Author's Chapter Notes:
Thank you so much for the awesome response from the last chapter. WooHoo! Hope all of you enjoy this chapter, it was pretty hard to write. I didn't want him to come off as some sleaze ball, but then again...wanted the smut. Hope it's ok! Hey! Let me know!
Clothes were lost and scattered along the floor as they clumsily made their way upstairs to Buffy’s room. Joined together at the lips, their embrace was heated and passionate as they poured their wants and desires into the kiss. Breaking apart for a much needed breath of air, Buffy blushed profusely as Spike openly gazed at her body, which was clad in only a white lace bra and lavender hipster panties; making her feel very uncomfortable since he still had the luxury of pants.

“Why so shy, pet?” Spike murmured against her neck as he nuzzled the soft patch of skin just below her ear. He had her pulled tightly against his body, holding her hands down by their sides since she kept trying to use them to cover herself. “No need to cover yourself…bloody beautiful you are.”

His breath tickled her neck, sending chills along her spine and causing her heart to race rapidly. Never before had she felt feelings as strong as the ones coursing through her body at that moment; as if her head was spinning and the air was being sucked out of the room, leaving her with a sensation close to riding a roller coaster. “Spike, I…uh…need to tell you…something.” Buffy sputtered nervously. How would he react when she told him her secret? Would he laugh at her and call her a childlike Angel had? Her stomach was churning with anxiety, but the rest of her body pulsed with a desire and need for the man in front of her with a ferocity that she had never known.

“What is it, luv?” He murmured against her skin as he placed feather light kisses along her collarbone and shoulders. When her whispered response was so quiet that he was unable to decipher what she said, Spike looked up at her with a questioning gaze. Looking into Buffy’s emerald eyes that were darkened with lust, but possessed a grain of uncertainty that shocked Spike; causing him to pull away from her slightly and control his wandering hands. “Kitten, what’s wrong?”

“I…uh…never….you know….with the…um…sex?” Buffy muttered, dropping her gaze from his sapphire eyes and focusing them on the chair across the room.

Spike was shocked. While their previous conversations had led him in the direction that Buffy wasn’t overly experienced in the carnal knowledge department, Spike was surprised to find out that she was a virgin. “Oh.” He whispered, momentarily thrown for a loop. All of the sudden he was hit with the enormity of their situation. Buffy wanted him to be her first and here he was acting like a git. Gathering Buffy in his arms, Spike kissed her forehead and murmured, “I’m sorry, I didn’t realize, luv…we don’t have to do this, yeah?”

Tilting her head back, Buffy smiled at Spike and said, “No, it’s not that…I mean, yeah…I want to. I just thought you should know. I mean…I don’t know what to do and all.”

“But your first time should be special, romance and candles. Why wouldn’t you want that, kitten?”

“How many girls actually get that for their first time? Most of my girlfriends got it rushed and in the backseat of their boyfriends car. This…with you…it’d be special.” A horrible thought crossed her mind and Buffy stepped away from Spike and felt the edge of the bed at the backs of her knees, crossing her arms protectively across her chest. In a small voice wavering with uncertainty, she asked, “Do you…do you not want me now?”

“Oh God, kitten…no, tha’s not it. Course I want you, wanted you since the first day you stepped into m’life. I just don’t want you thinking we have to have sex. Don’t want to rush things.” He stepped forward and placed his hands on her shoulders, pressing her down onto the bed and kneeled between her legs. Reaching out, Spike brushed a wayward strand out of her face and tucked it behind her ear. Every inch of his body was on fire, burning with a desire to be nestled deep within Buffy and his cock throbbed painfully inside his jeans. “You believe me, yeah? ‘s not about not wanting you, pet…” He assured Buffy who still looked doubtful. Taking one of her hands in his, Spike cupped it over his groin and whispered hoarsely, “Can you feel how much I want you? Do you have any idea what you do to me?”

Buffy raised her eyes to meet Spike’s and felt a wave of moisture flow between her legs at the amount of passion and desire that was pooled in their ocean blue depths. The still unfamiliar ache between her legs multiplied and she fought the urge to slip a hand between them to relieve the pressure herself. “Spike…” She whispered, unsure of what to say; settling on leaning forward and capturing his lips, pulling him closer.

