instead, she started a bath, deciding that she had enough time to indulge before going to work. She poured in some bubbles, stopping the water when it neared the top. She undressed and slid into the tub, moaning in appreciation as the warm water worked on her sore muscles. She quickly bathed, not wanting to get too relaxed because she did want to be at work around seven. When she was finished, she let the water drain as she toweled dry. She wrapped the towel around her as she went back into her bedroom, slipping on a pair of panties and a strapless bra. She found the sundress she wanted to wear, a pretty one she'd only worn a few times. It was shades of burnt orange and yellow and made her chest look bigger than it actually was. She got dressed, finding a pair of sandals in her closet and putting them on. She looked in the mirror, smiling as she realized that she looked pretty darn good. It was casual but perfect for a warm summer night. She grabbed a sweater to take with her because she figured it might be cooler by the time she got off work and headed home.

Willow went into the hall, walking past the stairs to the entertainment area where Faith was already laying across the sofa watching a movie. She sat on the arm of the sofa, saying, "I'm heading to work, Faith. Do you want me to bring home some dinner or are you going to crash early tonight?"

Faith glanced at Willow, whistling as she said, "Looking good, Red. You're a babe!"

"Whatever," Willow rolled her eyes, a slight blush crossing her cheeks as she said, "I thought the hairstyle warranted a pretty dress."

"You look good," Faith said with a sincere smile, wondering why the pretty redhead found it so difficult to accept a compliment. "As for dinner, yeah, bring something back. I have a feeling that I'll start getting more energy the longer I lay around here being lazy slayer."

"Any preferences?" Willow asked, "I guess it will just be us since Gunn and Spike are supposed to go hang out and play pool. I think that was their plan."

"It was, but I think they postponed it," Faith said. "I heard Spike talking about waiting to go out until the weekend and Gunn mentioning that he was beat and thinking about going to bed after getting something to eat. He was whining about being at work so early today and then us putting him to work as soon as he got home."

"Poor baby," Willow rolled her eyes, laughing as she said, "Okay, then. I guess it's just us. Burgers sound good?"

"Anything will be great," Faith said, "I'm gonna make a sandwich when the movie is over, but I'm sure that I'll be hungry by the time you get home tonight."

"I'll see you tonight," Willow said as she smiled at her friend before heading downstairs. She got to the living room and saw Spike leaning against the back of the couch, his blue eyes moving over her. She felt a rush of heat spread over her body as his eyes caressed her, watching as he gave her a lazy smile, his eyes flashing slightly before they met hers. She really needed some sleep, she decided. Lack of sleep was the only way to explain the reaction she was having to Spike and the things she kept imagining seeing in his eyes. He was looking at her now in a way pretty much like Gunn or Lorne looked at her, as if she were a kid sister. She sighed, shaking her head slightly as she smiled, "I'm going to work now, Spike. I'll see you when I get home."

"Actually, Red," Spike slowly smiled as he moved towards the door, doing his best to hide the desire that had swept over him when he'd seen her looking so beautiful, "*we're* going to work."

"What?" Willow faltered, her eyes looking at him in surprise.

Spike turned towards her, attempting one of the best acting jobs of his life as he gave her his best puppy dog eyes and asked, "I can come to work with you tonight, Willow, can't I? I don't really know your friends yet and I thought it would be okay if I went with you."

Willow felt her resolve crumble as soon as he said her name in that hopeful voice, knowing that she couldn't tell him no. She told him, "You'd have to be quiet and let me work. If you interfere with my job, I'll send you home."

"Sure, I understand. You won't even know I'm there," he almost did a victory dance when he realized that it hadn't as much acting as he'd figured. He should have known that his Red wouldn't tell him no, a true smile crossing his handsome face as he said eagerly, "So I can come with you?"

"You can come with me," she said, her eyes moving over his face as he smiled, looking completely happy at the idea of going to work with her and having to be quiet and she found herself wanting to make him smile like that more often. She gave him another warning, knowing that he wasn't very good at sitting still, "I'm serious, Spike. You have to be good or I won't let you go with me ever again."

Spike opened the door for her, deciding that he'd be on his best behavior even if it meant letting her pay attention to something other than him. He gave her a slight smile as he promised, "I'll be good for you, Red."

Willow walked down the stairs, his words in her mind as she found herself vividly imagining a dozen of ways that Spike could be good for her, none of them involving clothes. She stepped into the warm night air, her cheeks flushed at the direction her thoughts had taken as she chastised herself for thinking such impure things about her friend....just her friend. Just her sexy, attractive, charming, intelligent friend. She turned towards him, giving him a friendly smile as she started to tell him about the people she worked with as they walked towards work.

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

"I need to stop at my car," Spike said as they neared the garage where he had parked the previous evening. He glanced at the pretty redhead beside him before looking away, his hands moving into his pockets as he resisted the urge to touch her. She was so pretty tonight, with her hair swept up and that strappy dress that emphasized plump breasts and a flat tummy and legs that were far longer than should have been allowed. He loved walking beside her, watching as passing men and some women gave her appreciative looks, smiling smugly at them because she was with him. Red was oblivious to the looks she was getting, so caught up in telling him about her job and the people she worked with, her enthusiasm evident by the sparkle in her green eyes. When she spoke to him, she looked at him directly, gave him no doubt that she was talking to him, that she liked talking to him, that she wasn't wishing he were someone else. She always looked him straight in the eye, used his name as she spoke, listened when he answered. He was so caught up in thinking about her, in thinking about how she made him feel, that he failed to hear her response. He looked at her, smiling sheepishly as he said, "Sorry bout that, Red. What did ya say?"

"I said that we could stop at your car now or we can after work," Willow said, wondering what he had been thinking about so intently. He'd drifted off for a few minutes, his eyes taking on a thoughtful look as a slight smile had crossed his face.

Spike shrugged, "Doesn't really matter. Guess after work is good enough. I need to pay the attendant and I've got to get some stuff to take back home."

Willow felt herself smiling at his easy use of the word home to describe her house, glad that he was fitting in so well. She liked seeing him relaxed and, dare she say, happy. He had spent the afternoon working with them on the club, teasing Faith, singing with Lorne, talking to Gunn, and smiling at her. Oh, he'd teased her and talked to her, too, but there had been a few times she'd look up and catch him watching her. He'd always give her a friendly smile and then go back to work. While he seemed to get along okay with her friends, she wasn't too surprised that he'd wanted to hang out with her his first real night in town. They hadn't been particularly close in Sunnydale, but they'd had their moments and she did consider him a friend after hours of talking and especially that summer after Buffy had died. Back home, there had been a lot of interference in them ever becoming real friends. Here, though, her friends were fine with the idea of her having a master vampire as a good friend, and he seemed to really want to be friends, which was nice.

"Quarter for 'em, Red," Spike said as they neared Canal Street.

"A quarter?" Willow looked at him with curiosity.

"Your thoughts are worth far more than a mere penny, pet," he declared with a slight smirk, watching as she laughed.

"I don't know about that, Spike," she laughed, remembering what she'd just been thinking about, "a penny might even be too much!"

"I doubt that, luv," he rolled his eyes, loving the sound of her laugh. It was relaxed and carefree and he hadn't heard it nearly enough in the last year. In fact, he could probably count on one hand the number of times she'd laughed back in Sunnydale since he'd returned with a soul. In the last twenty-four hours, he'd heard that wonderful sound a lot more frequently. "So, what do you think about the club so far?"

"I think it's going to be great," Willow smiled, "we got a lot done today and it's looked really good so far. The floor is a mess but the rest of it isn't too bad. And Lorne seems to love the idea which is fantastic. I'm so happy that he's so excited about it all."

"Yeah, he seemed pleased," Spike said, having decided that the demon wasn't too bad after all. He had bad taste in men, his first impression of Basilio not favorable at all, but otherwise seemed like a nice guy. He loved a variety of music and Willow so Spike guessed he could overlook his poor taste in partners.

"He's done so much for us so far," Willow explained, "I mean, he bought that great house which didn't come cheap, and he got us somewhere to stay before we found it which lead to Gunn's new job and, in a way, my new job. I'm just happy to see that he's so enthusiastic about opening the new club. He talks about Caritas so fondly that I know he really misses being involved in that stuff now, and it's really great to hear him getting to excited about our new project."

"I don't think he's the only one getting excited about it," Spike said with a slight smile, watching as she smiled in acknowledgment.

"You're right," she admitted with a smile. She looked at him pointedly as she said, "And I think that someone else was pretty much enjoying working on it today, too."

"I like to stay busy," he said with a shrug, though he was smiling as he said the words. "It was okay."

She laughed, deciding that that was probably the best she'd get from him about the fun he'd had cleaning of all things. She was almost disappointed to see Canal Street ahead, knowing that she loved her new job but that she had also enjoyed talking to Spike on the walk to work. Of course, there was always the walk home tonight. That was something to look forward to. She moved to avoid running into a group of people walking by, brushing against Spike. She felt his arm move around her shoulder as he pulled her against him to get her out of the group's way. Trying her best to ignore the shot of desire that raced through her entire body at the casual touch, she mumbled, "Thanks."

"Bloody fools need to watch where they're going," Spike muttered, glaring at the backs of the laughing group that hadn't even noticed they'd nearly trampled his Red. He kept his arm around her shoulder as they started walking again, rather pleased that she made no attempt to remove it. He liked touching her, his fingers moving over her bare shoulder as they neared her work. Work. He made a face as he realized that he was going to have to share her pretty soon. Not only that, but he was going to have to be good and not interfere with her job. It was obvious she really enjoyed it and he had no intention of causing her any problems. Besides, he hadn't really been lying earlier. He'd not wanted to stay at the house alone, and he wasn't comfortable enough with the slayer or the demon to hang around either of them. He'd much rather be with Willow.

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

"Hey, Carmen," Willow greeted the vampire as she entered the office.

"Evening, boss," Carmen smiled at the redhead, her eyes moving to look at the man standing behind the human. He was a vampire, powerful and strong, and there was something different about him. He was very good looking and had barely glanced at her, his eyes focused on Willow. She nodded towards him, asking Willow, "Who's your shadow?"

"This is my friend Spike," Willow said, introducing her employee, "Spike, this is Carmen. She's been training me this week and has been wonderful."

"Hey," he looked towards the vampire that she had just introduced, noticing that her eyes widened when Willow said his name, not too surprised that she knew his name. He'd learned during his trip across the country that he had built up a rather nice reputation. Definitely a step up from the things he'd heard in Sunnydale following his implant and his rather ridiculous infatuation with the slayer. He'd much rather be feared and respected than be called a slayer's puppy.

"Spike?" Carmen repeated, wanting to make sure she had heard Willow correctly. She'd heard about Spike, grandchilde of Angelus, heard about him working with the slayer and killing his own kind to save humans, heard about him being cursed with a soul and still managing to retain a strength and power as he kept a balance between good and evil. Carmen knew that Willow considered both slayers among her best friends, knowing that there was no question that this lanky vampire was, indeed, the Spike she'd heard stories about. Luckily, she admired him and his efforts to keep the world safe. All of her family had been taught by Lio to appreciate humans and the world in which they lived. Spike was very strong, nearly as powerful as Lio, and he still gave off a dangerous vibe despite the soul. She gave him a quick smile before looking back at Willow, deciding that he could be trusted with her new friend. "I've got some stuff on my desk for you to review, Willow."

"Has it been busy today?" Willow asked as she walked towards her desk, smiling and greeting the other employees on her way. She got to her desk and turned on her computer, listening to Carmen as the woman told her about what had been happening that night so far. She typed in her password for her email and then turned towards the woman, smiling as she said, "It sounds like it's been pretty quiet."

"Yeah, not too busy," Carmen said, moving to her desk to get the files for Willow.

Spike listened to Willow discussing work with the female vampire and got bored pretty quickly. He went to her desk, sitting in her chair and spinning around a few times. After the fifth spin, he looked at her desk. He began looking through her drawers, wanting to see what was in her desk. He was disappointed when he failed to find anything very personal. It looked like she had just taken the desk over, only a few Willow type things hidden in the drawers. He did find a stash of tropical fruit lifesavers, her favorite, and helped himself to a handful. He laid them on the desk, unwrapping one and tossing it into his mouth as he finished looking through drawers. He glanced at Red, seeing that she was still chatting with her employee about some files she now held in her hand. He picked up her stapler and started to send staples onto her desk, aiming at the space behind the envelopes. He smiled a satisfied smile as he managed to a get a few staples into his chosen target. He spun around in the chair, aiming and shooting as he twisted. Once he'd perfected the exact moment to shoot and make the target, he put the stapler down, looking for something else to play with.

"Can you please remind me that I have a meeting at nine o'clock," Willow asked Carmen, "The Grioty demons are arriving tonight and I have to meet and greet for Lio. He's making me do it on my own tonight."

"You'll do fine," Carmen smiled as she sat down, watching as the redhead made a face, "Stop that. You know you'll be great. I've heard nothing but good things about you from everyone."

"I know what to do, but I still get nervous thinking about it," Willow laughed, knowing that she would be fine. She'd spoken to the demons several times and they were really nice. She was actually looking forward to being able to prove to Lio that he had made a good choice in hiring her. So far, all she'd really done was paperwork and organizing, which was fun in a way, but she was looking forward to being a bit more active and taking more responsibility for things.

"It looks like your friend is having fun," Carmen said with a snicker as she glanced at Willow's desk and saw Spike eating lifesavers and playing with the canned air that was used to clean the keyboards.

"Spike!" Willow said, laughing when he looked over at her with a sheepish smile. "Stop wasting my supplies!"

"I'm cleaning," he informed her with a smile, "not wasting."

"Are those staples all over my desk?" Willow asked, rolling her eyes as he looked guilty before giving her that boyish smile that did things to her that weren't good...not good at all.

"I was testing them," he decided before he tossed another lifesaver into his mouth, deciding that he'd buy her another bag since it was obvious he was going to probably finish hers before the end of the night. "They passed the test."

"Testing them for what?" she asked, curious to see what story he'd give her.

"Quit asking so many questions, Red. You're supposed to be working," he reminded sweetly as he swept the staples into the trash. He put the can air down, ready to move his attention to something else.

Willow left Carmen's desk as she moved towards hers, "I could start working if you'd move that bony ass of yours out of my chair."

"My arse isn't bony," Spike defended with a glare before slowly smiling, "Besides, Red, what are ya doin' looking at me arse?"

"I wasn't looking at your butt," Willow said, feeling a slight blush cross her cheeks at her blatant lie. She saw the knowing gleam in Spike's eyes and knew that he knew she and Faith had been checking him out when he'd been painting, "You heard us, didn't you?"

"I believe the words were firm and squeezable," he said with a smug smile.

"You know, I really don't have to share my lifesavers with you," Willow threatened, watching as he put his hand around the pile he had yet to eat. She wasn't overly embarrassed that he'd heard them talking about his butt because they often teased Gunn about his. It was all in friendly fun, but she didn't want to hear about it for the rest of the night.

"You know you love me, Red," he said with a quick smile before he tossed another lifesaver into his mouth and turned back to her desk, looking for something to occupy his interest for a while.

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

Willow watched him turn back to her desk, glad that he realized that she did care about him and considered him one of her best friends, growing even closer to him now that they were out of Sunnydale. She put the files on her desk and went to get a chair from one of the empty desks. She should have known that Spike would not be content to sit quietly off to the side while she tried to get her work done. No, he'd taken over her chair and her desk and seemed perfectly content to eat her lifesavers and play with her stapler. She sat down, glaring at him as she said, "You know, you could scoot over a little since this *is* my desk and I've got work to do."

"Look, Red," Spike moved his chair over to give her some room, figuring it was best to keep her amused but happy so she'd let him come back to work with her, turning the computer screen to face away from her, as he said, "you've got mail!"

"Spike, you can't read my mail," Willow said, moving to take the keyboard and mouse away from him. "Spike, stop it!"

"Calm down, Red," Spike said, giving her an innocent smile. "I'll read it to you so you can keep working."

"Spike, I do not want you to read my mail to me," Willow said, glaring at him as he easily kept her from grabbing the equipment.

"Here's a letter from Peaches," Spike said, pretending to click on the mail. He glanced at Willow and saw the fire in her eyes and knew that she was ticked off. He smiled innocently, asking, "Do you want to hear what whiny boy has to say, Red?"

"Angel isn't whiny," Willow defended her friend automatically, a bit surprised by the flash of annoyance that she saw in Spike's blue eyes.

"Let's see, shall we?" Spike said as he began to read, "Dear Willow. Tis a sad, sad day here in LA. I'm all out of hair gel!"

"Hair gel?" Willow repeated, watching as Spike looked at her, his eyes now amused as he shook his head, sighing dramatically before he continued reading.

"Yes, you read that correctly. There is no more hair gel in the entire city. It appears that I've used it all up!" Spike said, getting into his reading, "My hair is now limp, though I am rather used to holding limp body parts so it's not all that bad."

"Spike!" Willow giggled, wondering what else 'Angel' had written her.

"And what's worse than not having anymore hair gel, which is truly a tragedy when you're a big poofster like me, is that I am now second best," Spike stopped to sigh, his blue eyes lit with amusement as he continued, "You see, there is now a much better looking, more intelligent, wittier, more charming, did I mention devastatingly attractive, better dressed vampire with a soul who doesn't have the pesky curse that I have and he is far superior to me, with my brooding and whining and nancy boy ways."

"He's also very modest," Willow added with a smile, "and don't forget brave."

"Shh, Red," Spike scolded her with a smile, "I'm trying to finish the wanker's letter for you."

"Oh, sorry," Willow apologized.

"It's okay," he excused her before returning to his 'reading', "I must go now, Willow. I'm off to search for more hair gel so that I shall at least have my poofy hair back, though I am no longer your favorite souled vamp. Hugs and kisses, Peaches."

"Hmm...I wonder why Angel thinks that he's not my favorite souled vamp anymore," Willow said thoughtfully, watching as Spike gave her a look.

"Maybe the stars told him," Spike said innocently.

"Perhaps," Willow nodded, watching as he looked at her expectantly, giving him a smile as she said, "Guess the stars actually knew what they were talking about this time."

Spike returned her smile as he put the keyboard and mouse back in place as he scolded her, "Tsk..tsk...you need to stop playing and get to work, pet."

"Oh, yeah, cause I'm such a slacker," Willow rolled her eyes as she began to check her mail, for real. She had a long letter from Buffy, a note from Dawn, a note from Xander, and a note from Angel. She had to smile as she saw the last letter, somehow doubting that it was going to be quite as entertaining as Spike's had been. She decided that she'd answer her mail later, when she was home and relaxed and could give it the attention that it needed. Right now, she still had some files to check and anything else that required her attention before her meeting. She signed off the internet and glanced at Spike, smiling slightly when she found him spinning in her chair and using the can of air to try to move pencils across the desk on every spin around. Well, he'd at least found a way to keep himself entertained but she had a feeling she'd be buying some extra canned air as well as some more lifesavers before the night was over. She turned away from him and got serious, opening the files and reading, making notes when needed.

Spike was bored. The can of air was empty, the last of it being used for his pen race across the empty desk behind Willow's. He tossed the empty can in the trash, turning his attention back to Willow's desk. She was reading some files, writing things on a notepad as she read. He didn't want to bother her, knowing that she needed to get her work done. He was over a hundred and twenty years old. Surely he could find something to occupy his time productively while he was at work with her. He wanted to make himself useful so she'd invite him back. While pen races and staple targets were rather amusing in their own way, he didn't think they'd warrant a return invitation. He rolled his chair back to Willow's desk, his eyes moving over her profile as he again thought about how gorgeous she looked tonight. "Red, you have anything I can do?"

"Hmm?" Willow looked up from her file, giving him a smile as she said, "Not really. I've only got a couple more of these to review and then it will be about time to go to my meeting. I guess you can go with me for that. Until then, you can play a game on the computer or something."

"You're sure you don't need any help?" he asked, wanting to make sure that she knew he was sincere in his wish to help her. "And what meeting?"

"I really don't have anything that needs done, Spike," Willow smiled, "but thanks for asking. As for the meeting, I have to meet some Grioty demons that are coming into town tonight and take them to their hotel. They're friends of Lio's so he asked me to welcome them to town on his behalf."

"He's having you go alone?" Spike said, not liking the idea of his Red being sent to meet who knows what sort of demons alone.

"It's part of my job, Spike," Willow rolled her eyes, watching as he brought up a new game of solitaire on the computer.

"Hmph," he said, deciding that he'd make sure he was always with her when she had those kind of meetings. He could make himself useful that way, keeping her safe and making sure that everyone that arrived in town knew she was his. That decided, he turned his attention to his game as she went back to work.

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

"Bella, you look absolutely beautiful this evening!" Basilio praised the redhead as he entered the office, a smile crossing his handsome face as she smiled at him.

"Thanks, Lio," Willow looked at her boss, asking, "What are you doing here? I thought you were going to dinner with Lorne tonight and leaving me on my own."

"I had to stop by and see you," Lio put his bag on her desk, glancing at the vampire that was sitting beside her and glaring at him. He wasn't at all surprised to see Spike with Willow, having decided the previous evening that there was something between those two, even if they hadn't realized it yet. Their attraction was evident to anyone with eyes and he had a feeling that it went far beyond pure physical lust. He'd not yet had an opportunity to evaluate the situation fully, but he planned to keep an eye on those two and see what happened. He gave the blond vampire a nod as he said, "Evening, Spike."

"Whatever," Spike said as he forgot his game of solitaire and moved closer to Willow. He didn't like this vampire, didn't like the cute little nickname the guy had given his Red, didn't like the flirtatious tone of voice he used when talking to Willow. The poofster was supposed to be dating the demon, which meant he shouldn't be flirting with his Red.

"I wanted to stop by before you left to give you a present, Bella," Lio said, amused at Spike's response to him. The younger vampire was jealous, glaring at him again for calling Willow Bella.

"A present?" Willow smiled as she leaned forward, "What is it?"

"I went by and picked out a phone for you," Lio told her as he opened the bag and handed her the phone he'd chosen. "I've been meaning to stop by and get one since I hired you, but just now had the chance. I wanted you to have it before the weekend in case I need to get in touch with you."

"It's cute," Willow said as she looked at the cell phone. "Is there anything I need to know about the plan?"

"It has unlimited long distance and you don't need to worry about the minutes," Lio said, "I rarely call but I like having the ability to reach you whenever I need you."

"I can call Sunnydale and not have to worry about getting a calling card or long distance fees," Willow realized, "that's going to be great."

"I've programmed it with some of the numbers I thought you might need," Lio continued, pleased that she enjoyed the gift. He rarely used the phone, himself, but it was convenient to have, especially when she was making rounds and dealing with family issues.

"Thanks, Lio," Willow stood and gave him a hug, turning to give Spike a warning look when she heard him growling. She put the phone in her bag before taking her seat. She looked at her boss and asked, "Is there anything special you need me to do tonight after the meeting?"

"Not at all," Lio said, resisting the urge to smirk at Spike as Willow ignored the vampire's growling to continue their conversation. "In fact, you can go home after the Griotys are at the hotel, if you would like. I spoke to Lorne earlier and he mentioned that you all were hard at work most of the day cleaning the club. I must tell you that I absolutely adore your ideas for the place."

"Thanks," Willow smiled, "I'm glad it's all working out. Oh, I was going to check with you about who we might be able to get some supplies from. I know we're going to need to retile the entire place."

"I know some people," Lio confirmed, "I'm sure we can get you everything you need. Maybe we can go tour their warehouse next week, see what they have. I used them when I remodeled my home and can attest that their product is good quality."

"We'll let you know when we can go," Spike said as he moved his arm across the back of Willow's chair, his fingers moving to play with a few tendrils that he'd left hanging against her cheek. He let his fingers brush against her face as he continued, "know anyone that has good lumber and paint?"

"I can make some calls," Lio said with a smile, watching as Willow relaxed back against Spike's arm, not at all protesting his actions. Oh yeah, there was definitely something happening there that went beyond friendship.

"That's great, Lio," Willow smiled at him, wondering how Spike's cool touch against her cheek could heat her entire body up so quickly. She was nearly melting and he'd hardly touched her. Bad thoughts, Willow. He's just being friendly. It was just her luck that Spike was proving to be a touchy feely type of friend when he could arouse her with just a casual touch. She had to get this lust under control. She'd dealt with it for years back in Sunnydale and she could deal with it now. They were just friends and that meant no melting or naughty thoughts about pushing him on top of the desk and shagging him like crazy. Oh God, her face flushed as that vivid image flashed in her mind, causing her to sit up and grab a file as she tried to remember what she'd been talking about before her mind had taken her to naked Spike territory.

"I'd better get going," Lio said, wondering how Spike could be as powerful and strong as he was and not smell the sweet scent of arousal that was currently surrounding Willow. Any fool could see her flushed cheeks and hear her rapid heartbeat and realized that she was turned on. But not Spike. No, that idiot was too busy glaring at him and proving his friendship with the redhead to see her desire for him. He gave Willow a smile as he said, "I'll see you later, Bella. You kids have a good evening."

