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Disclaimer: Same as it ever was, same as it ever was.....

A/N and warning: The next couple chapters will be heavy Spike and Fred.....be warned...for those who only like Spuffy and only Spuffy and nothing but the Spuffy then I advise not to read. I find this is very important to plot of where this story is heading.....and you sometimes have to hit the bottom before you can climb to the top and appreciate life. For the Spuffy followers, all I can say is have patience.....and see where this takes all of them.


Spike stood in the shower wondering what he should do. He felt confused, anxious, and embarrassed and didn't know whom he should call. He stood under the shower stroking his hard on wanting it to end. Every time he'd get himself off he'd become erect again.

Fred stood outside the shower door, watching her lover's silhouette as he masturbated. The sounds of him moaning, groaning, and grunting, made her pussy moisten, as she continued to watch, the shadow of his hand move back and forth over his cock.

"Spike, are you in there?" She asked as she stepped back at the doorway. "Are you okay?"

Spike groaned as the major object of his fantasy yelled through the door. He had tried to think of Buffy when he first started to get all aroused and needing to take care of his basic needs. But every time he came it was Fred's face on the body he was fucking that would let him find his release.

"I'm, fine." He tried not to pant as he closed his eyes to continue trying to make this time be Buffy he saw when he came.

"You don't sound fine." Her voice sounded innocently concerned, with a smirk on her face, as she massaged her breasts, at the same time squeezing her thighs together.

"I'm, well, it's. Oh God, it's complicated." He ground out, losing his battle with keeping Buffy's face in his head, with the other woman's voice so close.

"I don't want to embarrass you, but maybe I can help. It's not unusual to get, how can I say this and don't take it the wrong way, sexually frustrated during withdrawals." Fred explained.

"Sexually frustrated is it." Spike groaned, as he wanted nothing more then to shoot his load already and get the frustration over with.

"Spike, I can help if you let me." Fred said innocently, but with a look of lust on her face, as she started to remove her clothes.

"Oh, I don't know, Doc, how you can do that?" Spike felt his cock start to become painfully hard at the suggestion she could help.

"Spike, I won't tell if you don't, but if you keep this up you could hurt yourself." Fred said as she opened the shower door and stepped in.

"Oh God!" Spike gasped as he looked at her lovely nude body, seeing her nipples standing erect. "We shouldn't do this, I'm in a relationship."

"This is about what you need right now. No one needs to know but us. Let me help you." She begged as she stepped closer and kneeled before him. "Let me take care of you, Spike. You don't have to go through this alone."

Spike felt intense pleasure as she removed his hands and replaced them with hers. He stared at the ceiling finding all his willpower go out the window when he felt her take him inside her moist, warm, willing mouth.

"Feels so good." He murmured as his hips moved in time with her sucking motions. "Just like that, yeah, god that's good."

She let him slip out of her mouth and smiled at his groan of disappointment begging her not to stop. The fact he was letting her satisfy him fed into her belief that they belonged together.

"Do you want to fuck my mouth?" She asked as she stroked him firmly making him shake with need.

"Yes." His voice raspy with need.

"Look at me and say it." She commanded.

Spike looked down and watched as she used her tongue to toy with his slit. He knew this was wrong, but said, "Yes, I want to fuck your sweet little mouth."

Fred sucked him back in, relaxing her throat allowing him to thrust in and out. She knew he was close as she positioned her shampoo, lubricated finger at the tight little hole of his anus and thrust her finger up inside causing him to shout her name as he came hard in her mouth.

"Oh, fuck, Fred." Spike shouted when he felt her finger jam up inside him causing him to cum hard and fast.

He watched as she sucked him dry, not losing a drop, "yeah take it all."

Spike felt his cock come back to life as she started to hum. He watched her hand disappear from sight noticing her firm little ass start to wiggle. The thought of her pleasuring herself made him want to lift her up and screw her to the wall.

He reached down and gently grabbed her by the hair to signal he wanted her to stand up. The look of lust on her face as she licked her lips pushed all logical thought out of his brain as he watched her continue to finger herself.

Fred noticed how he was fixated with her masturbating and begged, "Fuck me, I want to feel your big cock up inside me, pounding me so hard."

Spike gave no second thoughts as he turned her and pushed her back against the shower wall. He used his hands to lift her and moaned when she wrapped her legs around his waist. Her hand encased him as she placed the tip of his cock at the opening of her moist cunt.

"I like it hard." She purred as she rubbed him against the warm, wet, heat, of her pussy a few times.

"Then hard it is." He promised as he slammed his hard length up inside her tightness, causing her to moan in a mixture of pleasure and pain.

"Oh, Spike, yes." She pleaded, "Fuck me hard and fast, make it hurt just right."

