Disclaimer: Everything BtVS and AtS is owned by Joss, ME, and all them over there. Everything Anita Blake is owned by Laurell K. Hamilton

Chapter 13

Xanders car hadnt left the driveway before Spike turned to Willow with a raised eyebrow and that sexy as sin grin. "So Im sex on legs, am I?"

Willow wondered if the glittering tribal designs on her skin were pink, as she felt the heat rush along her skin. <Stupid, annoying, gorgeous, flirty vampires! Homework, Willow. Just focus on what you have to do for class and try not to think about the vampire standing... so... close... Stop it! Homework! Think of homework!>

The redhead shuffled over to the coffee table where she had left the books for her literature class. She let her mind clear of everything except the task laid out in front of her, not hearing Spike move around. She had just begun to think that maybe he had decided that she wasnt worth bothering when she was spun by strong hands to meet intense blue eyes.

"You think Im good looking, pet?"

Willow wriggled away from Spikes grasp and turned back to her notes. "S-Spike, y... you *have* to know that... well, that... Come on, Spike, you know youre gorgeous."

Willow thought she heard a small sigh, and looked up from her notes in time to catch the end of a shrug. "Youre telling me that *no one* has told you how you look?"

"Like one of the girls I was in the middle of draining? Not bloody likely, pet."

"What about Dru?"

"What about her?"

"Didnt she ever tell you anything about the way you look?"

"Used to call me her pretty pet, but she only had two words for things like that. You were either pretty or nasty. Sometimes, for variety, shed throw in smelly.

"Really?"

"Really." Spike traced the backs of his fingers along Willows cheek. "You were always the pretty tree, and Buffy was either nasty slayer or smelly slayer."

"She smells to vampires?"

Spike dropped his hand in favor of finding the pack of cigarettes in his pocket. "I think it had more to do with the musk stuff she used to wear."

"Yeah, it *was* a little strong."

"A *little*!" Spike blew a long stream of smoke out as he chuckled. "Smelled like a cheap French whores more like it."

Spike nodded sagely to himself even as Willows shocked laughter burst from her mouth.

"Spike, even though I hate what she did, shes still my friend. Im angry and appalled, but I cant stop loving her just like that." Willow snapped her fingers to show how quickly that was.

"I know that, Red. Its one of the things I like about you."

Willow smiled softly and went back to her outline.

"Just how attractive *am* I, pet?"

"Ugh!" Willow threw her notes down and stepped over to the grinning vampire. "Here!"

Touching her forehead to his, Willow pushed a picture of what he looked like at that moment into his mind. Willow would have liked to have seen the look on his face, but that would mean breaking contact. Without that, Willow doubted she could keep the borrowed mental picture going, so she simply stood and waited.

It was a full ten minutes before a harsh whisper came from the blonde. "Do I always look like this?"

Willow gave the barest shake of her head, sending forth the memory of the first time she saw him, not realizing until too late that the feelings the accompanied the memories were also going out.

"You were frightened, werent you pet?"

"More than ever, and that was two years after Buffy came, so thats saying a lot."

Spike pulled away from the redhead, and Willow was shocked to see a solitary tear trailing down his cheek. Before she could comment, he stepped past her and picked up her discarded notes. "So, whats this then?"

"My assignment for Women In Literature. Im supposed to describe what I got out of the book, and if I agree or disagree with the authors philosophy."

"Shouldnt be too hard for a smart bird like you."

"Well, it would have helped if I had actually read the other books."

"Shirking your school work?" Spike clucked at her as he grinned, moving to sprawl out in one of the easy chairs with one of the books. "Wont that get you into trouble?"

"Hey! I read the assigned book, I just didnt read the books on the book. Besides, I dont really have to go to classes. As long as Im there for all the tests and the assignments get turned in on time, no one cares."

"I could go to school if they were all like that."

"You can take a lot of courses online now, too."

"Really," Spike never looked up, but Willow could tell the vampire was trying to hide his interest behind the indifference.

"Maybe Ill show you sometime."

"If you want to, pet."

It was two hours later, just after nine, by the time Spike and Willow finished discussing the works theyd read. Willow was making notes in a shorthand that she repeatedly assured Spike that she could understand, having decided that -Atlas Shrugged- was one of the better books shed been assigned in the class. <With any luck, Ill have this whole paper finished by Tuesday or Wednesday.>

Spike stood from his chair and moved to the door of the living room just as the front door was thrown open unceremoniously. Buffy was through the opening before the door bounced off the wall and swung closed on its own momentum. She didnt even pause to look at Spike, now standing fully in the foyer in front of her, before spinning to glare at Willow.

"I cannot *believe* you did that!"

"I sent you somewhere safe." Willows voice was small, and she hated that she sounded so much like the mouse that she had been when the blonde had first arrived in town. "I just needed you to go, and you wouldnt."

"I dont want to hear it. I just dont need you showing off like that."

"What the hell are you prattling on about, Slayer?" Spike had retrieved another cigarette and lit it while Buffy was talking.

"Shes already got everyone running around researching why shes changing colors and trying to figure out whats going to happen next." Buffy turned back to the redhead. "I dont need you keeping Spike here on top of everything else."

