Author's Chapter Notes:
1st banner by xoChantelly, 2nd banner by Edgehead
After putting the food away, recycling their empty bottles, and taking bathroom breaks, they flopped back down onto the couch. They didn't talk much as they’d cleaned up, they were each still dwelling on the women who had done them wrong.

Spike took the remote to flip through the channels once more. There had to be something on to lighten their moods. Surely, with 249 channels to choose from, there had to be something on!

Buffy was still pondering whether or not to try getting 'closer' to Spike. She was feeling very curious about the male body. She'd never seen a naked man in the flesh before, just dirty pictures and movies. She was attracted to him, and she thought he might be attracted to her, too... They were friends, so maybe he would...

Buffy's attention shifted from her naughty thoughts when Spike happened upon a certain channel.

"Ooh, Top Model's on!" Buffy said excitedly, bringing her legs up to sit Indian-style on the couch. It was one of her favorite shows, and it would (hopefully) help take her mind away from runaway thoughts of how sexy she was finding Spike.

"Like this show, do ya?"

"You haven't watched? It's fun."

Spike contained the grimace that wanted to form on his face. He loathed these kinds of shows. But Buffy needed a pick-me-up, if she was keen on watching it, he could endure it for a while. "Okay."






After only five minutes, Spike tuned the show out in his mind.

'God, I'm bored outta my tits! But look at her... Buffy's smiling. If it makes her happy... Gah! I'm whipped by a woman I'm not even sleeping with! Or have any hope of ever sleeping with...'

Spike went to his desk and got out his sketchpad. He usually did some good sketching after he'd had a few drinks. He was a photographer by trade, but enjoyed drawing and painting just for fun. Buffy was engrossed in her TV show and didn't notice that he'd gotten up and then come back.

He warmed up by doodling. Then it wasn't hard to think of a subject he wanted to draw. She was currently sitting lengthwise on the couch with the soles of her dainty feet against his leg. He couldn't help admiring her pretty feet. Feet normally weren't something he found attractive, but hers were pretty, delicate-looking with nicely manicured red-painted toenails.

Spike drew a quick picture of just Buffy's feet. Then he had the impulse to draw all of her in a specific pose. He flipped the page over to start a fresh one, feeling inspired. His hand started flying over the empty page. He'd glance up at her every ten seconds or so, not that he really had to. He could close his eyes and still see her in his mind's eye. It sucked that he had fuzzy feelings for a girl who could never feel the same way about him. He had the wrong equipment to capture her interest. But that seemed to be Spike's luck in love: all bad.

'Whatch'ya drawin'?" Buffy asked, poking his leg with her toes.

"Uh, nothin'. Just doodling." Spike was suddenly nervous about what he'd drawn. Buffy might get pissed. It had been stupid to start drawing the picture while she was sitting right next to him.

"Can I see?"

"It's nothing really..."

She sat up. The anxious tinge to his voice made her determined to see what he was drawing. "I'll jump on you and tickle you until you let me see. You know I'm just crazy enough to do it, too."

While Spike was lost in imagining Buffy throwing herself on top of him, she was able to pluck the sketchpad out of his hands.

"Heehee! Got it!" she waved the sketchpad victoriously in the air.

Spike didn't try grabbing it back, but he kept halfheartedly reaching for it. "Buffy, um, I should say that --"

Buffy hurried to get a look at what he'd been drawing just in case he was able to steal it back. "Oh my goodness!" Her eyes and smile widened, then she started giggling madly.

Not that the picture wasn't good, she thought it was actually an amazing drawing, very lifelike and detailed. But it was giggle-worthy because she was naked in the picture. The Buffy in the drawing wasn't in any suggestive or lewd pose, she was lounging on a divan, wearing a long string of pearls. It was tasteful, like something that could be hanging in a museum, or one of the classier spreads in Playboy magazine.

"That's me! And I'm nude!" She giggled some more.

Spike covered his eyes with his hand. "Oh God, I'm sorry... I shouldn't have done it."

Buffy thought it was very flattering, nobody had ever drawn her naked (to her knowledge). And it showed that Spike was indeed attracted to her, too. She might get him to go along with her 'experiment' after all. But she needed to tease him a bit. He was really adorable when he acted shy, which didn't happen that often, so she was going to soak up his adorability while she could.

"Look at you, all blushy! So cute!"

Spike groaned, too embarrassed to look at her. "Um, don't get upset, okay? It wasn't cool of me, I know. I got inspired and just started drawing, like my hand was possessed. It's not a sexual thing."

Buffy raised her eyebrows, still amused.

He glanced at her. "Okay... it's sexual in that it's a nude drawing of you. But there have been countless pieces of great art done of the nude form. The human body is a beautiful thing, aesthetically speaking. Appreciating the beauty of --"

She interrupted his nervous rambling. "I'm not mad, Spike. I think you're a really good artist."

"Really?" he asked shyly. "You're not pissed off at all?"

She shook her head no.

He breathed out an anxious breath then smiled, calming a bit. "I was worried there for a minute."

"Nope, I'm not mad. But I can't help wondering why you would draw a naked picture of me. And when have you ever seen me in the buff?" She giggled again at her own little joke.

"Had to use my imagination for bits of you," Spike said with a chuckle. "Seriously though, I thought you'd look fantastic in a classic pose like that. Sorry if you... are upset at all about it. I can rip it up." He reached for the pad again.

"No," Buffy said quickly, holding the sketchpad away from him. "I'm surprised that you drew this, but it's cool." She leaned back, admiring the drawing. "You made me look so beautiful..."

"You are beautiful, luv. I just draw what I see," Spike said sincerely.

She smiled and blushed a little. "I bet you say that to all the lesbians."

They laughed and then each took a long drink from their beer bottles. Both were trying to get more loose and relaxed, but for very different reasons.

Buffy thought the time was right to test the waters.