"You too, Lio," she gave him a smile as she wondered how on Earth she was going to survive being friends with Spike without using up all the cold water in all of New Orleans. Maybe it was just a hormone thing, a reaction to being around someone she'd found attractive for years and getting closer to him. Yeah, that had to be it. Once they'd hung out for a few days and he became more familiar, then the attraction would fade. Until then, she'd just try to deal with her naughty thoughts and take a lot of cold showers.

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

"Willow, it's nearly time for you to leave," Carmen reminded the redhead who was talking to Lio. She'd seen the witch keeping an eye on the clock, but she also knew the master well enough to know that he could spend hours talking without realizing the amount of time that passed. She received a thankful smile from Willow for her reminder before she went back to work.

"I hadn't realized it was so late," Lio apologized as he stood, "I didn't mean to keep you so long, Bella."

"It's okay," Willow smiled, "I'd finished everything else. Besides, I like talking to you."

"You mean, listening to him," Spike muttered, rolling his eyes as he heard her laugh.

"Spike, be nice," Willow warned with a laugh, knowing that he was being truthful with his analysis. Lio had been telling her stories about his town, answering the questions and comments that she had but mostly doing a good job just telling the story. It had made the time go faster and had given her something to focus her attention on besides the gorgeous vampire sitting next to her.

"I somehow doubt he knows how," Lio said dryly, a slight smirk on his lips as he saw the younger vampire glare at him.

"Don't you have someone else to bother, Pops?" Spike asked, resisting the urge to argue with Willow's boss, knowing full well that Red knew how nice he could be and that he didn't need to defend himself to some poofy pretty boy master.

"Lio, Spike can be very nice. Spike, Lio isn't a bother. Now, I'm going to go to the bathroom and then we can leave," Willow said, rolling her eyes as she realized just how old each of the vampires were and just how immature they were both acting. She knew it was the whole master thing, the need for control and all that. Anyway, it really was more amusing than annoying.

"You're accompanying Willow on the meet and greet?" Lio asked Spike, his eyes growing thoughtful.

"Yeah, so?" Spike asked, ready to argue when the master told him he couldn't go.

"That's a good idea," Lio said, noting the surprised look flash in the younger vampire's blue eyes. "A grioty demon is harmless and I know that Willow is powerful enough to take care of herself, but I feel better knowing that she will have you with her in case anything happens."

"Red can definitely take care of herself," Spike agreed, having seen her fight for years, "but she deserves to have someone take care of her once in a while."

"On that, we are both in agreement," Lio said, having a feeling that Spike had said more than he'd intended, hearing the sincerity in the blond's words as well as the affectionate look that flashed in his eyes when he glanced in the direction that Willow had gone.

"I may not like you, but Red's happy working for you so I'm not gonna mess this up for her," Spike said, letting the master know that he planned to be nice without having to actually say the words or defend himself.

"Is it very difficult, adjusting to a soul?" Lio asked as they waited for Willow to return, knowing that Spike's statement did not need a reply.

Spike looked at him and shrugged, "It wasn't that bad. It's definitely better than living with that chip. It could have been far worse than it was, really. I mean, I could have gotten all broody and guilt stricken like Angelus did, sitting in corners and whining about the unfairness of life, living in memories of a past I can't change, determined to be miserable and unhappy out of some fucked up notion that I don't deserve to be happy. Bloody waste of time, all that."

"What's a waste of time?" Willow asked as she rejoined the vampires, curious as to what they had been talking about after she'd left.

"Being like Peaches," Spike smiled at her, "hence the reason I'm your favorite souled vampire now and he's merely second best."

"I'm so going to regret admitting that to you, aren't I?" she asked him with a smile as she turned her attention to Lio, "Don't listen to Spike, okay? Angel is a really nice guy and one of my closest friends. Spike just can't stand him because he has better hair."

"Better hair?" Spike gaped at her before he saw the twinkle in her eyes. He smiled as he said, "Need I remind you that it would be declared a national crisis if the poof ran out of hair gel?"

"It would be a sad, sad day," Willow said dramatically, repeating the words from 'Angel's' email as she shared a smile with Spike.

"On that note, I believe it is time for me to say good-bye and good luck," Lio said with amusement. "Bella, Sam is waiting downstairs to take you to the airport. I'm going to go visit some of the family before meeting Lorne for dinner, so Sam is at your disposal all evening."

"Thanks," Willow said, "Oh, is it okay if Spike goes with me?"

"Of course," Lio smiled as he leaned over and brushed his lips across her forehead, "Have a fun evening, Bella."

"I'll talk to you later, Lio," Willow said as she started to move away from her desk towards the door. She looked at Spike and asked, "Are you ready?"

"Sure," he moved to follow her, giving Lio a slight glare for kissing his Red, even in a friendly way, "See ya around, Pops."

"Take care of her, Kid," Lio told him with an amused smile, watching as the vampire moved to open the door for Willow before following her out of the office. He began to whistle as he sat down in Willow's chair, a pleased gleam in his eyes as he thought about what he'd seen that evening. He couldn't wait to see Lorne and share the details.

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

Faith sighed as she grabbed the remote and began to flip through the channels. The movie she had been watching had ended only a few moments before but she was already bored. She moved a pillow behind her back and adjusted her position on the sofa, frowning as she tried to find a way to be comfortable. Finally, she was settled, her thumb still pushing the channel button. She suddenly smiled as she saw something she liked, tossing the remote onto the table and putting her hands behind her head as she started to watch. Okay, so she didn't watch very long before her eyes were moving to look at the clock. It wasn't even nine yet.

The slayer grimaced as she realized that she had at least another three to four hours before Willow would return home with dinner and her shadow. She really hated to admit it, even to herself, but she was getting tired of being lazy slayer. She'd spent nearly evening on the sofa in front of the television watching a variety of silly things just to keep her interest. It was fun to watch with her friends, to make fun of things and discuss what was happening, but it somehow lost the fun when she was alone. She loved her new life, really she did, but she was growing restless. It had been nearly three weeks since they'd defeated the First, three weeks since she'd had a proper patrol. She'd not even had a workout since that night, resting for the days following and then driving halfway across the country and moving and getting settled. True, she'd had a workout by moving and lifting and stuff like that. She actually felt pretty good after the cleaning they'd done that afternoon. She had muscles that were sore that hadn't been used in weeks.

She knew that patrol wasn't necessary in New Orleans. Basilio kept control over his city, and that was a good thing in her opinion. She didn't miss getting injured and having to kill things, both of those being the worst aspects of being a slayer. She missed the adrenaline of the hunt. They had converted the attic into a workout room slash slayer headquarters for her, but she'd not yet used any of the equipment or weapons they had bought. She'd decided to take a break from slaying to get accustomed to her new surroundings. Besides, once she'd what a tight ship Lio ran, it seemed sort of pointless to spend a lot of time sparring and stuff. It wasn't like she'd be needed that often. She'd figured she'd go with Willow when her friend had to meet people or would be venturing into dangerous areas of town, but she had a feeling that Spike would be performing such tasks now that he was in town and intent on becoming Willow's best buddy. Where did that leave Faith?

She wasn't jealous of Spike. Nope, not at all. She didn't care that he'd only been in town for one day and he was already going to work with Red. She didn't care that he made Willow smile even more than she had been before his arrival and she didn't care that he seemed to want to be best friends with Willow. She knew her friend well enough to know that there had been some crushing going on for a while and she wasn't blind to the sparks that seemed to exist between the vampire and the witch. They were comfortable together and she honestly believed that they were friends, but they were fooling themselves if they thought that was all that there was. But she wasn't an expert by any means so she'd just keep her mouth shut and watch the show. They were both intelligent people and would surely figure out that the attraction between them could heat the entire coast for an indefinite amount of time. So, no, she wasn't jealous of Spike or the place he held in Willow's life. Even if they seriously did remain just friends for a while, Willow was happy and Spike seemed to be good for her. That's all Faith wanted for her friend. She wasn't jealous, but she did feel a bit at loose ends. Gunn was a great guy, easily filling the position of older annoying brother in her life, but he was working days and would be helping at the club plus there had been some major sneaky peeks between him and that girl he worked with. He also tended to be a bit of a loner, liking his privacy and hanging out alone sometimes. He was her friend, sure, but he wasn't really the type of guy she'd want to go hang out with, just the two of them. He'd probably scare off any guy that approached her and she'd definitely tease him like crazy if some girl hit on him. In a group, he was great, though. As for Lorne, well, he had Lio. He also had the club that would soon be taking up a lot of his time. The little free time he did have would most likely be spent with Lio or the entire group. Faith liked having a group to hang out with. It was nice, being a part of something. She'd started to feel that way when she'd busted out of prison and hung out in LA for that week, finally being a help instead of a risk. When she'd returned to Sunnydale, well, she'd been tossed into the middle of a group that was overwhelming.

She'd made up with B, become friends with Red during the drive from LA, adopted a bunch of the kids that seemed to idolize her in a way that was kind of flattering, flirted with Robin, hell, she'd even flirted with Spike. She'd become part of a family, but it hadn't been her family. It had been B's family and she'd just been a guest at the table. Now, though, she had her own family. She understood what it felt like to have people around that you cared about, that cared about you. It was nothing like she'd expected. She regretted never allowing herself to become a part of the group from the first, wondering how different things might have been if Buffy hadn't been such a selfish bitch from the moment they'd met, if the blonde had been as accepting as she had been two months before. And then she realized that it was stupid to waste her time thinking about things like that. What's done was done. She had become the person she was now based on the past, and really wouldn't change anything. Okay, so she did hate having the blood of innocents on her hands, but dealing with that had made her grow up, had made her realize what really mattered in life. She and Willow had talked about all that on the drive back to Sunnydale, about how things can happen that you never expect, that you wish hadn't, but they shape the course of your life in ways you never imagine. Once you deal with what happened, you can learn from it or you can let it control you. She'd nearly lost herself by letting her actions control her, but she'd finally learned what was really important and then she'd gotten her control back. She'd learned from what had happened and become a better person despite the circumstances. Willow had said that in that car driving towards Sunnydale and that was when Faith realized that she had to let the past go, that she could be strong like Willow and she, too, could be a better person. When she'd heard Willow was moving, well, there'd been no doubt in her mind that she would go with the redhead. Willow had become one of the most important parts of her life during that three hour drive from LA and Faith wasn't about to lose her new friend.

So, here they were in New Orleans. They were happy, things were going fantastically well. They had a great house, great friends...Willow had a neat job and Faith was going to help with the club. Lorne had found Lio and was starting a relationship that she thought looked like it might be the forever and ever type, which was terrific because Lorne so deserved to be happy and loved. Spike was in town, fitting in easily with their little family. True, he and Willow had some UST between them, but they seemed to put their friendship above all which was what was most important. Besides, Faith didn't think it would be long before that UST was resolved and then, hopefully, they'd be experiencing their own forever and ever type of relationship. She didn't want a relationship, herself. She had no interest in getting romantic with anyone at this point of her life. The next time she had sex, it was going to be with someone who would be there in the morning, someone that wanted her because of who she was and not how she looked or how good she was in bed. She'd spent years fucking random guys, never caring about anyone, only caring about releasing the tension. A couple of years in prison with nothing but time to think can make a girl realize what she wants in life. Faith had realized that she wanted to be loved...that she wanted to love. She loved Willow and was growing to love Lorne and Gunn. She knew that Willow loved her and figured that the guys did as well, the bond between them all strong and affectionate. She had to learn to love her friends and herself and to learn how to love before she got involved in any kind of relationship so she'd decided to be celibate until she found the right guy.

God, wouldn't B laugh her ass off if she knew that Faith was holding out for true love. It was true, though. Faith didn't miss sex at all. Okay, so she had enjoyed the power and dominance of the act, but it wasn't something that she'd ever really let herself enjoy completely. Nope, there would be no random fucking in her future. She had fingers that knew exactly where to touch if she felt the need for release, and she wouldn't have to worry about them being there in the morning. She wasn't planning on becoming a nun, though. She had every intention of going out with Willow and the gang, of dancing and flirting and having a good time, but that was it. She'd be sleeping alone until she found the guy that would hold her as she slept and be there for breakfast. Yeah, she was looking for the breakfast guy. Well, not really looking. She wasn't ready for that yet. She was still getting a hang of this loving someone as a friend thing. Nah, it would be a while before she was ready for the hunt for her breakfast guy. She shifted on the sofa again, wishing Gunn hadn't wimped out and gone to sleep early or that Lorne didn't have plans with Lio. She felt like getting out, going dancing until she was exhausted.

"Why so glum, sugar plum?"

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

Faith looked up at the voice, giving Lorne a large smile as she said, "I'm not glum. Was just thinking."

"Ah," Lorne nodded as he moved to sit in one of the two chairs that was in the upstairs entertainment area that Willow and Faith had created. "You looked pretty serious."

"Not really," Faith shrugged, "just thinking about the last few weeks and everything. Okay, so it was a bit serious. Nothing bad, though."

"You staying in tonight?" Lorne asked the slayer, knowing that Gunn was already settled in his room watching some loud movie with lots of explosions as he tried to stay awake for the end. As for Willow and Spike, they had gone to work. He almost smiled imagining that experience, eager for Lio to arrive and fill him in on the visit he had made to the office to see just how well Spike was able to patiently wait for Willow to do her work. Somehow, the word patient did not seem a suitable description for the handsome vampire.

"Yeah," Faith nodded, "we're going out tomorrow to start scouting bands so I figured I'd just be couch potato slayer tonight. Red's bringing home some food when she and her shadow come home from work so all should be good."

"Her shadow?" Lorne laughed.

"Spike's a good guy," Faith said, knowing that Lorne didn't know too much about the blond vampire. "He seems to care about Willow and that's all that really matters."

"Yes, he does," Lorne agreed, "and she seems to care a great deal about him. I hadn't realized they were such good friends, but, seeing them together, it's obvious they're very close."

"They are friends," Faith said, "I think they became pretty good friends after Buffy died and then sort of drifted apart when she came back....I dunno. I see more to it than that, personally. Just friends my ass. They want each other, and I don't mean in a platonic way. But, hey, if they're not ready to admit that, it's cool. The friendship thing is a good way to start building their relationship, learn a little bit more about each other before rushing into a lust driven affair and maybe messing up what might be their happy ending."

"I agree with you on seeing much more than pure friendship," Lorne said. "There is a very healthy sexual attraction growing between them, one that I believe has been building for a long time. But, you're right. Becoming closer friends will only strengthen their relationship and perhaps give them both that happy ending you mentioned."

"Hey, are you and Lio going out with us tomorrow night?" Faith asked, glad that Lorne agreed with her about Willow and Spike but deciding that she didn't want to jinx things for her best friend by analyzing it all too much, so she changed the subject.

"We'll probably meet up with you," Lorne said, "I haven't discussed the idea with Lio yet. Do you know where you're going to start the search for some local bands?"

"No idea," Faith shrugged as she smiled, "I don't even care. I'm so looking forward to the idea of going out and dancing until I'm too tired to move. I've been spending too much time laying around. I'm getting lazy."

"You speak as if you've not moved from the couch in weeks," Lorne laughed, "earlier today, you were cleaning and quite tired by the time we stopped working, if you remember."

"I remember," Faith laughed, "but it's not the same as getting dressed up and dancing and just letting go for a couple of hours. I'm really excited about tomorrow night. I hope you and Lio join us. You'll both have to save me a dance!"

"Honey, why would you want to dance a couple of old demons?" Lorne asked, shaking his head at the pretty girl. "You'll have guys lined up to dance with you."

"Yeah, a bunch of punks that want to play touchy feely instead of actually dancing," Faith rolled her eyes. "I'm not looking for grabby hands that want to spend their time trying to feel me up. I want to dance with someone that I don't have to worry about wanting more."

"Well, sugar, I'll be sure to save you a dance then," Lorne promised, knowing exactly what Faith was talking about. She was a gorgeous girl, well built and attractive, and most guys looking at her would probably be thinking about sex which made dancing with them more of a bother than a fun activity. He'd witnessed it the night they'd gone out to a club recently, watching as guys leered at her and tried to hit on her. She'd ignored them, spending her time dancing with Willow, which had caused more leers, and himself.

"That's what I need," Faith suddenly said, looking at him with a smile, "I need a man!

"I think I missed something," Lorne said, wondering how they had gone from him dancing with her to her needing a man.

"Sorry," Faith laughed at the expression on his face, "I mean, I need a friend to hang out with that is not interested in fucking me or any of that shit. I could relax and have fun and just be myself without worrying about grabby hands or attempts to get into my panties. Gunn would be perfect but he hates dancing and isn't too fond of going out and having fun. But, someone like Gunn....you know? Then I'd have someone to hang out with when Willow and Spike are out and when you're out with Lio. I wouldn't be stuck home alone watching TV all the time."

"Faith, honey," Lorne studied his friend for a minute and realized that she felt left out. Even though Spike and Willow were claiming to be just friends, being with them made Faith a third wheel. He finally understood why she had the sudden urge to find a male friend that she could go out and have fun without worrying about the baggage of an unwanted attraction or any of that mess. He smiled at her and said, "I'm sure are plenty of guys in town that would be thrilled to go hang out with you and rescue you from becoming a lazy, couch potato slayer."

"Yeah, maybe there are," Faith smiled as she decided that she liked her idea. It was the perfect solution to her problem. Now, she'd just have to find a guy that wasn't interested in having sex with her and gave her the same friendly/family like feelings that Gunn, Lorne, Spike, and Lio did. She could show Willow was strictly platonic, just friends really meant, maybe giving the redhead the idea that her relationship with Spike was a bit more than the common friendship. Cool, it could not only solve her problems but might also open Willow's eyes a bit. Damn, she was getting pretty good at this thinking thing.

"I'm going downstairs to wait for Lio," Lorne said as he stood. He leaned over and kissed her cheek as he said, "Have a good night, pumpkin."

"You too, Lorne," she said with a smile before she turned her attention back to the program and soon found herself engrossed in the mystery as she analyzed the clues to figure who did it.

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

Willow listened as Spike began yet another story about a time that he had visited Venice many decades before she had even been born. A smile crossed her face as she listened to him, watching the way his eyes gleamed with amusement as he told his story, his audience completely spellbound. Okay, so she was a bit spellbound herself. Spike rarely talked about his past, making a few random comments here and there maybe, but he had never told stories that were so fun and silly and made him smile the slight nostalgic smile that had been on his face for the last half hour. He was enjoying his audience, had them eating out of his hand with their giggles and pleas for more and worshipful sighs. Had she not been as affected by him as they, she would have probably rolled her eyes and been as amused by the situation as he seemed to be. But, since she was enjoying his stories far more than she wanted him to realize, she remained silent, her green eyes rarely leaving his handsome face.

She reluctantly moved her eyes from his face to look at the other occupants of the car. The Grioty demons that they had picked up from the airport about thirty minutes earlier. Olnya and Elysia. Willow had never seen a Grioty demon before so she hadn't really known what to expect. They turned out to be a couple of inches shorter than her with bright orange eyes and smooth pale blue flesh. She had talked to both sisters over the phone when they had been planning their journey, and it turned out they were as friendly and flirty in reality as they had been over the phone. They'd looked her over and smiled as they'd declared her a true beauty before turning their attention to Spike and making the same judgment. He'd been a bit surprised at their blatant appraisal of both him and Willow, but he'd soon been smiling a flirty smile and charming both sisters into giggles as he started to tell his stories about visiting their native country of Italy. When he hadn't been telling stories, he'd been asking questions, getting them both to talk about their lives as he'd collected their luggage with Sam. When they'd reached the limo, he had sat next to Willow as he had during the drive to the airport. His arm had gone around her shoulders in a very casual and very platonic way as they'd started the drive to the hotel.

Willow glanced out the window and saw that they were nearing the Quarter. The sisters were staying at a hotel in the Garden district, a bed and breakfast that catered to the non-human visitors to New Orleans. She looked back at Spike and saw that he was watching her as he spoke. His eyes looked away from her when their gazes met, his story never pausing during the silent exchange. She decided not to think anything about him looking at her. After all, he was telling a story and had been looking at the sisters most of the time. Besides, she had spent the entire drive free to look at him and ogle without worrying about getting caught. He was probably wondering when they'd be stopping, probably tired of entertaining the sisters and listening to them talk about how wonderful and adorable he was. She almost laughed at that thought. Like he'd be tired of hearing praise from two swooning women. He was eating it up, the smirk on his face enough to let her know that she wouldn't soon hear the end of how charming and handsome the demons said he was, and how lucky she was that he'd gone with her to keep the sisters occupied during the drive and how grateful she should be to have a best friend like him. Yep, she'd be hearing all of that and more as soon as they left the sisters at the hotel.

The worst part of it was that it was all true. He was charming and handsome and she was lucky that he'd gone with her. She wasn't as shy as she used to be by any means, but she was still a bit nervous about meeting new people and rarely knew how to make small talk without it seeming like she was making small talk. She had gotten better at dealing with strangers and such, but this was her first outing without Lio and she'd been a bit scared that she'd revert to her old ways of shyly smiling and hardly talking. With Spike there, she'd had no problems talking with the demons and reminding them of the rules and everything that she was supposed to say. His hand had been on her back as she spoke, his fingers making small circles as he'd given her the quiet support that had helped keep her from messing everything up. Okay, so it probably wouldn't have been a horrible mess if she'd been alone, but she was always overly nervous and worried and Spike's presence had helped ease those concerns.

Something had happened between them at the airport. Tonight, he'd truly become a best friend. And sure there was some lust on her part still involved and she knew that she had a silly crush on him that hadn't faded like she'd tried to convince herself, but it was more than all that. It was him being there for her when she needed him with that casual touch to her back, as if he'd been able to know that she was about to become the shy babbling girl of yesteryear when confronted by the two flirty demons. It was him smiling and telling the stories to give her a chance to relax and just enjoy the meeting and greeting part of her job without worrying about everything or overthinking things the way she had a bad habit of doing. And she liked that he seemed to know her so well, that he cared enough to give her a chance to just enjoy her job, that he was there when she needed him. They'd been friends before, more so when Buffy had been dead and then the last couple of months, but it had never seemed as real as it did now. The last day or so with him had been nice, not only because he was rather good to look at and smart and funny, but because he knew her in ways that no one else did. And, she had to admit that she seemed to know him in a similar way. She'd spent years watching him, listening to him, learning about him. It seemed that he had done his own watching and listening. It was comfortable and secure and she liked spending time with him and she liked seeing him smiling and happy and relaxed.

She also had to admit that she rather enjoyed the casual touches, glad that he was comfortable enough around her to touch her and lean against her. She could try her best to ignore the slight flutterings of desire that went through her at even the most platonic touch because he was happy being her friend and she was happy to have him as her friend. That was truly the most important thing. Their friendship.

"You okay, Red?" Spike asked softly as he leaned close to her ear, having been watching her covertly the entire drive back from the airport. She'd been smiling at his stories, asking for more along with the Grioty sisters, but the last few minutes she'd started thinking. He knew the signs of a deep Willow-think and was a bit curious what had caused such serious reflection that it had stopped her from listening to his latest story of a trip to Venice with Drusilla and Angelus and Darla that had ended with Angelus falling in a canal and making a complete ass out of himself. He'd thought Willow would enjoy that story, having honestly not thought about the memory in years. Instead, she'd stopped listening and started thinking.

"I'm better than okay, Spike," she smiled at him as she looked into his eyes, realizing the truth to her words. She moved to lean her head against his shoulder as she looked at the sisters and said, "I think we're nearly at the hotel, but maybe we can convince Spike to tell us another story before we get there."

"That would be wonderful," the sisters said in unison before sharing a smile as they looked at the attractive couple that spoke of being friends but seemed to be so much more.

Willow looked up at Spike and asked, "Will you tell us another story, Spike? Please?"

Spike felt a smile cross his lips as he looked into her eyes, saying, "As if I could ever tell you no, Red. I'll finish telling you girls about Venice, think you might like the way that story ends. Where was I? Oh, yeah. Peaches was being an arrogant bastard, as always."

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

"I have to admit that I'm glad that's all over," Willow declared as she and Spike made it to the sidewalk. She looked back at the bed and breakfast and waved at the sisters who were waving from the porch. She watched as Madison, the owner of the quaint hotel, motioned for the Grioty demons to followed her inside, stopping to wave at Willow and Spike and calling out a good bye before she reentered the lovely old home.

"I don't know. It wasn't that bad," Spike decided as he winked at the sisters and blew them a kiss, listening as they giggled before entering the hotel.

"You're just saying that because they both thought you were charming and adorable," Willow said with a laugh.

"They are excellent judges of character, I must say," Spike responded with a smug smile.

"Seriously, thanks Spike," Willow said as she got back into the car. She looked at him, giving him a smile, "You were great with Olnya and Elysia. I could almost see why they might think you were charming and adorable."

"It was fun," he admitted as he sat beside her, "And what do you mean almost? I *am* charming and adorable and you know it."

"And so very modest," Willow laughed.

