A/N: I missed flashbacks, so they're back and they're kinky, so here's your warning. This fic is mostly about Spike trying to learn to live with a terrible past and forgiving himself. If he hadn't done anything terrible, he wouldn't have a problem, so first I've got to establish who he was. This chapter's just a bit of Spike getting his ass in gear. The next five or so will start to move very fast and things will start to fall into place a bit. Thanks to all who have reviewed, it makes my day, please don't stop. Hopefully I'll have the next chapter out by tomorrow at the latest.

-Bob Dylan, Just Like Tom Thumb's Blues

After her heart to heart on the porch with Spike, Buffy decided to dive head first into dating Riley and trying to get what she could never have out of her mind. Weeks passed, school began, and she saw very little of Spike. She couldn't tell if he was trying to avoid her or if they just had conflicting schedules. She hoped it was the latter as she still wanted to see him in a platonic capacity, even if it hurt them both a little.

By the third week and the fifth date with Riley, they decided to see each other in an official and exclusive manner. She was under no delusions that it was going to last forever, but he was nice and stable and gave her all the attention and space that she needed. She liked Riley, she really did, and sometimes she felt guilty dating him when, in her mind, there was no chance for a real commitment on her part, at least not emotionally. She still wanted Spike, but she was over the gloomy period of regret that things couldn't be different.

Her relationships with the others in the house progressed and she began to feel more welcome within the previously impenetrable make-shift family. Willow and Tara were still the closest to her, and after a while she felt like she could confide pretty much anything to them. Tara was quiet but firm when she needed to be, and she seemed to be the most understanding and forgiving of anyone she'd met. Willow was quirky and ambitious, but some of Tara's understanding must have rubbed off on her, plus, both of them had been close to Spike through whatever hell he'd lived through, and that must have forced a lot of compassion and tolerance on them. Buffy still wasn't sure what exactly had happened to him in the years after Tara left him, but she knew they'd been bad, both the things he'd done, and the things that had been done to him.

At first, Buffy was reticent about forming any relationship with Anya. She still felt a little jealous about the whole Spike situation, and she was a little put off by the bluntness of Anya's conversation. After Anya confronted Buffy about Spike and how sorry she was that things couldn't work out, while at the same time making Buffy slightly uncomfortable with some intimate knowledge of the whole house's sex lives, she'd warmed up to her considerably. Now Anya was her number one shopping buddy, and they'd even scheduled a double date with Xander and Riley.

Xander was intensely protective of Spike, but he seemed to realize that Spike's pain was paralleled by Buffy's, and that sometimes it wasn't anybody's fault. He became like an older brother to her, he made damn sure Riley was treating her right at every opportunity, though she could tell he was looking for a way to get her and Spike together. Both he and Anya, though they thought they were being stealthy and liked Riley well enough, were obviously plotting to help Spike into a new relationship with her.

By the third week of school Buffy was already swamped, she felt like she hadn't stopped for a moment since the semester started. Eighteen credit hours, plus the job hunting she'd been fruitlessly doing were enough to make Buffy decide to stay home that Friday and do nothing but sit on the couch and watch movies. Everyone else seemed to have plans, so that meant she could be alone. She didn't have to talk, entertain, or even move.

It was bliss.

"Buffy?"

Great, now it was just going to be uncomfortable.

"Yeah? I'm in here."

Spike strolled into the living room in sweat pants and nothing else. Buffy looked down to try to hide the flush that crept into her cheeks.

"Mind if I join you, pet? I'm a little knackered myself, haven't had a break since God knows when."

She avoided looking at him and scooted to the side of the couch making room. "Sure, though, I'm not very good company now. I'm too exhausted to do anything but sit and stare."

He sat down and propped his feet up on the coffee table. Buffy didn't exactly have a foot fetish, but some people should be legally required to wear shoes outside the bedroom. "'S alright. Pretty much the same here." They sat in silence for a moment, the only sound coming from the television. "Haven't seen you 'round much lately, how've you been?"