"Im not keeping him here. Spike can leave whenever he wants to."

"What makes you think shes keeping me here, Slayer?"

"You werent at our usual place." Buffy pouted prettily for Spikes benefit. "She has to be using magic or something to keep you here."

"Actually, Buffy," Willow moved to stand just in front of Spike. "He was helping me with my homework. Didnt you hear him earlier? He doesnt want anything to do with you."

"I can fight my own battles, luv." Spikes voice was soft, keeping the words from hurting the small redhead.

Spike gently moved the small redhead to stand behind him, shielding her with his body. "Im tired of never being the one that the person Im with really wants. Im sick of being used as a substitute or a punching bag! Im through, okay? Do you hear me? Done."

"You *should* be happy with what you get!" Buffy looked the vampire up and down. "Youre not worth caring about, let alone loving. I can see why Dru always had a candle for Angel. Youre nothing compared to him."

"Go to hell!" Willow was stunned at her own outburst before she shook it off and moved to stand fully in front of Spikes motionless body. "Spike is ten times the man Angel ever was, and more than one hundred times the demon. Youre just pi... mad that Spike can care without a soul and Angelus was an unfeeling bastard. If you cant at least be civil to Spike, then you need to leave him alone. Thats starting right now. And, if you cant grow up and not be a bit... bad person about this, then you need to get out of my house. Youre not welcome here."

The front door opened with a wave of Willows hand and the blonde slayer turned and left with a huff.

Willow went to the window, making sure that Buffy seemed to be leaving this time. When the small blonde was about to turn the corner, a near roar brought Willow around with a shriek of fear trying to fight its way past the lump in her throat. It took her a moment to process the scene now in front of her.

Spike was leaning against the wall in full game face. His hand and wrist were hidden behind the layers of paint and drywall hed just made a rather large hole in. Blood tinged tears slid down his cheeks, shoulders shaking in great, silent sobs.

"Shes right." Spikes mumbled words were spoken against the wet surface of the wall.

"What?"

"Buffy," Spike put his forehead against the wall and gazed at his boots. "Shes right. Im not worth more than a shag here and there, or to take anger out on."

"No, Spike," Willow rushed to the sobbing vampires side and pulled his bleeding hand from the wall, wincing when she caught sight of the broken stud and dented cement inside the hole. "Shes being a petty, vindictive bitch. She said those things to hurt you, to make you think that you deserve whatever she says and does."

Willow eased the two of them down to sit on the floor just in front of her door, keeping her arms securely wrapped around the blondes body. She was able to maneuver her legs so that he rested between them while her back was pressed to the wall behind her.

"Youre one of my best friends, Spike. Im not going to let you keep going on this self destructive kick youre on. Ive been in that self-hating hole, and its not for you."

"I cant do it."

The words were spoken softly, against her shoulder, but Willow heard them clearly enough to catch the desperation in them. "What cant you do, Spike?"

"I cant be here, be confronted like that all the time, and not do something that Ill hate myself for."

"Then lets get out of here." Willow brightened at the idea.

<Why not? I sure as heck deserve a bit of a break after everything Ive done over the past year.>

"You mean, run away?" Spike had pulled away from her shoulder to look her in the eye, but his body still rested in her loose embrace. "Just like that?"

"Well, we can run away for a little while. I have to be back in time to turn my History paper in on Tuesday, but its only Saturday night. That gives us a little while to get away and let you just decide what you want to do."

"Youd do that for me, luv?"

"Im *doing* that for you. Now get up so we can go pack, you heavy vampire."

Chapter 14

"Where did you say were going?" Spike poked his head through the door to Willows room, grinning at her mock glare.

"I *didnt* say where were going, and stop trying to trick me into telling you!" Willows giggle made Spikes smile widen.

"Aw, cmon pet," Spike hefted Willows small suitcase and book bag along with his own duffle before the two headed down the stairs. "Tell your bestest pal where hes bein whisked away to."

Willows only response was to shake her head before they began placing the bags in the trunk of the car, having to try three times to get it all in around the rather large cooler of blood. Spike stopped more than once to tell her that the Desoto could easily have been packed, but Willow nixed the idea each time it was brought up.

"Spike, I cant see to drive that thing."

"Ill drive. See? All fixed."

"Huh uh! Im surprising you here, buddy. Knowing where were going does not a surprise vacation make."

"Wait." Spikes face was a mask of sudden horror. "Were *not* going to see Peaches, right?"

"I can assure you that we are *not* going to see Angel. Were going in the opposite direction, even."

"So were going south, then. Inland or coastal?"

"Get in the car, Spike."

"Spoilsport."

"Dont I know it? Now, are you going to get in the car, you big baby? Or am I leaving without you?"

Spike hurried to slide into the front seat, checking that there was a thick blanket handy should he need it. "You do realize that were stopping for road munchies, right?"

"What kind of trip would it be if I didnt?"

The two friends laughed as they left Sunnydale, stopping at the first mammoth gas station they saw. Well stocked up on sugar in every form they could think of, Willow directed the car toward the coast. Spike tried to ask questions, but finally decided that singing along to the radio was more entertaining.