"Yeah, that too," Spike gave her a smile as he made himself comfortable, enjoying the sound of her laughter and the sparkle of mischief that was in her beautiful green eyes as she teased him. He'd had fun tonight, surprising even himself. Going to work with Willow was an experience that he hoped to repeat often. It had even been interesting at the office, though he preferred getting out and moving better. He'd been on his best behavior tonight, not wanting to do anything to upset Willow or make her job more difficult. It had been easier than he'd expected. He'd kept them entertained by telling stories and by being charming. He looked at Willow as he settled his arm around her shoulders, his finger moving to brush against the back of her neck as he asked, "So, what's next?"

"Next?" Willow asked, ignoring the tremors that rushed through her body from the casual touch of his finger against her neck. Okay, so ignoring wasn't the best word since it took most of her concentration to pull her thoughts from other parts of her body his fingers could easily brush against and the fact that there was dark glass concealing them from Sam and how it wouldn't take very much to just - .stop it, Willow, she scolded herself mentally. She was just tired, she decided. That was the reason she was having so many naughty thoughts about Spike, why she didn't have enough control to not think about him in sexy situations that usually involved naked flesh and lips and hands and, yeah, this argument was going well.

"Now that work is done?" he prompted, his lips curving into a smile as he heard her heartbeat increasing, wondering if it was his touch on her neck that had caused the change in her breathing. Hoping that she was as affected by him as he was by her even as he knew that he shouldn't be thinking about that right now. Friends first, then lovers. He wasn't going to rush into anything that might ruin the friendship that he was forming with his gorgeous little witch, no matter how badly he wanted he wanted to taste her and touch her and never let her go.

"Oh, um, yeah. Well, I guess we'll go pick up some food and head home," Willow said once she was able to finally pull her mind out of the gutter and push the naughty thoughts to the side for the time being to concentrate on reality which meant friendship and platonic touches.

"Home?" Spike repeated with a growing smile. He'd only been in town a little over a day, but she was right. It was home. He moved his finger in circles on her neck as the car drove down St. Charles, observing, "I supposed the slayer is waiting up for food, huh?"

"I told Faith I'd bring her a burger home," Willow acknowledged, proud of herself for forming a complete sentence when he was sitting so close to her and his finger was still brushing against her flesh. Trust it to be her luck that Spike was a touchy feely type with his friends. How was she supposed to keep her naughty thoughts under control when he wouldn't stop touching her?

"I need to remember to stop at my car to pick up my stuff before we head back home," Spike mentioned, watching as Willow covered a yawn. She'd done that a few times that evening making him wonder just how much sleep she had been getting.

"That's right," Willow nodded, leaning forward to hit the button to lower the window, "Sam, you can drop us at the office."

"Are you certain, Miss. Willow?" Sam asked, glancing in the rearview mirror to look at the redhead and the empty space beside her where he knew the vampire was sitting. "It isn't any trouble at all to drop you at your house."

"Spike has to stop at the parking garage to get some stuff," Willow explained, "We've also got to stop and get some dinner so the office is as good a place as any to be dropped. Besides, it's a nice night and a walk sounds like a lovely idea. Thank you, Sam."

"Of course, Miss," Sam said as he hit the button to raise the window again. He turned the radio back on as he made a right on Canal and prepared to turn around so that he could drop his passengers directly in front of the office.

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



"Good night, Sam. I'll see you later," Willow said as she left the limo, joining Spike on the sidewalk. She looked at him and smiled, "Where did you park your car?"

"It's in a garage a few streets down," Spike said, motioning north of where they were standing on Canal Street. "Some hotel parking thing that also has public parking."

"Well, let's go get your stuff and then we can go by the grill and get some food. I'm pretty hungry," Willow admitted, glancing at her watch and seeing that it was already after eleven.

"It won't take me long at the car. I don't have all that much stuff," Spike said as he debated whether or not to take her hand. He wasn't sure if such a gesture was appropriate for friends or if it went beyond the platonic comfort levels that he wanted to form with Willow. Deciding to hell with it, he casually took her hand and started to slowly walk towards the street that would take them to his car.

"I have to confess that Xander, Anya and I once based an entire conversation around your clothing," Willow mentioned as they started walking, laughing when he looked at her and arched a brow. She was rather proud that she was able to accept the feeling of his hand holding hers without getting all tingly and aroused. Of course, it was pretty helpful that she'd been tingly pretty much from the moment she'd seen him at the office the night before. She was basically in a constant state of arousal when she was around Spike. She didn't understand her reaction to him, having never felt quite like this during the years that they'd been around each other in Sunnydale.

Sure, she'd found him attractive and had many a naughty dream about the sarcastic, sexy blond, but she'd never experienced an attraction this consuming. She figured it would fade eventually, once she had been around him more and was more comfortable touching him and hanging out. Goodness, she hugged Lorne and Lio and Gunn all the time, had walked holding Gunn's hand, was completely accepting of one of their arms around her shoulders or a casual touch, never once felt even a smidgeon of arousal from their touch. Yet, with one crooked smile and one gentle touch from Spike, her entire body felt as if it were on fire.

"You and the morons talked about my clothes? Why?" Spike asked, giving her a curious look as he moved his fingers over the palm of her hand, watching as she got lost in thought before she answered his question.

Willow smiled sheepishly, "I don't really know why. We were bored and sitting around the Magic Box and the topic of conversation turned to you. We were telling Anya about junior year, before she came to town, and you were a pretty important part of that story. Anyway, Xander mentioned that he always saw you in the same clothes and I agreed and then we moved on to how you always seemed to wear the same thing for so long. Anya said she was curious if you had bought several shirts that there all the same or if it was the same set which then made us wonder about the material because it would have to be very strong to be washed so often and still look in such good shape and your black shirt was never faded looking at all and, okay, did I mention that we were really bored at the time?"

"You people are crazy," Spike finally decided, a smile on his face as he'd listened to her ramble. He'd always enjoyed listening to her talk, the rambles giving him a good idea just how her developed her mind was and how smart she was, though the topic of his clothing was a bit unusual.

"Yeah we are a bit, but it made a pretty boring day pass by quickly," Willow laughed softly, "we also discussed Angelus and his fondness for silk shirts and leather, wondering how he managed to get the blood out of the clothes - .."

"He tossed them out and got new ones, luv," Spike confided, watching her smile. "The wanker was a right priss when it came to his clothes. Bloody damn pouf."

"Well, what about you?" Willow asked with a curious smile. "I mean, did you only have that one set of clothes we always saw you in? I can't remember ever seeing you in anything but that red and black shirt and the black T-shirt for years."

"I've probably got half a dozen of the black T-shirts, pet," Spike told her, wondering how the conversation had turned from going to his car to his wardrobe, but rather enjoying the amused smile on her face and the curious look in her eyes. "I'm rather simple in my tastes. Dru got me the other shirt you were talking about. It was comfortable and the blood came out easy so I wore it a lot. I've still got it, but it's getting a bit worse for wear."

"I'm pretty simple when it comes to clothes, too," Willow said as they reached the corner and turned, walking east towards the parking garage. "I like to be comfortable."

"Do you still have that sweater?" Spike asked, his eyes sweeping over her as he remembered that night he'd taken her. She had grown up over the years, and he'd been lucky enough to be around to watch it happen. She had always been cute, even in that pink sweater that had been at least two sizes too big, but she'd really accepted her beauty over the years. She had more confidence and was finally starting to become comfortable with her natural sexiness.

"Yeah, I do," Willow said softly, not having to ask what he was talking about. She'd nearly thrown it out years ago, but couldn't do it. It had too many memories. Stolen kisses with Xander, hurting people that she called her friends, standing up to Spike when he'd been threatening her, the look in his eyes as he'd spoken about Dru that had turned from heartache to lust as he'd touched moved closer to her - ..it also reminded her of that night in her dorm when he'd been going to kill her, when he'd taken her mind off of Oz and the hurt of losing someone she had loved, when he'd offered to turn her as his eyes had changed colors and taken her mind back to that night at the warehouse when she'd thought he was going to kiss her and much more, making her wonder if she'd be able to stop him this time when she wanted nothing more than to be held and loved by someone that wanted her, that was devoted to her, that wouldn't leave her.

In the end, she hadn't had to answer the question of whether or not she would have told Spike yes when he asked if she wanted to become his because of the implant and the initiative, but when she looked at the sweater, she would think back and wonder what her answer would have been, wonder how her life might have been different if she'd let him kiss her in the warehouse when he'd seemed to want to. She had no regrets about how her life had turned out, knowing that everything happened for a reason. The good things and the bad had shaped who she had become, had shaped the person that she now was. She was happy with who she was, with her life.

"This is the place," Spike said as they reached the parking garage, deciding to change the subject. He glanced at the rates and made a face, "Since I'm living here, I need to try to find a better arrangement for my car. Some kind of monthly parking or something."

"Hmm?" Willow drew herself from her growing more serious by the minute thoughts and gave Spike her complete attention. She glanced at the rates as they entered the garage and said, "Goodness. That's expensive. You know what? I bet you can park at the hotel. Markine wouldn't care at all. She's letting Gunn have a space and she mentioned that most of her guests fly in and don't bother renting cars so her lot is usually nearly empty. Anyway, she told us we could use it if we ever got another car."

"You sure she wouldn't care?" Spike asked, glancing at Willow and having to smile as she smiled at him.

"She won't care. You're living with us, after all," Willow smiled. "We can drive on over there now, if you want."

"Sure thing, Red. Hop in," Spike said as he unlocked the door and opened it for Willow, his eyes moving over the bare flesh that was flashed as she got into the car, shutting the door and counting to twenty as he walked to the driver's side. By the time he got into the car, his desire was firmly under control. He glanced at Willow and asked, "Where is this hotel?"

"I'll give you directions," Willow said as she leaned back against the seat, realizing this was the first time she'd been in Spike's car. It smelled like him, the scent surrounding her and causing more tingles in her nether regions. Tobacco, oranges, and leather with a hint of something she couldn't place. She listened as he spoke to the attendant and paid his fee, eyes widening slightly at the rate that was only for a day of parking. She was glad that she'd thought about Markine and the woman's offer of the use of her lot. It would save Spike a lot of money. It was also closer to the grill, which was a good thing since she was getting a bit hungrier as time went by. She gave Spike directions as he started to drive towards the hotel, her mind running through the grill's menu she'd already memorized as she decided what she wanted for dinner.

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

"You can park over there by Gunn's car," Willow pointed, unfastening her seatbelt as Spike pulled into the empty spot and turned the car off.

"This place looks nice," Spike observed as he looked at the quaint hotel.

"Doesn't it?" Willow smiled, "Markine is great. We'll go inside and find her and you can meet her. I thought we could let her know you're parking here and tell her what kind of car."

"Might be a good idea to ask if it's okay, Red," Spike said, trusting Willow when she said that it would be fine with the woman for him to use the spot, but thinking it would be a good idea to at least ask. Judging from the nearly empty lot, he couldn't see it being a problem at all. Willow was right when she'd said that there would be plenty of space.

"We'll ask to make sure she doesn't mind," Willow decided, knowing it was polite to ask even though Markine had told her before to feel free to use the lot anytime. She was appreciative of everything the woman had done for them and didn't want to offend her.

"I'll grab my stuff on the way back out," Spike said as he got out of the car, not wanting to carry his bag inside to the hotel to meet yet another new friend of Willow's. He wasn't at all surprised that the pretty redhead already had a group of friends, knowing from years of watching that she had a natural gift of drawing people to her. There was just something about the woman that made people want to be her friend, made them want her to smile at them.

"Follow me," Willow said, taking Spike's hand and walking towards the back entrance to the hotel. They entered the lobby and she waved at the girl behind the desk, recognizing her from their stay. She walked over, still holding Spike's hand, "Hi, Kat. Is Markine around?"

"Hey, Willow. She's in her office. How is the new house?" Kat asked, her eyes moving to look at the handsome man that was behind the friendly redhead. Gorgeous but definitely taken. He had barely glanced at her before turning his attention back to Willow. She looked back at Willow, listening as the woman answered her question.

"It's fantastic," Willow smiled, "we're starting to work on the club. Once it's finished, you'll need to stop by and take a look."

"Sounds great," Kat smiled before turning to answer the ringing phone.

"We're going to find Markine," Willow mouthed before moving down the hallway towards Markine's office. She got to the door, knocking and opening the door when she heard her friend tell her to come in. "Hey, Markine."

"Willow! You look ravishing," Markine smiled as she got to her feet and moved to embrace the redhead. "What brings you here tonight?"

"I wanted you to meet my friend Spike," Willow introduced the two, "he just came here from Sunnydale and has moved in with us. I was wondering if it would be okay if he parked his car here."

"Of course," Markine scolded, "I told you before to feel free to use it anytime you wished. You need not ask. It is nice to meet you, Spike."

"Thanks for letting me park here," Spike said, giving her a smile as he moved to shake her hand. "Willow has told me how much you helped them all. It's nice meeting you."

"Pish posh," Markine said, "she gives me too much credit. All I did was give them a place to stay and introduce them to a real estate agent."

"As if that's nothing," Willow laughed, "I hate to run in and run out, but I'm starving and we're on our way to pick up some dinner. Faith is waiting for us to bring home some food."

"Oh, dear," Markine laughed, "you'd better hurry if Faith is waiting for food. She gets grumpy when she gets hungry. I hope you enjoy your new home, Spike. Willow, tell Lorne to give me a call. I want to take him to lunch to find out what truth there is in these rumors I'm hearing about him and Basilio."

"I'll be sure to tell him," Willow said, a twinkle entering in her eyes as she walked towards the door, "after he gets home from his date with Lio!"

"That rascal," Markine smiled, "he doesn't waste any time."

"Good night, Markine," Willow left the woman's office and told Spike, "I told you it wouldn't be a problem. She's one of the sweetest people I've met. Now, can we go get some food?"

"It looks like Faith isn't the only one to get grumpy when she's hungry," Spike smiled as he followed her out to the parking lot to get his stuff before they headed to the grill to pick up dinner.

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

"Don't look that way," Willow laughed at the skeptical look that had crossed Spike's face when he saw where she planned to get dinner.

"It's rather small," Spike observed as he followed her into the tiny diner. There were perhaps a half dozen booths and a counter that had several seats, most of which were occupied. In fact, the small restaurant was quite crowded.

"The food here is the best," Willow told Spike before she started to move through the people that were in the process of leaving to make her way to the counter.

"Hello, sweetie," a friendly voice spoke up from behind her.

Willow turned, a smile crossing her face as she said, "Brandon! I was wondering where you were hiding!"

Brandon smiled at the pretty redhead that was becoming a familiar face around the Clover Grill, leaning forward to whisper, "I was taking an order from this Swedish guy and just enjoying the scenery as he decided what he wanted."

"You're terrible," Willow laughed.

"Says you," Brandon winked at her as a wicked smile crossed his boyishly handsome face, "where is your partner in crime tonight?"

"Faith is being lazy and waiting at home," Willow explained as Brandon moved past her to go behind the counter to put in the latest order. "This place is a zoo tonight."

"Isn't it?" Brandon made a face, "I'm working a double today and can I just say that I can't wait for six o'clock? It's been like this all evening."

"I guess that's what you get for having some of the best food in town. I've been telling Spike how good the good is at this place and how Faith and I are already addicted to the burgers," Willow said.

"Spike?" Brandon repeated, his eyes moving over the guy that was standing behind Willow, listening to their conversation. He whistled, leaning forward and telling Willow, "Honey, he's cute! Don't suppose he has a brother?"

"God, don't say that! He's arrogant enough already," Willow laughed, "and, sorry, he's an only child."

"My luck," Brandon winked before writing on his order pad, "I know that Faith wants a burger with cheese, naked, or did she want her dosage of veggies today?"

"She didn't specify," Willow's expression grew thoughtful as she said, "Go ahead and make it naked. We have some stuff at home she can put on it if she wants the vegetables."

"Okay dokie," Brandon made a note, "One cheeseburger naked. And what can I get you tonight?"

"Make it a BLT with mayo," Willow decided, "and two orders of fries. Spike, did you want anything?"

"Huh?" Spike felt like an idiot. He had been slightly jealous when he'd been listening to Willow talk to the cute waiter, recognizing flirting when he heard it. He'd moved behind his witch and put a possessive arm around her waist just to make it clear that she was taken even if she was indulging in mindless flirting. He had to admit he'd been surprised when the kid had said that he was cute and mentioned a brother. Surprised but relieved. That meant the guy was harmless and had no interest in Willow other than for a bit of flirting. He'd been dwelling on the relief and the feel of her body against his in the small diner and had missed her question. "Sorry, luv. What did you say?"

"Oh my," Brandon nudged Willow and whispered, "I could be happy just sitting and listening to that voice reading me the phone book! Not to mention looking at that beautiful face for endless periods of time. Sweetie, I am quite envious of you at the moment!"

"Brandon, you're such a flirt," Willow rolled her eyes, not correcting the cute waiter's assumption that Spike was hers. She looked at Spike and said, "I asked if you wanted anything to take home. They make great milk shakes."

"What kind are you getting?" Spike asked, noticing that she did not deny the Brandon guy's obvious belief that they were involved. He didn't say anything about it, but he had noticed, wondering if it meant anything or if she just hadn't realized what the kid thought.

"Oh, I don't know if I'll get one today," Willow said, having mentioned milk shakes because she knew that Spike probably wouldn't interested in the other food choices but that he seemed to enjoy sweets and junk food. "But the chocolate is great."

"Give me an order of fries and two chocolate shakes," Spike told the waiter before looking back at Willow, "you deserve a reward after your good night at work so don't argue. I guess the slay...um, Faith would probably want one, too, huh?"

"Yeah, she loves strawberry," Willow smiled at Spike, deciding that she wasn't going to argue about him ordering a chocolate shake for her. She'd walk off those calories in no time. New Orleans might be a great city for eating well, but it was also a great city for getting exercise by walking everywhere.

"I got it," Brandon said, smiling a pleased smile as he watched the pretty redhead share a couply smile with the good-looking British guy. She and her friend, Faith, were nearing the top of his list of favorite customers, always smiling and flirting and teasing and leaving him a nice tip. They were in nearly every night, sometimes with the cute black guy that Faith called Chuck, which Brandon assumed meant his name was Charles. Now it appeared there was another face added to their strange but happy little family. "I've got a BLT with mayo, a cheeseburger naked, three orders of fries, two chocolate shakes and a strawberry shake for the lazy girl. Anything else, Willow?"

"No, that should do it, Brandon," Willow smiled as she saw a group leaving a table, "we'll snag that table to wait for the food."

"Should be out pretty soon, sweetie," Brandon said before he smiled and added, "if you two crazy kids will excuse me, I'm going to go work on my Swedish relations."

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

"Isn't this place great?" Willow asked as she and Spike sat at the two-seat table by the wall. "We found it right after we got to town."

"It's definitely busy," Spike observed, watching the many people coming in to pick up to go orders that must have been phoned in. "It must have good food."

"Some of the best," Willow smiled, "Faith loves their burgers. That's saying something since she's definitely becoming a bit of a food expert."

"What do *you* think of the burgers?" Spike asked, not caring at all what the outspoken slayer liked or didn't like. Willow, on the other hand, he wanted to know everything about. He'd always been fond of the redhead, but had never really had an opportunity to get to know her. He'd been allowed a brief glimpse after Buffy's death as he'd helped her take care of Dawn and watched her push aside her own grief to find a strength that hadn't surprised him so that she could keep everything together for everyone around her. Now was his chance. She was happy and enjoying her life. She wasn't trying to hide what she felt or thought. They were friends now. He was able to talk to her and spend time with her and just wanted to know more.

"They're good," Willow replied, surprised to see the actual look of interest in his blue eyes. He really did want to know what she thought about the food. She wouldn't have thought chitchat about food would have held much interest for Spike, but he was listening to her, seemingly wanting her to continue talking. "I love the BLTs, too. I have to confess that I'm not a huge fan of lettuce so I tend to take it off, but their bacon is always cooked well and they toast the bread just perfect. It's really difficult to find a good BLT. You just don't know! Usually, the bacon isn't right or the bread isn't perfectly toasty or the tomatoes are too juicy and they make the bread soggy and you so don't want to hear all this."

"Actually, I'm extremely interested," Spike said as his lips curled with amusement as he listened to her babble. "I've never given food much thought."

"I tend to give the strangest things too much thought," Willow confessed, "Faith says that I think too much and I guess she might be right since I've just spent five minutes talking about BLTs."

"No such thing as thinking too much, luv," Spike said, fighting the urge to insult the slayer by suggesting she had made such a comment because she, herself, didn't know how to think. He thought the evening was going very well, though, and didn't want to risk upsetting Willow by making a typical rude comment about her friend. Besides that, it wouldn't be nearly as much fun to insult the slayer if she wasn't there to hear it.

"You're right," Willow smiled, leaning forward and confiding, "besides, I think she just said that because she doesn't spend all that much time thinking herself."

Spike sat there for a second stunned that she'd just said what he had been thinking before he felt the laughter coming from his lips. He shook his head, his eyes sparkling with amusement as he laughed, "You're something else, Red."

"Is that a good thing?" she asked with a smile, knowing that that was the first time she'd ever heard Spike laugh. Oh, she'd heard the sarcastic laughs and sneering laughs and the short laughs that never truly held amusement, but she'd never heard him laugh a real laugh that had his eyes sparkling and his face relaxed and his lips smiling. Spike was a handsome guy, no doubt about it, but he was positively breath taking when he was relaxed and laughing and just enjoying himself.

"It's a very good thing, Willow," he said softly as he looked into her eyes.

"I'm glad," Willow answered, thinking about what was happening. He'd called her Willow and he was looking at her as if he could see into her soul and she had no idea what to do. She decided to take the easy way out, calling herself a coward but also knowing that it was the only choice she could really make since they were just friends and the friendship was something new and she wasn't ready for anything else that might be promised by his blue eyes and those delectable lips and....she was just a coward. She gave him a friendly smile as she said, "I wonder what's taking the food so long. I know it's kind of busy, but I'm getting beyond hungry and I hope it doesn't take much longer."

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

Before Spike could respond to Willow's comment about how long the food was taking, they had a visitor. Brandon pulled up a chair from one of the now empty tables and pushed it beside Willow's where he proceeded to rest his head on her shoulder.

"Geesh, I'm pooped," Brandon declared as he leaned on Willow's shoulder. He looked up at her, "Your shoulder is most comfortable, Miss. Willow. Can I take a short nap?"

"Thanks and no, sorry, no napping on my shoulder for you tonight," Willow smiled, seeing the exhausted look in his hazel eyes. "You said you were doing a double, huh?"

Brandon made a face, "Yes, and it's all my fault. I stupidly agreed to cover Joan's shift so she could go to a birthday party and get drunk and who knows what else. Big mistake. I'm dragging and I've still got six hours left."

"Poor baby," Willow said as she patted his shoulder.

"Why do I do this to myself?" Brandon asked her, covering a yawn as he added, "this is the third double I've done this week. I swear, I'm just too darn nice."

"Well, that and you love working and you like the extra money," Willow pointed out with an affectionate smile.

"Quit being logical," Brandon scolded as he raised his head, giving her a wink, "I can't feel sorry for myself when I start thinking of the extra tips I've made tonight and remember just how much I love dealing with people."

"Do you think our food is gonna be ready sometime soon?" Spike asked, his voice slightly sharp. While he knew that this kid was just a flirt and didn't seem to have any interest in Willow beyond that of friend, he had to admit he was a bit jealous of how casually the waiter touched his Red and how she didn't seem to mind at all.

"Keep your pants on, Brit," Brandon said with an arched brow as he studied the handsome guy for a second before slowly smiling. He recognized jealousy when confronted by the green-eyed monster. Well, in this case, the tasty blue-eyed variety. Well, well, well, this was a nice little turn of events. Pretty boy was jealous of him having Willow's attention, even knowing that his taste currently ran to tall good-looking Swedish men. He gave Willow a sly smile as he muttered, "Never imagined myself saying *that* to such a gorgeous hunk of man. Don't tell anyone or my reputation as a flirt would forever be tarnished."

"Your secret is safe with me," Willow whispered back, her eyes sparkling with amusement at Brandon's antics.

"I thought you were hungry, Red," Spike reminded, ready to get their food and go home where he wouldn't have to share Willow with flirting waiters. The slayer would be there, but she wasn't as annoying as this guy that didn't seem to want to get back to work.

"I am starving, Brandon," Willow confessed after giving Spike a confused look before smiling at Brandon. "Do you think it's going to take much longer?"

"Sorry, sweetie," Brandon apologized, "we got a huge take out order right before you came in and he's been finishing that up. I'll check on it for you and tell him to hurry. Can't have our girl starving to death."

"Thanks, Brandon," Willow said as he got up and went to the counter to check on her order. The grill was slowing down finally, people eating their food or finishing up. She looked back at Spike and caught him.

"Can't have our girl starving to death," Spike mimicked as he rolled his eyes. He smiled sheepishly when Willow looked at him and caught his rather childish behavior.

"What is that?" Willow asked with curiosity, wondering what exactly Spike's problem with Brandon was.