She handed him back the sketchpad. Then she started unbuttoning her shirt.

Spike's eyes bulged. "What're you... um..."

She took her shirt off to reveal a red satin bra, then draped her shirt over the back of the couch. "I want you to draw me all sexy, when I know you're doing it." She tilted back against the end of the couch, putting her arms over her head. "Go ahead, immortalize me," she giggled.

"You're serious?" Spike managed to say. Her bra drew his eyes like a magnet, he hoped it wasn't too obvious that he was gawking at her.

"Mmmhmm. Draw me." Buffy then started unbuttoning and unzipping her jeans.

"You don't have to--to..."

"It would be weird just to not be wearing a shirt," she said reasonably, lifting up and sliding her jeans down her legs.

Spike gulped at the sight of her red satin panties. No tan lines that he could see... He took the sketchpad and pencil in hand, and sat sideways on the couch to better look at her. He felt a twitch or two within his jeans -- this was not going to be easy to get through...

Buffy stretched her arms over her head again, smiling and wiggling a little.

"You have to stop... wriggling and be still."

"You could do a flipbook series of drawings. Flip the pages and watch Buffy wriggle in her bra and panties."

Spike tried drawing her as quickly as he could. "I could draw you with a big head and wearing rollerblades."

Buffy giggled. "No caricatures. I want you to make me look sexy."

"You don't need my help with that..." Spike glanced up at her, then back at the pad.

"You say the sweetest things, you silver tongued devil."


A few minutes later, Spike sighed in relief and put the pencil down. "Finished."

"Wow, that was quick." Buffy got up on her knees and crawled to him, looking at the picture he'd drawn. She grinned. "Oooh, I look very kittenish and sexy."

"Yeah, you do..." Okay, Buffy was right next to him, kneeling and leaning over, wearing just her undies. He had to be cool.

"I like drawing too, as you know. Not as good as you, but I'm decent."

"I've seen some of your work, you've definitely got talent."

"Aww, thanks." Buffy sat back on her heels. She'd gone this far, time to take it up a notch. "You know, it's not really fair that you drew me naked and I don't get to do the same thing to you."

Spike laughed, putting the pad and pencil down next to her. "Alright, that would be fair. You want to draw a nude piccie of me? Go on. Just be generous in the naughty bit department, would you?"

Buffy picked up the sketchpad and pencil, then tapped the end of the pencil on her chin. "Hmm, I do better when I'm looking at what I'm trying to draw..."

Spike raised an eyebrow and smirked, thinking that she was just joking. "Are you suggesting that I get naked and strike a pose for you?"

"You aren't the shy type, so why not?"

He laughed.

"I'm serious. C'mon, lemme see you in all your glory."

"Not bloody likely!" Spike shook a scolding finger at her. "You've had a bit too much to drink, young lady."

"I'm tipsy, but not drunk. No slurring of words or falling over. Take it all off, come on."

He finally realized that she wasn't kidding around. He swallowed and sat up straighter. "Buffy... stop with the naked talk, okay? We're... friends, and friends don't usually ask to see each other naked. Maybe you should put your clothes back on now..."

"Why? Weren't you just saying before that the human body is a beautiful thing? And nude drawings don't have to necessarily be sexual?"

"Yeah... but..."

She smiled and shook her head. "Take it off."

"It's not a good idea, Buffy. Maybe it's time we went to bed -- I mean for me to fix the guestroom bed for you."

He started to push himself up off the couch, but Buffy halted him with a hand on his shoulder.

"Wait, Spike. I need to say something."

He swallowed, but sank back down and looked at her. She was so close, and wearing so very little...

"Does seeing me in my underwear get you excited? Or picturing me naked like in the drawing?"

"Buffy..."

"What? I just want to know if seeing me like this makes you hot."

"You're a beautiful woman... and you're practically naked, so yeah... it does."

"You're getting a stiffy?" she asked with a wag of her eyebrows.

Spike ran a hand nervously back through his hair. "Why are you torturing me like this? Did I wrong you in a past life?"

"I'm not trying to torture you, Spike. Just tell me, are you getting hard?"

"Yes! I am, okay?! Are you happy now?"

"Getting there." Then she bit her lip, her eyes shooting to his crotch. "Can I see it?"

He stared at her for a few moments, then said in exasperation, "Oh, come on!"

"I never saw one before. Not in person. Let me see it."

"No!" Spike tried crossing his legs.

"Why? Oh... is it small?" she asked, wincing sympathetically.

Spike spluttered for a moment. "N-No, it's not small! I just... don't think we should be playin' show and tell with each other."

"We're friends, aren't we?"

"Yeah..." He gulped again. "I'd like us to still be friends when tonight's over, too."

"I've never seen a penis in the flesh before, so why wouldn't you want to help solve that problem for me? I'm curious. If you were gay, I'd let you have a look at my vajayjay. 'Cause that's the kind of caring individual I am."

Spike's heart was beating rapidly. He wasn't the shy type, she was right about that. But he hadn't done anything like this since the days of playing Doctor with his little girlfriends. He wasn't ashamed of his organ (he was quite proud of it in fact), and he wasn't averse to letting Buffy get a gander, but how would she feel about it in the morning? Would she be freaked out about what she'd had him do, and what he willingly did with just a little arm twisting?

"You wouldn't be doing or saying any of this if you weren't drunk."

"Told you, I'm not drunk. Just buzzed. And I'd like to see your schlong in a purely researchy kind of way. You'd be contributing to my knowledge."

"This is crazy. You know that, don't you?"

"No, it's not. Just one friend doing another one a solid -- a favor." She grinned and giggled.

"You... don't think this will damage our friendship?"

Buffy was getting more hopeful that he was giving in. "It won't, promise. I'll care even more about you because you did this for me. I could ask another guy to show me his, but I trust you, Spike. I feel better with it being you."

