A/N: I really like this chapter, I hope you do to. Thanks to my loyal reviewers, I'm so glad you're enjoying this. I hope you'll like what's coming next.

Don't fall apart on me tonight,
I just don't think that I could handle it.
Don't fall apart on me tonight,
Yesterday's just a memory,
Tomorrow is never what it's supposed to be
And I need you, yeah.
-Bob Dylan, "Don't Fall Apart on Me Tonight"

Spike didn't know what to say. Buffy had barely mentioned her father, and when she did, it wasn't pleasant. He did know, however, that Buffy shouldn't just be staring off into space like she wasn't even there.

"Buffy? Luv, you ok?"

Buffy didn't react and Spike reached up to take her shoulders. "Buffy, look at me." When she didn't move he shook her gently and raised his voice. "Buffy!"

Finally she turned her head and met his eyes. "He's dead."

Spike sighed in relief and pulled her closer. "I'm sorry, luv. What happened?"

"He had a heart attack. He was in Spain with his secretary."

Spike pulled her to him and held her tight, feeling her tremble slightly, but she still wasn't crying. Spike didn't know what to think of that. She didn't seem to have much of a relationship with him, but a parent was a parent. Even when he and Rupert had been at their worst, his death would have broken Spike.

"Where was Dawn?"

Buffy sat back quickly and reached for her phone. "Oh my God, I didn't even think about it. What kind of sister am I? God, she must be so upset. Where is she going to live?!"

Spike put a hand over hers on the phone and cupped her cheek in his hand, trying to catch her eyes. "Buffy, hey, look at me."

"Spike, just let me call!"

"Wait, pet-"

"Don't... just give me the phone and leave me alone."

"You know I'm not gonna leave you alone, not now. Buffy-"

"Spike, just shut-up, I have people to deal with, ok. Not everything is about us. I've got to take care of Dawn, I should have been doing that immediately."

Spike swallowed hard and tried not to lose his temper. "Buffy, please look at me," his voice was soft and soothing and she felt some of the tension drain out of her.

She finally made eye contact and he leaned in and kissed her softly. He was half-afraid she would pull away, but when she returned his kiss and leaned her forehead against his, seeking strength and comfort, he relaxed. "She's going to be ok. You were in shock for a moment there, it's ok to have not thought of everything. Why don't you take a second here to figure out what you feel about all this before you talk to her. This could turn into one huge emotional train wreck over the phone if you're not careful."

Buffy let out a breath and reached up to cup his face, kissing him again. "Thank you."

"I'm always here for you, Buffy. You can't push me away, I don't take no for an answer."

She smiled wryly and shook her head. "Yeah, I know."

They were silent for a moment and Spike moved to sit behind her.

"What are you doing?"

"Just trust me, luv. Lean forward and relax. Tell ol' Spike what's going on in that pretty little head of yours."

His hands ran up and down her bare back and finally settled on her shoulders, beginning to knead away some of the stress that had built in the past few minutes. It was then that Buffy realized that they were both still naked, and she was amazed that she could be so comfortable with him. Never before had anyone seen her like this. All the previous boyfriends she had had either didn't last long enough for more than a quick tumble with the lights out, or they were too all-american and prudish to be ok with it.

Spike had been the first person to see her so exposed, and her love for him grew the more she thought about how right it felt to be so free with him.

"I really love you," she whispered, sighing as he worked his magic.

Spike smiled and kissed the back of her neck. "Not exactly what I was expecting, luv, but I'll take it."

They were silent again for a few minutes, the only sounds were those of Buffy's little whimpers or moans when Spike worked a sensitive spot.

"Is it wrong for me not to really feel anything."

Spike thought before answering. "When you talk about your mother, I know there was something there, between both of you. And it was hard for you, I hear it, and I see it. When you talk about your father... You don't talk about him all that often, and when you do, it's never a good thing. I didn't know what to expect when you told me what had happened. Just because he helped bring you into the world, doesn't mean he's automatically entitled to your unconditional love."

"I want to care, Spike."

He heard the tears in her voice and he stopped his hands and wrapped his arms around her waist, bringing her close to him. "I know, luv. You feel what you feel, but the way he treated you... He doesn't deserve you're tears."

"He's my father."

Spike sighed and was silent for a moment, debating whether or not to tell her what he really thought. "Do you want my honest opinion?"

Buffy wasn't sure that she did, but she trusted Spike, and knew he would never intentionally hurt her. "Yeah."