His resolve broke then and there, Buffy’s sensuous moans and the fact that her tiny hand was now massaging his cock through his jeans cut off all rational thought to his brain. As he settled Buffy back onto the bed and nestled himself between her thighs, Spike had a fleeting thought that he was on the fast track to Hell, but quickly pushed it away when she reached out and started undoing his pants.

Still lying underneath Spike, who was propped up on his elbows, Buffy let out a startled gasp when his rigid member thrust out when she unzipped the fly of his jeans; surprised to find that Spike wasn’t wearing any underwear. Pushing the pants down over his ass and down his thighs where he shook them free and onto the floor, she gulped nervously and looked back up at him. “That is so not going to fit.”

“It’ll fit, luv…promise.” Spike assured her, chuckling softly as Buffy continued to stare openly at his engorged member. Slipping his hand behind her back, he undid her bra and pulled it away from her body, relishing the sight of the breasts he had been obsessing over for weeks now. Leaning down, he swirled his tongue around one pert nipple before taking it fully into his mouth; causing Buffy to moan deeply and arch into him.

After he lavished attention to her breasts, Spike kissed down her stomach slowly, dipping his tongue into her belly button before continuing his exploration downwards until he reached the edge of her underwear. Once again kneeling on the floor, he hooked his thumbs around the sides, he said, “Lift up for me, luv.”

Obeying, Buffy lifted up from the mattress and allowed him to slide her panties off her legs. She eyeballed him curiously when he placed her thighs over his shoulders, “Um…whatcha doin’ I mean…you…uh, don’t have to do that?”

“Wanna taste you, kitten.” Spike replied, kissing along her inner thigh and inhaled deeply; savoring the scent of her arousal that seeped from her core. With his tongue, Spike slowly licked along her slit and grinned when she gasped loudly and bucked against him. “Like that, pet?”

“Mmm…hmm…” Buffy moaned, unable to form any coherent thought as Spike’s tongue twirled around the sensitive bud. Warm tingles started low in her belly, bubbling up until the lower half was burning with need. She gasped with a combination of surprise and pleasure when Spike eased one finger inside of her; circling the chamber slowly before sliding in another one and pumping them in and out of her all the while timing the motions with each swipe of his tongue. When her world shattered, Buffy tossed her head back with her eyes closed tightly and mouth open in a silent scream of bliss as she fisted her hands in Spike’s hair, pressing his mouth closer to her throbbing center. Pinpricks of lights danced behind her closed eyelids as her toes curled in ecstasy and Buffy whimpered in satisfaction as her body trembled with aftershocks. “Mmm…that was…” She murmured, not bothering to finish her thought.

Captivated by her beauty, Spike remained nestled between her quivering thighs and watched as she slowly drifted back to reality. Her face was flush from desire, mouth open slightly as she panted and tried to catch her breath, eyes glazed with lust and Spike thought that he had never seen anyone as enchanting as Buffy.

When their eyes connected, Spike smiled and placed a kiss to each inner thigh before crawling up the bed to settle next to her. “Taste like heaven, you do…like honey covered peaches and whipped cream, kitten.” In the semi-darkness of the room, the only illumination faintly covering them from a light pole just outside the window, Spike could still tell when she blushed from his comment. Propping up on an elbow, he leaned down and brushed a feather light kiss across her swollen lips and knew that this was enough for one night. Instinctively, Buffy seemed to know that he didn’t intend to go any further and questioned him with her eyes before whispering, “What about you?”

“Don’t worry about me, precious…you’ve given me more than I could’ve ever asked for tonight.” Tucking his hand around her waist, Spike pulled her closer to him; her back against his front, his rigid member tucked safely between the soft mounds of her ass. “We’ve got all the time in the world, luv… Get some sleep, yeah?” He thought for a moment that she might challenge him, but the only thing that came from Buffy was the unmistakable sound of a yawn.

Chuckling, Spike kissed her shoulder and muttered another goodnight before reaching behind him, patting the bed for a minute and pulling the comforter that Buffy had tossed aside that morning and over their naked bodies. It took him nearly an hour to fall asleep, content to just watch Buffy as she slept, but finally the need for rest took over and Spike drifted off into a deep slumber with a smile still on his face.





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