Spike sighed heavily, and then nodded. He didn't like the thought of Buffy going to some random guy and asking the same thing of them. And it felt good to know that she trusted him. "Okay, if you're really set on this... I'll show you."

Buffy bounced on the cushion, smiling blindingly.

"You want me to just drop trou right here?" he asked, standing up.

"Yep! Just whip it out." She giggled and winked. She was intensely curious about what a man's naughty bits looked like up-close and personal, and was curious about Spike's naughty bits in particular.

He chuckled anxiously, undoing his belt, "Can't believe I'm doing this."

Buffy's eyes were fixed on his groin, waiting to see 'it' emerge. "You're so cool to do this, Spike. You're the best."

Spike undid the top button, and then lowered the zipper. He was grateful that the awkwardness of the situation had caused him to go soft. It wouldn't stay that way for long, not with Buffy still only in her fetching underclothes and literally bouncing with excitement that she was getting to see his dick. But he would just let her have a look, then tuck himself away again before he could be embarrassed. Make that more embarrassed.

He brought his cock out, holding it in his hand.

"Whoa! That's a big 'un!" Buffy said, her eyes going wider.

"Uh, yeah, I s'pose..."

"How big is it?"

"Don't know, never measured it."

Buffy's eyes flicked up to his, she arched an eyebrow. She didn't know dick about dick, however, she was aware of how notoriously proud men usually were of their organs.

"Alright... I have measured it," Spike acquiesced. "About 10 inches when at full mast."

Buffy leaned closer, her eyes roaming over every inch. "Circumcised, nice. I've seen uncut ones in pornos and pictures, they look really weird. Much more attractive this way."

"Are you satisfied? Can I put it away?"

"Uh-uh. When am I going to get another opportunity to check out a guy's equipment like this? A guy that I care about and trust, I mean. I want to take my time." She tilted her head to each side, examining it from all possible angles. "I thought penises stuck out when they were hard?"

"They, uh, do."

"You said looking at me got you hard. So why aren't you?"

"Well... I lost the hard-on 'cos... you know, this is weird."

"Oh..." Just looking at his flaccid penis wasn't enough anymore. She wanted to see him at 'full mast'. "What if I did this?" Buffy asked, putting her hands on her breasts, gently squeezing and pushing them together. "Does this do something for you?"

Spike's mouth was dry, he tried licking his lips. "You want me to get hard?"

"Mmmhmm. I want to see it as big as it gets. Can... I touch it?"

"Oh God," Spike groaned, looking up to the ceiling. "I thought you just wanted to see it?"

"I did. And now I wanna touch it. It's already out and everything..."

Spike didn't say anything, but he didn't put his dick away or move away from her. So Buffy took that as a sign for her to continue her 'research'.

Buffy tentatively touched the topside of his dick, looking at it intently. "Your skin feels so soft." She gasped, then giggled when it visibly jumped. "Wow, has a mind of its own, huh?"

"You c-could say that, yeah."

She lightly stroked her fingertips back and forth over the top and sides of his cock, looking at it with a delighted smile on her face. "Take your hand away," she said, tapping his hand.

Spike was pretty much going to do whatever she told him to do. She'd put him in a horny trance. He just stared at her with disbelief (and increasing lust) while she pushed his jeans down his thighs a bit more, and then put both hands on his hardening staff.

Buffy laid his cock on her palm, continuing to pet him with the other hand, moving her hands back and forth. "Ooh, I feel it doing stuff," she giggled. "It's fun to play with, but I'm thankful I got internal genitalia. No one can tell if I get a stiffy."

"Yeah... that's one of the drawbacks."

"You liking it?" Buffy asked, looking up at him hopefully. She wanted Spike to have fun too; she'd feel terrible if he was just weirded out and uncomfortable during this.

"Are you kidding? How could I not?"

"Good. Take your shirt off, it's hanging down and obscuring my view." Buffy winked.

Spike hesitated for a second before pulling his t-shirt off over his head. He tossed it onto the couch where he'd been sitting.

Buffy's eyes moved up his torso. "You have an amazing body..."

"Th-Thanks."

Buffy was getting very aroused and very squishy. She'd never been this turned on with a man before. That was one of the reasons she'd come to the conclusion that she was gay. She'd never gotten too worked up thinking about or looking at men. It wasn't just the alcohol lowering her inhibitions, this was a deep-seated desire. She wanted to explore Spike's body -- thoroughly.

Her right hand moved up to his abdomen, she began to run her hand up and down and all around over his stomach and chest, while her other hand slowly pumped him. Buffy was thrilled by the feel of his skin, so hot, so silky and smooth.

"I love your muscles. You remind me of those cool Roman or Greek statues. God, you really are beautiful... I'd still love to draw you sometime, but... I've got funner things to do right now."

Spike smiled down on her, trying to make his brain work. His cock was getting harder, and less blood was going into the big head. All he could think about was her getting more 'curious' and possibly letting him have his way with her. But that wouldn't be smart... with them being friends and all...

"You must wax. Your body's almost hairless, like one of those cats," Buffy said with a smirk.

"Oh, thanks. That's what I was goin' for," he said sarcastically.

"I like it, it's a good thing! Nice an' smoooooth." She ran her hand back over his chest and down onto his abs. "Good thing I've kept up with the waxing and plucking too, could've been embarrassing for me. Don't know what it was, but something told me to look my best tonight."

"You looked so good you inspired me to do the nude drawing of you, so yeah, you look fantastic."

She smiled and wrapped both hands around his cock again, pumping and pulling harder.

Spike closed his eyes, trying to breathe normally. Having Buffy's hot little hands stroking him was getting him stiff as a board. He braced himself for the inevitable end of her curiosity, when she'd say that she'd done enough looking and touching. Then he would hurry to the bathroom to finish himself off.

But then his eyes shot back open at the feel of something wet on the head of his cock. Buffy was dabbing at his cumslit with her tongue.

He just watched her, stunned.