Most people wouldn't have been able to pick up on the underlying questions, but Buffy's hypersensitivity to anything Spike made her acutely aware of what he really wanted to know. She wasn't going to indulge him though, if he wanted to know about Riley, he'd have to be man enough to ask. "Just really busy, school and all. I've been trying to find a job, but I think I waited too long, everything's full. You?"

"Busy with the book and my TA duties, plus school on top of that. Keeps me busy, but I'm really happy with almost everything."

They let the last part hang in the air between them until Buffy was too uncomfortable to let it pass. "Spike, I really do want us to be friends."

He looked over at her and watched her pick at the blanket. "Me too, pet. What's the problem?"

She continued to avoid his eyes, as he'd pulled her in too many times already with them, and took a deep breath. "Just, I feel like ever since that night, we haven't even seen each other. I mean, I figured it was our schedules, but even so, I see everyone else at least occasionally."

He ran a hand through his hair and sighed. "Well... I mean," he sighed again. "Buffy, it's not as easy as all that."

"You think I don't know that?"

"Well you're the one who's making it sound like I'm avoiding you just because I'm a jackass. I'm trying to stay away until I know that I can be a friend to you, not just somebody that tries to convince you that you made the wrong decision all the time."

Buffy nodded. "So was tonight the grand unveiling of new friend Spike."

He chuckled and she felt the mood shift a bit into more comfortable territory. "Yeah, new friend Spike, here for all your girl's night in needs. I even have ice cream as a bit of a peace offering for the last few weeks."

"What kind?"

"Well, a few, Phish Food, Half Baked, Chubby Hubby, and plain old vanilla in case those were too adventurous for you."

"Offering accepted, you may now bring them to me to sample."

He laughed at her imperious tone and pulled himself off of the couch. "Demanding little chit, aren't you?"

"You were Mr. Avoidy, now you have to suffer the consequences."

"Yeah, yeah," he called back as he walked into the kitchen.

He returned a few minutes later with spoons and all the cartons of ice cream. They sat together and debated the merits of each combination while half watching television and half watching each other. It was as if nothing had ever been awkward between them and Buffy marveled at the way they had shifted from serious uncomfortable talk to an actual friendly night together. As the night progressed and they both grew more tired, Buffy didn't object when Spike pulled her over to rest her head in his lap. He ran his fingers lightly through her hair and tried to enjoy her closeness in a purely platonic way. There was a bit of longing, but Spike had had three weeks to pull himself out of pursuer mode and into friend mode. He wanted to be there for her and show her that he wanted to be there even if it wasn't exactly what he envisioned the first time he saw her.

Buffy loved the feeling of his hands in her hair, she knew she was indulging in a bit of a fantasy laying with him like that, but she didn't care. They weren't going to take it any farther, and she didn't feel guilty when Riley entered her thoughts. Spike was forbidden territory as far as she was concerned, and so a little friendly touching was just that, friendly.

"Buffy?"

"Yeah," she murmured, his hands felt wonderful and she wasn't able to really focus.

"How are things... I mean, between you and Riley."

She stiffened slightly and he held his hands still. "Umm, good I guess. It's not too terribly serious if that's what you're asking. I mean, we're together, I mean, exclusively, but, I'm not really looking for anything permanent with him."

Spike's hands began to move again and she closed her eyes. "Does he make you happy?"

She thought for a moment. "Yeah, for now he does."

They sat silently, watching the movie that had come on moments before and trying not to think too hard about the other. Spike was a mess of conflicting emotions. He wanted Buffy to be happy, so he was glad that Riley was good to her, but in the end, he really wanted to be the one to do it. He was glad that she wasn't looking for anything permanent, but at the same time he wished she was, that way he could stop hoping and just get on with life. It was confusing, and it took a lot of time before he finally exhausted himself thinking about it.

Hours later, Buffy had fallen asleep and he was beginning to nod off. Spike stood and picked up Buffy to carry her to her room. He tucked her in and stood back watching her for a moment. He allowed himself a small smile and kissed her hair.