"Nothing, pet," he gave her an innocent smile that was actually not very innocent at all as his eyes held a bit of wicked mischief that set her heartbeat racing wildly.

"Uh huh," Willow studied him for a second before shrugging, knowing that Spike was as stubborn as anyone she'd ever met which meant she wouldn't get any answers from him.

"The food is nearly done, Willow," Brandon said as he came back to their table. "It should be finished in five minutes or so. I'll start those shakes as soon as I drop off this ticket."

"Great," Willow smiled at him as she watched him go to the table in the corner, flirting with the Swedish guy that didn't seem to mind the attention at all. She looked at Spike and said, "Do you think Faith is cursing us yet since we're so late getting home with the food?"

"Who cares?" Spike asked, "Silly bint could get off her lazy arse and get her own food if she's that hungry."

"Well, as soon as she sees that you got her a strawberry shake we'll be forgiven," Willow said with a laugh.

"Eh, luv, don't tell her I got it for her," Spike protested, making a face, "it was your idea. I don't want the silly cow thinking that I was being nice or anything horrible like that."

"Yeah, cause we definitely can't have anyone thinking you're nice," Willow snickered, rolling her eyes.

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

"I'm *not* nice, Red," Spike smiled slowly, "I'm feared and respected across the world. Even with this soul, I'm the big bad."

"Never doubted that for a second, Spike," Willow said softly, knowing how important respect was for Spike, knowing that he'd had a tough time when he'd first got his implant because he'd been mocked and laughed at by local demons. It hadn't been long before he'd dealt with the limitation of his implant and reminded them just how dangerous and powerful he really was. The implant was now gone and he had a soul, but he was still strong and powerful.

"You never did consider me helpless or weak, did you?" he asked quietly, his eyes on hers.

"No," she admitted, the implant having done nothing to diminish the edge of danger and power that always surrounded the vampire.

He nodded, having always known but liking that they were comfortable enough around each other for her to be honest. He confessed, "Didn't think so. One of the reasons I never hated you, Red."

"Even now, with a soul, I can feel your strength, your power," she said, "I'm not scared of you, haven't been for years. It's not because I think you're harmless, far from it. I just don't think you'd ever hurt me so there isn't any reason to be scared."

"I would never harm ya, Willow," he said softly before smiling and adding, "Besides, with your powerful mumbo jumbo magic skills, you don't really have any reason to fear anyone or anything. You can take care of yourself, luv."

"That I can," Willow smiled, rather proud that she *could * take care of herself. Even without using her magic, she was strong and had been trained by a slayer so she could handle herself pretty well in hand-to-hand situations. "I can kick butt!"

"That you can, pet," Spike smiled as he recalled various patrols with his witch where she'd defeated the vampires or demons without even using her magic. He'd been right proud of her.

"Guess what this is," Brandon teased as he rejoined Willow and Spike. He didn't even flinch when annoyed blue eyes glared at him for interrupting their conversation. He did have to admit that he was glad that Willow would be the one to tip him since he had a pretty idea that Spike wasn't too fond of him and probably wouldn't leave him a quarter, not that he cared all that much. He liked talking to Willow and Faith when they visited and Pretty Boy could just get used to the idea. "Stop the glaring, Brit. I'm asking Willow, not you."

"Brit?" Willow laughed, "I'll have to share that one with Faith. She'll love it."

"Great," Spike rolled his eyes before deciding that it was at least a step up from Fang and Blondie and was far better than Xander's nickname of Deadboy Junior, which had never failed to annoy him.

"What is it, Brandon?" Willow asked as she glanced at the small piece of paper.

He winked as he said, "The number for the hotel where Karl is staying for the rest of the week before he returns to Stockholm or wherever it is he said he was from. I must confess that I was looking at his lips and not really listening to what he was saying."

"Good, why don't you run along and call him then," Spike suggested with a polite smile though his eyes were irritated at the latest interruption from the overly talkative waiter. No wonder the place was so busy. The damn waiter spent all his time flirting with his customers instead of getting their food. Okay, so that wasn't entirely true since he had seen the kid working his ass off taking orders out and answering the phone, but he was annoyed and you didn't have to be fair and entirely truthful when you were annoyed. He was sure that it was a rule or something.

"Spike, behave," Willow warned, giving him a glare though her lips were twisted with amusement. She told Brandon, "Congratulations on getting the number."

"I don't plan on calling him," Brandon admitted, "because I don't go for the tourist fling thing. I might be a big old flirt but I'm not easy and I don't sleep around with people that I've just met and especially not people that are leaving in a few days. But, I scored the number, which means I've still got it. Oh, and your food is ready as are your shakes."

"I'll go and pay and then we can go," Willow told Spike as she allowed Brandon to pull her to her feet. She wasn't very surprised when Spike stood and moved towards the register.

"I've got it, Red," he said as he pulled some money out of his pocket and waited for Brandon to ring up their order.

"You don't have to pay, Spike," Willow protested, even though she knew it was probably futile. Judging by the look Spike gave her, there would be no arguments.

"Never said I had to, luv," Spike said with a smile as he got his change and tossed a five at the kid before stuffing the rest back into his pocket. He put his bag over his shoulder and took the bags of food from Brandon, having to admit that it smelled pretty damn good. When they got home, he'd heat up a bag of blood and then enjoy his shake and fries while talking to Willow and trying his best to ignore Faith.

"I'll see you later, Brandon," Willow smiled as she leaned over and gave the man a brief hug.

Brandon smiled as he heard what he could have sworn was a growl from Spike. He so needed to talk to Faith. He knew the brunette would dish the gossip on these two, letting him know what exactly was happening in their relationship. He knew something was happening between them, any idiot could see that, and he wanted to have a first row seat to watch the events unfold. He told Willow, "Tell Faith to get off her cute ass and come see me soon."

"I'll tell her," Willow laughed as she followed Spike outside, "Have a good night, Brandon. I'll see you soon."

"You two crazy kids be good," he called out as the door shut before he turned his attention to his remaining customers, hoping that the next few hours went by fast so he could get home and sleep for a few hours before he had to be back at work.

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

"I smell food," Faith called out when she finally heard the door downstairs close. She got off the couch and moved to take the bags from Willow. A smile crossed her face when Willow came upstairs, carrying a milk shake and nothing else. Spike soon followed the redhead, easily carrying the bags of food as well as two take out cups.

"Sorry it took so long," Willow apologized as she took the strawberry shake from Spike and handed it to Faith. "It's a bit melty cause it's hot outside, but it's still good. Hope that makes up for the slowness at bringing home dinner."

"Strawberry. My favorite," Faith laughed, taking a drink of the shake. "Perfect. The shake definitely makes everything better. Thanks."

"Don't thank me," Willow whispered, glancing at Spike, "but don't thank him, either. I wasn't supposed to mention that he bought it."

Faith's smile grew larger as she looked at the vampire that had moved to put the bags on the table. She winked at Willow before moving towards the table, "Blondie, you bought me a milk shake! That's so sweet. You're such a nice guy."

"Sod off, slayer," Spike rolled his eyes as the brunette approached the table, her voice overly sweet and her tone stressing the words sweet and nice.

"Faith, stop teasing or he might take the shake back," Willow had to laugh, shaking her head as she moved to Spike's side. She opened a bag and started to empty it.

"Yeah, I could take it back," Spike warned, a slight smile crossing his lips as he glared at her before moving to help Willow empty the bags. "Could also keep this cheeseburger for myself."

"Mine," Faith snatched the burger from Spike and grinned, "I was just kidding, Fang. Thanks for the milk shake. You're not a nice guy at all. You're an evil bad ass vampire."

"And don't you forget it," Spike smirked before getting his order of fries and eating one. He took his milk shake into the kitchen and put in the freezer before getting a bag of blood from the refrigerator. Tossing it into the microwave, he leaned against the counter to wait for it heat, his blue eyes finding Willow and watching her as she got her dinner ready.

"I'm so hungry," Willow told Faith with a smile as she put her food on the plate that Faith had waiting for her. "The grill was busy tonight and it took forever to get our food."

"So, how did the work field trip go?" Faith asked before taking a bite of her burger. She got her plate and walked back into the living room, sitting down and looking at Willow with curiosity. She hadn't missed the change between Willow and Spike. It was subtle, but she could see it. There was still that explosive chemistry, that attraction that was practically visible, but there was also a relaxed feeling to them. It was as if they'd moved past the tense attraction phase and settled into a friendly yet lusting phase. Personally, she was happy about that change. She wanted Willow to be happy and could see that Spike seemed to make the redhead happy, but she'd been a bit worried that the lust might override the friendship. While she was all for lusty interaction, she wanted Willow to have a great relationship built on solid ground, not some sexual thing based on lust. While she didn't bet it was long before the relationship did progress, she was glad to see that the friendship was coming along greatly.

"It was great. Spike was a natural with the sisters," Willow looked up and smiled at Spike, looking back at her plate as she realized that he'd been watching her. Maybe he'd been looking at the table, thinking about his food. There had definitely been a bit of a hungry look in his eyes. Goodness, it was suddenly very warm. She took a long drink of her milk shake, letting the cold ice cream cool her nerves. One look from him and she was on fire. When had it happened, this desire for Spike? She knew that it hadn't been that way in Sunnydale. They'd been friends, in a way, and she'd thought he was attractive, but she'd never been like this. There had never been this kind of desire, the feeling of contentment she felt just being with him. She shook her head, clearing her thoughts of naughty images as she got her plate and joined Faith in the living room. She wasn't aware that her face was slightly flushed as she sat down, taking a bite before continuing, "He entertained us with stories and they both adored him."

"They adored him, huh?" Faith asked, amusement in her eyes as she realized that the sisters hadn't been the only that were adoring Spike. She heard the microwave buzz and glanced back as Spike got the plate that had his french fries before he came into the living room, sitting beside Willow before turning his head and drinking his blood. Faith asked, "So, you've got a fan club now, huh, Fang?"

"What can I say? They have good taste," Spike said with a smug smile before looking at the TV. "What's on the telly?"

"This old movie I found on cable. I think I saw it years ago. It's pretty funny," Faith shrugged.

"I know this movie," Willow said, watching it for a few minutes. "That's Keanu Reeves. A very young Keanu Reeves. What is it? Wait - he sells his prom date, doesn't he? To a pimp - .Guido, no that was Risky Business - Tito? It was Tito, wasn't it? I loved this movie. Goodness, it's been years since I've seen it. The Night Before, right?"

"Yeah, that's what it's called," Faith laughed, "You've got a great memory, Red. I couldn't remember it until I started watching and then I realized I had seen it before. I just turned it on for the eye candy of Mr. Reeves looking all cute pre-Matrix like."

"I've never heard of it," Spike said, eating his fries and watching. He glanced at Willow and asked, "so, it's funny?"

"Hilarious," Willow nodded after chewing her bite of her BLT. "He takes out this real popular girl to prom and gets drunk and loses his car and sells her to a pimp and her Dad is a cop who is trying to catch them and it's just crazy. It looks like it just started."

"It's been on about fifteen minutes," Faith said, "I just finished watching Pee Wee's Big Adventure. I was laughing so loud I'm surprised I didn't wake up Gunn!"

"'There ain't no basement in the Alamo'," Willow said in an exaggerated accent before cracking up. "I see you've had a busy and productive night, Faith. You're getting lazy, slayer girl."

"I know you are but what am I," Faith shot back with a smirk.

"Shhh," Spike glared at them both. "I'm trying to hear this."

"Sorry," both girls said in unison before looking at each other and sharing a smile before turning back to watch the vampire make himself comfortable, his blue eyes on the screen, a smile crossing his face as he watched.

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

They watched the movie as they ate, laughing and rolling their eyes and commenting on the silly bits. Willow had forgotten just how funny the movie was, enjoying Spike's reaction almost as much as the movie itself. He'd put his empty mug in the sink after rinsing it and had gotten his shake about midway through the movie. Now, he was pretty much laying in her lap, her back against the arm of the sofa, his head resting on her tummy. Sometime during the movie, she'd started to play with his hair again, twisting it around her finger and brushing it and just touching him in a casual way. When the movie was over, she glanced at Faith, asking, "What's on next?"

"Let's see," Faith hit the guide button on the remote, searching for movies.

"That was a funny movie," Spike declared as he rolled his head to look up at Willow. "Stupid, but in a good way."

"You have just described the majority of the comedies made during the 80s," Willow smiled.

"I didn't see a lot of movies during that decade," Spike said, "Dru and I took a cruise to Australia during the early part of that decade and then went back to Europe and roamed around Spain for a bit before heading back to the mainland. Hung around France and Italy for a couple of years before heading east. Didn't spent a lot of time in front of the telly."

"You missed some good movies," Faith told him, watching his eyes flash as he got caught up in his memories. She watched Willow brush his hair gently and saw the smile cross his face as he relaxed against the redhead.

"A lot of good movies," Willow smiled. "Xander and I were pretty young during most of the 80s, but we used to spend our summers, Before Buffy, renting all the old movies from when we were kids and watching them. Many a summer day was spent sprawled on Jesse's couch watching 16 Candles or Fletch for the hundredth time. Xander loved Fletch and I loved 16 Candles. Jesse's favorite was Uncle Buck. John Candy was so funny. We also loved the cheesy horror movies, before we found out that vampires and demons really did exist. That kind of ruined most of them," Willow sighed as she smiled softly, "Those were great summers."

"I saw a lot of them after I became a slayer," Faith remembered, "I'd go to school and train at night, but I didn't have any friends and ended up spending a lot of time at this little video store that was close to my watcher's house. She'd let me use her VCR and I'd rent a dozen movies a week. I didn't have a VCR when I was growing up, lucky to have the little black and white TV until one of my mom's boyfriends busted it when he was drunk one night. Anyway, I saw a lot of movies during the couple of years before I was officially called."

"Let me see the remote, slayer," Spike asked, taking the remote from the girl and searching through the lists of programs to see a title that was unfamiliar but looked interesting.

"Oh, Faith, before I forget, Brandon said hi and that he wants you to come by for lunch to chat," Willow said, relieved to see the smile cross Faith's face at the news.

"How is my boy?" Faith asked, a large smile crossing her face as she thought of the cute waiter.

"He was busy tonight. Took another double so he was tired. But not too tired to flirt with some Swedish guy," Willow giggled.

"It's too bad he's gay," Faith sighed, amusement in her eyes. "He cute and smart and funny. Just my luck he swings the other way."

"Not so gay he doesn't grope Red every chance he gets," Spike muttered. "Stupid kid wouldn't keep his hands to himself."

"He'd have rather groped you," Willow rolled her eyes, looking at Faith and smiling, "Brandon declared Spike as being a yummy hunk and was particularly fond of his accent."

"I can see that," Faith almost laughed at the jealous tone in Spike's voice and the frown that crossed his face when he talked about Brandon. She couldn't wait to talk to her friend to find out his observations on the redhead and the vampire, knowing he must have sensed the jealousy himself since Spike wasn't very subtle with his dislike for people. She told Willow, "Fang is a hottie and that accent is just delish. Brandon's got good taste. He loves us, after all. I think I might pay him a visit for lunch tomorrow. Have a chat."

"Have you seen this one?" Spike asked, having heard the slayer refer to him as a hottie, wondering if Willow agreed. He knew she was attracted to him, the sweet scent of her arousal giving him a good idea that she desired him, but he wondered if she'd agree with Faith's flattering comments. Of course, he and the slayer had flirted a bit so it wasn't too surprising that she thought he was attractive. He didn't give a damn what she thought, though, only caring about Willow.

"What is it?" Willow looked at the screen, nodding as she played with his hair, "Oh, yeah. This is a good one, too. Faith, have you ever seen this?"

"Valley Girl? Hell, yeah. This is like-totally a great movie," Faith said with a laugh.

"It's like so rad," Willow agreed with a giggle before looking at Spike and noticing that he was looking at them both with an arched brow. "It's valley speak, Spike. We're not crazy."

"Like gag me with a spoon, the vampire is bringing the mood down," Faith laughed, "he needs to check the tude and get with it."

"You're both nuts," Spike finally decided before turning to the movie. As the movie started, his eyes widened and he moved his to look up at Willow, "please tell me these chits don't talk like this through the whole movie."

"Oh, they get worse," Faith said with an innocent smile that was betrayed by her evil laugh. "Bet you're wishing you'd picked something else to watch, huh, Fang?"

"Spike, it's only annoying until you get used to it. Then, it's a really cute little movie," Willow explained, "and, okay, so the girls are still a bit annoying but it's got the sweetest ending. Can we keep watching it? Please?"

"You owe me, Red," Spike decided before being rewarded by her smile. He looked back at the movie, cringing every time one of the girls spoke, but content to rest against Willow and let her brush his hair as the movie gradually got less annoying and more entertaining.

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

Faith watched as the final credits began to roll for Fast Times at Ridgemont High, the movie they had started watching following the end of Valley Girl. She glanced at the sofa and smiled softly. Willow had fallen asleep shortly after Fast Times had started. Faith knew that Willow rarely slept more than a few hours a night, but she also knew that the redhead hadn't slept at all the previous evening. She'd turned the television down a little once she had realized that Willow was asleep, not wanting to disturb her friend's much needed rest.

Spike hadn't said a word since Valley Girl had ended. He'd admitted to enjoying the film despite the annoying speech of the main characters and then he'd shifted on the couch to watch the next movie. Since it had started, he'd been silent. The movie was now over and he hadn't moved or uttered a single comment. Faith got to her feet and moved towards the entertainment center. She looked at the sofa and wasn't very surprised to find Spike's eyes closed. He was asleep, snuggled against Willow's stomach.

An affectionate smile crossed the slayer's face before she turned back to the entertainment center. As quietly as possible, she turned the television off. She could have been lazy and used the remote, but she'd wanted to see if Spike was asleep or just ignoring her. Once the TV was off, she stretched before picking up the remaining trash and dirty glasses that were on the table.

She knew she should wake Willow up, let the redhead know that she'd fallen asleep and that it was time to go to bed. But, she hated disturbing Willow's sleep, knowing that the girl tended to have difficulty getting to sleep and remaining asleep for more than a few hours. Besides, Willow looked so comfortable sleeping on the sofa with Spike resting against her that Faith really hated to wake her up. The slayer tossed the trash away and put the glasses in the sink, not rinsing them for fear of waking Spike up. It would be far easier to just let them sleep, especially if the alternative was dealing with a woken up and most likely cranky vampire.

Faith was pretty tired, herself, having almost turned off the movie several times before finally just watching the entire thing, though she had drifted a bit a couple of times. She walked back into the living room and turned off the lights, wondering what time Lorne planned to come home and worrying that he might wake up Willow upon arrival. Luckily, the demon hadn't been returning home from his dates with Lio until nearly dawn, which gave Willow several hours to sleep.

Faith walked up stairs and went into her room, shutting the door and not even bothering to flip the light on. She undressed on her way to her bed, yawning as she tossed the clothes into a pile beside her bed. She laid down and pulled the covers over her, her eyes closing as soon as her head hit the pillow. It wasn't ten minutes before the soft sound of snoring filled her previously quiet room.

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

Spike woke up nearly an hour after Faith had gone upstairs. It took him a minute to remember where he was, his eyes adjusting to the dark room easily. He'd fallen asleep during that movie, the one about the high school. He hadn't realized he was that tired, feeling a bit sheepish for drifting off during the movie at such an early hour, for him at least. Of course, he had woken early and had hardly slept the previous evening, but he still felt a bit foolish.

As he woke up, he became aware of a few things. He was still laying against Willow, though his position had changed. He was on his stomach now, his right arm underneath the redhead with his palm resting against her back, his left arm laying beside her on the sofa. She was no longer sitting up, instead laying at an angle that had to be uncomfortable. Her bare legs were wrapped around his denim-covered legs, her left foot resting against his ass, her hand on his shoulder.

Spike raised his head, trying not to focus on the fact that he had been sleeping so comfortable against her bosom, wanting to keep thoughts of breasts out of his head for fear of causing his slight erection to become impossible to ignore. It didn't help matters that he was surrounded by her warmth and her scent, nor did it help that he had just woken after a vivid fantasy starring the delectable redhead that was now snuggled so closely to him. She was sleeping. Good. She hadn't felt the evidence of his desire brushing against her leg nor had she seen his lust for her burning in his eyes. God, she was beautiful. He was enjoying the freedom that he had to just look at her without having to worry about getting caught.

He didn't want to wake her, knowing that she'd been near exhaustion when they'd finally gotten home with their food not a few hours before. He didn't know what time it was, but he had to guess that he'd slept a couple of hours at least. He could smell dawn approaching, knew that it must be early morning. She looked so peaceful that he didn't want to move her, but he also knew that her sleeping position had to be uncomfortable. She'd sleep longer if she was in her own bed, and she definitely needed that sleep. Reluctantly, Spike sat up, resting her hand against her stomach and carefully moving her legs so he could free himself. Finally, he was standing beside the sofa.

He watched her move, a frown crossing her face as she shifted on the sofa, but she remained sleeping. He gently moved his hands underneath her, lifting her into his arms. He heard her sigh and felt her head move against his shoulder. His eyes closed briefly as he inhaled her sweet scent, enjoying the feel of her in his arms, trying to ignore how perfect it felt to have woken up with her and how right it now seemed to have her in his arms.

He walked up the stairs, taking his time so that he didn't wake her up. That's the excuse he told himself for his slow progress, deciding it had nothing to do with her soft breath brushing against his neck or the feel of her warm body against his. He could hear the slayer snoring as he reached Willow's door. He had to admit that he was grateful the slayer hadn't woken Willow earlier. He rather liked being the one taking care of Red, a smile crossing his face as he walked into her room. He was glad she hadn't left her door closed, knowing it wouldn't have been very easy to open her door while holding her without risking waking her.

As it was, her door was just partially shut so he nudged it open and then he walked right into her room. He gently laid her on the bed, not bothering to pull her covers down. He watched her move on the large bed, moving to the middle and making herself comfortable as she continued sleeping. He was going to go to his own room to try to get back to sleep when he realized that her room was pretty cold. She was just wearing that thin sundress and it wouldn't be nearly warm enough as she slept.

Spike moved to the side of the bed, pulling the covers down. He frowned when he realized that he needed to get them out from under Willow so that he could cover her. He kicked off his boots, not wanting to mess her sheets, then crawled onto the bed. He moved his hand beside her and scowled as he realized that there wasn't really any easy way to get the covers down. He'd risk waking her up and that was something he didn't want to do. He moved off the bed and left her room, entering his own and grabbing the blanket from his bed.

Walking back into Willow's room, he spread his blanket over her. He crawled back beside her, tucking the blanket around her to keep her warm. When he was sure that she was tucked in, his blue eyes moved to look at her face. She was still sleeping, a slight smile on her face as she snuggled against her pillow. He laid down, his head resting in his hand as he watched her sleep for several minutes. Finally, he leaned over and brushed his lips ever so softly against her forehead and whispered, "Sweet dreams, Willow."

Spike knew he should leave and go to his own room, but he found himself reluctant to go. He'd watch her for a few more minutes, then he'd go. He was pretty tired and wouldn't mind a few good hours of rest himself. He watched her turn on her side, which caused her to face him, her left arm moving out from the blanket and resting on the pillow beside her face. Unable to resist, he moved his hand over hers, his fingers tenderly brushing against hers. He moved to lay on his side, facing her, watching her sleep and thinking about everything that had happened in the past few years, months, weeks, most of his attention on the last twenty-four hours or so, since he'd arrived in New Orleans. Spike was so busy thinking and watching Willow that he didn't even realize just how tired he was as his eyes slowly closed.

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

It was a few minutes after ten when brown eyes slowly opened. Faith sat up, her hands moving to rub the sleep from her eyes as she covered a yawn. She glanced at the clock, surprised that it was so late in the morning. She stood up and stretched, feeling pretty darn good. She was rested and energized after several hours of uninterrupted sleep. The slayer made her bed before grabbing clean underwear and walking into her bathroom. She took a quick shower, hating to take down her hair that Spike had fixed the previous day but knowing that she needed to wash it. Maybe he'd fix it for her again before they all went out to listen to bands that night, she decided to ask him very sweetly. Once her shower was over, she hung up her wet towel and put on some lotion. Afterwards, she walked back into her room and opened her closet.

What was she going to wear today? She asked that question as if she had a wide assortment to choose from. She went to her window and put her hand against the glass, not surprised to feel the warmth of the day outside. It was already pretty hot and wasn't even mid-afternoon. Moving back to her closet, she pulled out a pair of black jean shorts and stepped into them. She fastened them and glanced in the mirror, deciding they looked pretty good against her tanned skin. She grabbed a red T-shirt that Lio had given her a few days before. Pulling it on, she smiled as she read the word Sassy emblazoned across her breasts in silver letters. The shirt fit her well without being as revealing as a majority of her other shirts, and Faith had to admit that she kind of liked that about it. She grabbed a pair of black sandals from her closet and slid them on, looking at herself in the mirror. She looked pretty damn hot, a pleased smile crossing her face before she moved back into the bathroom.