"Wanted to see what it tasted like," she explained. "Guess I should've warned you, but it was a spur of the moment kind of thing."

"We should st-stop now," Spike said. He would have backed up and away from her, but Buffy had a firm hold around the base of his cock -- he wasn't going anywhere.

"What if I don't want to stop? I don't think you really want me to stop either..."

"You want me to cum on your face?" he asked bluntly, thinking that would make her immediately release him. "'Cos that's what you're gonna get if you keep doing that." But Buffy didn't flinch or let go of him. If anything she appeared even more intrigued.

She began stroking him again, eyeing his cock and licking her lips. "Really? You're close to cumming?"

"I-I'm going to eventually..."

"Maybe I could taste it when you do?"

Spike groaned, his eyelids fluttering.

Buffy smiled up at him, enjoying her womanly power over such a magnificent specimen of manhood. "That gets you hotter, huh? Me saying that I'll taste you, or let you cum in my mouth."

"You need to ask?" Spike moaned. He was fighting not to thrust his hands into her hair and fuck her mouth.

Buffy twirled her tongue around his cockhead, looking up into his eyes, then looking back to his dick every few seconds. She slid her lips over the tip, softly licking and sucking. She felt pre-cum gush onto her tongue and swished it around her mouth experimentally. She deemed it yummy.

She smacked her lips, smiling up at him. "You taste really good. Sweet, salty, and kind of fruity."

"I've had -- Uhhhh -- lots of fruit in my diet lately. Must be it."

Buffy continued pumping him slowly in her fist. "Hmm, your jizz and pre-jizz can taste like what you eat? I did not know this. Interesting. See? I'm already getting quite an education."

She took him back into her mouth, taking more in and bobbing slowly. She wasn't hesitant in her strokes or sucks anymore, she knew she liked it. She knew he was liking it too. One short month ago, Buffy never thought she'd ever have -- or want -- a penis in her mouth. But now she had a whopper of a dick sliding in and out of her mouth, and she was loving it. She loved the way his cock tasted; she loved the way it twitched and pulsed in her hands and mouth; she loved the sounds Spike made while she sucked and pumped him. She also loved the look on his face as she did this to him. He looked surprised -- hell, even she was surprised she was doing this. He also looked like she was doing the most wonderful thing in the world to him. His jaw kept dropping open, his eyes were getting glassy and darkening. His breathing was getting more shallow.

Buffy pushed and held his cock up against his stomach to get a good view of the underside. She used her left hand to cradle his balls, being very gentle because she didn't know how sensitive those were. She just gently rolled them in her palm. Then she pressed long, firm licks to his cock, going from balls to tip.

"Christ!" Spike moaned and panted loudly. "Ahhh -- God, Buffy!"

She grinned that she was apparently doing a good job. But again, she wanted more.

"Is good?"

He nodded vigorously, breathing through his nose.

"Don't guys want to touch the woman when they're giving them head?"

He wasn't big on comprehension at the moment and didn't get what she was saying. "What d'you mean?"

"I mean... don't you have the desire to touch me?" Buffy wanted to feel his hands on her body, his fingers in her hair. But his arms were either hanging at his sides with his fists clenched, or he would interlace his fingers at the back of his neck. She needed to feel his touch.

"I was trying not to let myself touch you. I didn't think you'd want me to..."

"I do."

"You mean... like this?" He slid his fingers into her hair, his fingertips lightly skimming over her scalp.

Buffy smiled and closed her eyes. "Yes."

"And this?" Spike asked, tracing her cheek with the fingers of his left hand.

"Yes, for starters," Buffy said in a huskier voice. She opened her eyes to look at him, leaning forward, and bringing his cock back to her mouth again.

Spike thrust both hands back into her hair, moving his hips slightly and watching her watching him. "Fuck, you're so bloody sexy!" he breathed.

She smiled around him and "Mmmmm"ed, giving little squeezes to his cock and balls to show she appreciated the compliment and thought the same about him. Buffy tried to take more in, then gagged when it hit the back of her throat.

She pulled back until the tip popped out of her mouth, and then coughed.

"Shit, you okay?" Spike asked.

She nodded and coughed some more, but also chuckled. "Guess I found my limit." She wiped her watery eyes. "That's quite a dick you have there. It looks big, but it feels huge in my mouth."

She'd taken both her hands away from him, and was pleased to see it was now standing out from his body. "Yay! I got it to salute!"

Spike laughed, looking down at his stiff dick. "Yeah, you sure did."

She opened her mouth and tried capturing the tip with her lips without using her hands to hold him still. It bobbed and weaved at first, eluding her mouth, but she finally latched on and sucked him in. She looked up at him, sucking, and then tugging his jeans down further to his knees.

"Should I just lose the pants?" Spike asked.

"Mmmhmmm," she hummed, noting that he made a little moan of appreciation when she made noise while having him in her mouth.

Buffy let his cock escape from her mouth, and then helped him step out of his jeans. She tossed them aside but then went right back to where she'd left off.

She moved her mouth up and down his hard cock, using her hands to rub from his knees to his hips.

"Shit!" Spike panted, pushing her hair away from her face. "You've really never done this before? 'Cos... Fuck!"

Buffy giggled with a mouthful.

"I've never known a lesbian to enjoy giving a blowjob as much as you -- Ahhh -- seem to be."

She took him out of her mouth, stroking him and flicking her tongue over his length. "I'm not sure what the hell I am anymore. But I do know that I'm enjoying this. This is actually really fun!"

"For me too, you have no bloody idea..."

"Maybe we should do this on movie nights from now on," she joked. "Go down on each other after the movies are over."

Spike smirked. "Okay, but Xander's not allowed to attend. I want you girls all to myself. I'm a greedy bastard."

She laughed. "You want me, Anya, Willow, and Tara at the same time? I don't know if you'd survive."

"That's the way I wanna go."