"Night, luv."

***

Buffy allowed herself to sleep in the next morning, and by the time she awoke, she felt well-rested and ready to start the hectic pace of her life again. She called Riley to confirm their date with Xander and Anya that night. She was the happiest she'd been since she came to Sunnydale. Things were finally well-defined and normal between she and Spike, she finally felt comfortable and welcome with her new friends, and she had a considerate boyfriend.

There was very little that could make life better at this moment.

Buffy walked out into the kitchen and saw Spike slowly sipping a cup of tea while reading the paper. He looked adorable with his sleep tousled hair. She smiled and poured herself some coffee and he smiled back. "Mornin' luv, sleep well?"

"Oh yeah. I finally feel like I can get through today without wishing for a nap."

"I know what you mean, I haven't slept-in in what feels like forever." They sat in a comfortable silence for a while sipping their drinks. "So what are you up to today, pet?"

"Not much, going out tonight with Riley and Xander and Anya."

Spike looked up at this. "Like...like a double date thing?"

He sounded weird, but she couldn't tell exactly what he was feeling. "Umm, yeah, I guess."

"Oh." She looked up to see him open his mouth a few times as if to say something, but then shut it again. The moment he touched his hair she knew he was agitated.

"Is something wrong?"

Spike looked up and she could see a brief glimpse of the hurt in his eyes before he covered it up. "No, 'course not, why would anything be wrong." He went to close the paper but he knocked his tea over. She watched him jerkily move around trying to clean up his mess. Finally he finished and made his way out of the kitchen without another word to her.

"Well that was weird, what the hell is his problem?"

***

"You're going on a bloody double date with her and that ponce?!" Spike was pacing in Xander's room while he and Anya sat on the bed facing the brunt of Spike's wrath.

"It's not like she doesn't go on dates with him without us, why are you so pissed off now?"

"Because you two are supposed to be my friends! I know this is childish, but I don't care." He continued to pace though he was visibly trying to calm himself down. "I'm having a hard enough bloody time as it is not going crazy seeing how happy some other bloke makes her, then you two go and act like it's fine, like we all accept this wanker as one of us!"

Xander and Anya shook their heads and sighed in unison. "Listen, Spike, you were the one who told us to make Buffy feel welcome, and I for one really enjoy her company while shopping. She's the only one around here who seems to get as excited as I do about exchanging money for fabulous shoes. It's like she loves the economy almost as much as she loves her art, and when living with a bunch of artists, it gets a little lonely being the only one who loves money-"

"Ahn, back on topic."

"Fine, let's talk more about how Spike is too insecure to actually go out and get the girl and gets mad at us when we just do what he asks a little too well. It's boring Xander, and I need to go get ready."

Spike stared speechless at his sometime lover. Xander took pity on him. "Spike, I get how you feel, really, you know I've been there too, but, man, you gotta make a decision. Are you gonna try to be what she wants, and maybe what you want too, or are you gonna give up, really give up and move on?"

Spike sat down next to him. "I know what I want to do, but I don't know if it's possible. I'm not at all who I used to be, but I'm not even sure if little William was what Buffy needed. I just don't know where to start."

Anya moved to sit on his other side. "Spike, you've got to let go of it all. It's just too much to hold onto."

"She's right, man. You forgive yourself, and then you can start. It's time to do it, even if it's not for Buffy."

"I don't de-"

"Shut-up," Anya said sharply, putting a hand to his mouth. "Nobody wants to hear about how you don't deserve to live or be forgiven or have a dick or whatever. We've all forgiven you, even your father. You're just throwing it back in our faces by not doing it yourself."

Spike nodded. Xander stood up and patted his friend on the shoulder. "Chin up young man! Things will be looking up for you soon enough." Spike managed a weak smile as Anya stood as well and they left Spike alone to think.

***

"Tara? Red?"

"We're in here, Spike."

