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DISCLAIMER: I don't own these characters.

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A week passed since that night with Spike. She hadn't seen him, but then she really hadn't seen anybody. Everyday was work, Dawn, then sleep. She still didn't play her guitar. The thought only made her think of her mother. It had been a while since she talked to Willow or Xander. The thought hadn't even crossed her mind, so she was surprised to see Willow and Xander at her house when she got back from work.

"How are you doing?" Willow asked, sitting down.

"Okay." Buffy gave her a small smile.

"How's the job?" Xander glanced at her uniform.

"It's okay."

Xander nervously shifted on his feet. "We have our first gig with Faith Friday."

Buffy smiled, but inside she felt a little sad. "How's she working out?"

Willow and Xander exchanged glances. "She's fine. It's not the same, though," Willow said, softly.

Buffy felt a pang of guilt, but she remained quiet.

"Do you think you can came back?" Xander blurted.

"I can't," Buffy said, watching her hands.

"You're going to give up, just like that." Xander crossed the room.

Willow gave him a warning look. "Don't."

He ignored her. "We need you. You're messing with our lives, here."

Buffy bit back the tears that threatened to overtake her. "I don't have a choice," she whispered.

"There's always a choice!" Xander turned away from her.

Willow stood up, then. "Xander, we talked about this."

Xander turned back towards Willow, but Buffy walked past them, ignoring them. It was too much. The pressure from everything caused her to retreat inside her shell.

"I need to take a shower. I'll talk to you later." She barely noticed if they left or how she got upstairs.

She turned the water on cold. The shock of it on her skin brought her back to reality. She missed performing and the feeling afterwards. The only thing that compared was the night she spent with Spike. She found herself smiling a bit as she thought of him. By the time she finished her shower, her mood had lifted.

Dawn looked up from where she sat on the couch. "Xander and Willow said they had to leave."

"Okay." Passing her with a small smile, she headed to the kitchen.

"Want some macaroni and cheese?" Buffy took a box out of the cabinet. Filling a pot with water, she began to cook without waiting for an answer.

Dawn entered the kitchen and watched Buffy. After a minute, she pulled out a couple of bowls and forks from the drawer and set them on the table.

"I'm going out tonight. Do you mind?" Buffy ran her hand through her wet hair.

Dawn smiled. "Did you get back with the band?"

Buffy turned towards the stove and watched the pot. "No. I'm going to see someone."

There was a pause. "Okay," Dawn finally said.

"I don't know how long I'll be." Her voice shook. She needed to see him and hoped he wouldn't turn her away.

After dinner, Buffy was going to see Spike.

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Spike's hand hovered over the phone. Just pick it up and call her, he told himself. Sighing, he ran his hand through his hair instead. He should have known better than to sleep with her. She wasn't in a right mind. Her mother had died a week earlier. But, he'd wanted her for so long, he couldn't restrain himself. Deep down, he believed that she needed it or something else that took her mind off the pain.

When he had arrived at her house, it was completely dark. At first he thought nobody was home. Then, he saw her through the window. She was just sitting there and didn't move until he was right next to her. She hadn't noticed him knocking or opening the door. Because he couldn't stand to see her in that much pain, he continued to kiss and touch her when she practically begged.

The next morning, when she told him to leave, he knew she was still in mourning and wasn't thinking clearly. But, it still pissed him off. He finally left instead of confronting her, because he knew he'd say something that he'd regret.

The doorbell chimed, bringing Spike out of his thoughts. Looking through the peep hole, he was surprised to see Buffy. His heart began to race. She came to him.

Quickly, he opened the door. "Buffy."

"Can I come in?" She gave him a small smile.

He waved his arm towards his apartment. "I missed you."

She stopped, and for a second Spike thought he'd said the wrong thing. Then, she squeezed his arm.

"I missed you, too."

His breath caught. He watched as she looked around the living room. She glanced at the kitchenette in the back, before walking to the small work area in the corner.

She picked up a newspaper clipping that sat on his desk. He knew it was his review of the Scoobies - he was looking at it earlier. She bit her lip as she placed it back down. Her face fell, and she stared at nothing.

Spike would have hidden the column if he knew she was coming over. It was another reminder of what she had lost. He knew she quit the Scoobies, but he wasn't sure why - only that she got some crap job at Double Meat. It didn't make any sense, because she was obviously unhappy about it.

"Do you want to talk?" Spike stepped towards her.