Spike was never one to let a lady's sexual request go unheeded, as he pulled out and gave the woman what she wanted. Dru had been the one to introduce him to how good a bit of rough sex could feel. Buffy had shied away from it the few times he tried to introduce it to her. He'd never tried again until the hotel the other day. He knew then it was something she'd never understand or would want to participate in again in the future.

He felt he was loosing his balance so he lowered her to the bottom of the tub. He brought her knees up over his shoulders as he resumed pounding her with everything he had. Her cries of yes, more, harder, and something about meant for each other fueled his lust.

Never had anyone ever fucked her so perfect she thought as he made one of her fantasies come true. The best orgasm with her vibrator had been them having shower sex, never as magnificent as the real thing happening right now. She sank her nails into his shoulders as she felt herself falling over the edge.

Both shouted their release together, as he continued shallow thrusts inside her. He gazed down into her face and noticed the content expression as she smiled up at him. The guilt of what he'd just done started to sink in as a flash of Buffy's face passed before him.

"Oh, God what have I done." He groaned as he tried to pull away from her.

"You've done nothing wrong, baby." She reassured him as she maneuvered her legs back around his waist and pulled him down to her.

"You don't understand, I don't cheat on my girl. I'm with someone and I can't believe I let this happen." Spike said disgusted with himself, feeling like cad and a loser.

"Spike look at me!" Fred kept the smile off her face as she seriously asked him, "Where is this girl? Why isn't she here giving you the support you need? Does she love you enough to take on the bad with the good, or does she only want you when you are sober and on your best behavior."

Spike didn't know how to answer; he just didn't want to discuss Buffy while he was still attached at the hip with another woman. "I can't talk to you about her while we are like this." He said as he waved his hand between their bodies.

"Plus the water is starting to get kind of cold." Fred giggled as she pulled him down for a kiss, hoping it would wake up his lovely perfect dick again.

Spike felt the kiss right below the belt as he felt his cock betray him and start to harden while inside her warmth. He pulled back from the kiss, pushing him deeper inside her welcoming body, causing her to moan and smile.

"Some one wants to play some more." She licked her lips as she wiggled her hips side to side.

"Like you said the water's getting cold." Spike groaned as he pulled out and sat back on his knees, trying to avoid looking at her nude, willing body.

He turned and shut off the shower and was surprised to feel her take him in her mouth and start to suck him hard and fast. He rolled his eyes as her teeth grazed him making him thrust against the back of her throat.

"God woman you know how to give a blow job." He complimented her.

She stopped and sat back licking her lips as she said, "Maybe you should return the favor, and I bet you know all the tricks with that lovely little tongue of yours."

Spike tilted his head and gave her a confused look as he asked, "What are we doing?"

"What do you think we are doing?" She asked, without giving him an answer.

"I don't know. I really don't know."

"Then I think we continue until we find out what it is we are doing here." She suggested as she leaned in to kiss him, letting him taste himself on her tongue. "Now, why don't we move this to the bed and you show me what you can do to make a girl happy."

She wanted as much of him she could get before the drugs wore off. She had found someone to make the sexually enhancing drugs look like the medications she was using to help with his getting sober. All of them mixed together at different times, along with his vulnerable state, made it easier to manipulate and place suggestions he otherwise never would have had.

Never in her plans to make him hers did she think she was being unethical, immoral, or doing anything illegal. She just knew they belonged together and it was up to her to make him believe it as well, no matter what it took to make him believe it as well.

*******

Buffy stared at the ceiling, wanting to hear his voice tell her he loved her and feel his arms around her. She turned and cuddled his pillow so she could inhale his scent. Never had she felt the distance between them as she did now.

Having made her decision, she would tell Faith tomorrow that in 2 weeks she was going to take a vacation and surprise Spike for his birthday. She would see how life on the road felt for that week and then decide if she would be able to live it so she could be there for him. She felt herself getting sleeping, drifting off dreaming about her, Spike, house, kids, pets. Yes, she wanted it all, and she wanted it with him.

*******

Spike felt something good happening to him as he drifted awake. He opened his eyes, as a moan escaped his mouth. The room was dark, and someone was under the blanket worshipping his cock. He suddenly remembered the marathon bathroom sex with his doctor, which had continued further in the bed.

"Fred, it's four in the morning, I need to rest." He moaned but was disappointed when she stopped sucking him off.

Fred slid up his body and straddled his hips, lifting herself up and onto his hardened shaft as she said, "But I need you, baby. I need to ride you like a stallion and feel you cum in side me."

"Oh, Fred, we, oh yeah, just like that." Spike groaned as she squeezed him tight as she thrust back down at the same time.

"I know how to take care of my man." She said as her fingers pinched his nipples and twisted them to the point of pain.

"Oh Fuck, yeah." Spike growled as he grabbed her hips to thrust up inside her tight little cunny.

