Buffy sat on her bed crying. Never in a million years did she imagine that her first night with Spike was going to end like this.

She punched the pillow she was holding trying to let out some of the pain she felt, but it didn’t do any good. Finally she got up and put on some gym shorts and a T-shirt. She needed to talk to someone, she hoped Xander wasn’t asleep yet.

One Hour Earlier:

Spike helped Buffy up the five flights of stairs to her rooms. Thankfully Buffy had been right and all of the windows in the house had been treated so he didn’t get scorched in the rising sun.

Buffy was laughing and giggling trying to engage him in some sort of playful banter, but he seemed to be very distant. Something she was quickly losing patience with.

Finally they reached her rooms. As soon as they entered the living room she pulled him close to her and started kissing him desperately. Insider the feeling that she was losing him was growing by the second. She needed to feel him against her to convince herself that he was still with her, that he still cared.

He pushed her away from him. “Buffy, we can’t do this.”

Buffy looked up at him amazed, the fear inside her was starting to boil over. “What do you mean we can’t do this? I thought this was one of the things we do best.”

“You’ve been drinking, luv. I don’t want to take advantage of you then have you regretting it in the morning.”

“Uh, Spike,” She gestured to the morning light pouring through her windows. “Its already morning and the only thing I’m regretting is that we didn’t get up here sooner.” She moved to grab him again, but he danced away from her, putting a couch between them.

Buffy’s fear gave way to anger. She wasn’t about to chase him around her living room. She didn’t want to fight with him either, if he was uncomfortable doing this now, she could wait.

“Ok fine, I’m going to get this dress off and get ready for bed.” She tried not to let her hurt anger show in her voice.

“Right then. I’ll be going then.” Spike walked over and picked his duster up off the couch.

“You’re leaving!!” Buffy couldn’t keep the emotion out of her voice. “You don’t have to leave do you.”

“Its not like I’m going far, luv. I’m just going to hole up in a spare room for the day.”

“But…” Buffy didn’t know what to say the she knew she was going to lose him, she just hadn’t realized she wasn’t even going to have the chance to have him first.

“Spike..” She hated how desperate and needy her voice sounded, but she continued on anyway. “Can’t you just hold me? I really don’t want to sleep away from you. Please, I just want to feel your arms around me.”

Spike looked away for a second. He looked so hurt. Since when did her wanting to be with him, hurt him?

“I don’t think I could just sleep with you, pet.” His voice came out at a whisper.

“Then you could sleep here. The couches fold out into beds, they’re really comfy too.”

“Its fine, pet.” For a second she thought he was agreeing with her, then he looked at her and she knew he was going to leave. “I’ll only be right down the hall. You can come find me when you wake up.”

Buffy turned her back to him so he wouldn’t see the tears about to brim over in her eyes.

“It’s the right thing to do.” He told her.

With that he walked out of her suite.


Buffy walked down the hall to Xander’s room muttering to herself. “Right thing to do. Everything has to be the right thing to do. Someone spent way too much time around Angel for the last month.”
God she hoped Xander was up.

As it turned out Xander was up. He had left the parlor a little before everyone else and headed up to his rooms on the third floor. Just as he reached the landing on the second floor on of the wait staff from the party was coming down the steps with a tray of sliced cheese.

Xander looked at the guy, he kind of reminded him of something, but Xander wasn’t sure what.

“Cheese?” The man offered him as Xander tried to get past him.

“A world of ‘no’.” Xander said, he felt the need to run the rest of the way up the stairs to his rooms.

He had finally changed, showered and was ready for bed when a knock sounded at his door.

When he opened it he was surprised to discover a crying Willow in front of him.

“Will, what’s wrong?”

Willow hugged him crying on his shoulder. Xander pulled her into his room and sat her down on his bed.

“Talk to me, Will. What is it?” After a few more minutes of sniffling Willow pulled back and looked at him.

“Kennedy and I just broke up.” She told him tearfully.

“Really.” Xander realized how happy he sounded when Willow gave him a look. “I mean that’s too bad. What happened?”