She brushed out her wet hair before pulling it up into a high ponytail. She didn't bother using her blow dryer, knowing the heat of the day would dry it soon enough once she went outside. She considered leaving it down so that it wouldn't dry with the slight bump in it that the holder would cause but it wasn't like that couldn't be brushed out straight before they went out that night anyway. Faith went back into her room and easily found the napkin that had Brandon's home and work numbers on it. She sat on her bed and glanced at the clock, wondering it was too early to call him since he'd worked a double the night before which meant he hadn't been off work until at least six that morning. Oh well, she'd not gone to sleep herself until nearly dawn and she was already awake so he could just wake his lazy butt up if he wanted to meet her for lunch. She dialed the number and waited, a smile crossing her face when she heard Brandon's sleepy voice answer on the fifth ring.

"Hullo?" Brandon spoke into the phone.

"Hey, lazy ass," Faith laughed as he cursed her.

"Do you have any idea what time it is?" Brandon moaned, a smile crossing his face as he heard his new friend laugh. "You evil wench, it's not even eleven!"

"Oooh - evil wench? Are we role-playing? Are you gonna spank me?" Faith snickered as she leaned against her pillow, making herself comfortable.

"You're impossible," Brandon groaned, laughing as he said, "I love it! Now quit teasing the sleepy gay man and tell me why you woke me up at such an early hour."

"It's not early," Faith defended before asking, "Do you want to meet me for lunch today?"

"It is early to someone who didn't get to sleep until after seven," Brandon whined before smiling, "but I'll forgive you because lunch sounds absolutely fantastic! You're lucky that I only need a couple of hours of beauty sleep per day."

"Great," Faith smiled, "Where do you want to meet?"

"Not the Clover!" Brandon said as he covered a yawn. "I'm off work tonight and I have no plans of going anywhere near that place. I know! We can go to Phil's Bar. It's one of my favorite hangouts. Have you been there?"

"A bar? For lunch?" Faith's skepticism was obvious in her tone.

"It's not just a bar, silly girl," Brandon laughed, "they have great lunches. I love their club sandwich. Goodness, now I'm not only sleepy but I'm starving."

"It sounds great," Faith said, relieved to hear that it served regular food and not just alcohol. She wasn't much of a drinker and had been worried that it only served foods that went with alcohol like wings and peanuts. Of course, she should have known better. Brandon wasn't a drinker, either, and seemed to know good food. "I trust you."

"You'll love the food," Brandon assured her, "why don't you give me a half hour to shower and wake up and then we can meet. How does that sound?"

"Actually, can we make it an hour? I just got up and haven't even checked with Willow to see what she's got planned for today. I also figured I'd drop by the store and see if Gunn wants me to bring him some lunch back. He was tired last night so he was in his room pretty early and left hours ago for work so I don't know his plans, either," Faith said.

"An hour is good," Brandon agreed, excitement flashing in his eyes as he remembered that he wanted to question Faith about Willow and her gorgeous companion the previous evening to see if she saw the same sparks and chemistry that he had witnessed. He added, "Why don't you meet me at Phil's at twelve? Just go to the bar and wait for me."

"Okay - where is Phil's?" Faith asked, not recognizing the name from their many wanders around the Quarter.

"Oh, sorry," Brandon laughed, "guess that might help. It's over on St. Philip, between Bourbon and Royal on the east side. It's got a small sign above a door that is usually kept open."

"I'll find it," Faith told him, "I'll see you in a bit."

"See ya soon, Faith," Brandon told her before he hung up the phone.

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

Faith hung up the phone and then left her room. She was surprised to hear silence coming from downstairs. She'd have figured that Willow would be up with the TV on by now. She saw that Spike's door was open, which meant the blond vampire wasn't in his room. Her curious brown eyes moved to Willow's door, seeing that it was also open. She moved closer, her eyes widening as she looked at the two shapes laying on the bed. A small smile crossed her full lips as she moved into the room.

Willow was still asleep, something that was very surprising since the redhead had the habit of never sleeping more than a couple of hours a night, if at all. Faith personally believed her friend needed a good seven hours of sleep at least once every week or two and was glad to see the girl still sleeping this morning. What caused her eyes to widen was that Spike was sleeping on the bed beside Willow. A blue blanket was wrapped around the redhead and Spike was wearing a T-shirt and jeans. Faith looked closer and noticed that Spike's hand was covering Willow's, something that caused a soft smile to cross the slayer's face. She didn't want to wake either of them, knowing that Willow deserved a good sleep. Besides, it wasn't like there was anything improper about the arrangement. There was a decent amount of space between them and it didn't appear to be anything except two friends sleeping on the same bed, much like she and Willow had been when they'd shared a bed during their travels to New Orleans.

True, there was a chemistry between Willow and Spike that hadn't existed between her and Willow, but they both kept saying they were just friends. Faith believed their words, knowing that friendship was all that currently was happening between the redhead and the vampire. Currently being the key word. She could see something going on between them, could see a relationship gradually developing, and she had a feeling that things would eventually move beyond just friendship one of these days. Until then, she'd keep her mouth shut and wait and see what happened. Since it was an innocent sleeping situation, she wasn't going to disturb Willow. Instead, she left the room quietly and walked downstairs. Once she was there, she went to tell Lorne where she was going so that he could let Willow know when the redhead woke up.

She found Lorne fast asleep. It was a strange day, she decided with a smile. She was usually the last person awake, the others having the annoying habit of being early risers that liked to tease her for sleeping so late. Lorne must have gotten in late, she decided, a wicked smile crossing her face as she shut his door and left him to sleep. She was pleased that her friend had found someone like Basilio. The master of New Orleans was really a great guy and did care about Lorne in a way that the demon deserved. Lorne had been getting in at dawn most mornings but she had to wonder when the relationship would progress to the sleepover stage. It was great seeing Lorne in a happy relationship and made for some great teasing opportunities.

Faith found a piece of paper and quickly wrote a note to Willow letting the redhead know that she was meeting Brandon for lunch and would be home later. She tried to figure out where to leave the note, debating between the television or the refrigerator. The fridge won since the slayer knew that Willow would probably see it there before she'd notice it on the TV, especially if they were going to go downstairs to work on the club again today. That would mean no TV but they'd have to get something to eat or drink. Spike would see it when he got his blood if Willow hadn't found it by then. She taped the note to the front of the fridge and grabbed a cold bottle of water before she picked up her keys and left the house.

It was scorching outside. A dry heat that just washed over her. She was very glad that she'd gotten the bottle of water, taking a sip as she walked through the courtyard towards the street. She left the property and was soon on her way to visit Gunn. She glanced at a clock in a display window and realized that she was going to probably be a bit early for her lunch with Brandon. She'd not expected to find the entire house quiet and everyone still sleeping. It wasn't long before she reached the shop, thankful that it was fully air-conditioned. The store was empty, but not silent. She found Gunn stocking T-shirts around the counter, oblivious to the flirty smiles that Jessi was sending his way. She rolled her eyes, hoping he wasn't going to be so caught up in being hurt by Twiggy that he ignored the pretty girl that seemed interested in him.

"Hey Jess," Faith greeted the girl and smiled before turning her attention to Gunn, "Hi ya, Chuck."

"Hello, Faith," Jessi greeted the attractive brunette with a pleasant smile. Charles had told her about his roommates earlier, explaining that they'd moved to New Orleans from California and how he considered the pretty redhead and brunette she'd met yesterday like annoying little sisters. When he'd spoken about them, he'd definitely had an overprotective brother vibe going on, which was a relief to her, because she'd been a bit worried that he might be involved or want to be involved with one of them. She had to admit that Charles Gunn hadn't strayed very far from her thoughts the previous evening, causing a reaction that no other man she'd met had ever caused. It intrigued her at the same time it scared her a bit. What was really annoying was that she'd decided to go with it, to flirt and be friendly, which was completely unlike her, and see what happened, and he seemed oblivious to her smiles and her flirty words. He was just so infuriating!

"Hey, Faith," Gunn glanced at the slayer and frowned, noticing the smirk that was on pretty face as she looked from him to Jessi and back again. He rolled his eyes as he asked, "What brings you here?"

"I'm meeting Brandon for lunch and thought I'd stop in and see if you wanted anything," Faith said as she leaned against the counter.

"Nah, I'm good, but thanks for asking," he said, adding, "I brought something from home. Where's Willow?"

"She's still sleeping," Faith said, "I don't think she slept at all night before last so I guess it caught up with her."

"I don't know how she can sleep an hour or two every night and still have so much energy," Gunn shook his head, "it can't be that healthy. I mean, they say you need seven hours a night on average. I doubt she averages seven hours a week."

"Well, she's getting her seven hours today," Faith shrugged, "and it doesn't seem to be a problem. I mean, she told me that she started sleeping only a few hours when she was a kid, since her parents usually left her home alone and I guess she didn't like sleeping for long periods of time in that empty old house. She used the time for homework and studying and that's one reason why she's so damn smart. Later on, after Buffy, she used the time for researching and other stuff."

"That sounds like me," Jessi spoke up, a smile on her face as she listened to them talk about the pretty redhead she'd just met. They cared about the girl, that evident in their tones, and it was nice to see such affection amongst friends. She saw them glance at her and said, "I'm a bit of an insomniac and I usually do my best thinking late at night. That's when I concentrate on my classes and write the best papers. It sounds like Willow is the same way."

"Yeah, it does," Faith smiled at the girl before looking back at Gunn, "Don't work too hard, Chuck. I'll see you later!"

"See ya later, Faith," Gunn smiled at her before he went back to folding and stacking the T-shirts as Faith started to leave.

"It was nice seeing you again, Jessi. Have a good weekend," Faith smiled at the girl and waved as she left the store to go meet Brandon for lunch, wondering what kind of menu this Phil's place had and trying to decide what she wanted to eat as she realized that she was pretty hungry.

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

She'd been having such a great dream that she hated to open her eyes and wake up. She couldn't really remember the details of the dream as she woke up, but she had that safe and warm feeling that usually followed a great dream. The only image that was coming to her mind was that of Spike smiling. A smile crossed the redhead's face as she snuggled closer to her pillows, reluctant to open her eyes and begin her day. She felt lazy, the warm of her covers around her and the soft pillow under her head and the cool flesh against her hand. Green eyes suddenly opened, widening when she saw the hand covering hers. Spike was sleeping beside her. Spike was in her bed, sleeping and holding her hand. Okay, not really holding, more like covering.

Willow closed her eyes and counted to ten to prevent herself from freaking out at the knowledge that Spike was sleeping so peacefully beside her. She opened her eyes and slowly smiled. There was no reason to be freaked out. They were friends. It was completely innocent. Besides, the bed was a king and huge, so, even though he was beside her, there was a pretty wide amount of space separating them. She remembered watching the movie last night with Faith and then falling asleep. She assumed that Spike must have brought her up to bed and fallen asleep himself. She knew that he'd been asleep on the couch before her, his body having relaxed as he'd used her tummy as a pillow. She turned her head and saw the clock, groaning softly when she saw that it was nearly twelve. She hadn't been in bed past eight for as long as she could remember. She must have been really tired, she decided, most likely from not sleeping at all Wednesday.

She moved her free hand to check her mouth for drool, not really liking the idea of Spike waking up and seeing her with drool on her face. Luckily, her search found none. She glanced down and noticed that she was wrapped so tightly in a blanket that was not her own. She recognized it from Spike's room, a soft smile crossing her face as she realized he'd not wanted to wake her so he'd just used his own blanket. And boy did he know how to tuck someone in. She was wrapped up tightly and securely, no risk of getting a chill or of moving too easily. She was still wearing her sundress, cringing as she imagined how wrinkled it would be now. Turning her head back to face Spike, she found him moving just a little. It wasn't long before his eyes opened. She watched them widen as he realized where he was, her lips curling into a smile.

"Morning," she smiled at him, letting him know that she wasn't upset that he'd fallen asleep, just in case he was worried about her reaction.

"Morning," he replied, his eyes moving over her face. She looked rested and energized and absolutely beautiful.

"Actually, it's more like afternoon," Willow said, "it's almost twelve."

"That late?" he arched a brow, knowing that it wasn't all that late to him but that it was extremely late for Willow. She was an early riser, something he'd realized when he'd been living in Buffy's basement and he'd hear movement in the kitchen as she'd get breakfast ready for the potentials or she'd sit and read the paper. She must have really needed the extra sleep, he decided, glad that he hadn't woken her even as he had to admit to being a bit embarrassed that he'd fallen asleep in her bed. Not that being in her bed was a bad thing. On the contrary, he'd had many thoughts of being in bed with his Red, most involving nudity and moans and begging for more. Those were the thoughts that he was trying his best to keep under control and waking up beside her, surrounded by her sweet smell and having her look at him with such a soft smile, was not helping him remember that they were just friends, that he wanted to take this relationship slowly and not jump into something neither of them was prepared for yet.

"I can't remember the last time I stayed in bed this late," Willow said, wishing she knew what he was thinking about. She'd watched his eyes change color, a tremor of awareness washing over her as they had darkened to a stormy blue, then watched as he'd closed them briefly before opening them again to reveal the normal beautiful blue shade that she was quite familiar with. "But I won't complain. I feel rested and ready to face another day of working on the club."

"Please tell me we're finished cleaning those walls," Spike groaned, his lips twisting into a slight smile as he listened to her laugh.

"Close, but not finished yet," Willow laughed, "we should be done today, though, which is great. That means that we can start making some definite plans on Monday. We'll see what we've got to work with and all the trash is gone and it's going to be so much fun."

"Yeah, I guess so," he said with a smile, his eyes amused as he listened to her enthusiastic plans for the club.

"We'd better get up and get started or we won't have anything done before we go listen to bands tonight," Willow said, reluctant to get out of bed and to let go of his hand, which was still holding hers. It had gone beyond covering when he'd woken up and his fingers had curled under her palm, drawing small circles as they'd spoken.

"You're right," Spike finally let go of her hand and sat up, his hand running through his hair as he tried to figure out the best way to get out of her room without her seeing his erection. He'd woken with it after dreaming about his bewitching redhead and it had just gotten worse when he'd realized he was in her bed and he'd seen her looking so pretty fresh from sleep.

"Here's your blanket," Willow sat up and pulled the blanket out from around her. She glanced down to make sure that her dress was still in place and covering everything that needed to be covered. It was.

"I'll meet you downstairs, Red," Spike said as he took the blanket, inhaling her scent that now covered the material. Oh, yeah, that was gonna help him sleep at night. He could feel himself starting to harden even more from her smell and how pretty she looked sitting on her bed with that dress on and her legs bare and her hair falling from the style he'd given her to brush against her lovely neck. He lowered the blanket to cover his bulge as he stood up. Giving her a friendly smile, he turned to leave. He leaned over and grabbed his boots and then he got his duster off the chair. He tossed it and the blanket over his shoulder as he left her room.

Willow got out of bed and went to shut her door after he had left, a smile of feminine appreciation on her face. Spike was a gorgeous man, and she had really enjoyed the view when he'd leaned over to get his shoes. Even if they were just friends, she could admire his beauty, both internal and external. Spike wasn't just one of the sexiest people she'd ever met, he was also one of the nicest and most caring, though he'd deny the latter with tales of his previous evil exploits. He was loyal and protective and intelligent and funny and affectionate and sexy. She smiled as she went into the bathroom, moving to the sink to wash her face before she changed into something more appropriate for cleaning. She was extremely lucky, she realized, to have Spike as one of her best friends.

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

Faith found Phil's Bar with relative ease. Brandon hadn't been lying, though, about it being easy to miss. There was a double door and a sign above them and that was it. If she hadn't known what to look for, she probably would have walked right by. As it was, she got there about fifteen minutes too early. She opened the doors and walked inside, relieved to feel the cool air surround her. She was surprised to find a hostess standing at a podium. She'd figured it was a plain old bar, that being one reason for her lack of excitement at eating somewhere new. As it was, there were tons of tables that were occupied and the bar area was just a small part of the place.

"I'm meeting someone," she told the hostess, "so I think I'll just wait at the bar."

"Of course," the hostess smile pleasantly before moving her attention to a group that had come in after Faith.

Faith headed to the bar area that was separated from the tables by a wall of glass and shelves that were covered in various knick-knacks. She took the step up into the bar and saw that there were some tables in that area also. She walked to the bar and sat on a stool, hoping that Brandon would be early. She had thought about food the entire walk over and was now very hungry. She was also thirsty. She decided that's go ahead and order a soda as she waited, glancing behind the bar and seeing two bartenders that were both pretty darn busy.

Luckily, she wasn't in a hurry so she didn't mind a wait. Her eyes moved over the bartender that was farthest away from her. He was kind of cute with a mop of dark blond hair and an easy smile as he filled the servers' orders. She then turned her attention to the other bartender who had his back to her. He had a nice ass, she decided. Firm and tight, encased in faded blue jeans. He had brown hair that fell nearly to his collar and a nice build, from the back at least. He was too short, though, maybe a couple of inches taller than her. She looked away from the bartenders to watch the door for Brandon. She was tempted to get a table, but he said that he came her a lot and she didn't know if he had a special table he liked or something weird like that, so it was easier to just wait here for him.

"What can I getcha?" a voice asked from behind her.

Faith glanced back and found herself looking at the blond guy. She smiled and said, "Make it a Dr. Pepper."

"You got it," he smiled as he grabbed a glass and filled it before placing it back in front of her. He grabbed a straw and put it in the glass, telling her, "If you need anything else, just let me know."

"Thanks," she took the glass and turned her stool around to watch the door as she sipped her soda.

She finished her soda and Brandon still hadn't arrived. Faith rolled her eyes, knowing that it wasn't twelve yet, but also knowing that she hated waiting. That's why she tried to always be on time. She didn't have to stand around and wait. She began twisting the stool back and forth, her dark eyes on the door, using her straw to stir the ice that was still in her glass. Finally, she turned back to the bar.

She looked for the blond guy but didn't see him. In fact, she didn't see anyone. She heard a noise coming from under the bar and realized that someone was putting stuff away. She leaned over and looked down. It was the dark haired one. He was counting bottles or something. She sat back down and said, "Hey, bartender. Can you give me a refill?"

"Just a second," his voice drifted up to her.

Faith turned back to look at the door and frowned when she still didn't see Brandon. It had to be twelve by now. She'd been sitting here for hours. Well, at least fifteen minutes, which meant that he was late.

"What are you drinking, Miss?"

Faith stopped twisting the chair when she heard the voice that was no longer muffled by the bar. "Dr. Pepper," she answered before turning the stool to face the bartender.

Her smile faded as her eyes widened in surprise. She'd only met him briefly, hadn't seen more than a couple of times, it had been years ago, but she knew his name, knew his face. He'd been partially responsible for everything that had happened to her. He'd unknowingly helped set her on her path to redemption all those years before. She wasn't sure what to say, what to do. Finally, she decided to just go with it. She knew he'd turned his back on his old life, having heard about it from Angel. She couldn't blame him for what he'd done and been in the past, knowing she'd made mistakes of her own. She sat back on the stool, her eyes surprised but alert, her lips twisting into a slight smile as she said, "Well, well, well - .if it isn't Lindsey McDonald."

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

Lindsey McDonald stared at the smirking brunette for several stunned minutes before he finally found his voice. He had only spoken to the slayer a handful of times, and then for only a few minutes, so he had no idea how to react to running into her again. Last he knew, she'd turned herself in and gone to jail to serve her time, Angel winning yet again in his quest to save the souls of the people he deemed worthy. Lindsey was one of those lucky few that the vampire hadn't give up on, though he had given him more than enough reasons to consider him a lost cause. Now he had run into another of Angel's special projects, in a bar in New Orleans of all places. He decided to follow her example and play it cool, watch and listen to figure out what she was doing in town. He gave her a nod and said, "Faith. Fancy meeting you here."

"Small world, huh?" Faith shrugged.

"I guess it really is," Lindsey admitted, "when did you get to town? Just visiting?"

"A couple of weeks ago," Faith smiled, "Moved here with some friends. You may know a couple of them, actually."

"Friends?" Lindsey frowned, "Who?"

"Gunn and Lorne?" Faith watched his face and smiled, "I see you do remember them."

"They moved here? What about Angel? What about LA?" Lindsey asked, having always gotten along okay with Lorne but never really hitting it off with Gunn. He began to wonder if he was ever going to be able to escape his past. He hadn't forgotten any of his actions while working for the firm, but he had done his best to deal with what he had done, what he'd been responsible for, and move on with his life. Things had been going pretty well since he'd moved here.

"Angel's still in LA, pretty bored the last time I talked to him. Lorne wanted to open a new club so he tagged along with me and Will. Gunn drove us and decided to stay," Faith explained.

"Will?" Lindsey didn't recognize the name. He found it surprising that Faith was sitting at the bar and chatting with him as if they were old friends. They'd spoken maybe a couple of dozen words to each other when they'd previously met, and most of those centered around how she would kill Angel.

"Willow," Faith smiled, "you don't know her. She's from Sunnydale, and she's my best friend. So, you're working in a bar? I thought lawyers took some kind of bar test but I didn't know there was a real bar involved, too."

"Cute," he rolled his eyes as she smirked, "Yes, I work in a bar. I haven't practiced since I left the firm."

"You don't miss it?" she asked, actually curious about his answer.

"Not at all," he said honestly. His lips twisted into a smirk of his own as he asked, "How was jail?"

"The food sucked, but it wasn't that bad, I guess," Faith replied. "I enjoyed the breaking out part the most, I think."

"You broke out?" Lindsey had to laugh, "Why doesn't that surprise me?"

"Hey, I served nearly three years of my time," Faith defended, "and I'd still be there now if Angel hadn't needed me. As it is, I'm thinking that saving the world is like an automatic pardon. Cause, really, if I hadn't helped save the world, there would have been no prison for me to be in. It all worked out. I got my freedom and the world was saved."

"I have to admit that it does make sense in a way," Lindsey shook his head, "in a weird and twisted way, true, but it seems logical. So, there was world saving going on recently?"

"Yeppers," Faith nodded, "The usual, you know? The First evil, some nutty psycho preacher man, tons of annoying little potential slayers, a bit of bad ass magic mumbo jumbo, some major ass kicking, a few explosions, some ugly damn vamps that were created in Hell just for us to fight, a couple 'how the hell are we gonna win this time' moments, some bumps and bruises and various injuries, then we won. All is good. The world was saved, again."

"Well, speaking as a resident of that world you all saved, thanks," Lindsey said, having an idea that it hadn't been nearly as easy as Faith made it out to be. He'd heard a little about Sunnydale and some happenings that had sent most of the demons in the city elsewhere, but there hadn't been any details, just gossip and theory.

"You're welcome," Faith had to smile as she realized that was the first time she'd ever been thanked for doing her duty as a slayer. She glanced at her glass and saw that the ice was starting to melt. She didn't realize they'd been talking so long. Strange. She didn't know Lindsey at all, but she felt comfortable around him in the same way she felt around Gunn and Lorne and Spike and even Lio. She was actually glad that she'd run into him, finding it nice to talk about what had happened in Sunnydale to someone that hadn't been there but that would still understand. She looked back at him and smiled, "If you really want to thank me, why don't you finally give me a refill?"

"Sorry," he laughed as he got her new ice and refilled her glass. He had just put it on the bar when someone came up and embraced Faith from behind.

"Hey, hon. I am so sorry I'm late," Brandon came up behind Faith and gave her a hug. He smiled sheepishly as he admitted, "I fell back asleep after we talked this morning and just woke up. Forgive me?"

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

"You're forgiven," Faith looked at Brandon and laughed, "Your hair looks awful!"

"No teasing," Brandon warned as he ran a hand over his hair, "I barely had time to jump in the shower and then I ran all the way here. I knew you were waiting for me so I had to hurry."

"You went to all that trouble for me?" Faith smiled, "Honestly, I hadn't even realized it was so late."

"Really?" Brandon had to smile, having seen her talking to Lindsey when he came in. He glanced at his friend and said, "Hey, Lin. I see you met my new friend Faith."

"I actually met her in LA," Lindsey told Brandon, "but we never really had a conversation until today. Can I get you something to drink?"

"A sprite, lots of ice," Brandon said before looking at Faith, "Do you want to sit here or at a table?"

"A table would be great," Faith said as she slid off the stool and grabbed her glass. "How about the one in the corner?"

"Perfect. Go grab it and I'll get my drink," Brandon watched her go take a seat before turning back to Lindsey. He had to smile as he said, "I suggested us having lunch here because I wanted you to meet Faith and here it turns out you already knew her!"

Lindsey shrugged, "Like I said, I met her but I didn't really know her. I told you before that my life in LA was kind of fucked up."

"Well, you should join us when you take your break. She's someone you should get to know," Brandon said, adding, "merely in a friendly capacity, of course. You can never have too many friends."

"If you're still here when I take a break, I might stop by. Now, take your drink and let me get back to work," Lindsey rolled his eyes before he went back to counting inventory. Brandon was right, though. You could never really have too many friends.

Brandon joined Faith at the table and smiled when he saw that she was reading the menu. He didn't bother to look, knowing the menu by heart, "I'm having a club sandwich. What are you having?"