Two and a half hours later, just after 11:30, the sedan rolled to a stop in front of a large Victorian house set back from the road. Its back was skirted with balconies, and its front was adorned in numerous trellises of climbing roses. The heady smell of the pink and red blossoms surrounded the two of them as they slid out of the car; Willow moving to pull the bags from the back as Spike took in the ocean view under the crescent moon.

"Its beautiful, luv." Spike had taken the bags from Willows hands and carried the cooler under one arm.

"Isnt it?"

The two had just stepped up onto the covered porch when the door was pulled open. A tall, amazingly thin woman with perfectly blue scales stood just inside. She flashed a smile full of small green teeth before moving to shake Willows hand and nod politely to Spike.

"Welcome to the Blue Shell." The woman noticed the bags and cooler Spike was carrying, and gave a sharp whistle. A moment later, a smaller blue person appeared. "Take their things up to the dark room, Croman."

"Yes, mama."

"Thank you for taking us on such short notice."

"It was no problem. We dont get a lot of calls for vampires, especially not up from Sunnydale. When someone from the Hellmouth calls, we try to be accommodating."

"A room for a few nights is more than enough, thanks." Spike shifted from foot to foot in the cool comfort of the porch.

"Sorry about grumpy Gus here," Willow inclined her head in Spikes direction. "Hes a little hyper active, and being stuck in a car for the last two hours hasnt helped."

The owner of the bed and breakfast simply giggled lightly and motioned the two to follow her. "Please come inside. My name is Keemara, and, if you follow me, Ill show you to your room."

They followed the demons lithe form into the foyer, past an open arch that lead to a large common room, and up the staircase that was situated to the left of the door. Walking along the hallway at the top of the stairs, Willow smiled at the large mirrors and antique furniture. They came to a stop at the end of the hall, just outside a door in a squared off corner.

"The entire top floor will be yours. We were going to turn it into two separate rooms, but, as I said, we dont get a lot of vampires staying, so it was more of a waste of money."

"Sounds good to me, ducks." Spike eyed the spiral stair revealed when Croman reappeared through the door. "Were just looking to get away from pretty much everyone for a bit."

"I know the feeling." Keemara smiled softly and handed both Willow and Spike a key to the door behind her. "I know youre probably tired and droopy from the ride, so just come and sign in after youre all settled."

"Thank you, I will." Willow couldnt help but feel attached to the other woman, though she really couldnt figure out why. Spike didnt seem to share her feelings, as he had already disappeared up the steps before Willow remembered to ask something important. "Oh, about my magic-"

"Ive spoken to the other guests, there are only three, and none of them will have a problem with your type of spell." A soft chuckle accompanied the next words. "One wanted to know if you could see something for him."

Willow found herself a little uncomfortable, though curious as to whether or not she could actually do something like that. "I could try. Im *really* new at this vision thing, and havent tried to see anything that didnt apply to me or someone Im close to."

"Ill let him know. Who knows? This could be your ticket to fortune and fame."

Both women laughed as they parted ways. Willow to follow Spike up the winding stairs, and Keemara back the way theyd come.

Willow gasped at the sight that greeted her as she made the last circle of the wrought iron bar that ran from floor to ceiling. The huge room had obviously been decorated with a vampire in mind, but Willow felt calm settle like a mantle around her shoulders as she took in the furnishings.

A large bed was situated in the center of each far wall, leaving the space between open for a small kitchenette on one side. The other side, the side that faced the water below, held a fireplace nestled between two great french doors, the heavy black drapes of which had been pulled back to let in the view of the waves crashing into cliffs. In front of the grate, a large sofa and two chairs sat clustered around a black metal and glass table.

The carpeting was a deep, deep red. The heavy drapes on all the windows were a solid black, reminding Willow instantly of the black t-shirt and red over shirt that Spike favored. The furnishings were all of a deep mahogany, accented with fabrics in black and varying shades of red. Even the canopy frames on the beds were wound with red and black gauzes and velours.

"Nice one, Red." Spikes voice from behind her caused Willow to jump a little.

"Dont *do* that! And thank you."

"No, Im thinking that I should be the one doing all the thanking here."

"Well, if you insist." The redhead tossed her head and then held out a hand in a haughty gesture. "Go ahead. Im ready."

Spike chuckled at her theatrics, and Willow tried to will away the tingling in her stomach at the sound. The vampire slipped long fingers under her knuckles, bending to brush a light kiss over them. "Thank you, Lady, for all you have done for me."

Willow dissolved into giggles at Spikes courtly manners before grazing a kiss over his angled cheek. "Im going to take a shower. I feel grimy."

"You do that, pet. Ill go down and get us all checked in. Want me to get you something not prepackaged while Im about?"

"Sure. Im sure theres something around." Willow dug the keys to her car from her hip pocket and tossed them to the vampire.

"Whats this, then?"

"Spike, its a bed and breakfast." Willow dragged out her pajamas shed packed before retrieving the bag containing her shower essentials. "There isnt any room service."

"Good point. Been a while since I stayed in something like this. Ill ask the blue bint about a good place for human food."

"Please dont call her that to her face."

"Just teasin pet." Spike had pulled the leather of his coat back onto his shoulders, and gave her a smirk.

"Oh, bleh!" Willow heard Spike chuckling as she shut the bathroom door.