Fred smiled at how well he responded to the pain she was inflicting, as she leaned down and took his sore nipple in her mouth, and soothed it with her tongue before biting on it hard without breaking any skin. Feeling the sudden gush of warmth, as he shot his climax hard up inside, making her cum along with him.

"No one can please you like I can. No one can give you what you really need, like I can and do." She whispered in his ear as he drifted off to sleep.

She lifted herself off his now flaccid member and settled in beside him to fall asleep. He would find out how wonderful it was to have her to wake up to in the morning. She would make it that he ate, drank, dreamt, and fucked her, and only her.

*******

Fred lay beside him with her head propped up on her hand, enjoying the quiet moment watching him as he slept. She knew she had to be careful not push too hard for him to break it off with this Buffy person too soon. Some how, she had to keep her lover from making contact with that woman until that happened.

His semi erect state was noticeable through the thin sheet that covered their lower bodies. Thus making her picture ways she would wake him in the future, when he was truly hers to play with as she saw fit.

"Morning, sunshine." Fred greeted her man as he awakened with her in his arms.

She felt disappointed he did not seem happy to see her as he frowned with confusion, followed by guilt. The drugs had worn completely off, this making it harder for her to manipulate his body's basic need to be satisfied.

Spike at first had felt relaxed, thinking he was waking up to his girl. That was until his gaze met a pair chocolate brown eyes looking down at him instead of a set of warm hazel ones. Instead of tussled blonde hair, he saw dark brown instead.

"I guess it wasn't a dream." Spike mumbled as he rolled away from her and sat at the side of the bed.

"No dream." She said, keeping the anger and disappointment out of her voice.

"I’m sorry." He whispered as he rubbed his face in his hands, trying not to cry.

She could tell he was having some residual effects of feeling guilty, mixed with the urge to take a drink. A plan came to her as she got out of bed and wrapped the discarded towel around her.

"Spike, you have nothing to be sorry about. You did nothing wrong, you needed someone last night, I happened to be there." She explained as she took a pill out of the bottle of the plain sedatives she gave him yesterday.

Spike felt himself start to shake as he tried to comprehend what she was saying. He knew last night he really had no control, she was right he needed someone. He really didn't know what he would've done if she had not been there for him. Her telling him last night he was not alone in this had helped keep him sane.

Most of his guilt came from being angry at Buffy for not being here for him. Thinking if she had been here, he'd never have taken advantage of Dr. Burkle. The more he thought about it, the more the guilt started to turn to anger toward his so called girlfriend.

Fred kneeled before him in her towel with a glass of water in one hand, and the medication in the other. She was sure his cousin would be coming or calling soon to wake him, since their flight would be leaving in a couple hours. Her job now was to get him calm, packed, and ready to face them while keeping what had happened here last night a secret.

"Spike, you need to take your medicine now." She instructed as she handed him the pill.

"I feel like my skin is crawling and my head hurts." His voice muffled from talking into his hands.

"It's the withdrawing you are feeling, here take this." She told him in her firm doctor voice, hoping he was not going to be a problem, making her fight to stay here as his physician impossible.

Spike put down his hands and regretted it as soon as he saw her kneeling before him in nothing but a towel. Remembering what she did to him last night made him harden and groan. He reached out and took the pill; unaware she could see his reaction to seeing her so scantly dressed.

Fred felt herself become wet with want as she watched his dick jump when he noticed her before him. She handed him the glass of water making sure their hands touched, hearing his sharp intake of breath at the contact.

"Let me help you. You have not, and will not be taking advantage of me, Spike. I want to be here for you, you just have to let me." She said as she let the towel drop to the floor. "I won't leave you to deal with this alone, like someone else has."

Spike about choked as he swallowed the pill and mouth full of water as she undid the towel. He could see she wanted him, as she scooted closer placing her hands on his knees and drifting up over his thighs. All he could do was lean back on the bed, his hands flat against the mattress as her hands started to fondle his shaft and balls with loving care.

"I will get you through this Spike, be your port in the storm and help you become that man you want to be. Not who she wants you to be." Fred assured him as she took him in her mouth and worshipped him the way he deserved to be.

Spike let himself believe her words as she worked her magic on his body. She would tell him repeatedly how she would care for him, support him, and give him whatever he needed to become a better man. The one thing he wanted was able to prove to his father, he was not a loser.

*******

Buffy looked at the band's itinerary that Spike had given her and called the hotel he was staying at in Vegas. She hoped she was about to catch him in his room, hoping to have a nice private sexy conversation with her man.

"Thank you for calling, 'The Hard Rock Hotel, Las Vegas'. Maria speaking how can I help you?"

"Spike Rayne's, room please, code name Slayer." Buffy politely asked, twirling her hair with her finger as she waited.

"Yeah, almost ready Peaches." Spike snipped.