"I think you should tell his bloody secretary to deal with his shit and bring Dawn here without looking back." Buffy stiffened in his arms and he brought up a hand to stroke her arm. "But you're a good daughter to a man who doesn't deserve it, and I know you'll take care of things. The thing with Dawn... I don't know what you want to do, but I think she'd want to be here with you. She's almost done with school. Maybe she could finish and then come up here, I'm sure she'd get into Sunnydale. Guess it's up to you and her though."

"I'm not worried about what will happen to Dawn, not financially I mean. He had so much money that she could probably go to any school she wanted and buy a house for herself to live in."

"What are you worried about, then?"

"When I see her, she'll know."

"Know what?"

"That I don't care, that I can't care. He abandoned me, Spike. He left me and mom alone, and Dawn doesn't remember mom crying all the time and barely being able to take care of us. Dad took her away when mom got sick and Dawn doesn't know what it was like to take care of her instead of going to college with all my friends and get nothing from him. He didn't even call when she died."

Spike turned her in his arms and let her bury her face in his chest. "Shh... I know, baby, I know..."

"I made this life for myself, I lost so much, spent so long being the adult when I was just a kid, and now, when I'm finally doing to college thing, being a kid when I should be finding a real job... He's laying this all on me, even in death, and I just don't want to deal with it. I want to tell him to fuck off and take care of it himself. It's not my fault he died!"

Spike held her while she cried and his resentment of her father grew with each second. He knew most of the details, knew that she'd thrown years of her life away caring for her mother while her rich fuck-off father spent his time in the Bahamas, but Buffy had never let him know how much it had hurt her. For some reason he believed her, "I'm ok with it" story, and now he felt like an ass for not understanding sooner.

She finally tired herself out with crying and sat up. She let out a half-sob, half-laugh when she saw what she'd done to Spike's chest. "God, I'm sorry, I haven't thought about any of that for years. I didn't know I was still so angry."

"He put you through hell, you've got every right to be angry."

Buffy shook her head and let out a deep breath. "I'm over this, I'm better than this."

Spike leaned in and kissed her. "That you are." He tried to kiss her again, but she turned away. "Buffy?"

"Spike, I'm all gross, after crying, you can't want me like this."

He raked his gaze up and down her body and pulled her close, her thigh rubbing up against his semi-erect member. "Always want you," he whispered, his voice husky.

Buffy turned back to him and kissed him hard, letting her anger at her father translate into her passion for Spike. He let her lead, knowing she needed this.

Buffy slowed her movements, realizing that what she had with Spike wasn't about their issues anymore. She pushed him onto his back and brought his hands up over his head. Spike let his eyes flutter closed as her mouth descended onto his chest, making intricate designs with her tongue.

She avoided his nipples until his groans became too pathetic for her to handle. He cried out softly when she finally took one into her mouth and sucked gently. Spike ached to touch her, but refused to break her trust.

He felt her move lower and lower, he moaned when her breasts brushed against his throbbing erection and barely kept from thrusting up for more contact. Buffy sat up and watched him, his eyes closed, panting hard, his fists clenched at the top of the pillow.

She smiled before she settled between his legs and reached for his hands. Spike's eyes shot open and he couldn't help but moan when he felt her settle his hands in her hair. "God, Buffy...."

She smiled again before licking a line up the underside of his shaft. She held his hips down and took her time driving him crazy, licking up and down, sucking softly on the head before moving to place moist kisses around his cock. He was almost crying with frustration when she finally sat up and sank down onto him without warning.

"Oh Jesus!"

Spike shot up and couldn't help but thrust hard into her. Buffy wrapped her arms around his neck and kissed him hard before she began riding him hard and fast. Spike couldn't keep up with her, he gave up and held on for the ride, letting her set their pace, fucking him so hard he thought he would weep from the pleasure of it.

His release came all too soon for him. He couldn't hold on, she'd had him on the brink before her surprise mounting and he managed to thrust up into her three times as deep as he could go before he shot his load into her, crying out her name loudly, without heed to those in the next room.

The look on Spike's face, and the feel of his hot seed spilling into her sent Buffy after him, muffling her cry with his shoulder, more because she needed something to bite down on, than the fact she didn't want to bother her housemates.

They held each other tightly while their breathing returned to normal and Spike laid back on the bed, pulling her down on top of him.

"I must say, I didn't imagine this afternoon going the way it has."

"I wasn't using you."

Spike looked down at her, being unable to see her face frustrated him. "What are you talking about?" he asked softly.

"I just felt like... I don't know. I've been so emotional and that just happened all of a sudden. I don't want you to think that I did that because of my father."

"Buffy-"

"Just tell me you know."