Twenty minutes later, Willow emerged from the steaming bathroom to find Spike laying out her dinner for her on the coffee table. "Didnt know which bed was whose, and youve been sitting the same way for hours in the car. Didnt want you hurting at the kitchen table while you tried to eat."

Willow smiled at his mini-babble and began the slow task of working the knots and twists out of her hair. "Thank you, Spike. You didnt have to drive all over looking for Chinese, but thank you even more for doing it."

Spike moved her to sit on the couch and handed her the little plastic fork that came with the order. Sliding behind her, he sat on the back of the couch, resting one leg to either side of Willows back. "Was the least I could do. Now eat your chicken before it gets cold and hand me that comb."

Willow happily complied, surprised to find that Spike was amazingly gentle and patient as he worked steadily at all the damp knots in her hair. <I wonder if that says anything about what hed be like in bed... Great Willow. Way to not think sexy thoughts while on this trip.>

Once the knots were all worked out, Spike set the comb down and picked up the brush that had been lying on the couch beside Willows leg. Three strokes of the stiff bristles later Willow had to force down the bite of rice in her mouth.

If Spike noticed that she had completely stopped moving, he didnt let on. He continued to run the brush through her flaming tresses, sliding his free hand behind to smooth down the slightly damp curls.

"Mmmmhhh," Willows mouth had dropped open just a bit, and she didnt have time to stop the moan before it was out.

Spike didnt stop his movements as he chuckled. "Its good for me, too, pet."

<Well, there goes trying to play it cool.> Willow let her forearms rest against her knees as she slumped in self-defeat. <How am I getting through the next two days without doing something incredibly stupid?>

Chapter 15
Part 1

The next day started with a rather late morning, at least by Willows standards. She didnt open her eyes until nearly noon, finally pulling herself from the comforts of the bed when she felt the tingling in her fingers and arms. She had done her morning ritual, seeing Spike throwing a baseball at some carnival stand, and then began her paper in earnest. The large mantle clock was chiming six when Spike sat down across from her at the small kitchen table.

/He should be a t-shirt model./ Willow swallowed heavily as she began gathering her books into a neat pile.

/That black against all that pale skin is... nice. Women all over would kill to get their husbands to look like... Wait. I dont want women everywhere lusting after Spike! Why not? It doesnt matter, Willow. Hes a vampire, so no pictures. Yeah. No worries./ Willow saved her paper, now only a proofread or two away from completion, on her laptop.

The sun had dipped behind the cliffs on the other side of the small cove, and Spike had opened the drapes. "We doin something tonight?"

"Yeah. I just need to do the evening ritual thing, and then we can get out of here."

"Need any help?" The blatant hope in the vampires eyes made it impossible for Willow to refuse.

"No, but you can if you want too."

Spike shrugged indifferently, but Willow saw the smile that curved the edges of his lips just enough to be visible.

"Actually, I was thinking about finding the person who wanted me to try and see something for him. If you could help me be sure that he isnt going to try anything, that would be great."

"Youre not doing it if its dangerous, pet." Spike snuffed out his freshly lit cigarette to stare at her.

Willow began gathering the things she used for her spell. "Im not planning on doing anything that could be dangerous, Spike. Ive got enough to worry about at home. No, I want to be certain that it would be safe, and youll keep me safe."

"Damn straight I will." Spike took the bag of supplies from the small witch and motioned toward the stairs when she made to protest. "Let me carry the bloody bag, pet. Get over the whole feminist thing and just walk."

"Fine," Willow tried to sound put out, if only for the sake of her inner feminist, but found the idea of someone carrying her bags for her too nice. /I just wont tell *him* that./

They moved from the upper hallway to the common room they had passed by the night before. Spike, immediately captivated by the large television that dominated a good bit of one wall, set her bag on the floor between his feet and began flipping through the channels at super human speed. Willow only shook her head and went in search of their pretty, blue hostess.

Slipping into the kitchen, Willow found Keemara laughing with another demon. The unfamiliar demon was tall, even as he occupied one of the larger chairs at the table. The muscles of his four arms were clearly defined, and Willow couldnt help but think that she should start a line of t-shirts for demons and make him her second model. The orange of his face was bisected by a jagged line of deep brown running from the roots of his deer green hair to the underside of his jaw.

"Keemara?" Willow hated to interrupt, but the tingling had returned to her arms and she wanted to do her ritual soon.

"Oh, Willow," Keemara stood from her seat and moved to lead the redhead further into the room. "This is NGutya. Hes the one I was telling you about."

"Hello." Willow waved at the demon whod just extended one of his large hands to her before realizing that she must appear rude. "I hope youre not offended, it isnt you. Its just that theres this tingling in my arms and hands when Ive gone too long without seeing something, and thats usually followed by a painful vision. I wanted you to meet my friend before I tried to visualize anything for you."

"Oh, thats fine." The large smile that slid across his face convinced Willow that he was sincere, and she smiled back. "She wants to meet the demon youre reading for, huh?"

"*He* is a vampire, and he wants to make sure that Im safe."

"Even better." The chair scraped along the floor as he pushed himself back from the table. "Is he around?"