"Oh, sorry catch you at a bad time." Buffy giggled.

Spike was shocked to hear her voice and not Angel's, since he was running behind because of his and Fred's morning activities.

"Buffy, I'm sorry but yeah, I'm running behind and just feeling like shit." His voice sounding gruff and impatient, since he really didn't want to face dealing with her, and his feelings about things that happened here last night and this morning right now.

Buffy felt hurt but decided not to let it get to her, "Okay, call me when you get to Phoenix."

Spike sighed, thinking it would be best to just not talk to her for a while, until he got his head together and he figured out what the hell, was going on with Fred. With how he was feeling right now, he was sure he'd say something that would out him to Buffy about sleeping with Doc. Or say something hurtful and mean to hurt her feelings.

"Buffy, maybe we should wait a few days. It's like when I tried to stop smoking that one time. We argued for a week until I took back up the habit. Fred, I mean Dr. Burkle said I might be rather hard to get along with." Spike tried to use as an excuse to keep from talking to her until he felt more in control of himself.

Buffy didn't know what to say at first, the pain of him not wanting to talk to her made it hard to speak. The tears stung as she fought to keep from crying.

"If you think that is what you really want." She whispered into the receiver.

"I think it's for the best, you said it yourself I needed to be able to stand on my own." Spike used her words against her.

"I love and miss you." She replied, wanting to reassure him.

"I will call, soon. I promise." Spike said before hanging up, unable to repeat the words back to her she had told him.

Buffy stood in shock as she listened to the dial tone playing in her ear. He had hung up without telling her he loved and missed her. She looked around their apartment trying to find anything that would soothe her pain. There on the one end table, was a recent picture that Angel had snapped of her and Spike snuggling together. It was taken at one of Xander's backyard parties.

She tried to tell herself he was acting strange because of his not drinking and starting to miss it. Her mother had been the same way when she would try to kick her own habits. But something kept telling her this time was different, he'd never treated her so abrupt or uncaring. Even when they fought the other night and he called her a bitch, it was because of his partying too heavy and them arguing.

She gathered her things so she could go and take a nice hot shower. The conversation kept playing in her head, and each time she'd become more concerned. It all came down to trust and faith. The next couple of days were going to be slow torture waiting for his call.

*******

Spike hung up the phone and started throwing things into his suitcase feeling angry for some reason. After he hung up he realized he hadn't told Buffy he loved her or missed her, making him feel even guiltier.

He kept looking at the door, waiting for her walk through it, back to him. The need for her presence was so strong he fought the urge to stop packing and join her next door. He wanted so much to be buried deep inside her again, hearing her voice reassuring him she'd be there for him no matter what. Begging him to make her cum, pleading for him to make it hurt so good she would scream his name.

No longer caring he just finished throwing everything in and zipped up his case. His erection pressed firmly against his zipper, making it very uncomfortable to walk. He gathered his things, and quickly left his room stalking next door and pounding on her door.

Fred opened the door giving him a sexy little smile as she asked, "Where's the fire?"

Spike growled as he walked in licking his lips, "Between your pretty little legs, and I'm just the man to put it out."

She stepped aside letting him enter, closing the door behind her and squealing as he pushed her up against the door. No one said anything, as he pushed up her skirt, ripped off her panties, while she undid his jeans. His fantasy came true as he fucked her hard against the door, hearing her promise him she'd never leave, and her screaming his name as she came hard and tight making him cum so hard he almost blacked out.

"Fire's all out." She murmured as she felt him slip out of her.

"Till next time." He mumbled as he led her to the bathroom so they could wash up.

"We have to be more careful. The others won't understand and make me leave you." Fred warned him, wanting to keep their relationship a secret for now.

"I promise I will be." He said as he wet the washcloth and wiped gently between her thighs. "Go find you some sexy little undies for me to rip off later."

Fred giggled as she did as she was told, feeling like she was on top of the world. So far, her plan was working. He initiated sex with her sooner then when she thought he would. Figuring it would take her at least two to three more days to get him addicted to her. The call for him to break up with that Buffy person would soon be a reality.

Spike stared long and hard in the mirror as he straightened his clothes after cleaning up a bit. He was no longer able to look at himself, looking at everything else reflected back at him. A little voice inside his head asked a question he barely could make out, "What about Buffy?"

He shook himself free from that little voice as he turned and left the bathroom. Fred was ready to go, with a very satisfied appearance on her face as she gave him a wink. He looked at his watch and realized they were going to be right on time, as they gathered their luggage and left to join the others in the lobby. She went down first, as he waited to take the next elevator, not wanting to be seen arriving together.

*******

Thanks to everyone for reading so far and hope I do not loose anyone. Just think of how hard it was for you to read, well it was even harder for me to write. Extra thank yous for those that have taken the time to review.....

Kimber





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