He ran his hands up and down her back and kissed the top of her head. "I know, luv, 'course I know."

Spike had never seen Buffy like this, and it worried him. If she fell apart for whatever reason, he wasn't sure he was together enough to fix things like she had. He held her tightly and listened to her breathing even out until he was sure she was asleep.

***

"Dawn?"

"Buffy, where are you?"

Buffy felt Spike squeeze her hand and she smiled at him gratefully. "I'm still in Sunnydale. I'm getting a ticket to come to LA tomorrow. How are you doing?"

She heard Dawn take in a ragged breath and closed her eyes against the guilt. Dawn had always been Hank's favorite. Buffy was happy Dawn never had to question her father's love, but it frightened her that Dawn would hate her once she came to LA and didn't mourn the way a daughter should. "I'm gonna be ok. I'm staying with Janice's family. I want to be with you, though. How are you doing?"

Buffy paused. "I'm just worried about you Dawn."

"Don't be, I just can't wait for you to get here."

"I'll be there as soon as I can. I've got to go though, packing and everything. I'll call you when I get in, are you sure you'll be ok?"

"It's me, Buffy. Not the first time I'll be left alone."

"Dawn-"

"Pack, Buffy, and get here. I'll talk to you later, oh and tell Spike hello for me."

"I will, I'll see you soon."

Buffy turned to Spike and leaned her head against his shoulder. "Everything ok, pet?"

"Yeah, she just wants me there."

Spike rubbed her back and kissed her temple. "Want help packing?"

Buffy looked up at him and giggled before kissing him and standing up. "You are the last person I would ask for help."

Spike mock-pouted. "What do you mean?"

"Please, it takes you forever. And that's without the added distraction of us together. Go make further amends, I'll be out soon."

Spike stood and kissed the top of her head. "Let me know if you need anything."

"I will."

***

Spike's feet led him to Xander's room unconsciously and he wondered whether or not he would be welcome. Before he could decide whether or not to knock, Anya opened it and ushered him inside.

"I couldn't stand to know you were outside there. It was irritating, and Xander was too stubborn to get you himself."

Spike stood awkwardly in the doorway, waiting for his friend to look at him. "Hey, Xand."

Xander finally looked at him, and a tense moment passed before he finally smiled and stood up. "It's ok, man. All's forgiven."

Spike smiled back before they hugged and he felt the last bit of stress weighing on him let go. "I'm so glad, couldn't stand it."

Xander pulled back and punched him lightly in the arm. "It's just so sad to see you looking so pathetic, I couldn't stand it anymore."

Spike punched him back and fell back onto the bed, hugging a pillow to his chest. "So, anything big happen while I was gone?"

Xander and Anya exchanged a quick look but Spike didn't notice. "Nothing much, man. What about with you?"

Spike sat up and his smile faded. "Got a bit of bad news this afternoon."

"Really? Because Xander and I were very surprised to hear at least two instances of afternoon delight coming from your bedroom."

Spike rolled his eyes. "Some things never change, I see."

Xander sat down next to Spike and looked down at him. "What is it?"

"Buffy's father, he's dead."

They were all silent for a moment, no one knowing how to react. Anya knew from one too many tactless comments that silence was best when dealing with death.

"Shit, man. She going back to LA then?"

Spike nodded. "She's got to take care of everything. There's no one else left. Her little sister, you know the one you met at Christmas?" They both nodded and he continued. "She's still in high school. Feel bloody awful for her, and Buffy's worried she's not being a good sister because she isn't falling apart over the deadbeat."

"She has no reason to. From what's she's told me, he isn't worth it. I'd let him rot wherever he died."

Xander couldn't help but chuckle at his girlfriend's comments.

Spike just shook his head. "That's what I said, but she can't do that. She's too good."

Anya let out a groan. "Please, we all know how great Buffy is. I can't stand the lovey-dovey looks. Save it for the bedroom."

"Oh yeah, but my sex life is fine to talk about in civilized society," Spike shot back.

Anya raised an eyebrow. "Well, if you didn't yell so loud. 'Oh Buffy, I'm gonna cum!' and 'Oh Buffy, you suck me so good!'"

Spike growled and reached for her. "I do not say-"

Xander stepped between them and raised his hands. "Ok, everybody, no wrestling. I have an announcement."

Spike sat back but shot Anya a glare. She just smiled and saddled up next to Xander. "We have one."

Xander looked down at her and smiled. "Yeah, we do."

Spike sighed. "Alright already, what is it?"

Xander and Anya turned to him, their arms around each other. "We're getting married!"

Spike stared at them for a moment. "Huh?"