"I left him in the common room channel surfing, so he should still be there." Willow spoke over her shoulder as the two of them followed Keemaras lithe figure through the house to the door of the room. Spike could be heard yelling at the television.

"He always does that." Willow shook her head and smiled when Spike turned to look over his shoulder at the three newcomers. "Spike, this is NGutya. Hes the one who wants me to do the reading."

Spike turned off the television before hopping the back of the couch in one fluid motion to stand just behind the redhead. "Maranadi demon, fairly harmless unless something they find dear is threatened."

"That was rude, Spike."

"Just wanted you to know what you were dealing with, pet." Spike put out a hand for the tall demon to shake. "Hey."

"I understand completely. Were known for our protective streaks, so Im all for you being here to look after Miss Willow."

"Right then," Spike rubbed his hands together with a wide grin and pulled Willows bag onto his shoulder. "Wherere we settin up?"

"In here would work fine for me, as long as nothing loud is going to interrupt." Willow looked at NGutya for his agreement, smiling when he nodded.

"Well sit in the chairs so you can be comfortable. Ive never done this for someone I didnt know, so I cant really promise anything."

"I dont need any promises. I trust that you will do your best."

"Maybe it would help to have a specific question in mind?" Willow bit at her lip as she put the candle in its holder and motioned for Spike to light the round piece of charcoal. "That way you could focus on it, and Ill focus on you."

NGutya simply nodded and took the seat that Spike pushed to face the one Willow had taken.

Willow cast her circle and centered herself. The trepidation she felt made grounding a little more difficult than normal, but the connection formed stronger for the effort. Placing her hands into those of the demon facing her, Willow let her mind focus on the thought that NGutya was projecting so clearly.

{"Are you happy?" NGutya was speaking to Keemara on the porch of the inn.

"Very."

"Do you... Do you ever miss your husband?"

Keemara turned to him, a puzzled look on her face. "Thats an odd question, but yes, I do miss him. The pain isnt as sharp as it was when he first died, it has been nearly ten years, but I still ache a little. Why is it that you ask?"

NGutya removed a delicate silver cuff from one of the pockets of his pants. Holding it out to Keemara, the orange demon looked at her intently. "Youve been wearing black for far too long."

"Yes, yes I have." Keemara smiled and moved to kiss her companion, giggling softly when his four arms surrounded her small frame.}

Willow slid back into reality with a sigh and a grin. She forestalled any questions silently and earthed the power still flowing through her frame. After she had blown out the candle and opened the circle, she pulled NGutya to follow her into the foyer.

"Go for it."

A wide smile lit the orange mans face. "Youre sure?"

"Yep."

"Thank you." His large frame seemed to swallow her in a hug before Willow could respond.

"If youre done with your little meeting, Red, I say we go see if theres any trouble to get into." Spike stood beside the front door, an unreadable look in his eyes.

"I dont know about trouble, but Im ready to do something anyway." Willow patted NGutya on one of his arms and smiled brightly at Keemara as she passed.

"Dont I get to know what the vision was?" The blue woman pouted.

"Its not my place to tell." Willow smiled at Spike as he shut the door behind them to the sound of their hostess begging the other demon for the information.

Chapter 15
Part 2

The two unlikely companions slid into the car and set out for the small city Keemara had told Spike about the night before. There was mention of a boardwalk along the beach and some decent restaurants. It should have been over twenty minutes away. Spike made the trip in ten.

Willow stood from the car on shaking legs and forced her hand away from the armrest where it had been clinging for the duration of the ride. "Okay, thats it. Im driving back."

"If we had taken *my* car, you wouldnt have seen the scenery flashing by like that."

"Doesnt make me feel any better, Spike." Willow shook out the flowing skirt she wore and glanced down to be certain her shirt was straight. The witch had decided that she could show a little more skin then she had been, so the top was a gray t-shirt that matched one of the colors in the skirt. It came to rest an inch above her exposed navel, showing off the flat of her tummy and part of the glittering designs at her sides and back.

"You look absolutely edible, pet." Spike looped an arm about her waist and guided her toward the lights strung along the shops and stands twenty yards away.

"Thanks. I think."

"Oh, that was a complement, luv. Trust me." Spike leered at the redhead, causing her to giggle softly.

Willow was about to respond when a large carousel set into the middle of the shopping area caught her eye. "Oh, look! We *have* to ride that later!"

"If you say so, pet." Spike lit up a cigarette as they began meandering along the shops and booths, both taking in the odd mix of a strip mall and carnival-like games.

They had just ridden the carousel for the second time when Spike decided that Willow should have something to eat. Willow wanted to eat some of the food there, telling Spike that they didnt get anything like that in Sunnydale, and that she wanted carney food. The blonde vampire had simply laughed and bought her an elephant ear and some french fries that they loaded down with ketchup and vinegar.

"Hey mister," a man running a stand where you threw baseballs at a stack of bottles called out to the pair as they passed. "Show your girl what youre made of!"

"No thanks, mate." Spike grinned at Willows slight blush, laughing out loud when the grin only served to make the rose color deeper.

"Win her a prize!" A woman sitting on the ledge of the next booth spoke up. "A girl as pretty as that should have something she can hold on to when youre not around."