Buffy slid her mouth back onto him, bobbing her head faster and humming as she went.

Spike moaned and bent down a bit to touch her bra-covered tits. He did a quick check over his shoulder to see if the dog was freaked out at all by what he and Buffy were doing. But Sunshine was resting comfortably on her doggy bed, eyes closed and snoring. How she could sleep through loud things was a mystery, but he was grateful for it.

Then he turned his full attention back on Buffy. He never would have guessed that she'd be such an enthusiastic pole-smoker. But she was really going for it, vigorously sucking and bobbing on him. He rubbed her breasts as best he could from the awkward standing position. Her nipples were soon poking at the satiny material. He pushed his fingers down into her bra, wanting to feel her hard little nipples directly.

Buffy moaned, again, craving more. Everything she did that she thought would sate her curiosity and needs made her want more. More sensation. More intensity. More. Her appetite grew with every new action.

She slowed down and reached behind her to unhook her bra. Spike's hand surrounded her breast as soon as there was room for him to thrust his hand down. She let her bra fall from her arms, then put her hands back on him.

Buffy pulled her mouth off his cock to draw in some deep breaths. "You gonna cum for me?" she asked in a growly voice, showing her teeth and pumping him briskly. "Huh?! You want to cum in my fucking mouth?!"

"Ohh fuck, yes!" Spike growled back, tangling his hands in her hair again.

Buffy shoved his cock back in her mouth, moving her hands to his hips. She rubbed and grasped his hips in her hands as her mouth worked his staff.

Spike was very close now, nearly incoherent with lust. But he still was mindful not to fuck her mouth too hard or fast. "Uhhh -- Gonna cum!" Spike warned.

Buffy moaned, anticipating his load. And she really did want it in her mouth. She wanted to drink from him like a straw; something told her that she was going to like it. She stopped bobbing her head, letting him thrust into her mouth, and wrapped a hand loosely around his prick.

With a final shout, Spike blasted into her mouth. "Ahhhh--FUCK! Unnhhh!"

Buffy took the first few shots down the center of her tongue. Finding again that she loved the way he tasted. This was even better than the pre-cum she'd sampled. This was thicker, with more texture and flavor. She rubbed her pussy while she drained his cock. She was soaking through her panties, desperately needing some action of her own.

She tried swallowing quickly around his spurting, pulsing cock. Her mouth was brimming with his hot, milky, scrumptious seed.

"Take it -- Ahhh! Fuck yeah! Swallow all my fuckin' cum!" Spike shouted, shooting and then shooting some more.

Buffy did her best to drink him down, but some dribbled from her mouth, leaked down her chin and then down onto her chest.

Spike was moaning and breathing hard as he finished, trying not to lean too heavily on her shoulders.

"Damn, that was a lot of jizz!" Buffy said with a grin, licking up what overflowed from her mouth.

"Fuck..." Spike panted, standing upright and gently brushing her hair away from her damp face. "I haven't cum that hard in... longer than I can remember. You were so bloody good, Buffy."

She smiled, wiping the stray spunk from her torso with her discarded bra. She thought about scooping it up and licking it off her fingers, but her belly already felt nice and full. "Thanks."

"Did you, um... like it then?"

"Oh yeah... very much." Buffy was confused by the thoughts and emotions swirling around within her. She did like -- no, loved it. And yet again, she needed more.

If she did what she was thinking of doing next, it could mean a big change from the way she'd thought of herself for years. What if things went so well that she discovered she wasn't gay, after all? Was she bisexual (something she'd thought was only a convenient way for people who'd screw anything that moved to label themselves)? Though the flipside was... what if things went so badly that she and Spike couldn't be friends anymore? What if just the fact that they had done these things together made it so they couldn't look each other in the eye anymore?

Spike saw Buffy's face cloud, and feared that she was regretting what they'd just done. "Buffy?"

She looked up at him. "I want..."

"What do you want, luv?" Spike asked softly.

"I want you to fuck me, Spike," Buffy said with certainty.






Spike was shocked. He'd thought he was going to hear her say the opposite of 'Fuck me', expecting an 'Oh, we shouldn't have done that!' Fucking was definitely what he wanted to do too. "Are... you sure?"

"I'm very sure." Buffy smiled, holding her hands out to him.

Spike took her hands and helped her stand up with him. "I want you... I just want you to be sure that's what you want, pet. It's a major change from..."

"I know. I've wondered what it would be like to have sex with a man before... but I never wanted to explore it more than I do right now -- with you."

Spike smiled and leaned in to brush his lips against hers, then pulled back uncertainly at the last moment. "Uh, is it okay if I want to kiss you?"

Buffy grinned and nodded. "I think some smoochin' would go nicely with the shagging."

Spike kissed her lightly, sliding his hands around to her bare back. Buffy felt like she was melting into him, pressing her lips and body harder against his, and running her fingers through his spiky platinum hair. She wanted him so badly. Then they were smashing and sliding their mouths together.

"Mmmm, you have great lips," Buffy breathed, nipping at his lips.

"You too," Spike mumbled against her mouth. Then he moved his lips along her jaw, down to her throat, stopping to suck on her pulse point.

"I remember seeing you -- Ohhh that's nice! -- and her kiss... Thought you had to be an awesome kisser, which turns out to be true. I also thought 'Wow, that Spike must be a helluva lover if he just kisses with that much passion'."

"I hope 'helluva lover' is your assessment at the end of the night."

"So far, so good!"

They mauled each other's mouths, their tongues probing and thrusting together.

She pulled back to look into his eyes, panting. "Will you do me now? Maybe a little oral first...?" Buffy asked seriously, as if a negative answer would kill her.

Spike smiled. "I thought you'd never ask." As if he would say no to eating her out? Especially not after the awesome blowjob she'd treated him to.

Spike guided her to the couch, Buffy laid on her back, parting her legs eagerly. He stretched his body out next to hers, his knee between hers. They started touching and kissing again, getting lost in each other.