She shook her head, still staring. He wanted to talk, though, especially about the other night.

"Does Riley know about us?"

"Riley's gone." Her voice sounded rough. "We broke up a few weeks ago."

Spike wasn't sure if that happened before or after her mother died, but he was afraid to ask. Either way, the two events occurred right on top of the other. It must have killed her. She closed her eyes as if to control her emotions. He wanted her to cry on his shoulder. At least then she would feel better.

He moved to stand in front of her and gently pushed back her hair from her face. She looked up, and he was lost in her eyes. Her pain was coming off in waves, and the only thing he wanted to do was end that. Bending forward, he lightly brushed his lips against hers. When he swept by her lips again, she captured him in her own searing kiss.

The heat between them intensified rapidly. Gathering her in his arms, he crushed her body flat against his. She was moaning and making other little noises that had driven him crazy the other night. He was so hard for her. Her hand cupped him through his jeans, causing his hard length to jump.

"I want you," she murmured.

All reasons why he shouldn't do this left. The only thing on his mind was getting her to his bedroom. He picked her up, strode over to his room, and kicked in the door.

He thought he'd never get to touch her again. Every movement, moan, and kiss was cherished as he placed her on the bed. She was under him, touching him through his clothes. Every once in a while she would gaze directly in his eye, and his stomach would jump.

She pulled at his shirt, and he helped her remove it. Her fingers lightly traced his chest, softly tickling him. He wanted to go slower this time. The other night, it was a frantic coupling every time, as if they would never touch each other again. This time, Spike had hopes that she would stay around. She came to him.

She begged as he took his time peeling away her clothes, but he kept his steady pace. He brushed his body against hers, enjoying the sensation. Her body responded to his in so many ways, from her moans to her blushed skin to the shivers that overcame her.

He opened the drawer to his nightstand and pulled out a condom. The last thing she needed was to become pregnant. Smiling, she took the condom from him and put it on him.

"I need to go on the pill."

The thought of being inside her naked, almost sent him over the edge. Growling, he attacked her mouth with his.

"Please, do," he gasped.

Staring intently into her eyes, he pushed himself inside her. Even with a condom, it was the best feeling he'd ever experienced. Her mouth was forming a small 'O' as her breathing became harsh. His pace became more frantic, possessing, as he climbed higher towards completion.

His climax came suddenly, and he felt her contract around him. Shouting, he shook through his orgasm. He pushed himself to the side of her so he didn't crush her, and pulled her towards him. She stiffened, and suddenly she was on him again, kissing his face and downward. He laid there, enjoying it and recovering from the recent bliss. She didn't want to be held, but he was becoming aroused again and shoved that worry away.

After many hours of sex, Buffy laid, sprawled, over Spike. Her warm body was making him hard yet again. Happy that she was still there, he begin to kiss her shoulder.

Sitting up, she looked at the clock, worried. "It's four o'clock."

"Stay the night, then."

"I can't. Dawn's by herself, and I wasn't going to stay out this late."

"Call her. She's fifteen, it won't hurt her to stay by herself one night. If she needed you, she would have called your phone."

"What if social services find out?" She slapped her forehead. "I'm being completely irresponsible."

"Buffy," he called, softly, but she was already putting her clothes on. "At least let me drive you home." He grabbed his jeans from the floor.

She nodded and waited for him to finish dressing. He hated to see her go and hated that he needed her to stay. He didn't know what her feelings were for him, except that she lusted for him.

He drove the few blocks to her house. It wasn't a coincidence that his place was so close to hers. He'd been attracted to her since they met.

She sat quietly when he parked in her driveway. His feelings for her came at him at once. He wanted to see her everyday, to eat dinner with her, and talk to her. He wanted to make her laugh, and for her to make him laugh, too. He wanted back her normal, feisty self, but he wanted to be there for her until then.

"I love you." He almost winced the second the words left his mouth.

Buffy gasped, wide eyed. A stressed look crossed her features. She was still in his car, though.

"Please, don't," she whispered. "I can't deal with that right now."

His heart sank, but he was afraid she'd stop seeing him.

"You're not ready for that, I understand." He gulped, swallowing his pride. "I don't expect you to return it."

She smiled a little in gratitude. "Thanks for the ride," she said, getting out of the car.

He slammed his fist in the seat. What he suspected all night was true, and she was probably not even aware of it. She was using him.

TBC - reviews, please.





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