Spike stopped in his tracks and turned to look the woman in the face. "What this, then?"

The woman, obviously sensing a potential customer stood and moved to the center of the wooden fence railing. Throwing her arms wide, she motioned to the balloon-covered, checkered board behind her, and then to the prizes hanging from the walls and just over her head. "You get three darts for five dollars. Pop a balloon, and get a prize."

"One prize for each dart?"

"Pop one, you get nothing. Two will get you something on the bottom. Three will get you anything on the walls. If you can pop three balloons in the same colored square, you can have anything in the booth."

Spike nodded and reached for his wallet, stopping Willows protests about wasting money with a look.

/Okay, if he wants to be mister macho man and win something, Ill just let him waste the money. Never mind that we could probably *buy* the stupid prize for less at a store./ Willow resigned herself to letting Spike do his guy thing and happily munched on the remains of her dinner. /Who knew that lots of sugar and cinnamon on a piece of fried dough could be so filling?/

The first pop of the balloon made Willow jump. Shed been so lost in her thoughts that she hadnt even noticed Spike receive the ammunition for the game. When she looked up at Spike, she saw him grinning at her so playfully that she giggled and placed a light kiss on his cheek.

"Want a prize, luv?"

"Yep. Win me something, Spike."

The blonde tossed the second dart with seemingly no attempt at aiming, though Willow knew otherwise. A second balloon, this a large blue one, was burst with a loud crack as the dart stuck firmly into the black square behind it. The small group of people who had stopped to watch the attractive blonde in the long coat try his hand at winning the beautiful redhead a gift clapped and whistled. Spike, who had been about to throw his last dart in rapid succession to the second, stopped and turned to bow to his audience.

"One more, and the lady chooses her prize!" The woman in the stand didnt seem to care that the blonde was about to get something big. Willow figured that Spike winning had probably brought more customers than the woman had seen all evening.

Spike tipped his head one way and another before landing a perfect shot to a yellow target in the upper left of the board, exposing the black check it had rested against. Seeing that Spike had struck three balloons, and that they had all been in black squares, the crowd went wild. There were people patting Spike on the back and congratulating Willow from all sides.

Willow suddenly found all the attention unnerving, but was saved when Spike used the back of a knuckle to raise her face to look at the things hanging from the walls and ceiling of the booth. "Pick one, Red."

Willow grinned and tossed the trash shed been holding into the bin next to the booth. Pointing to the back corner above the venders head, she grinned. "I want that one."

"The red bear?"

"Yes, please."

The woman retrieved the bear using a long pole with a hook at the end, handing the bear to Willow with a smile. "I think he deserves a kiss for that one." Spikes lips settling over her own cut off Willows protest. /Lips of Spike. Yeah, they taste fine to me./

The softness of the kiss was interrupted by a cheer from the crowd, and Willow pulled back just after it began. "Thank you."

"No, thank you, pet." Spike chuckled as he guided Willow, whose arms barely circled the middle of the stuffed animal, through the crowd and back to the car. "Only someone from the bloody Hellmouth would pick out a red bear with devil horns and wings."

"It reminds me of you."

"Not bloody likely!" Spike was grinning, despite his words, as he watched Willow secure the animal in the back seat of the car with a belt.

"Its okay, Spike." Willow shut the door and wrapped her arms around Spike in a hug that she put all her strength into. "I wont tell anyone that youre really a cuddle vamp."

Willow was laughing at Spikes warning growl when she caught movement from the corner of her eye. A boy of nine or ten had started across the street against the light. As she watched, a deep blue sports car sped towards the boy, now frozen in fear.

"Stop!" Willow threw herself away from Spike at the same time she put a hand out to the car.

Suddenly, the car was suspended two feet off the ground inches from the boys shaking body. The kid seemed to shake himself, looked around at the people watching, and took off back the way that hed come. With a sigh from Willow, the car was set back on the asphalt, where it continued its skid another five feet.

"Oh, goddess," Willows broken whisper seemed to snap Spike into action. Before she could get another word out, she was pushed into the car. Spike slid into the drivers seat a moment later, and then they were out of the parking lot and away.

"You okay, Willow?"

"That boy could have died." As an afterthought, Willow cocked her head to the side. "You used my name."

"So?"

"Im just used to hearing pet, luv, or Red. Thats all." Willow was looking out her window at the nighttime world of the small city they were moving through. Her voice sounded small, confused, but she couldnt make it come out right. "I like the way it sounds when you say it."

"Ill remember that." Spike winked at her when she looked over at him. "Lets get you home."

"Im hungry."

Spike nodded, though Willow thought it was more to himself than to her statement. "Do you want to stop somewhere and go in, or take it back to the room?"

"Just something I can eat in the car is fine. Im just suddenly starving."

"Well, stopping that car must have taken a lot out of you." Spike moved the car into the drive thru of the first fast food place they came to. "You want a burger and fries?"

"Yes. Oh, and a thing of iced tea."

Spike ordered, making sure to get Willow extra ketchup for her fries and lots of sugar for the tea before pulling back onto the main road. The trip home took longer this time; Willow secretly glad that Spike decided to follow the speed limit.

"You go on up, Red." Spike helped her out of the car and moved to unbuckle the bear from its seat in the back. "Ill get junior here and your tea."