At the first touch of his hand between her legs, Buffy moaned and clutched him. She was ready to pop. "Please, Spike! God, yes! Touch me!"

"Shhh, kitten," Spike purred silkily, grazing the side of her neck with his lips. "I'll take care of you. So wet for me, aren't you?" His fingers pressed between her folds through her panties. He was very encouraged by how wet Buffy was.

"Mmmhmm!"

He kissed her lips, then trailed kisses down her throat and onto her chest. He slowly rubbed her slit as he lavished her breasts with kisses, licks and sucks. He flicked at her nipples, one then the other, with his tongue before surrounding them with his hot lips and pulling on them.

Buffy moaned at how good it felt, she was trying so hard to control herself. She wanted to hump his hand, or better yet, just grab his cock and shove it inside of her. But she was the novice here and shouldn't rush, she'd have to follow Spike's lead. She trusted that he would give her the best experience possible. And she was keen on feeling his mouth on her pussy, she'd noticed how long and flexible his tongue looked in the past. She had to be patient, it would surely be worth the wait.

She let her hands roam over his shoulders and through his hair. She shivered when Spike's mouth moved down onto her stomach and his body shifted to kneel between her legs. Her poor neglected pussy was finally going to get some attention.

Spike loved oral sex, both giving and receiving, but he was a little concerned that he wouldn't be able to do it as well as another woman could. After all, who knew a woman's body better than another woman? Still, he didn't want Buffy to think him an ungenerous lover. And he was dying to lap at and bury his tongue in her very wet, sweet-smelling quim.

Buffy happened to open her eyes when her head was turned to the side, and then giggled.

Spike paused and looked up her body to her face, his lips in mid-pucker on her hipbone. "Laughing usually isn't a good sign..."

"I'm laughing because Sunshine is looking at us." She pointed to the dog, who was indeed watching them.

"Sunshine, go to sleep," Spike said in as pleasant and even a tone as he could. "Go to sleep, girl. Daddy and Aunt Buffy are busy."

The dog blinked at him.

"I don't think I can do it with her watching us," Buffy said semi-seriously.

"She's just a dog, Buffy. Not like she's going to tell anyone or take action photos of us with her iPhone." Sunshine was more than 'just a dog' to him, but he wanted to allay any fears Buffy had that might get her out of the mood for love.

"She's got those... almost human eyes... Sorry, it's freaking me out a little."

Spike wanted Buffy to be as relaxed as possible, so a change of venue to suit her was fine by him. "We could go to the bedroom? She can sleep out here tonight. She's got her doggy bed here, food and water out in the kitchen, doggy door access to the backyard. A sweet setup."

"She won't get mad if we shut her out of the bedroom?" Buffy knew that the dog usually slept on his bed at night because Spike had mentioned it once or twice in the past.

"She might, but I'm willing to take the risk of getting a bitchy, petulant Sunshine for a day or two. I'll buy her a new toy and that premium dog food she likes so much. She'll get over it."

Spike got up off the couch. "Let's take our clothes and head in, yeah?"

She nodded and got up to pick their clothes up off the floor.

Spike went over to Sunshine, bent down and petted her. "You be a good girl and go to sleep now." He gave her a kiss on top of the head, and then straightened up.

Buffy grinned. "That's so cute I can't stand it. You like to pretend you're so tough out in public, but you're such a big softie."

"Something unusual about me loving my furry daughter?" Spike smirked.

"Not at all, it's very sweet."

"Don't you go spreadin' the ugly rumor that I've got a sweet side, now," he said with mock seriousness, and then winked. "I'll deny it with my dying breath, I will."

"Nobody will hear it from me." Buffy made a lip-sealing gesture and giggled.

They finished gathering up their clothes, giddy and trembling with anticipation of what was to come next. They turned off most of the lights (though Spike left the TV on so it would keep the dog company), locked the front and back doors, then hurried into Spike's bedroom.

Spike hoped that Sunshine wouldn't be at his heels when she saw that he was heading for the bedroom. She was used to jumping up on the bed and curling up to sleep with him. But he was set on having some human companionship for once. It would break his heart to have to shut the door in the dog's sad face.

But Sunshine seemed to understand that something was different about tonight. She stayed on her doggy bed with her chin resting on her front paws, watching them.

He took a last glance at Sunshine as he closed the door, whispering, "Sorry, girl, I need this."






They dropped the clothes they were carrying, and went into each other's arms again at the foot of the bed. Talking between hot, wet kisses.

Spike said, "So... we'll be shagging, but just for a bit of fun, right? You're curious about what it's like to be with a man..."

"Right, and you're horny because you haven't gotten any in a while either. So yeah, it works out for both of us."

"We can still be friends after this...? I don't want to lose you as a friend, Buffy."

"I don't want to lose you either, Spike. Sex doesn't have to spoil our friendship. It's not like we'll have... romantic feelings for each other... right?"

"Right, yeah." Spike wasn't so sure. His first instinct had probably been the right one, that doing this would harm their friendship and they shouldn't do it. But Buffy (the girl he'd fantasized about being with, and who he had thought was completely unattainable) was offering her virginity to him. He couldn't resist. He only hoped that they would be okay, no matter how tonight turned out. "You've really never... been with a guy? Ever?"

"I met Cordelia, and that was it. I wasn't interested in pursuing a relationship with a guy. I had one serious boyfriend, Angel, before I discovered I was gay, but we didn't have sex."

"You're still a... a virgin. It's going to hurt you when I..."

"I've used dildos before, Spike. Look, Ma, no hymen! On second thought, no, Ma... don't look."

They both giggled like school kids.

Buffy kissed him with increasing passion. "I need you, Spike. Can't wait any longer!"

"Shit, wait! I-I can't remember if I have any condoms. Haven't had any use for them lately..." Spike was already picturing himself throwing his clothes back on and racing to the all night pharmacy.