“When I got back to our room this morning, I thought she was going to be mad at me because I spent the whole night out on her first night back. I thought she’d be really mad because I spent it with my ex-boyfriend. Instead, she barely noticed I wasn’t around.
She and Rhona spent the night telling all the younger Slayers about their adventures on the Hellmouth. They were all still there when I got in.
It was so weird, she kissed me and put her arm around me and then went right back to telling her stories.” Willow’s tears had stopped by now and she stood up and began to pace.

“I felt like…” She paused trying to find the best way to explain it. “Remember in high school all those big football players with their trophy girlfriends.” At Xander’s nod she continued. “It was kind of like that. I was just the cute, needy girlfriend and she was the big man.” Willow blushed. “Not that that was the way it always was… I mean, uh”

Willow threw up her hands in exasperation. “When the other girls finally left I tried to talk to her about how she made me feel and she just basically told me I was worrying ‘my pretty little head’ about nothing.
I know you guys never liked her, but it was so flattering to have someone chase after me the way she did. Then, after Sunnydale was destroyed, I thought maybe things weren’t going to work, but then she left for Cleveland and it seemed like our relationship got better.”

“Maybe that should have told you something, Will. Relationships usually don’t get better when there’s a continent separating you.”

“I know. Honestly, I’m not even that upset that we broke up, I’m more upset that I spent a year and a half of my life lying to myself about how I felt.”

“It was just a transition thing, Will. Everyone has them. Whether they are beefy Army guys in between vampires, loud obnoxious lesbians, or demons determined to suck your brains out.”

“Which one was that?” She asked him.

“I was just making a point.” Xander looked at Willow trying to decide whether or not to bring something up.

‘Oh well, the worst that can happen is she’ll use her magic and turn me into a frog.’ He thought to himself.

“What about Oz?” He asked her gently.

“What about Oz?” She asked sharply.

“Well, I noticed you two seemed to be getting along pretty well and I thought maybe since you and Kennedy haven’t been really together in a while…”

“Xander, I’m gay remember. I only like girls. Like Tara.”

“Right, but most girls aren’t Tara. Actually no one I’ve ever met has been as special as Tara.” Willow felt the tears welling up in her eyes again thinking about her lost love.

“Look, Willow, I’m not downing being gay. That’s fine with me, all I’m saying is maybe you fell in love with the person, not the gender. I just don’t want to see you deny yourself happiness because you are afraid that being with a guy would betray Tara.” Willow started to cry harder at that.

“She would have wanted you to be with whoever made you happy. Just think about it Ok?” Willow nodded and Xander stood up and hugged her again.

“I wish we had a real relationship like Buffy does now.” Willow told him, her voice muffled from his shoulder.

“I know, I bet she and Spike are really enjoying their alone time right about now.”

Just then there was a knock at his door.

“If that’s the weird cheese guy, Will, I may ask you to transport him somewhere. The guy scares me.”

“Cheese guy?” Again Willow’s brain tingled with some memory, then Xander opened the door to find Buffy on the other side.

“Morning Xander. I’m not waking you up am I?” Buffy asked cheerily.

“No, Will is here, we were just talking.” Xander told her motioning for her to come in.

“I’m not interrupting anything am I?” Buffy wandered around the room with a nervous energy.

“No.” Willow assured her. “Kennedy and I broke up, Buffy.”

“Really!! I mean, that’s too bad.”

“Its ok. We weren’t really together for a while, I was just too stubborn to admit it.” Willow watched Buffy go back to her pacing. “What up with you is everything Ok?”

She exchanged a worried glance with Xander.

“Everything’s good. No better than good. I mean what could be wrong? Spike is back from the dead. Everything is great.” Buffy stopped and looked at them. One look at their faces and she knew they weren’t buying a word of it. Her face crumbled into tears.

"Everything's a mess.” She cried “Its like he's hiding something from me or like he's acting around me. At least I hope he's acting, he's polite and nice, barely sarcastic, and he seems obsessed with doing the right thing...

"Sounds horrible." Willow said.

"It's not Spike. I know Spike this isn't him."

"Because he's being the perfect boyfriend?" Xander asked her.