Willow nodded mutely and slowly climbed the stairs to the door.

Chapter 16

Spike beat Willow to the end of the hall, easily taking the key already in her hand and opening the oak door. Willow barely brought herself to smile and pull her new bear into her arms. She was exhausted, and could only focus on the thought of the warm bed waiting for her at the top of the stairs.

/These things werent this long when we left... I wonder who came in and did it while we were out./ Willow almost stumbled on the iron steps, silently grateful for the strong arm that was suddenly supporting her from behind. Her mind didnt register it when her feet left the ground and she was wrapped in the complete set of strong arms. /Was probably a demon. Stupid step growing demons. Wonder if theyll still be this long when we go home in the morning?/

"Whats wrong with me, Spike? I shouldnt have been able to do that."

Spike sat her down on the edge of the bed, holding on to her arms to ensure that she stayed upright. He began untying her shoes, managing to get one off before the redhead fell back with a yawn. "I dont know whats goin on with you, pet. Maybe you shouldnt think about it tonight and just be happy that you saved the boy."

"Its not just the car thing." Willow rubbed the back of her hand against her eye. "Ive made myself go from one place to another without even trying and sent Buffy to the Magic Box with a little effort. Thats just not how magic works! Have you noticed that I start smelling weird when I get mad? Thats not even mentioning the sparks that go on with my hair!"

Spike pulled the now sobbing redhead into his arms, settling her against his chest. "I dont know whats happening, pet, but well figure it out. Both watchers are on it, and you *know* how those blokes get all excited about research. Theres nothing we can do about it tonight, so just let it go."

"I cant!" Willow pushed herself from the bed and snatched her nightgown from the back of the chair where shed left it that morning. "Somethings happening to me, something big, and Im scared."

Spike was suddenly in front of her, making Willow gasp slightly and step back. The vampire advanced as she retreated, quickly closing the distance between them with his longer strides. Willow couldnt help but focus on the darkening eyes of her pursuer before watching as his tongue moved to wet his lower lip.

There wasnt enough time to think as he drew her into the circle of his arms and lowered his soft lips to her own. Willow could do nothing but sigh into Spikes mouth and let him deepen the kiss. The room dissolved into darkness as her eyes slid closed and she became absorbed in the feeling of Spikes mouth, his body, against her own.

The soft growl of Spikes approval snapped Willow back to reality, and she pulled away from his embrace. "We cant, Spike."

"Why not?" The look of bewilderment in the blondes eyes was all too quickly replaced by something Willow didnt want to name. "Am I not good enough to kiss you?"

"No, Spike. Its not like that! I-"

"You can be my friend when you need one, but you dont want me to touch you. That it?" Spike had retreated a few feet away from her, but Willow could almost feel the anger coming off of him in waves. "Or is it that Im not attractive enough for you?"

"You *know* thats not it, Spike!"

"Then you dont want me to touch you. A vampire isnt good enough for the best friend of a slayer."

"Youre more than good enough for me! Hell, youre too good for me!" Willow, seeing that Spike was watching her, plowed on with the halting explanation. "I... I just... I dont want to get hurt, Spike. I d-dont want to be Rebound Girl."

"So you just dont want me." Spike chuckled to himself and shook a cigarette out of his battered pack. "Admit it, Red."

"I *do* want you, Spike! Dont you get it, you stupid vampire?! I want you so much that my mouth goes all dry and my palms get sweaty from just being in the same *room* as you! The thought of you being with Buffy hurt me, physically, because I knew that she was going to end up hurting you and I couldnt do anything about it! Youre attractive, dangerously attractive, smart, funny, and more caring than any other guy Ive ever known! I just dont want to be a girl who happens to be around when youre low. I want to be everything to you. Not a convenience."

Spike inhaled off of his Marlboro and snuffed the almost new cigarette out. "Youre more than a convenience, pet. Youre the best friend Ive ever had, and I wouldnt hurt you."

"I know you wouldnt, Spike. Not on purpose." Willow moved to put her hand on Spikes arm, sighing when he stepped closer and brought his forehead to rest on her shoulder. "I just cant be hurt again. I *cant*! When we go home tomorrow, I dont want you to forget about me when Buffy comes back."

"Buffy can find someone else to push around, and theres no way Im forgettin you, luv." Spike wrapped his arms around Willows waist.

"Let me hold you, Red?" The pleading in Spikes voice made Willows breath catch in her throat. "Just for tonight?"

"Please, Spike. Please just hold me."

Spike brought Willow back to her bed, pulling his boots off before sliding under the coverlet. He settled behind her, an arm around her waist. The last sounds Willow heard as she drifted off to sleep were Spikes whispered words of assurance that she would be fine, that he wouldnt let anything happen to her.

Willow woke late the next afternoon to the sound of Spike singing softly as he moved about in the kitchenette. The fresh smell of bacon was the second thing to reach Willows slowly waking senses. She could hear the soft popping of grease in the pan, smiling when she realized that the blonde was making her breakfast.

"I know youre awake over there, Red. Get that cute butt up and get your shower. Breakfast will be done in a few."

Willow nodded before she remembered that he couldnt see her from his spot in front of the stove. "Okay. Im moving."