"I'm trying to decide between the chicken strips and the hamburger," Faith said. She finally shut the menu, "I think I'll have chicken since I had a burger for dinner last night."

"You've had a burger for dinner or lunch almost every day since you moved here, haven't you?" Brandon laughed.

"What can I say? Willow and I are not very good at the cooking thing," Faith smiled. She leaned back in her chair and asked, "So, you know Lindsey, too?"

"Yeah, he's a friend," Brandon nodded, "I mean, he's the day bartender at one of my favorite restaurants. We started talking and became friends. He's a good guy."

"That's cool," Faith said. If Brandon liked Lindsey, that was good enough for her. He was a great judge of character and she trusted his opinion that Lindsey was a good guy. Besides that, Angel had told her that the lawyer was trying to fix his mistakes and have a good life. Since she could relate to that completely, she was a bit more open to the idea that Lindsey had changed. "What's the dessert like here? I'm starving, since someone made me wait so long for lunch."

"Dessert is great and do not give me that waiting forever speech. You were so busy talking to Lin that you didn't even know I was late," Brandon said with a smirk.

"I knew you were late before I even saw Lindsey," Faith said. The server came over and took their order before she finished, "but you are forgiven for keeping me waiting. Do you have to work tonight?"

"Nope, I'm off," Brandon said with a happy smile. "It's great having a Friday night off. I usually try to work them because the tips are better third shift, but, after all those doubles the last couple of weeks, I'm glad to have a day off."

"You should come out with us tonight," Faith suggested, a smile crossing her face, "we're going to go listen to some local bands and dance and have some fun. It would be great if you could join us."

"Who are you going to hear?" Brandon asked, thinking that her suggestion sounded like a good idea.

"I have no idea," Faith laughed, "we're just going and seeing if we find any great local bands that we all like. It's gonna be me and Willow and Spike and Gunn and maybe Lorne."

"Lorne? I don't know him," Brandon said, "he's the other roommate, right?"

"Yeah, that's him," Faith nodded, realizing suddenly that Brandon had no idea that Lorne was a demon. Hell, Brandon didn't even know that vampires and demons existed. She'd forgotten that he was a normal guy who worked as a waiter in a 24-hour diner. She was unaccustomed to being around people that didn't know she was a slayer or didn't know what evil could lurk in the shadows.

"It sounds like fun. Why don't you let me ask around a little and see what's happening tonight? I'll find some of the good bands playing," Brandon said, already running through a list of some of the bands that he liked and trying to remember if they had any shows tonight. He smiled, "Maybe we can ask Lindsey if he wants to hang out with us."

"Sure," Faith nodded, her eyes narrowing as she studied him for a second. She finally had to ask, "Brandon, about Lindsey, you're not trying to like play matchmaker or anything, are you? I mean, Lindsey is a nice looking guy, but I'm not attracted to him in that kind of way. He's not my type and I'm not really his type, either."

Brandon said, "I just thought that Lindsey might have fun hanging out with us. He needs some friends, you know? His fiance lives in Chicago and only gets to town a couple of times a month so he doesn't get out much."

"He's engaged? That's great," Faith smiled, "we should definitely ask him if he wants to hang out with us tonight. It could be fun."

"I'll mention it to him when he takes his break," Brandon said, watching as their food was put on the table before them. He suddenly looked at Faith and said, "We so need to talk about Willow and Spike. What is up with those two? He's gorgeous and just eats her alive with his eyes. I was so envious and the silly little redhead was completely oblivious to those heated stares."

"They're 'just friends'," Faith said with a smile as she used her fingers to make marks in the air to illustrate her words. She laughed, "I don't know what's up with them. They're both single and there is definitely an attraction between them, but they seem content to just develop their friendship right now. I guess they're taking it slow, which is cool. They've been friends for years and I suspect that there was some crushing on Willow's behalf and perhaps even on Spike's. They've both been hurt in the past so maybe this is the best thing for them, to move slowly and gradually and not base their entire relationship on sex."

"I agree," Brandon said, "she's gorgeous, too, and they make a stunning pair, but relationships based on sex rarely last. There has to be a lot more for it to all work. He seems to make her happy and that's the most important thing."

"Definitely," Faith said before taking a bite of her chicken. Their conversation moved from Willow and Spike to the topic of music as they continued eating their lunch.

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

Lindsey wasn't very surprised to find Brandon and Faith still eating when he took his break. He'd been keeping an eye on them since they'd gone to sit down nearly half an hour before, knowing that they were too busy talking to bother eating the food that had been put in front of them fifteen minutes ago. He had finished his inventory, not paying a lot of attention to the bottles he'd been counting or the numbers he'd been writing down. He'd been too preoccupied with the knowledge that Faith was in New Orleans. Not only that, but she had brought Gunn and Lorne with her. Three faces from his past that he'd never thought he'd see again. He guessed he'd been foolish to think that he could just forget everything that he had once done, what he had once been.

He still couldn't believe that Faith had been so friendly. She had chatted with him as if they were long time friends instead of nearly strangers that had last seen each other when he'd been arranging for her to kill Angel. Of course, from what he had seen of her, the brunette slayer was far from predictable. It was one of her more annoying qualities. As for Gunn and Lorne, well, he had never had any problems with Lorne. He had liked the demon, actually, considering him one of the few friends that he had had in LA. Gunn was a different story entirely. They had grudgingly created a truce when they'd had to work together, but Gunn didn't like him. Of course, Gunn just really didn't like a lot of people now that Lindsey thought about it. Faith had mentioned a girl from Sunnydale, Willow. The name was familiar to him, and it had taken him a while to remember. He'd read it in the file he'd been given on Angel when the vampire had first arrived in LA. There had only been one sentence, but it had been a pretty important piece of Angel's history. Willow, best friend of Buffy, responsible for giving Angel his soul back.

Lindsey let Paul take over the bar as he went to the back computer to clock out for his lunch break. He ordered a burger and then back out to the front. He made his way to Brandon's table, stopping at the bar to get a coke along the way. As he neared the table, he wondered if they still wanted him to join them or if they were just being polite by asking in the first place. His question was answered when Brandon pushed a chair out for him and spoke.

"It's about time," Brandon declared as Lindsey smiled at sat down. "I was beginning to wonder if you were going to get a break today."

"Sorry, I had to finish inventory," Lindsey shrugged, feeling a bit stupid for his earlier doubts. Brandon was one of his few friends in New Orleans and was pretty much responsible for introducing him to the other people he considered friends. When they'd first met, he hadn't been in town long and had just started working at the bar. Brandon was a regular, stopping in several days a week. One day, about a month after he'd started working at the bar, Brandon had show up for lunch and informed Lindsey that he had decided that they should be friends. It didn't matter to him that Lindsey preferred being anti-social and spending his time alone. Brandon hadn't given up and eventually Lindsey had realized that they had become friends somewhere along the way.

"The food here is great," Faith told Lindsey, "I'm going to have bring Willow here. She'd love it."

"I told you that it was good," Brandon smirked.

"Well, I guess you were finally right, for once!" Faith smiled at Brandon before she took a bite of her chicken tender.

"So, Faith, how do you like New Orleans?" Lindsey asked as he turned his attention to the slayer. He didn't know what Brandon knew about her past or about the real things that lurked in the shadows so he was trying to choose his questions carefully. He'd told Brandon about his job with a law firm in LA, but he had left out all the details involving demons and things that most people only believed existed in fictional books. He wondered how Faith had managed to get permission to stay in New Orleans. He had heard stories about the master of this town, knew that things were much more structured and safe here than other large cities, but he found it hard to believe that a master would allow a slayer residency in his town.

"Love it," Faith said sincerely. "It feels like home, ya know? I've never really had that before. It's nice."

"I understand," Lindsey nodded, smiling slightly. It was the same way he'd felt when he'd first arrived in town. He'd known that this was the place to just stop and start over.

"Oh, hey, before I forget, we're going out tonight to listen to some bands," Faith said, "and we thought you might want to join us. It should be fun. We're looking at some local talent for our club, a few bands to perform on weekends."

"Brandon thinks I spend too much time at home," Lindsey said, "so I'm thinking this was probably his idea."

"It was, but I wouldn't have asked if I didn't think it was a good one," Faith told the former lawyer. She smiled as she added, "If your fiance is in town, she can join us."

"Jane's in Chicago, but I'm sure she'd appreciate being included," Lindsey said.

"Yeah, right," Brandon snorted, giving Lindsey his best innocent expression when the man looked at him. "Sorry, there was something in my throat."

"Well, if she's not in town and you're not working, you can go with us," Faith said, giving Brandon an amused glare before looking back at Lindsey.

"Faith, I don't really know if it's a good idea," Lindsey said, not minding the part about hanging out with some friends and listening to music, but knowing that it might be awkward for Gunn and Lorne if he was around.

"Well, I know that it is," Faith smiled, knowing full well why he didn't want to go with them. Did he really think any of them cared that he used to work for Wolfram and Hart? Okay, so Gunn might be a bit grumpy about it, she didn't really care. Lindsey was nearly perfect. Not only was he engaged, but there wasn't any kind of attraction or sexual weirdness between them at all. She'd finally have someone that she could dance with that wouldn't be trying to get her into bed. She saw that Brandon was finished and stood up, telling Lindsey, "I don't know where exactly we're going yet so I'll just meet you here at nine. Trust me, you'll have fun."

"You're not going to listen to me at all, are you?" Lindsey asked, his lips curling into a slight smile as she shook her head.

"Nope. You're going with us and you're going to have fun. Just deal with it, Lawyer boy," Faith said with a smirk before she looked at Brandon, "Are you ready? Willow's probably wondering what happened to me."

"Sure, let's go," Brandon winked at her as he tossed money on the table for the meal and tip, looking at Lindsey, "I'll see you tonight, Lin."

Faith headed to the door, turning back to remind Lindsey, "Nine o'clock - and don't be late!", before she followed Brandon outside.

"Stubborn damn brat," Lindsey muttered as he glared at the closed door before he started to laugh. He picked up his burger and thought about what had just happened. It would appear that, instead of going home and watching the learning channel, he'd be going out and listening to local bands.

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

"I'm sick of cleaning!" Willow said as she tossed down the rag and glared at it. She heard a chuckle and looked up, arching a brow as she turned her glare to Spike.

"Hey now, Cupcake, you're not the one that had to tackle the bathrooms," Lorne reminded.

"Yeah, but I've been wiping down the walls and the floor," Willow whined, getting no sympathy from the demon or the vampire that had, in fact, cleaned the bathrooms so that she wouldn't have to. She sighed, making a face as she admitted, "My back hurts and my arm hurts and I can't remember ever feeling this achy even after an action filled patrol."

"Poor baby," Spike said with a smirk, his eyes moving over her lips as they twisted into the cutest pout that he could recall ever seeing.

"I doubt any of us are having fun cleaning," Lorne said, his eyes amused as he witnessed the silent exchange between Willow and Spike. He had woken up late, not getting in until after dawn. He'd found Willow eating breakfast and leaning against Spike on the sofa as the vampire read her the newspaper. After he'd had his breakfast and enjoyed Spike's entertaining reading of the news, they'd decided to go to the club and work on the cleaning that hadn't been accomplished the previous day. It hadn't taken long to notice that something had happened between the other two. There was still that sexual chemistry that was practically visible, but the mood between them was more relaxed, more comfortable. They were laughing and teasing and just enjoying being together in a way that went beyond the sexual sparks he'd witnessed. If anything, the sparks were being dealt with reasonably well in favor of their friendly banter. Yet, despite the friendly platonic relationship they both seemed to be aiming for, he'd glance up and catch them looking at each other in heated ways that did not bring forth the word platonic.

"You're supposed to feel sorry for me," Willow pointed out to Lorne, though her eyes were on Spike's face. She watched him lick his lips and could have sworn he was looking at her lips. She'd been real good today, doing a very good job of dealing with the fact that she had slept with him the night before, in a purely friends only type way, and coming to terms with her desire for him in a way that didn't cause her to think of nothing else but kissing him and tasting him and touching him and - she stopped those thoughts, knowing she'd only end up getting lost in a fantasy of some sort. Not that getting caught up in fantasies about Spike was a bad thing, it just made it a bit more difficult to keep her mind platonic and unlusty. She frowned as she wondered if unlusty was even a word before she realized that Lorne was talking again.

"Sorry, Sugarplum, but I faced the toilet from Hell so your whining doesn't bring forth pity," Lorne smiled at her.

"I'd have cleaned the toilets," Willow defended weakly before smiling and acknowledging, "Okay, you win. I so hate cleaning the bathroom normally and those were just disgusting."

"Maybe we should take a break?" Spike suggested, knowing that he was more than ready to put a pause on the cleaning. His words were rewarded by a smile from Willow. Looking at Lorne, he said, "I could use a nice cold drink. What about you?"

"That's a great idea," Lorne agreed as he moved towards the stairs, "I'll get us something with lots of ice. Be back in two shakes of a feather!"

"Your back hurt bad, luv?" Spike asked as he watched Willow rub her shoulders as she made her way to one of the remaining chairs.

"Just a bit sore," she said as she sat down. "I think it's hitting me from yesterday, all the reaching and straining while we were cleaning those walls. A break sounds like a great idea. Maybe Faith will get her lazy ass back here soon and help get this finished. I'd love it if we could get the cleaning done today so that we could start on the more fun things next week like painting and stuff."

"Here, let me," Spike said as he moved to sit on the table behind her chair. His hands moved to replace hers on her shoulder as he started to massage her.

"You don't have to - .God, you're good at that," Willow's protests died down as she felt him start to massage her sore shoulders. She moaned in appreciation as she felt his hands on her warm flesh, her head falling forward as she gave him more access. She didn't even try to prevent the vivid image of his hands moving from her neck down her body to other, more naughty places. Her body responded to the stimulant of her thoughts and the reality of his hands touching her, causing her to become rather turned on.

"This ain't nothing, Red," Spike replied, his voice husky with desire. He could smell her arousal, felt himself tightening against the denim of his jeans, his eyes closing as he listened to her moan, the feeling of her warm flesh against his fingers. He didn't even notice Lorne's return to the room until the demon spoke.

"Here we are, kids. Kool aid with lots of ice," Lorne said, hating to interrupt them. He watched as Spike's eyes flew open, the vampire seemingly startled by his voice. He glanced at the vampire, noting the rather impressive bulge, then looked into Willow's slightly dazed eyes as she raised her head to look at him. He kept the smile off his face as he began to pour their drinks, glad that he'd brought extra ice.

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

Faith was walking with Brandon, listening to him complain about his job as she tried to figure out the best way to tell him the truth about life. Well, the truth about life as she knew it would be more appropriate. She wasn't all that great with communication, having spent the majority of her years on Earth either keeping her thoughts to herself or just beating demons to act out her annoyance and anger. She had gotten a little better at talking since she and Willow had become friends, telling the redhead things she'd never told anyone, but this wasn't even a normal situation. Sure, she could now let down her guard around her friends, she could talk to them and be honest and say exactly what she thought, but it was still a bit weird to use words to describe what she was thinking or feeling.

Words had never been a particular specialty of hers. Buffy had had the witty banter down perfect, but Faith was more of a 'hello, time to die now' kind of girl. Action girl instead of talking girl definitely described her pre-Sunnydale. Heck, it described her pretty much pre-breaking out of prison if she was completely honest. True, she had gotten good with the sarcasm and the witty banter thing had rubbed off on her the longer she stayed around Buffy and Willow and the others. Becoming friends with people, letting them in, letting herself care about them, well, she'd had to get used to talking and communicating. Now, though, she had no idea what she was supposed to say. She wished Willow was there, knowing the redhead was great when it came to explanations and was especially good at calming people down and helping them see things logically.

"Whatcha thinkin' about?" Brandon asked Faith, studying his newest friend and waiting for a response.

"Honestly?" Faith gave him a brief smile as she said, "Communication and words."

"Okay," Brandon nodded slowly, "and why are we thinking about communication and words, Oprah?"

"Don't even!" Faith threatened before laughing, "I don't think I'm going to tell you anything else, Funny Man!"

"Faithy!" Brandon leaned against the brick wall and gave her his best puppy dog eyes, "You have to tell me!"

"No, I don't," Faith teased.

"Yes, you do," Brandon shot back, his lips twisting into a smile.

"Actually, you're right," Faith made a face, "I do have to tell you and I'm not sure what I'm going to say."

Brandon's smile faded as he saw the serious look in her eyes, asking, "Just tell me, Faith. What's wrong?"

"It's a long and complicated story," Faith sighed, running a hand through her hair before suggesting, "Why don't we go sit down somewhere?"

"Sure, we can go sit by the river. It's usually pretty quiet this time of day," Brandon said, wondering what story Faith was planning on telling him. It didn't take them long to reach the river, finding a bench far enough away from the nearest people that they could talk without being overheard. He sat down, his eyes curious as he said, "Okay, we're sitting. Now, tell me the story. Why so serious?"

"Brandon, what I'm about to tell you, well, it's going to sound unbelievable and you're going to think I'm crazy, but it's real," Faith said, again wishing Willow was there to explain all of this. She added, "Willow's a lot better at this than I am. I'm not at all good at explaining things and I don't know what to say and maybe we should just go get Willow. She'd make a lot more sense than I will, I'm sure."

"Faith, what is it?" Brandon asked, having no doubt that Faith would be able to explain whatever it was she babbling about just fine once she started to talk.

"Vampires and demons are real."

"What?"

Faith nodded, "They're real."

"Vampires and demons?" Brandon repeated, a thoughtful expression on his face as he watched her relax and smile.

"Yeah," Faith smiled slightly.

"And you know this how?" Brandon asked, his mind reeling from her words as he tried to come to grips with what she had said. He didn't think she was crazy, but he was finding it a bit difficult to understand everything.

"That's the long story," Faith said.

Brandon had expected that answer. He sat back against the bench and said, "Tell me, please."

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

"In every generation, there is a slayer," Faith started before frowning, "actually, that's not entirely true. I mean, it's the big formal declaration and all, but there are a lot of slayers or slayers in training out there right now and it's pretty much one generation so I won't bother repeating all that boring stuff."

"Slayer?"

"Slayers fight evil," Faith told Brandon. "Okay, I'll try to make it simple for you. Every generation, there is a slayer, one girl who is responsible for protecting the world from evil. It's sort of destined, you know? In exchange for giving up any resemblance of a normal life, the slayer gets some pretty nifty things. There's strength and skill and healing abilities. Plus, you get to know you're making a difference in the world. Of course, most of the slayers in the past have died pretty young."

"You're a slayer," Brandon said, not sure he understood what she was talking about, but knowing enough to realize that she must be one.

"Sure am," Faith smiled, "but I'm not the oldest. See, there was this big mess a few years ago involving drowning and then CPR and, anyway, the active slayer died before she was revived so another one was called. That wasn't me. Some chick I never met who got killed by this vampire not even a year later. That was when I got called."

"Called? What does that mean? And the other girl, the one that drowned, she's still alive?" Brandon asked.

"Buffy's still alive, though she did die again, but that's another story for another day," Faith said, "Called means you become active. I don't know, I mean, you train for years and you're fighting and patrolling so being called isn't really that big of a deal except it means the active slayer died. I have to be honest with you, Brandon, because we're friends and I want you to understand. You see, when I was called, it was tough. I wasn't really cool with the whole slayer thing and got into some stuff I shouldn't have. I killed a guy, a human, an innocent. Well, not really that innocent because he was working with this majorly bad demon guy in Sunnydale so he was technically playing on evil's side but he was wanting to trade teams and I killed him by mistake before he could suggest a trade. Anyway, I ended up joining his former team and fighting the people that I was supposed to be helping."

"You killed a man?" Brandon ran a hand through his hair, glad he was sitting down.

"I turned myself in, went to jail, stayed there for a couple years before I broke out," Faith said.

"You escaped from jail?" Brandon stared at her.

"I had to. I was needed," Faith shrugged, deciding that she was definitely doing a terrible job of explaining. "I had to help Buffy and the others save the world."

"You saved the world?" Brandon felt as if he was getting headache, his fingers moving to rub his temples. He knew she was being serious, could see that she was worried at telling him the truth, and he wished that he could laugh and pretend it was all a joke. His new friend had killed a man, gone to jail, and then escaped. Strangely enough, Brandon could accept that news pretty easily. What he was finding a bit difficult to come to terms with was the whole vampires and demons thing, not to mention the world-ending bit.

"Yes, we did," Faith nodded, "I'm not explaining things well, am I? I should have waited for Willow. She'd have made a lot more sense."

"So, Willow is aware of all this stuff?" Brandon asked.

"She's been Buffy's best friend for years," Faith smiled, "so she's helped save the world a lot. In fact, she'd probably been fighting evil longer than I have, truth be known. I didn't stake my first vampire until after Buffy died and that other chick was called. That's when the training became more real, since I was next in line."

"What about Gunn, Spike, and the other roommate, Lorne? Do they know about the demons and world ending stuff?" Brandon asked.

"Yes," Faith nodded. "Are you cool with all this, B? I had to tell you because Will and I like you and consider you a friend and you really need to know the truth if you're going to be hanging out with us. In fact, I didn't even realize until this afternoon that you weren't aware of the things that lurk in the shadows."

"I'm still trying to understand, but I guess I'm cool," Brandon gave her a smile, "I mean, it does explain a lot about some of the customers I see when I work third shift."

"I'm glad you're dealing," Faith said sincerely, hating the idea that he might have freaked out and not wanted to hang out with them.

"Man, I can't believe that vampires and demons are real. Evil isn't just something in movies or books, it's real. What are they like?" Brandon asked.

"Now comes the complicated part," Faith smiled, "you see, not all demons and vampires are evil. They're really a lot like us, in a way. At least, demons are. There are zillions of different types of demons and a majority of them are really very cool. They don't kill or try to destroy the world, but the few that do enjoy eating people or trying to cause Hell on Earth end up ruining things for the others. As for vampires, well, most of them are just interested in feeding and don't care about anything else. There are exceptions, though. Hell, I'm a slayer and I call several demons and vampires friend so I guess that pretty well says everything."

"I'm still not believing all this," Brandon said with a smile, "but I'm thinking it's pretty cool and I'm really glad that you told me."

"You kind of had to know before tonight," Faith said with a laugh.

"Why before tonight?" Brandon asked.

"You're hanging out with us tonight," Faith smiled, "and you'd kind of know something was up once you met Lorne. You see, he's a demon, and he's green."

"I'm assuming he's one of the good ones," Brandon had to laugh.

"Yeah, he is," Faith smiled, "so is Spike."

"Spike is a demon, too?" Brandon asked, having not seen anything suspicious about the cute blond he'd met the previous evening. "He doesn't look like a demon."

"Vampire," Faith said, "but he's one of the exceptions I mentioned. I just thought it would be a good idea if you knew everything before hanging out with us. Sorry I wasn't that great with explaining all of it."

"I'm glad you told me, and you were great with explaining it all," Brandon said, "I'm just dealing with it all. Trying to adjust to the news that things I read about and saw in movies aren't fictional, but that they exist just like we do. I'll be fine, it's just so interesting. And you guys have saved the world, which is just kick ass! Man, my new friends are heroes."

"You're silly," Faith laughed at him before saying, "C'mon. Why don't you come back to my place with me. I'm sure they're working on cleaning the club and could use some help."

Brandon smiled, "Only for you and Willow would I consider cleaning on my day off. Let's go."

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

"Make it stop! Please, make it stop!" Spike was groaning, his hands going over his ears as Willow laughed.

"Spike, quit being silly," she giggled, her eyes shining with amusement at his antics. It had been nearly half an hour since they'd decided to take a break, none of them really too eager to get back to cleaning. Lorne had gone upstairs to get them something to drink while Spike had given her a massage that had made her knees weak and her breathing ragged and the area between her thighs more than slightly damp. When Lorne had come back downstairs, Spike had stopped the massage and moved to lean against the bar, acting as if nothing at all had happened. Of course, nothing had happened to him. He hadn't been affected at all, stupid damn vampire. The moment had passed, though, as they'd all started talking about the club and various other topics. Soon, her arousal was under control and she was able to look at him without imagining his hands on her body. Well, without imagining it in too vivid of a detail, that was.

"I'm not being silly, luv," he whined as he watched her laugh, his blue eyes moving over her face affectionately. For a second, he forgot everything except how beautiful she was, shaking his head slightly as he added, "This is horrible. Please, make it stop!"

"The tide is high, but I'm holding on," Lorne sang along with the CD as he danced around the bar, ignoring Spike's reaction to the music he had chosen. He grabbed Willow's hand and pulled her up, twirling as he continued singing, "I'm gonna be your number one - your number oooooooonnnnneeee."

"We agreed to play music that we all like," Spike reminded, shuddering as Blondie and Lorne managed a high squeal. "This is something I do not like!"

"Quit being a baby, Cupcake," Lorne said with a smirk as he danced around with a laughing Willow, picking up with the song easily.

"Yeah, Spike," Willow added, "I like this song!"