Spike walked into the room shared by his sister and former love. Willow sat at the desk in the corner and Tara on the bed with a book open in front of her. "So..umm... What you birds up to?"

Tara and Willow exchanged a look before closing up their books and pulling Spike onto the bed between them. "What's wrong?"

Spike began to shake his head and Willow broke in, "don't say nothing, we know you too well to fall for it."

He sighed and sat back against the wall. "I guess... Umm, I guess I need some advice."

"Well, you came to right place, advice 'r us here. Tell me big brother, what's on your mind?"

Spike played with the edge of Tara's sweater as he gathered his thoughts. "Tara, luv, when you first met me, did you think I could have made you happy?" When she didn't immediately respond he felt like an ass. "I'm sorry, you don't have to answer that. I'm not tryin' to rock the boat, I just need to know-"

"Spike, it's ok." Tara put a reassuring hand over his and Willow grasped his other one. "We understand, it's not too hard to figure out that what's going on with Buffy has a lot to do with what's happened in the past."

He nodded and squeezed Willow's hand. "Now to answer your question, yeah, I think that if I hadn't met Willow, or if circumstance had never let us both see each other as we were, I think you would have made me very happy."

"But," Willow cut in, "that doesn't mean that what makes Tara happy will make Buffy happy. I don't think Buffy's looking for William, or for the guy you were when you picked up the name Spike, I think she's looking for you as you are now, only without the fear."

"Will, she's not going to judge you, maybe if you open up and tell her, you'll feel better about everything." Tara put a hand on his cheek and turned his eyes toward her. "One thing for sure, if you want to pursue anything, you have to tell her everything. I mean it, Will, she deserves that much from you."

"Yeah, she deserves more, and that's why I shouldn't even try. Have you met this guy she's with? Is he good for her?"

"Spike, you are the lamest person I know right now. We all know you don't like this guy, just because of the fact he has Buffy and you don't, but do you want to know who's got the power to change this situation to your liking?" Spike looked at her blankly and Willow let out a frustrated noise. "You do!"

"How can you even s-"

"Stop!" she held up a hand and turned away from him. "No more words, none at all. You make a decision. Stop moping about Buffy and do something about it, or get over it." She looked over at Tara. "I thought Xander and Anya were going to have this conversation for us."

Spike rolled his eyes. "Bloody hell, have you all been discussing this without me?" They just nodded. "I already heard this from them. Guess that means I have a decision to make."

"Guess so." Spike moved to get up but Tara stopped him. "Will, I know it's hard, and there's a lot there that even I don't know about, but if you want to be happy, you've got to let it go."

He nodded and made his way out of the room.

"Do you think he's gonna be ok, I hate it when he's all indecisive and mopey, he's supposed to be the older more sensible sibling."

"Sensible?"

***

Spike sat alone in his room looking at one of the few remaining pictures of he and Drusilla.

"That you did, pet." He sighed and lay back on his bed trying to stave off the wave of memories that threatened to overwhelm him.

Spike turned onto his side to bury his face in the pillows.

"Fuck!" Spike gripped his head and tried to shake the memory of that awful night out of his head. The fact that his cock had begun to react had made him even more disgusted with himself. His relationship with Dru had been fucked from the start, but that didn't change the fact that he'd fallen for the crazy bint and given himself to her completely only to have her rip his heart out and piss on it.

He knew deep down that he had changed since then, but he didn't know if that meant anything in the long run. Judging from his body's reaction to that particular memory, it still had no qualms about his twisted sexuality, but he didn't have to resort to that kind of thing to be satisfied. He'd had pretty mild sex with all of his partners outside his time with Dru and been fine.

He groaned and rubbed his eyes. He could talk to Buffy, just as a friend, see where she wanted to go after that. If she could still have feelings for him after he confessed all his misdeeds, then maybe they could work through it.

He sat up and tried to calm down. Tomorrow he'd find Buffy and they'd talk, at least then he'd know one way or another.

First, he needed a cold shower.