"He sleeping in one of the rooms down the hall." Buffy wailed.

"Ok, not what I was expecting." Xander commented. Willow slapped him.

"Buffy, maybe he doesn't want to rush the whole physical thing. I mean you said that's all you had before."

Buffy sat down on the floor sniffling "What if he realized he doesn't love me?" she asked pathetically.

Xander exploded. "Does he really love you?!?! Buffy, even I know how much he loves you.”

"Buffy, this is souled Spike. Wasn't he all Victorian and stuff, really stiff and proper.”

Xander nodded. "Like Wesley when we first met him, only worse!!"

"You mean, this is him, this ’do the right thing’ guy?" Buffy asked.

"You have a problem with doing the right thing?"

"No. Its just...OH I don't know." She whined and buried her head in her arms. When she brought her head back up all of her fears came pouring out.

"What if I only want what I can't have? Or what if I don't love souled Spike? What if I was really only in love with evil Spike? What if I just like evil men or men who are bad for me?" She was working herself up into a frenzy. Xander cut her off when she pause for breath.

"Ok first of all...no more Cosmo for you. As far as you not really loving him. Only you know what’s in your heart, Buffy." He reached out and took her hand, squeezing it lightly he continued. "But I will say, that last night was the happiest I have ever seen.” He laughed. “For a minute there I thought you two were glowing silver or something.”

Willow shot Xander a startled look.

“Oz told me that Spike’s demon was acting really possesive. He said it wants to make you its mate. So believe me, he still loves you maybe he’s just confused.”

“Mate? What does that mean?” Willow only shrugged, not sure whether she should explain or not. Have you even talked to Spike about any of this, Buffy?"

"No I just sorta turned into panicky girl. You know me when it comes to men."

"Well try talking this time. It makes a world of difference,” Xander told her “take it from someone who didn't."

"You're right, guys. I'm an idiot."

"Yup, but we still love you." Willow spoke up.

“I’m going to go wake him up right now.” Buffy said standing up.

Just then there was a slamming of the door and a very agitated Faith came in.

"Red, good you’re here. Does your girl know any hot single lesbian chicks?" Faith didn’t even bother with hello to the others.

“Well since she’s not MY girl anymore, Faith, she IS a hot, single lesbian chick.” Willow told her.

Faith seemed to consider for a moment. “Nah, she’s probably even more annoying during sex.”

"Not that I’m not enjoying mental images this conjures up Faith, I feel the need to ask what brings on this new way of life?" Xander questioned her.

But Buffy already knew. "Robin." She told the others smugly.

"Dude, I can't figure the guy out. He hasn't touched me in over a year, then last night after he saw us dancing he asked why I would need to blow off steam. So I tell him I need to work out my frustration since I didn't have any other outlets. Then he asks me if he was the last guy I slept with and I told him 'yeah.' Then he kisses me and just walks away like nothing." She crossed her arms over her chest and plopped herself down in a chair.

She noticed Willow and Xander staring at her with open mouths, Buffy just looked amused.

“What?" She asked, annoyed.

"You, ah, I mean, ah YOU ah." Xander stuttered, not sure quite how to proceed.

"I think they are a little shocked at your chastity." Buffy said.

"Buffy, abstinence,” Willow corrected her. “virgins are chaste."

Faith snorted. "I'm definitely no virgin."

"So basically, your problem is Robin left you all hot and bothered again." Buffy said dryly.

"Well considering I ran into your boy coming out of a room on the second floor, I'd bet I'm not the only one." Faith returned smartly.

"What?" Buffy voice was sharp.

"Yeah, I'm meeting him in the training hall in 20. We're going to spar. I'm hoping to get some payback for the last time." She cracked her knuckles at the thought.

"What!?!" Buffy said again, her voice getting higher in pitch.

"Chill, B, its only sparring. If its that big of a deal I won't do it."

"Its fine." Buffy said coldly.

"All right then." Faith said as she got up to head out the door.
She knew that Buffy wasn't fine with it at all, but after what she did to her last night with Riley she was going to let her worry a bit.