"It's horrible! I bet they play this on repeat in Hell, make it even more unappealing and, well, Hell like," he said, his lips twisting into a slight smile as he watched Willow dance around with Lorne.

"I'm not the kind of girl that gives up just like that," Willow sang to Spike, smiling sweetly before sticking her tongue out at him.

"Why don't you quit your whining, Cutie, and come dance with us?" Lorne asked, twirling Willow around until she was close to Spike.

"I'm not whining," Spike defended, "and I'm not going to dance to this dreadful racket you call music!"

"You're no fun," Willow told him, relieved in a way that he didn't want to dance with them at the same time she was disappointed.

"Oh, baby, I can be a lot of fun," he purred, his blue eyes catching hers, flashing slightly with awareness before he looked away and took a drink. He added, "This song sucks."

"It's nearly over," Willow told him as she turned her attention back to Lorne and their dancing. She tried to ignore the tingles of arousal that had flashed through her body when he'd purred, purred!, at her about how much fun he could be, his sexy smirk giving no doubts as to what he was talking about. Of course, being cursed with her imagination and constant state of horniness that she seemed to be in whenever she was around Spike, she had no difficulties at all in coming up with numerous scenarios in which Spike would be a lot fun.

"Ah, but it is just the first song on my CD of disco inspired dance hits," Lorne whispered to her, chuckling as he said, "He's going to hate it!"

"You're absolutely evil," Willow giggled, giving him a hug as she said, "I love you!"

"Not evil, merely - hmm...okay, I guess evil will work," Lorne laughed, twirling her again as one song ended and another began. He loved this, dancing and singing and laughing with friends. Speaking of dancing, he was looking forward to their evening out tonight, eager to get Lio on the dance floor. Hearing the new song start, he smiled, singing, "At first I was afraid, I was petrified!"

"This is one of my favorite songs!" Willow squealed, running over to turn it up. She turned to face Lorne, singing, "And now you're back, from outer space."

Spike watched his redhead, seeing how much she was enjoying listening to these awful songs and dancing around with Lorne. He watched as the demon touched her back and dipped her low, blue eyes narrowing as he saw the hand move across her stomach as she was spun. Damn it, he was jealous. This wasn't good, he realized. He wasn't fond of dancing, preferred to just sit back with a glass of whiskey and listen to the music rather than bounce around like some silly moron. Lorne pulled Willow against him, laughing as they sang along to the annoying song about surviving. Stupid pouf had no business touching *his* Red like that, Spike thought crossly, glaring at the couple. Making his decision, he gracefully walked over to them, his hand catching hers as he pulled her away from Lorne, twirling her around before pulling her against him. His lips twisted into a smile as she smiled at him. Maybe this dancing thing wasn't so bad after all, he decided.

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

"This is our courtyard," Faith said as she opened the gate and let Brandon walk past her.

"This is your house?" Brandon asked, not even caring that his mouth was hanging open. His eyes looked over the well-maintained courtyard and beyond to the, he counted mentally, four story building that his new friends called home. He let out a whistle, laughing as he said, "This place is fantastic."

"You ain't seen nothing yet," Faith laughed as she went to the door that led upstairs to the house. She pointed out the lower level, telling Brandon, "This is the business down here. Lorne is going to open up a club that caters to demons and humans. You're going to love him, Brandon. He's funny and sweet and just the best. I figure he, Willow and Spike are down here working, but I want to show you the house before we get stuck having to actually work."

"Yes, work is bad," Brandon smiled as he followed her up a staircase into the house. He had thought he couldn't be any more surprised or impressed after seeing the outside of the building. There were few buildings in the Quarter that extended beyond three stories so he had not been expecting to see their home being four stories, even if one of those was apparently an attic. As he entered the main house, he realized that he had been wrong to assume that it couldn't get any better. It was beautiful. Antiques mixed well with modern amenities. It gave off a welcoming and homey feel that was comforting. He looked around, his eyes taking in even the smallest details.

"Nice, isn't it?" Faith asked with a smirk as she watched him look around in awe. She felt proud of their house, liking what they had added to the existing set-up. They really hadn't had any visitors to show it off to, Lio having helped get it all unpacked, and Spike being more part of the gang than a visitor. Besides, Spike wasn't really the type to show surprise or appreciation for furniture or decorations.

"Nice? This place is gorgeous!" Brandon said, rolling his eyes as he looked at her. "Did you guys do all this yourselves?"

"Unfortunately, we can't take much credit for the design," Faith laughed, "We bought the place furnished and the guy that had it before us did most of this. We added some stuff and moved things around to make it ours, of course, but most of the furniture and stuff was his decorating sense instead of ours."

"It's amazing," Brandon shook his head, "How many rooms are there? Can I see them?"

"I don't know how many rooms there are," Faith shrugged, "Quite a few. And, sure, let me give you a tour before we go downstairs."

Faith showed Brandon the house, pointing out Gunn, Lorne, Spike, and Willow's rooms but not opening the doors because it wasn't her space to be showing. She did take him into her room, showing him the large bathtub that she just adored as well as her view. When she took him to the attic, he was very impressed with their collection of slayerly weapons and books that Willow had obtained or brought with her.

"Seeing all this makes it all seem much more real," Brandon had to admit as he picked up a sword, looking at Faith with a sheepish smile. "I mean, I believed you completely and knew that you were letting me in on a secret that not many people knew, but a part of me still kind of looked at it as if it couldn't really be true. I mean, demons and vampires? Slayers? It's just overwhelming, you know? But, standing here and seeing all this stuff, well, wow. That's all I can really say is wow."

"B, if you aren't ready to meet Lorne or hang out with us, well, I really do understand and I won't be upset. Okay, so I'd be disappointed but I'd be cool with it," Faith said as she moved to sit on the edge of the table that held most of Willow's books. She wasn't used to dealing with the people that didn't know about the reality of evil and demons and stuff, but she figured people had to take their own amount of time to be okay with it all. Hell, most of Sunnydale lived in denial even after seeing the truth, so she knew a lot of people just ignored it and didn't accept it at all. She'd thought Brandon was pretty cool with it all, pleased that she had shared the secret with him, seeming more curious than anything else. Now, she was a bit worried that she hadn't told him in the best way and that he was freaking out and that she and Willow might end up losing their new friend.

"What?" Brandon looked at her in surprise. "Faith, hon, I didn't mean that I was going to run off and put my head under a pillow rather than deal with what you told me! True, it was shocking and I never really believed that monsters and stuff existed except in movies. I can't wait to meet Lorne and hang out with you guys. I mean, I feel like I've been offered membership into some private club or something! It's really cool!"

"You're crazy," Faith laughed at his excited reaction. "But we love you anyway."

"Me crazy?" Brandon scoffed, "Coming from you, I'll take that as a compliment, slayer girl! Oh, wait, I guess I shouldn't just call you slayer, huh, since it's all secretive and stuff."

"It's not really a secret. I mean, I give off this vibe to the demons and stuff so they pretty much already know once they're around me," Faith explained. She smiled as she added, "Besides, Spike always calls me Slayer. I wouldn't think he even knew my real name except he's used it once or twice in conversation."

"Purring it in that luscious accent of his? He could call me anything he wanted," Brandon shivered in delight, "Yum-my!"

"Yeah, he is rather tasty, isn't he?" Faith smiled, "Willow got herself a hottie!"

"She so deserves it," Brandon said, "she's great!"

"She's my best friend," Faith nodded, "she so deserves happiness. Spike is good for her. He's only been here a couple of days, but I can already see it. There's something there, something real and promising, and I can't wait until they both realize it. So, are you ready to go downstairs and see the club?"

"In other words, am I ready to stop being lazy and just chatting with my friend and start cleaning?" Brandon sighed dramatically, "If I must, I guess I'm ready to pick up my rag and help clean."

"Maybe we'll be lucky and they've already done the bathrooms," Faith said hopefully as they walked down the attic stairs.

"Okay, the depths of my friendship do not extend to cleaning bathrooms," Brandon pointed out. "Dusting, sweeping, even mopping, but I don't do bathrooms."

"Neither do I," Faith confided with a wink, "hence the reason I decided that today would be a great day to go out for lunch and take a nice, leisurely walk around the Quarter with one of my bestest buds."

"Oooh, sneaky slayer," Brandon smiled, "I like that!"

Faith laughed as she grabbed his hand, telling him, "Come on, let's go down and introduce you to Lorne. Word of warning, he'll probably ask you to sing."

"Sing?" Brandon followed her, shaking his head, "But, Faith, I can't sing!"

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

Faith just laughed when Brandon started talking about how he couldn't sing. She started down the stairs to the club, stopping and glancing at Brandon as a slow smile crossed her face. She could hear loud music and laughter as well as Lorne singing along with the music. She grabbed Brandon's hand and made it down the remainder of the stairs quickly. As she entered the club, she saw Willow dancing with Lorne and Spike glaring at them as he tried his best to keep Willow to himself. The song was ending and another was beginning. She listened as she heard the opening to It's Raining Men, glancing at a surprised Brandon and smiling, "Come on, B. Let's dance!"

"What?" Brandon followed Faith as the slayer pulled him behind her. He found himself looking at Lorne, not able to believe that there was really a demon dancing around with Willow and singing along to the Weather Girls. The reality of everything Faith had told him suddenly slammed home as he realized that it was all true. Vampires, demons, slayers...they really existed. He saw Willow turn and smile at them, her green eyes widening slightly when she saw him.

"Brandon!" Willow called out her new friend's name, noticing the way he was looking at Lorne in disbelief, before looking at Faith. She arched a brow, questions in her eyes as she looked at Faith.

"Hey, Willow," Brandon smiled, letting her know that he wasn't freaking out. He watched the green guy dance over to Faith, grabbing her hair and twirling her.

"Lorne, I want you to meet our new friend, Brandon," Faith said as she stopped twirling and motioned to Brandon.

"Brandon? You're the cute waiter that my girls are always chatting about," Lorne smiled at the handsome human, watching as the youth seemed to snap out of his surprise at being confronted by a demon.

"Nice to meet you, Lorne. Faith has told me a lot about you," Brandon said easily accepting the demon's appearance. He had always been a quick adapter, having seen some pretty weird stuff working the third shift at the Grill for the last two years, so Lorne's demon face was really nothing compared to some of those characters. Now, he had to wonder which of his customers had really been demons and not just eccentric people wearing costumes.

"Good or bad?" Lorne asked with a smile when he saw that Brandon was accepting of the fact that demons did exist.

"All good, of course!" Faith said with a laugh.

"Faith, why don't you dance with me!" Willow said as she grabbed the slayer's hand and pulled her away from the others. She moved closer and said, "Brandon handled that extremely well."

"I invited him to go out with us tonight and then realized that he was normal," Faith explained, "you know, not aware of the demons and stuff. I went ahead and told him about me being a slayer and about Lorne being a demon and Spike being a vampire. He was cool with it, though I think he was a little freaked when he first saw Lorne."

"I'm glad he knows," Willow smiled as they danced, her eyes moving back to where Brandon was talking to Lorne before glancing at Spike, catching blue eyes watching her. She smiled at him before looking back at Faith.

"So, have you guys been busy?" Faith asked, an apologetic smile crossing her face, "I planned to be back sooner to help, but I ran into someone at the bar where we ate lunch and then I had to talk to Brandon about everything so it took longer than planned."

"It's not a problem," Willow said, "We've been working for a couple hours and just decided to take a short break. You know Lorne, he turns on the music and then doesn't want to do anything but dance and sing. You ran into someone you knew?"

"Yeah, small world, isn't it?" Faith smiled, "This guy, Lindsey, used to work for that law firm in LA that is always giving Angel trouble. He quit and ended up moving here. He knows Brandon so we asked him to join us tonight. Seems his fiance lives out of the city so he spends a lot of time alone. He's okay, helped Angel out before he left, has the seal of approval from the broody one and all that shit so I figured it was cool asking him to hang with us."

"It will be fun," Willow said before she felt a hand take hers. Looking up, she saw that Spike had grown tired of waiting and was now interrupting. Impatient vampire, she smiled slightly.

"What will be fun?" Spike asked as he joined the two girls. He was sick of listening to Lorne and Brandon talk about the decline of disco, plus he was a bit jealous that Willow had just left him when Faith arrived. He'd been dancing, something he really hated to do, and he'd been listening to this awful music without complaining, too much, because Willow seemed to enjoy the break from work. Instead of appreciating his actions, she runs off to chatter with the slayer once the girl finally drags her ass back. Well, he was having none of that.

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

"Going out dancing tonight and listening to some, hopefully, good bands," Faith replied, a knowing smile crossing her pretty face as she noticed the way Spike moved his arm around Willow's waist and rested his chin on her shoulder.

"Okay, kiddies," Lorne announced as he and Brandon joined them, "I like this guy. He can stay!"

"You're just saying that cause he's a bigger poofster than you," Spike said with a smirk. He mimicked their earlier conversation, his blue eyes amused, "Get out! I love the Bee Gees, too! Are we just the dandiest pair of bleeding poofsters this town has ever seen!"

"Are all vampires as amusing as Brit here or is he just a special case?" Brandon asked sweetly, watching as Spike turned to glare at him.

"Spike is definitely a special case," Faith laughed before she added, "but he's a pretty cool guy when he wants to be."

"Drats!" Lorne exclaimed as the song ended. "I love that song and here I missed the entire thing! I'm starting it over and then, once it's finished, we can get back to work. Two more sets of hands should move things along rather well."

"Not again!" Spike moaned dramatically, he caught Willow's laughing green eyes and sighed, "Only for you, pet, would I be here listening to this noise!"

"Love you, too, Spike," she laughed as she moved to brush a kiss across his cheek, missing the look of surprise and pleasure in his blue eyes as she turned to Brandon and asking somewhat seriously, "Are you doing okay with all this?"

"With dancing and hanging out with friends and being silly?" Brandon asked with a smile.

"You know what I mean!" she rolled her eyes, "I'm guessing that means you're doing just fine with it all!"

"I'm still kind of dealing with it all, you know? I mean, vampires and demons are real! It's gonna take a little while to fully come to terms with all this, but I'm an adaptable kind of guy. It's cool, knowing the truth, and I'm really glad that you guys told me. Hell, it makes some of the weird stuff I've seen in this town make a little more sense," he laughed.

"Come on, Brandon," Lorne grabbed the human's hand, "Sing with me."

"I can't sing!" Brandon protested.

"Just close your eyes and listen to the music and sing," Lorne said as Faith moved beside him and started dancing.

"Hey, if I can sing, you can sing," Faith told Brandon as she began to sing along about mother nature letting men rain from the sky.

"Fine! I'll sing," Brandon gave in and started to sing as he danced with Faith and Lorne.

Willow smiled as she listened to them, moving to sit down. She knew that Lorne was reading Brandon, just being careful and making sure that their new friend was cool. She felt Spike move beside her, giving him a smile as she said, "You know, this song never made much sense to me. I mean, if men are falling from the sky, they'd be going splat all over the place. And I definitely wouldn't want to be standing around outside watching them fall because you'd go splat if one hit you."

"And here you were scolding me for making fun of the silly songs earlier, luv," Spike smiled, his blue eyes moving to her lips before looking back into her eyes.

"I'm glad that Faith told Brandon. I really like him and it's going to be cool to have him hanging around now," Willow smiled as she looked back at her three friends.

"Yeah, bloody marvelous. All we need is another prissy wanker hanging around," Spike snorted, rolling his eyes.

"Be nice," Willow warned with a smile, "besides, it gives Faith someone to hang out with when we're busy."

"Never thought about it like that, Red," Spike slowly smiled, loving the casual way she spoke of them as a we, also liking the idea of the slayer having someone else to be around so he wouldn't have to share Willow all the time. He had to agree, "I guess I can tolerate the kid."

"Your sacrifice is noted and appreciated," Willow laughed, "come on, the song is almost over. Let's get back to work. We've got a few more hours before we need to get ready for tonight."

"You taking the night off?" Spike asked as he walked over to the cleaning supplies with her, listening as Lorne instructed Faith and Brandon on what they could work on, thankful that they wouldn't be around him and Willow.

"Kind of," Willow smiled, "I'm gonna run by the office and see if there is anything that needs mine or Lio's immediate attention. After that, I'm just going to enjoy hanging out with my friends. Are you, um, well, do you wanna run in to work with me tonight?"

"Sure," Spike smiled, pleased that she wanted him to go to work with her. He'd assumed that he'd have to just keep inviting himself along until she finally just accepted his presence, but she had surprised him by asking him to go with her, and she looked so damn cute asking. He admitted softly, "I'd really like that, Willow."

"Great," Willow smiled shyly before they both got back to cleaning, talking about their plans for the evening and wondering if they'd be able to find some decent local bands.

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

"All right, I think we're about done here," Lorne decided as he surveyed the club. He gave his friends a smile and declared, "No more cleaning this week."

"You do realize that it *is* Friday, don't you, so technically it's rather the end of the week so that statement doesn't really say anything except that we've got tomorrow to not have to clean," Willow pointed out with an amused smile.

"Picky, picky, Cupcake," Lorne laughed, clarifying, "the cleaning is just about finished so we should be able to start selecting paints and accessories next week."

"No more cleaning?" Faith beamed, "Thank you! I'm so sick of smelling all these lemony fresh cleaning solutions. Reminds me of prison, except the lemony fresh would have been an improvement over the smells of the cleaners they used. When do we get to pick out paint colors?"

"Have you ever painted before, Slayer?" Spike had to ask, arching a brow as he watched the brunette bounce with excitement as she discussed painting.

"Nope, but I've seen Trading Spaces so I know all about the 'W' technique," Faith said, sticking her tongue out at him as he snorted.

"You're in for a shock, pet," Spike snorted, rolling his eyes when she stuck her tongue out at him.

"Painting is a pain in the ass," Brandon had to agree with Spike, earning him an amused glare from Faith. He laughed, "Hey, I'm just speaking from experience. You think cleaning is bad, wait until you have to smell paint for hours on end and your back starts hurting because you're painting above your head, which you'll learn pretty fast Shorty, and muscles you don't even realize you've got are aching and all because you decide to paint a wall."

"So sayeth the painting expert," Willow giggled, having helped Jesse and Xander paint Jesse's room when they were twelve and knowing that Brandon and Spike were right about it seeming real easy until you actually started to do it. They'd painted an entire day and crawled into sleeping bags in the backyard because they were too tired to go back to Xander's house to sleep. Of course, she'd been a kid and could probably handle painting a lot easier now.

"They're just trying to scare me," Faith decided, the smile fading slightly as she caught Willow's eyes and asked, "Right?"

"That's just great! I spend years trying to terrorize the damn slayers and here, all along, all I had to do was talking about the horrors of painting to scare them," Spike said dramatically, earning a laugh from the others. He knew he shouldn't be enjoying spending time with any of these people, except for Red, but he rather liked hanging out with them. The dancing wasn't even that dreadful, mostly because he'd managed to have Willow in his arms the majority of the time and that had blocked out the horrible music and the fact that Lorne was singing and dancing around like a bloody poof. It was weird, having friends, not that he'd ever call any of the people present friend. Nope, he was William the Bloody, Spike, slayer of slayers, half the Scourge of Europe, and he did not have friends, except for gorgeous redheaded witches, and especially not some silly slayer, prissy demon, or annoying waiter.

"Cute, Fang," Faith watched as Spike smiled, relaxing against Willow as he teased her.

"Yeah, I am," Spike agreed, his blue eyes amused as Willow playfully smacked the back of his head. He looked down at her, arching as his brow as he asked, "What? Don't you think I'm cute, Red?"

"Faith, don't listen to them. Painting is a lot of hard work, but it isn't nearly as terrible as they're saying," Willow said, ignoring Spike's teasing question. She smiled at the slayer as she said, "We'll make it fun."

"On that note, I'm running upstairs to take a shower and get ready," Lorne said, a smile on his face as he watched his friends tease each other. He was happier than he could remember being in a very long time, finding his new family, his new home, and his new club to be just what he needed to start enjoying life again.

"You and Lio are planning to meet us tonight, aren't you?" Faith asked Lorne, watching as the demon nodded.

"Of course, Sweetie," Lorne nodded, "I'm looking forward to it."

"And you'll be nice to Lindsey?" Faith asked, having already explained to Lorne while they were cleaning about running into the former lawyer.

"I'll be nice," Lorne laughed, "If you do remember, I was the one that always liked him. Gunn, on the other hand, is the one you need to be sure to talk to. Those two tolerated each other, but nice might be stretching it."

"I'll talk to him when he gets in from work," Faith said, having already planned on giving her friend warning about the addition to their group that evening. While she didn't have anything against Lindsey and thought he might be cool to hang out with, Gunn was like a brother to her now, so, if he had a problem with Lindsey being around, she'd cancel the plans. She had to admit that, selfishly, she wanted Lindsey around because he'd be someone she could hang out with and dance with without worrying about it ever being more than just friendly since he was engaged and didn't think of her in that way, but she could always dance with one of her other friends if his being around bothered Lorne or Gunn. As it was, Lorne had been completely accepting of it, actually looking forward to talking to his former associate.

"Lindsey is a cool guy," Brandon spoke up, not exactly sure how Faith knew his friend from LA, but figuring it must be something slayer related since she seemed worried about her other friends' reaction to Lindsey hanging out with them. He'd thought Lindsey worked for some law firm in LA, so he was honestly a bit confused how a lawyer might be involved with slaying and stuff, but he assumed he'd find out if it was anything important.

"Yes, he is," Lorne agreed with a smile at the human. He put away his supplies and headed towards the stairs. Stopping, he turned and asked, "Does anyone happen to know yet *where* we are going tonight?"

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

"No," several voices replied in unison before laughing.

Willow smiled, "We have no idea! Maybe Lio knows somewhere."

"I'll ask him when he gets here," Lorne smiled at the redhead before going up the stairs to take a much needed shower.

"That's just so adorable," Faith declared after Lorne was gone, sharing a smile with Willow.

"I think I missed something," Brandon said as he curiously looked from the brunette to the redhead.

"Get used to it," Spike muttered, giving the human a brief smile before focusing on his Red. He was still a bit annoyed that she hadn't told him she thought he was cute. Sure, he knew that she found him attractive, but a guy still likes to hear it once in a while. She'd just ignored him and dismissed his question as teasing, moving on to talking with Faith and then Lorne. He nudged her, asking, "What's adorable?"

"You are," she smirked at him before laughing, "Lorne and Lio are adorable. Did you see how giddy Lorne got when he was talking about getting ready? And that smile he flashed when he said he'd ask Lio about a club? They're in love and it's just so sweet."

"You think I'm adorable?" Spike hadn't listened much past that statement, his annoyance at her not saying he was cute fading as he decided that being considered adorable by Willow wasn't all that bad. Okay, so he'd have preferred her to call him something a bit more manly and suitable for a master vampire, sexy as sin or devastatingly attractive or charmingly handsome all being words that came to mind that he'd love to hear her call him as her green eyes looked into his before he claimed her as his, Spike frowned as he tried to remember what he'd been thinking about. Oh, yeah, adorable. He couldn't complain. It was a start, after all.

"You know you are," Willow said with a soft smile, her breath catching as he smiled a pleased smile that made the room a tad warmer, his hand moving against her cheek casually as he moved her hair behind her ear.

"Enough flirting, you two," Faith called out, watching as Willow's face turned bright red and Spike glared at her, innocently smiling.

"We were talking, not flirting," Willow denied, knowing that there was no way that Spike had been flirting with her. They were just friends and friends did not flirt with one another. Okay, so that wasn't really true, but she was trying to deal with the not so platonic feelings that she'd been having about the blond vampire since they'd run into each other the other day. Friends, friends, friends she kept repeating as she gave Faith a smile, "Since we're done down here until next week, I think I'm going to follow Lorne's example and take a shower before getting ready for work."

"You have to work tonight?" Brandon asked, amusement in his eyes at Faith's deliberate action of calling those two on their obvious flirting. He'd watched them for the last few hours and knew something was happening between them that went way beyond the friendship they seemed to believe was all that was there. He could understand them wanting to go slow, having talked with Faith about it earlier, but eventually they were going to have to admit that there was some major attraction between them as well as, what seemed to his eyes, love.

"I'm just running into the office and making sure everything is okay for the weekend," Willow explained, "then I'll be ready to have a weekend off and just enjoy out with my annoying friends!"

"Hey, I'm not annoying!" Faith defended as the redhead looked pointedly at her during the last remark.

"I guess I'll go home and change, myself," Brandon decided, having not been home since he'd woken up earlier that afternoon and discovered himself late for his lunch with Faith. He'd showered quickly and dressed in a hurry, not wanting her to wait too long for him.

"You want to meet me here or at the bar?" Faith asked him.

"I'll meet you at the bar," Brandon decided, "that way, if one of us gets there early, we can have a drink while we're waiting. I'll see you guys in a few hours. Bye."

"See ya," Faith waved at him as he left through the club's front door.

"Bye, Brandon," Willow called out, nudging Spike who muttered a not overly friendly bye. She started towards the stairs and asked Faith, "What bar?"