"You don't need one," she said, not stopping the kissing and groping of him. She squeezed his butt. "You have such a great ass."

As much as he loved her squeezing his butt like she was testing him for ripeness, the birth control issue wasn't easily dismissed. "But if you're not on birth control, you could --"

"I'm on it, don't worry about it. Mmmm, good lips," she muttered chewing on his lower lip.

Spike frowned for a moment, wondering why a lesbian would need to be on birth control. But he was quickly becoming absorbed with Buffy and how she made him feel again. If she said she was protected, then that was good enough for him. Spike sat her down on the end of the bed, and kneeled on the floor before her. He leaned in and kissed her thighs while lifting and spreading her legs.

Buffy was going to mention that her panties were still on, but moaned and went back on her elbows when he pressed his mouth against her panty-covered slit. It felt great, but she needed to feel his mouth on her bare pussy. "Panties off!" Buffy breathed.

Spike smiled, also eager to get down to it. He pulled her underwear down over her butt, Buffy pointed her legs in the air to aid him in getting them off. It only took a few seconds for her red panties to go flying over his head.

"Mmmm, such a pretty pussy you have," Spike said, rubbing his hand lightly over her glistening pussylips. She was waxed smooth, with just a cute little lightning bolt shaped line of hair above her slit.

Buffy moaned, pushing her mound against his hand. "You think so?"

"Oh yes."

"Then why don't you give it a kiss?"

Spike wagged his eyebrows. "I'll do a lot more than that." He bent forward and licked the length of her slit over and over again with a firm tongue, then concentrated at the top to lick and suck on her erect clit.

"Ohhhh yes!" Buffy yelled.

Spike pushed his tongue against the underside of her clit, making chewing motions, then a few little sucks, then chewing some more. Buffy moaned her approval, gyrating against his mouth.

He slowly slid his middle finger into her hole, moving it in and out of her while massaging her clit with his tongue and lips.

"Ohh fuck! Ahhhh! Yeah!" Buffy threw her head back.

Spike's index finger joined his middle one inside her. He could feel how very tight she was, and it excited him all over again.

Buffy was moaning and squirming under his ministrations, thoroughly enjoying the experience so far. "Ohh Spike, I'm so close!"

Spike rotated his hand to palm side up with his fingers inside of her. He carefully searched for that elusive little bump. A smirk spread over his face when he located it.

Buffy's eyes widened and she sucked in air when he began rhythmically tapping her G-spot. "Ohhhhh fuck! Uhhh! F-FUCK!" She panted for breath, looking down at him as the finger-fucked and tongued her into a frenzy. His blue eyes were locked with her green ones.

Spike didn't know how into it Buffy would be once he started doing things to her. He'd thought she might decide being with a man wasn't her 'thing' after all or that she might have to close her eyes and fantasize that she with another woman in order to get off. But at this moment, her eyes were riveted to his. It thrilled him that she was here with him, completely. She was looking at him with eyes ablaze with passion, the same way he was looking at her.

Buffy came, screaming in ecstasy, her body jerking. She dropped fully onto her back, her legs bent at the knees and spread wide.

Spike looped his arm around her upper thigh to hold her as she bucked against him. He was proud that he was making her cum so hard. Why had he doubted himself for a moment?

'She certainly liked that!' he thought, giving himself a mental pat on the back and continuing his assault on her clit.

But his happiness, pride, and desire were put aside when he noticed Buffy was acting weird, even considering that she was having an orgasm.

She was making a droning "Mmmmmmm" sound incessantly, her eyes were fluttering, her body still jerking -- not just little spasms, but 'I'm being electrocuted' kind of jerks. Was she having some kind of seizure?

"Buffy? Oh my God, Buffy!" Spike jumped to his feet and leaned over her shaking body. He gave her face light taps, desperately trying to remember what to do when someone was having a seizure. "Why didn't I pay better attention to 'Rescue 911'?!"

It took a few nerve-wracking seconds for her to respond, but then she smiled and started taking deep breaths. "Oh my God, I never came that hard in my life! Holy shit!" Then she noticed how freaked out he looked. "Spike, what's wrong?"

"What's wrong? Y-You were having a fit or something! I was going to call an ambulance!"

She laughed and lightly ran her hands over her chest and stomach, enjoying the big tingles still racing along her nerve endings. "I'm okay. I just came really hard. Oh my God, that was soooo good!"

He stood up and rubbed his face, trying to calm down. He absently licked the aromatic Buffy-juice from his fingers.

Buffy sat up and reached out to touch his arm. "I'm okay, really." She pulled him over to her and he sat down next to her on the end of the bed. She kissed his shoulder and rubbed his back, feeling how tensed up he was.

"I'm a bit... shaken up. I was worried about you. I thought I broke you."

She giggled.

"S'not funny," he said with a slight smile.

Buffy placed more soft kisses from his shoulder to his neck. "I'm sorry you were worried. I would've warned you, but I didn't know it could get that intense. Wow, you actually found my G-spot, didn't you?"

"Yeah... guess I shouldn't try that again."

Buffy pouted, a V forming between her brows. "What? Why not?"

"Because I thought you were having a seizure."

She smiled. "It was a good kind of seizure." She put her hand at the back of his neck and drew him to her for a deep kiss. "Whatever it was that happened, it was awesome! Make me do it again."

"You're sure you're okay?" he asked again, sincerely concerned.

She nodded and put her hands on the sides of his face, mashing her lips against his. Spike was relieved that there wasn't something wrong with her. Drusilla had screamed like a banshee when he went down on her and when they shagged, and she often had powerful orgasms, but nothing like what he'd just seen Buffy experience. He'd been too worried about Buffy to enjoy it as much as he could have, it had scared the hell out of him.