Buffy sat for a moment after Faith left. “Guys, I need to go figure some stuff out. I’ll talk to you later, Ok.”

“Buffy, I really think you need to talk to Spike.”

“I will, Xan. I just want to get some stuff straight in my head first.”

“If you need anything, we’re here for you.” Xander told her as she slipped out the door.

“I’m going to go too, Xander. Its almost time for my meditations. Thanks for listening.” Willow stood up to leave also, but before she left she placed a kiss on his cheek.

“Any time, Will. Think about what I said, Ok?”

“I will.” With that she was gone.

Xander laid down on his bed and put his hands behind his head.

“Just once could you send a woman into my room because they are actually looking for me?” He said to the ceiling.

Spike hit the mat hard. Faith looked down at him confused and angry.
“If you weren’t even going to bother to try you shouldn’t have agreed to spar with me.” She shook her head at him disgusted and walked away.

Spike just stayed on the floor for a few minutes, listening to the now constant howling in his brain as his demon clawed inside of him to be let free.

After Spike left Buffy’s room he was going to take one of the empty rooms down the hall, before he decided even that was too close to her right now.

He thought that leaving her just then was one of the hardest things he ever had to do. Only once before had she openly asked for him to stay with her, but that night she had just needed comfort. Today she had wanted to be close to him.

He was just so afraid that if he relaxed around her for a moment he would lose control of the demon inside of him and do something to scare her, or even worse hurt her.

He wondered down stairs looking for a place to crash for the day when he found Faith on the second floor. The girl had been a ball of tension about something, but she practically reeked of Robins cologne.

He had offered to spar with her thinking that would kill some of his demon’s aggression and she had quickly agreed.

However, when she actually showed up he realized his mistake. There was no way he could fight with her without letting the demon out at least a little and in its frenzied state he couldn’t guarantee her safety.

Frustrated beyond belief he stood up and started pummeling on the punching bag, finally letting the demon out and letting all his thoughts and worries go in a cloud of violence. He had no idea how long he was there take his aggressions out on the bag, but it had long since crashed to the ground and been ripped apart.

"Um, I think you killed it." A pleasant sounding voice came from behind him.

Spike turned and growled menacingly, still in game face to find Clem looking at him with a bag of Doritos in his hands.

"Ok,Ok, I could be wrong there could still be something left in it."

Spike shifted back into his human face, the first time in hours he didn’t have to force his demon back and looked slightly embarrassed.

"Sorry mate. I was just..." His voice trailed off.

"Just destroying school property?" Clem asked.

Spike shrugged and looked away.

"What's wrong, buddy? Why aren‘t you off somewhere with Buffy?"


Spike didn't answer.

"Oh, Ok then. I'll just leave you alone."

Clem turned to leave, when Spike exploded.

"How in the bloody hell can she be in love with me?"

"Let me guess we're talking about Buffy again." Clem sighed loudly. "I'm confused. I thought you wanted her to love you? Isn't that what you spent years trying to get her to do? Isn't that why you got the soul?"

"When I died I knew where I stood. She didn't love me, but she treated me with respect." He smiled bitterly. "She even let me help her, be there for her. She let me into her life.
Now I've come back and suddenly she's in love with me."

"I'm still not seeing what's wrong here. You don't want her to love you?"

"I don't know how to be a boyfriend or how to be what she deserves. I've been trying to be good, like Captain Cardboard or the Poofter, but she just keeps looking at me like I've gone bonkers. Which I feel like I am going bonkers trying to keep this demon under wraps."

"Um, didn't she break up with those guys?"

Spike wasn't paying any attention he was staring off, then suddenly with a shout of frustration, he spun and punched a hole through the wall.

"I'm a vampire dammit. The soul didn't change that and even if she is the Slayer, she's still only human."

Clem stared at his friend more confused than ever now. He was used to his friend ranting about the Slayer, but this time he didn't understand what the problem was. So he just stayed quiet and let his friend rant hoping to understand.

"What kind of life can I give her? She wants me to show her the world. How can I show her the world? I can't even go out during the day. 'Sorry, luv, the Louvre doesn't open past 7pm.' Or 'Over there is the pyramids, they are the big black things blocking out the sky.'"