"Oh, we're meeting Lindsey at the bar where he works," Faith explained, "you guys can meet us there, too, when you're finished at work."

"Sounds like a plan," Spike spoke up, liking the idea that the slayer had assumed he'd be with his Red, nearly forgiving her for interrupting them earlier with her flirting comment. Okay, so he guessed he owed her in a way since he'd been nearly about to kiss Willow and the slayer had spoken before he'd had a chance and that had prevented him from moving way too fast in his relationship with the redhead and risking scaring her off.

"Great," Faith told them the name of the bar and the location as they entered their house. They reached their rooms and she gave Willow a brief hug before going in to get ready, planning on meeting them at eight at the bar.

"I'll meet you downstairs and then we'll run by the office," Willow told Spike with a shy smile before going into her room. She sighed softly as she heard him moving around in his room and then the sound of the bathroom door closing. If she tried hard enough, she could swear she heard the sounds of the shower starting, too easily imagining the image of a nude Spike standing underneath the falling water. With a groan of frustration, she moved from the door and grabbed her stuff for her own shower. She took down her hair, knowing it was a mess after sleeping with the pins in, but having been reluctant to take it down after Spike had spent so long working on it. Her hair fell in waves of red gold as she shook her head, her fingers working through the strands. Maybe he'd fix her hair again sometime soon, her body reacting as she remembered the feel of his fingers in her hair and on her scalp, another groan escaping her lips.

She undressed and turned on the shower, cursing herself for all the impure Spike induced lusty thoughts, knowing that she needed to get said thoughts under control since they were just friends. She stepped underneath the water's spray, her eyes closing as she easily brought Spike's face to mind. She felt arousal spread over her as she remembered the feel of his arms around her during their silly dancing and the way his hands had felt against her neck as he'd massaged her aching muscles and the look in his eyes when he'd asked her if she thought he was adorable and, stop it, Willow, she scolded herself. Friends, just friends. She had to deal with this arousal and attraction before she lost him, not liking the idea of her life without Spike in it. True, he'd only been around a couple of days, but he had always become such a huge part of her life that it would seem so empty without him around. It wasn't her fault, though, that he was so damn sexy and gorgeous and arousing and no more thinking, she decided. Easier said than done, she realized as she still found her body excited from the remembrance of Spike's touch and smell and smile and....Sighing softly, Willow reached over and turned the cold water on full force.

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

Willow stared at the contents of her closet, having no idea what to wear for a fun night out on the town with her friends and the man that was causing such strange feelings in her tummy whenever she was around him. She didn't really have anything that could be considered sexy and she wasn't really sure if she wanted to go the whole sexy route since she was doing her best to get control of her sudden attraction for Spike. Okay, sudden wasn't really a good word but she was trying to look at their relationship as having started over in New Orleans. It was much better for both of them to start as friends, having both not had the best luck romantically in the past, and see where things led them. There was a chance that her attraction to him was one sided or fleeting, either one being another good reason why she should resolve to take things slowly. She could honestly say that Spike was a good friend, but she really didn't know him that well. They'd spoken in Sunnydale, more so those months following Buffy's death, but she had never thought to classify them as friends during those years. Acquaintances, yes. Friendly enough, yes. But real friends? Not really.

Now they were both in New Orleans, far away from their pasts in Sunnydale and the lives they'd led in that town. Her as the witchy hacker and slayer's best friend, him as the chipped then souled vampire enamored with the slayer. Here, they were simply Willow and Spike. They had the freedom to become friends without worrying about anyone's reaction or judgment. She was probably over thinking everything, figuring there was little chance that Spike felt any sort of attraction or romantic feelings for her anyway. He was gorgeous and smart and dangerous and any number of other suitable words that pretty much meant the same thing: out of her league. She knew she was pretty enough, not believing herself to be beautiful or sexy but cute. She was smart, easily the smartest mortal in her group of friends excluding Giles, though, she had to be honest, that wasn't necessarily a difficult task. She loved her friends dearly and they all they had great qualities, but none of them happened to often be the brightest bulb in the pack. She was powerful, which she figured evil demony things might find attractive, but did Spike find it arousing?

"Argh!" she groaned as she closed her eyes and scolded herself for spending a good five minutes staring into her closet and listing her positive and negative traits in comparison with Spike and what he might like. She was Willow, and if that wasn't good enough for him, well, too bad. He could either like her for who really was, good and bad, or he could just remain her friend and she could get her attraction to him under control and eventually find someone that thought she was good enough for them. She definitely didn't need to spend time thinking about something that might never happen because she'd been having some squidgy feelings since running into Spike.

The redhead finally selected an outfit was kind of sexy without being over the top and completely not her style. She preferred seductive to slutty, choosing a pretty pale blue shirt that went surprisingly well with her hair and complexion. The shirt was thin and silky, something she had bought when shopping with Buffy and never worn. She pulled the shirt over her head, realizing suddenly why she'd never worn it. It molded and caressed and, wow, she had breasts. She moved and noticed the flash of pale tummy that was displayed with the action, thankful that she was in good enough shape to pull off the flesh-bearing clothing now. For so long, she'd been almost too skinny, not at all pleased with how she looked. Now, though, she was finally comfortable. She'd gained a little weight, rounding out curves she'd never really had, giving herself an athletic and slender look. She had such an active metabolism that it was difficult to gain weight, something her friends envied but that drove her a little crazy after years of being so thin and gawky and just generally unattractive in her mind. Willow smiled as she looked in the mirror, liking the shirt, her green eyes moving down her flat tummy and the green undies she was wearing to her legs. She decided that she wanted something to display them, one of her best features. She was only five foot six and a half, but her legs were long and well shaped. She was getting better at this not being so overly critical about her appearance, she decided with a pleased smile as she looked in her closet for something to show off her legs that was comfortable enough to spend an evening wearing. She finally chose a faded denim skirt that fell to her knees with a slight slit up the side. Paired with the blue shirt, it looked pretty damn good. Not overly sexy, but sexy enough to get some attention. She grabbed a pair of brown sandals and she was dressed.

Willow decided to leave her hair down for the night, brushing it out until it shined and fell down her back in waves of fire. Adding just a touch of lipstick and some of her recently purchased jasmine perfume, Willow stepped back from the mirror and decided that she was ready to go. She got some cash and her license and put it in her pocket, not forgetting her cell phone, which she hooked into the pocket of her skirt. She left her room and headed downstairs, knowing that Spike had left his room earlier and was probably pacing around the living room waiting for her. Patience was definitely not one of the vampire's traits, and she didn't want to keep him waiting too long. She smiled as she entered the living room, finding him sitting down but tapping his feet impatiently. "Are you ready to go?"

Spike glanced up when he heard her voice, his eyes widening as he looked at her. Bloody hell, she was gorgeous. Innocent and tempting all at the same time. Her legs, damn, but he could easily imagine them wrapped around his waist as he thrust into her over and over. He stood up, his eyes looking away from the vision smiling at him, cursing his instant erection just from smelling her and seeing her, thankful that he'd already put on his coat as he moved his hands into his pockets and discreetly moved the leather over his crotch before she noticed just how happy he was to see her. He nodded at her, not daring to look until he was under control, muttering, "Yeah, let's go. Got the address from the slayer for this bar where we're supposed to be meeting her and the others later."

"Okay," Willow said as she debated whether or not to take a sweater. It was pretty hot earlier and wasn't expected to suddenly cool off, but she was wearing a rather skimpy shirt and might find herself cooler than normal with the extra flesh it displayed. She finally decided to take a chance and not take a sweater, not really wanting to carry it around during their evening out. She looked back at Spike and saw that he was not looking at her, his lips curved into a familiar friendly smile as he walked towards the door. She took his offered hand and said, "Let's go."

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

Willow went over the few matters that needed her attention while Spike started a game of solitaire on her computer. A soft smile crossed her face as she watched him concentrate on his game, giving it his undivided attention. She wondered what it would be like to have him focus that attention on her, somehow thinking it would be pretty darn enjoyable. She was thankful that there wasn't that much work to do be done. It was a Friday night and things were pretty slow. She finished faster than she'd imagined, having a little over an hour before they were supposed to meet the others. She saw that Spike was still focused on his game, deciding to use the time to call Angel and catch up with her good friend. She'd spoken to him three times since they'd moved to New Orleans, having decided to call him twice a week. She hadn't talked to him since Tuesday, before Spike had come to town and before Faith had run into this Lindsey guy. There was a lot to talk about.

She got her new cell phone that Lio had given her, dialing Angel's number from memory. Spike was still focused on his card game, smirking at the screen so she assumed he must be winning. She heard Angel say hello, a teasing smile crossing her face as she said, "Hey, baby."

Angel smiled when he heard Willow's voice, leaning back in his chair as he said, "Hello, darlin'."

"Am I disturbing you?" she asked as she started to spin her chair back and forth, not noticing the glare that Spike sent her way when she greeted Angel with such an endearing comment said in a rather flirty voice.

"It's not yet dusk here, Willow," Angel reminded her, "I'm just sitting in my office bored out of my mind, actually."

"Ah, poor Angel," Willow laughed, turning her head to look at Spike when she heard a soft growl. He was still looking at the computer screen so she assumed he must be losing the game now. She turned her attention back to her conversation, "I'm sitting at work waiting until it's time to meet the gang. We're going out to hear local bands tonight, do some dancing, and just act silly."

"Sounds like fun," Angel said, "Wesley and Fred left a couple hours ago because we didn't have any assignments. I will probably spend my evening reading."

"That doesn't so bad," Willow said, not adding that she thought it sounded very lonely.

"I'm used to it," he said quietly, before asking, "How is New Orleans? Are you still enjoying the new life?"

"It's fantastic," Willow smiled, her voice enthusiastic as she began to tell him about her week, "work is great. I'm really enjoying it and I get to meet Lio's family tomorrow. He's planning to take me around to meet everything, which should be fun. Gunn seems to like his new job and I noticed a little flirting going on with his boss' daughter. Lorne is thrilled with the new club and we've been working on cleaning it up the last few days. Next week, we start painting and we're hoping to be ready to open in about six weeks, if not sooner. He's been out with Lio nearly every night since they met so be sure to tease him when you talk to him. It's so funny to watch his green cheeks turn red, kinda like Christmas! As for Faith, she's loving it here. Lorne has put her in charge of hiring for the club and she seems really determined to justify his belief in her."

"It sounds as if everyone is settling in nicely," Angel said with a fond smile as he thought of his friends.

"Yes, we are," Willow agreed, "Do you remember that waiter I told you about? Brandon?"

"The cute and flirty guy, right?" Angel recalled.

"That's him. He's the best! He and Faith are becoming chummy. He helped us at the club today and he knows she's the slayer and all. He's hanging out with us tonight," Willow said, "and it seems that he has a friend you used to know."

"Really?" Angel found it surprising that they would have told this waiter about demons and slayers, but he trusted Willow and Faith and the others so he assumed they made the right choice. "Who?"

"You're not gonna get all cranky and yell, are you?" Willow teased, knowing that she'd heard he had not been fond of Lindsey at all. Of course, his reaction to the news that Lindsey was planning on going out with them tonight would pale in comparison to his reaction to finding out that Spike was living with them. He and the blond vampire had reached a tentative truce when they'd been forced into working together, one that had mostly consisted of glaring and ignoring each other. But Willow knew that they had a past that would most likely result in Angel freaking out when he heard she was friends with Spike. She was very glad that he had no idea that her feelings for Spike went way beyond platonic, knowing that Angel took the big brother protective role to heart even if they only saw each other occasionally.

"I do not get cranky, Willow," Angel rolled his eyes before he frowned, "Wait, why would I yell? Who is it?"

"I haven't met him yet, but Faith said she knew him from her visit to LA, pre-incarceration," Willow said, "Lindsey McDonald."

"Lindsey McDonald?" Angel repeated, his eyes narrowing.

"Now, Angel, you promised no cranky," Willow reminded when she heard his voice nearly snarl the name, "besides, Lorne said that he went all nice at the end and was a good guy."

"I don't think the term good guy applies to McDonald," Angel muttered crossly, "be careful, Willow. He may be somewhat decent, but he was still a bastard for most his life."

"I'm always careful, Angel," Willow replied, "I'm not nearly trusting and naa33;ve as you seem to think. If I think he's anything but sincere, I'll turn him into a snake and send him to you as a new pet."

"I sometimes forget you're a powerful witch," Angel chuckled, "so, besides meeting that bastard, anything else interesting happening?"

"Well, we have a new roommate," Willow said as she smiled at Spike, noticing that he'd finished his game and was listening to her.

"That's interesting," Angel said slowly, "I wasn't aware you were looking for another."

"Oh, we weren't. It's just, he didn't have anywhere else to go and he was looking kinda cute," Willow smirked at Spike, winking at him as she tried not to blush at the smug smile that crossed his face.

"Willow!" Angel laughed, "You're joking, right? Trying to get the brooding vampire to laugh."

"Nope, but it is nice hearing you laugh," Willow said, "Don't worry, Dad. It's just Spike."

"Spike?"

"Yep," Willow almost laughed at his stunned reaction, "you know, tall, slender, light brown hair that used to be bleached, sarcastic as hell, gorgeous blue eyes. I'm having to say nice things because he's listening to me."

"Always knew you wanted me, pet," Spike remarked with a smirk, watching her cheeks turn pink before she looked away from him. He watched her roll her eyes, imagining what Angel had to say about his moving in with them. He stood up, taking the cell phone from her, snorting when he caught Angel saying about Willow needing her head examined. He said, "Peaches, don't get your knickers in a twist. Red's my best friend and she likes me more than you. Why would I ever hurt such a smart chit?"

"Spike, damn it, you better not, wait! She likes you more?" Angel glared at the phone.

"Course she does," Spike smiled smugly as he moved away from Willow, lowering his voice, "and I would never hurt her! She's my Red, you sodding wanker. Should rip your tongue out for even suggesting such nonsense."

"Your Red?" Angel repeated softly, his eyes closing as he heard a very familiar tone of devotion and affection in Spike's voice. He'd heard it often enough when the annoying prat was talking about Drusilla, his lips curving into a slight smile as he realized that this meant Spike was finally moving on. Angel cared about Drusilla, blaming himself for the extent of her insanity, and he felt somewhat guilty for always using Spike's feelings for Dru against the younger vampire. He didn't trust Spike, not really, but he did care about his grandchilde even if he'd rather face a hot desert afternoon than admitting that truth. Willow was one of his favorite people, one of his few friends. If anyone could love Spike in the way the blond had always been searching for, it was the pretty redhead. And Spike loved completely, giving more of himself than most humans. Willow would be cherished and treated like a Goddess by his grandchilde, something the redhead deserved. Damn it, he was stuck. He wanted to be annoyed and angry, but a part of him honestly hoped that things might work out for his friend and his grandchilde.

"Wanna make something of it?" Spike asked sharply.

"I think you already know what I will do to you if you hurt her or any of my friends so there is no need in my reminding you," Angel said, "now, may I finish my conversation with Willow?"

"That's it?" Spike frowned, rolling his eyes finally, "Bloody damn wanker."

Willow took the phone from Spike when the vampire walked back towards her, wishing she'd known what had been said during those few minutes. He was scowling at the phone and looked confused. She said, "Angel? Sorry about that. Spike gets a bit impatient at times."

"So, Willow, what's this about you liking him more than me?" Angel teased softly.

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

"Lindsey McDonald? Evil, scheming, bastard lawyer that tried to kill Cordy and all of us at various times?"

"That's him," Faith smiled pleasantly at Gunn, hoping he wouldn't be too annoyed with them inviting Lindsey to join them. She hadn't really thought about his or Lorne's reaction when she'd issued the invitation, just knowing that Lindsey had become relatively good at some point and figuring that he deserved as much of a second chance as they all did. Now, though, she was worried that Gunn might not have a favorable reaction to the news.

"And you're sure he's still on our side?" Gunn asked suspiciously.

"He'd tending bar and doesn't give off any kind of 'Look at me I'm an evil henchman' vibes," Faith snickered softly, "so, yeah, I think he's on our side."

"He wasn't all that bad," Gunn finally declared before narrowing his eyes, "but I plan on keeping my eye on him until I'm satisfied that he's not dangerous."

"So you're cool with him joining us?" Faith clarified.

"I wouldn't say cool," Gunn smirked, "let's just say that I can keep an open mind and see for myself if he's really changed."

"That's great," Faith smiled, "so how was work today?"

"Better than cleaning," he smiled smugly, "I may have to work late more often, especially once we start the painting. I'd rather unload boxes or do inventory than paint."

"What is it with you guys and painting?" Faith laughed, "Spike and Brandon were all anti-paint earlier and now you're saying it as if it's some seventh level of Hell or something."

"It's actually the eighth level," Gunn said seriously, his brown eyes flashing with amusement, "you spend eternity painting and then watching the paint dry before the cycle repeats."

"Ha fucking ha," Faith snorted, unable to keep the smile off her face, "I think painting looks fun and I'm excited about getting to that step of renovation on the club."

"We'll see what you're saying after spending hours pulling all the muscles in your arms and back and you feel like you may never move again, much less raise your arms over your head," Gunn chuckled knowingly, "I can already hear you whining and griping about it all."

"As if painting really compares to slaying a dozen vampires or battling a Skijoi demon," Faith shook her head, "I didn't even whine after I got thrown into a wall and nearly broke my back. Painting will be nothing."

"Great. Then you can do all the painting and the rest of us will just sit back and watch the slayer at work," Gunn smiled as he pulled himself off the sofa. He nodded at the clock, "It's time to go meet the others. You remember how to get to this bar?"

"It's called Phil's Bar and it's not that far," Faith said, "I'd rather get there a little early, actually. Brandon will probably be late, but I figure Willow and Spike will be early or right on time. You know how Willow hates being late."

"Do we have any idea where we're going?" Gunn asked as they started down the stairs towards the front door.

"You were here when we told Lio to come up with some good suggestions," Faith reminded, "I trust that he'll think of somewhere great."

"Yeah cause he'll so want to impress Lorne," Gunn smirked, "man, those two are so lovey dovey it's almost sickening, ya know?"

"They're not as bad as Willow and Spike!" Faith laughed, "At least Lorne and Lio are dating and acknowledging an attraction."

"Way too much info," Gunn shuddered, "I want Lorne to be happy and Lio's a great guy, especially for a master vampire and all that shit, but I so don't want to think about them and the word attraction in the same thought! There's just some things that can stay behind closed doors."

"You're awful," Faith shook her head, "I think Lio and Lorne are very sweet and it's great seeing Lorne so happy."

"I'm not awful, I'm just honest," Gunn shrugged, "I don't care that they're into guys and have no problems hanging out with them or even Brandon cause they're cool and fun but I don't want to see them making out right in front of me. And don't even tell me I'm being homophobic or anything because I also have no interest in watching you or Willow making out with someone, either. You guys are my family! There are limitations on how much I want to see regarding any of your personal relationships, if you know what I mean."

"Guess this means you're definitely not a voyeur, big brother," Faith teased as she looped her arm through his and smiled.

"Guess not," Gunn snorted, rolling his eyes as he asked, "So, what's the latest in the Willow and Spike denying their feelings saga?"

"You missed an entertaining show this afternoon," Faith told him, "I think I literally saw sparks between them! Spike was jealous of anyone that Willow spent more time talking to him than him and he's rather sexy when he's sulking. They're both completely clueless about the feelings being reciprocated, which is rather annoying since they're both so damn intelligent!"

"Give them time," Gunn decided, "pretty soon they'll realize that they're falling in love and do something about it. They've both been hurt in the past and I can see them being hesitant about jumping into a relationship until they know that it's more than just lust."

"True," Faith agreed, "besides, the more time it takes, the deeper the emotion and feelings, which is definitely good."

"Damn, listen to us sounding all smart," Gunn smirked.

"Kinda shocking, isn't it?" Faith beamed before laughing, "C'mon, Einstein. Let's get to the bar before everyone else so we can gloat about being their first!"

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

Lindsey McDonald had no idea why he had actually accepted the invitation from Brandon and Faith earlier. Spending his Friday evening with a group of people he didn't know very well, two of whom were fully aware of some of his worst mistakes in the past, did not rank high on his list of enjoyable activities. In fact, he had been attempting to talk himself out of showing up at Phil's since he got off work a few hours earlier. He'd practiced excuses that sounded rather believable and even picked up the phone to call Brandon twice before putting it back down.

He'd finally just taken a shower and changed into a pair of comfortable blue jeans and a white button up shirt he'd grabbed from his closet. After putting on his boots, he'd given himself a glance in the mirror and decided that it looked appropriate for an evening of listening to music around the Quarter. His shirt was long-sleeved, which might not be the best choice for the summer heat, but he thought it looked better than just an old T-shirt. He rolled up his sleeves when he left his apartment, the top few buttons left undone giving a glimpse of his undershirt. Overall, he looked pretty good and felt ready to face a group of strangers that had probably heard who knew what about him and had cast him as a bad guy because of his past. He sincerely hoped that Brandon didn't hold his past against him, the waiter being one of his best friends in his new life. Maybe he'd be surprised. After all, Faith had killed and even gone to jail, which was comparable to all of his misdeeds, so maybe they wouldn't be too distrustful of him.

In fact, Faith had actually been pleasant and had teased him about his troubled past, as well as hers. She was a strange one, surprising them all when she'd gone to Angel for redemption instead of trying to kill the smug self-righteous bastard. Lindsey had quit Wolfram and Hart, had finally admitted that his life was not what he wanted, had accepted that he had made a lot of terrible mistakes and had become a bit of an evil monster in a way, had started a new life that made him proud, but he still thought Angel was an annoying bastard with a holier than thou attitude.

He had decided to accept the invitation because he was curious to meet the group of friends that had come to New Orleans with the formerly rogue slayer. He knew Lorne and had liked the demon, even before he'd started having serious doubts about his life in LA. As for Gunn, well, he didn't really know much about the former street kid except that he was loyal, brave, and risked his life fighting evil. He wondered what had happened to cause both Lorne and Gunn to leave LA for a new life halfway across the country, wondering if they could have possibly finally gotten tired of Angel's whiny brooding and poor miserable me act.

He recalled the name Willow from the initial research gathered upon Angel's arrival in LA and knew she was a friend of the slayer who was responsible for giving his soul back to the dark-haired vampire. She was a witch, though at that time she was a novice at best, Wolfram and Hart not bothering to keep a file on her because they decided there was a very slight chance she'd ever master any but the basic magics. Personally, he had thought that was a foolish decision but he'd not been in a position to debate their opinion. A best friend of a slayer living on a Hellmouth that could master the complex spell to soul a vampire would have been someone he'd have definitely kept an eye on, but Wolfram and Hart had always had limited vision in some areas. He was curious to meet her and see if his suspicions regarding her magic training were correct or if she had, indeed, become little more than a novice witch.

Lindsey reached Phil's Bar nearly a half-hour early. He wasn't sure who was included in the plans for the evening beyond the names mentioned, but he didn't see any familiar faces waiting. He went inside and sat at a table near the window, ordering a beer to nurse as he waited. After a brief conversation with Stephanie, one of the waitresses that worked the night shift, he turned his attention to the door. Within fifteen minutes of his arrival, he saw Faith and Gunn walk inside. They saw him, Faith smiling slightly and Gunn glaring.

"Hey, Mac," Faith greeted as they reached his table, both sitting down to avoid the crowd that was starting to gather as it got later in the evening.

"McDonald," Gunn nodded, his eyes scrutinizing as he studied Lindsey.

"Gunn, Faith," Lindsey greeted before taking a sip of his beer. Thankfully, the bar was rather loud and prevented idle conversation.

"Brandon, Lorne, Lio, Willow, and Spike are meeting us here by nine," Faith told Lindsey, leaning close enough that he could hear her. She inhaled the scent of his cologne, something spicy and rather pleasant, before he turned and focused his pale blue eyes directly on her.

"Spike?" Lindsey repeated with a frown, "As in vampire, grandchilde of Angelus, half the Scourge of Europe, one of the most dangerous vampires in the world? That Spike?"

"Yeah, that's him," Faith said before warning, "but don't act all impressed or anything because he's already arrogant enough."

"I thought he hated Angel and had tried to kill the slayer several times," Lindsey mused thoughtfully, "so I assume something happened since I left LA. What am I missing?"

"Spike still hates Angel," Gunn spoke up slowly, having to admit that Lindsey did seem okay, "and he's still not too fond of most of the slayers, but he's pretty cool."

"He has a soul," Faith spoke up, "but he's not all broody and whiny like Angel. He hasn't changed that much, actually, since he was always a bit different. Guess now he'd have a moment of hesitation before killing you, but I figure he'd still kill you if he wanted to."

"That's reassuring," Lindsey said dryly, deciding that he might not have too much to worry about regarding his past mistakes since it was apparent that Spike was accepted by Faith and Gunn and the vampire's past was far worse than anything he had ever done.

"You'll be fine, especially since you can't stand Angel, either," Gunn smirked slightly, "you and Fang will have something to bond over."

Lindsey shook his head and took a sip of his beer before declaring, "This should be an interesting evening."

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

End of Part 64