Her shower was finished in half of her normal time, and Willow was in the kitchen fifteen minutes after leaving the bed. Her damp hair hung down her back, wetting her shirt so the worn cotton clung to her like a second skin. Spikes only response to her hurrying was a grin and a raised eyebrow.

"What?" Willow grinned, ruining the irritated tone of her voice. "Im hungry."

"Didnt say anything, pet."

"You were thinking something though."

"I was thinking of how nice it would be to be that shirt about now."

Willow nearly choked on the juice Spike had put in front of her along with her plate. She could feel the blush staining her face, and cursed her light skin before changing the subject. "So, were leaving after my ritual, right?"

"Smooth, Red." Spike only chuckled and stole a strip of bacon from her plate. "Everythings packed. Just need your last minute things put in, and were on our way."

Willow nodded and finished her breakfast.

Spike washed the dishes and put them away while Willow went through her vision ritual and then packed the last of her things. She made sure to place Junior, as Spike insisted on calling her new bear, safely on top of her suitcase before informing the blonde that she was ready to leave. Spike went over the entire room three times to make sure they hadnt left anything important, making Willow wonder if he also had some sort of Obsessive-Compulsive Disorder as well as ADD, as Xander claimed.

Willow carried only her bear down the steps, once again bowing to Spikes need to be a bleedin gentleman and letting him carry her bags as well as his own. She told the human-looking clerk in the office that she wanted to tell Keemara good-bye, but was told that the newly engaged woman hadnt gotten out of bed yet. Spike chuckled along with the middle-aged woman while Willow wrote out a message for the blue demon, telling her how happy she was for her, and that she loved staying at the Blue Shell.

The ride home seemed to stretch on forever, and the companions were both happy when Willows house came into view on the quiet evening street.

Spike pulled the blanket from over the back windows and grinned at Willow. "Home again, home again, and all that rot."

"Somehow I dont remember all that rot being in the rhyme." Willow giggled when Spike growled playfully at her imitation of his accent.

"Should have been there all along," Spike stepped from the car into the confines of the garage and took the bags from Willows hands. "Cant help that it had to be improved on, now can I?"

"No, Spike," Willow rolled her eyes at his back and followed him into her home. "Cant help that at all."

"Knew youd see it my way, luv."

Willow only laughed and went to check the messages on her machine. After one from her mother saying that she and Willows father werent going to be making it back to Sunnydale until autumn at the earliest and two hang-ups, Willow heard Buffys voice entreating Spike to pick up the phone. Spike came down the steps and hit the next button without listening to the rest of the message meant for him. Willow was so busy smiling at the vampires wicked smirk that she nearly missed the sound of Giles voice asking her to call him when she found a moment.

Willow erased the tape and picked up the phone to call the watcher. "Did you find out something?"

If Giles was surprised by the abrupt question without a preamble, he didnt show it. "Id like for you to come over as soon as you can, Willow. I need to talk to you about a few things, and Id really rather do it in person."

"Okay, Giles," the shaking in her voice bothered her, but Willow kept her lip from trembling. "Well be there in a few minutes."

"We?"

"Spike and I."

"Yes, very good. Ill see you soon."

"Bye." Willow tried to sound like her happy self when she disconnected, but found herself sniffling into Spikes chest as he held her once again.

"Not gonna find anything by standin here, Willow."

"I know," Willow sighed and moved away from the blonde as she found her jacket and checked to be sure that her Hellmouth Survival Kit of a few stakes, a squirt gun of holy water, and a cross was in place. "Lets get this over with."

Spike nodded and followed her into the growing night.

Ten minutes later, Willow was pushing the door to the watchers apartment open. "Were here, Giles!"

"Good to see youre doing well." Giles fixed a reproachful gaze on the redhead. "We were worried that something had happened to you until Xander saw that your suitcase and some of your clothing were missing."

Willow winced at her carelessness. She hadnt even thought to call Giles before they had left, just focusing on getting Spike as far away from Buffy as she could at the time. "Im so sorry! I cant believe I didnt think to call you."

"Just try not to forget to call someone the next time you decide to leave town, hmm?"

The look she was given spoke more than the words could ever convey, and Willow found herself nodding. "Got it."

Giles nodded and motioned them to sit down. "Ive got to tell you, Willow, that Ive exhausted all of my resources. I havent been able to find anything on your situation."

"W-What?" Willow began worrying her lower lip. "Giles, I-"

"Ive been talking with Wesley every day, and he still has more than a few avenues open to him. We havent stopped looking, Willow, but I cant think of anywhere else to seek out the information were looking for. Wesley has quite a few more contacts within the Watchers Council, and is using them to the best of his ability."

Willow nodded and took a deep breath, letting it out in a slow hiss between clenched teeth. "I think Im going to turn in my paper and then see how soon I can take my exams. I have to do something, or Ill go mad just thinking about all the things that have been happening to me."

"Ill let Wesley know that you will be visiting within a few weeks, then." Giles smiled at the young woman in front of him. "Would you like some tea? I would like to hear where you have been the last few days."

Willow smiled in thanks and began telling Giles of their stay at the Blue Shell and all that went on that weekend.

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