"Does Buffy even like museums?" Clem asked, only to be ignored once again.

"Meanwhile I have to watch her get older!!! She could get sick, she could get hit by a car, or..." He didn't even finish.

"Oh!! So you're scared." Clem said matter of factly, relieved to finally understand what was going on.

Spike froze and looked at him.

"Scared? I am not bloody scared!!"

Clem gave him a very skeptical look. "What do you call it then?"

"What do I have to be scared of? I've faced just about every kind of demon there is without flinching. I've gone up against a hell god, I've even face the First Sodding Evil. So what is it you think I'm scared of?"

He approached Clem menacingly. Clem was unperturbed.

"A real relationship," he paused "with Buffy."

Spike stared at him.

"You said it yourself, you never thought she'd love you, so you never had to worry about the fact that she was human.
For the first time in your existence you have the chance for a real relationship. You have the chance to share your life, or unlife with someone. Not the co-dependent killing spree you had with Druscilla and not the sex only relationship you had with Buffy and you don‘t know the first thing to do.”

"Fine, mate, since you seem to know so much all of a sudden, what am I supposed to do?" Spike asked sounding defeated.

"Well, it may seem 'kinda crazy' but did you ever think about talking to Buffy about how you are feeling?"

Spike chuckled humorlessly. "Right, cause talking has always been our strong suit." He snorted. "About our feelings, no less." He rolled his eyes.

"So you can get tortured for her, get a soul for her, die for her, but you can't talk to her about how you're feeling or about what‘s going on inside of you?"

Spike looked thoughtful for a moment.

"That's about it, yeah."

Clem gave him a disgusted look.

Spike's eyes widened with indignation.

"Oh, its not like she responds well to me opening up to her. Usually I get my nose broke for trying. Just because she thinks she loves me doesn't mean that's changed."

Clem finally got angry.

"Thinks she loves you? I remember the night she found me and told me you were dead. We got drunk together on your favorite whiskey.
Man, that girl can’t hold her liquor.

She told me repeatedly that night how you didn’t believe her when she told you she loved you, sobbing the whole time.”

Spike winced suddenly. Xander had told him the same thing, but in all his worrying about being “good” and “right” for her he had forgotten.

Clem continued on not even noticing Spike anymore.

“And you were right, she always loved you she just couldn't admit it to herself because of who and what you were. I know because she told me.” Clem threw up his arms completely exasperated now.

“You know you are a real idiot. After everything that has happened and everything that you've been through, you are going to let petty insecurities and fears keep you apart. If you can't see how much things have changed and see how much she loves you, then maybe you DON”T deserve her." Clem finally stopped and took a breath.

"I'm sorry I didn't mean to yell. I don't like to get angry."

Spike just stared at him open mouthed for a few seconds.

“Uh, Spike, are you mad at me for saying all that stuff.”

"No, you're right mate.” Spike said slowly. “You are absolutely right. When did you get so smart?"

"I've always been smart you just usually don't listen because YOU’RE too busy ranting."

Spike laughed.

"You really need to talk to her."

"I will, I need to clear my head first."

"Well, that shouldn't talk too long."

Spike gave him a small smile.

"Suns down, I think I'll take a walk."

They both walked out of the training building together.

"Ok, but could you stop destroying school property please."

"What is it with you and the school property?"

"Well since I'm a teacher here, I feel as though I should set some kind of example."

Spike gaped at him.

"You didn't know I was a teacher."

"No. What do you teach?"

Clem smiled big and proud.

"Demon behavior."

With that Clem turned and headed off back into the house, planning on finding Buffy and sending her out after the stubborn vampire before he forgot everything Clem just told him.

Spike just shook his head and turned to walk off into the woods. It seemed that in the time he was gone everything had changed. Clem was right he was letting petty insecurities get in the way of his chance with Buffy. They had faced some of the Biggest Bads in the universe together, there had to be a way they could get through this.

He was so caught up in his thoughts he didn't notice the figure shadowing him into the woods.