Buffy moved further up the bed, bringing him along with her by his arm. She had to get him relaxed and ready for fun again. She felt guilty that he'd been so shaken up at her intense seizure-like orgasm, the poor baby was still trembling slightly from the scare. But that's the only part of it she felt bad about. The orgasm itself was like a brilliant fireworks show was going off in her mind and body. She intended to feel that way again if it was humanly possible, it was better than any drug. Was it a fluke, or did Spike have a mystical, magical touch? She wanted to find out.

Spike laid on his back and Buffy laid against his side. After some tongue wrestling, Buffy began kissing her way down his body. She touched and kissed those hard muscles she'd been so taken with. Her right hand wrapped around his cock, slowly stroking him back to hardness while she teased his nipples with her tongue and teeth.

Spike moaned, one hand making circles on her back, and the other whispering through her hair. Buffy was happy that he didn't put a stop to their evening because of the major happy he'd given her. She had to make sure he wouldn't get freaked out again when she (hopefully!) had another seismic orgasm.

"Seems like you're relaxing again," Buffy commented, kissing down onto his abs.

"Yeah, I feel much better. Have you... ever cum like that before?"

"Never as big as that one. I can't even describe how fucking amazing it felt..." she sighed dreamily. "But you can see that I'm fine now, so don't be nervous about me doing it again, okay? I might flop around like a fish on the deck of a boat, but I'll come out of it."

Spike smiled. "I'll try not to be too worried if it happens again. You're obviously okay..."

"Mmmhmm." She smiled at him then circled his cockhead with her tongue. "What position is best for straight sex?"

"Uh, well... you've got your basic positions, and then variations on them. There are some simple ones, like Missionary, then there're some that require a little more flexibility and coordination, and then there are some acrobatic, fancy ones."

"Missionary sounds boring, it's named after God-fearing, pleasure-hating missionaries who were fond of making native women cover up their boobies."

He chuckled. "It can actually be a lot of fun, despite what the name may imply."

"Well, you're the hetero sex expert, I'll let you decide." She suckled at the head of his cock.

"Ahhh -- Can I just say that you look even more beautiful with my cock in your mouth?"

"Not very ladylike though, is it? Ooh, I know, I'll extend my pinky whilst sucking your dick." She giggled and then did just that. "Now I look like a princess, right?"

"Very classy." Spike grinned, thinking that Buffy was proving to be fun in bed too. She was perfect. He could easily fall head over heels in love with her -- that thought caused his smile to fade a little. Then he moaned as Buffy gobbled his dick. He told himself, 'Just enjoy as much as she's willing to give you. Make tonight the best night of sex of your lives, and don't think what may or may not happen tomorrow. And -- for God's sake -- do not say anything about love!'

Buffy pulled her mouth up his length until just the mushroomed head remained inside. She ran her tongue around and around his knob, pressing firmly against his sensitive flesh, relishing the silky skin and taste of his penis. She could feel him swelling and growing in her mouth and hand, she loved that sensation too. It also meant that they were getting closer to the actual fucking, which filled her with desire and just a bit of anxiety. She wasn't literally getting her cherry popped, but Spike's would be the first flesh-and-blood penis that she'd had inside her. But she wanted it. She wanted it bad.

Buffy let him pop out of her mouth, then laved the head with long licks. "I've never used a dildo as big as your dick, should be interesting on that level, too."

"We'll take our time, no rushing," Spike promised.

"You might have to keep reminding me of that," she chuckled. "Like, right now? I just want to jump on you and start humping."

"We can take it as slow or fast as you like, pet. But I think it will be more satisfying to pace ourselves."

"You're right, I'll be patient." Buffy went back up into his arms. "Before we start, I want to say that I only have a few things that are on my No-No List. No fists up anything," she grimaced and shuddered at the mere thought. "My butt is an off-ramp on the freeway of life, so nothing at all will be going in there. No painful things, like nipple clamps or whips. And no uncomfortable positions that will make my muscles all sore and crampy."

Spike nodded. "All No-No's have been noted and will be observed."

Buffy smiled. "Good. None of those things are stuff you really like, are they?"

"Nothing I can't live without, no. The first thing you mentioned I would never do anyway. And I'm not into anything even close to hardcore S&M, so you don't have to worry 'bout that. However, anal can be great if you have a considerate partner, and some cramped positions can be fun for a few minutes. But I'm very flexible -- in both body and mind -- so I won't try doing anything on your list. Or, if I do something you don't like as we go along, just tell me to stop, alright? There're lots of fun things we can do that we'll both enjoy."

Spike enjoyed anal, but he knew many girls were not butt-fucking fans. Buffy was one of them, apparently. He could deal with that very minor disappointment if she was giving him access to the rest of her body.

"How 'bout this: we'll try out several positions -- a sex positions sampler, if you will."

"I will," Buffy giggled, excited about that idea. "It'll be like ordering in a naughty restaurant."

"Is it out of the question that we do some positions you might find yourself a bit uncomfortable in? I promise that we'll switch to something different if you really don't like them. If your muscles do get sore, I'll give you a good rubdown afterwards."

"Hmmm, I guess I could try some things and then judge. Just nothing with me balancing on top of my head or being folded up like a card table."

"Deal, no balancing on your head or body folding. We'll try some out, and then you can find out which ones you like best, and ones that you don't care for."

"You're a sex genius. What position do we start with, Professor Spike?"

He smirked, liking the teacher/student thing. "Hmm... let's start with Missionary, and then we'll try a variation. See if you still think it's boring."

Spike pushed aside all but one of the pillows, he'd be needing them in a few minutes so he didn't throw them off the bed. Buffy laid on her back in the middle of the bed with her head on the pillow. He laid his body overtop hers, kissing her while supporting himself with his forearms on the mattress, and nestled his hips between her legs. Buffy put her arms around him, already loving the feeling of his ripped, warm body against hers. His hard cock was pressed against her flat stomach, she could feel his enthusiasm and was just as excited as he was to get started.





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