Author's Note: Wow! Thanks for all the reviews! This lovely last smut chapter is dedicated to everyone who's reviewed so far.

Previously: Some hot and sweaty sex between Buffy and two -- count 'em: two -- Spikes. Go back and read chapters 8 & 9 over again. You know you want to. ~_^ Right now Buffy's got two naked vampires lying beneath and has begun a "race" of some sort... (This is an extra juicy chapter, folks! ^_^)

Buffy made a small, satisfied, feminine smile when the thick member in each of her hands began to harden immediately. Both vampires let out an excited little gasp, and their hips thrust upwards to meet her caress.

“Told you you’d catch on,” she began squeezing and milking them, keeping a slow, steady rhythm. “So phase one: who can get rock hard first?”

“Christ, Buffy!” her Spike moaned aloud at these words.

The other Spike let out a deep, sensual purr. “What do we get if we win?” he asked raggedly.

“The winner will be…well-rewarded,” she pulled back twin foreskins as she said this last word and gently slid her thumb nails into the narrow slit at the tip of their cocks.

They both groaned and whimpered at her actions, beautiful bodies thrashing wildly beneath her. Buffy decided that she could get very used to this.

“They’re neck and neck at the halfway mark,” she announced when both members stood at half-mast, each swelling with lust. “C’mon,” she whispered sensuously in their ears, “it’s not good form to keep an eager Slayer waiting…”

That did the trick. Both cocks sprung up hard and fast, rising high above their firm stomachs.

“Hmm…” Buffy pouted. “It looks like a tie.”

“Wha’s that mean then, pet?” past Spike gave her a sultry smirk.

“I guess we’ll just have to do a tie-breaker,” she teased. “OK, rules of this one: whoever cums first loses. The winner gets an extra big reward.”

“Those are the kind of rules I like,” her Spike purred.

“I thought you two might appreciate them,” Buffy gave them each an evil smile. “Are you ready?”

Two pairs of sapphirine, lust-filled eyes locked on hers and nodded.

“Then, go!” she said, her hands pumping their swollen lengths with newfound intensity.

She started with her hand wrapped around the base of each vampire before slowly sliding her way up and down a few times, keeping her grip tight around them. After the first few strokes, she picked up her pace, pumping up and down fiercely. They bucked up to meet her, moving their bodies in time with her hands. Grunts and growls escaped their mouths, and she noticed with satisfaction that they both had their eyes shut tight in pleasure.

Deciding that maybe they needed a bit of a tease to help them along, she abruptly stopped her motions and instantly met two forlorn pairs of eyes.

“Shh…” she said softly at their needy whimpers.

Her fingers began to slowly trace their lengths, starting at the tip and moving slowly downwards, following the paths of their veins as she went. She continued to explore every side of the twin columns of flesh, her fingers only gently grazing the soft skin there.

The sound of whimpering increased.

“Verrry nice,” Buffy purred seductively, lowering her body so that she was poised over the two magnificent cocks.

She leaned a little bit lower and allowed her hardened nipples to just brush the heads of their aching members. She gasped in time with them at the burning flame of desire that went straight to her core at this most intimate of touches.

“Oh!” Buffy exclaimed. “Very, verrry nice!”

She continued to rub her breasts up against them, savoring the feel of cool hardness against her sensitive, needy flesh. Neither vampire seemed to have the ability to speak at this point. Rather, they both had their eyes clenched tightly shut in an effort to keep from spilling themselves all over her ripe, tender breasts.

Buffy let herself enjoy the feel of them for a while longer, but soon it became apparent that they both retained enough control that this wasn’t going to send them over. And that would never do.

She reluctantly pulled back, earning two disappointed groans for her troubles. Her hands returned to their previous positions, encircling each of their members.

“Time to up the stakes,” she informed them, gripping them tighter…

“Where is she?” Anya complained. “I have receipts to tally, you know! I can’t just sit around waiting here all night.”

“Now, Ahn,” Xander patted her hand reassuringly, “I’m sure Buffy’s got her hands full at the moment…”

“Are you ready?” Buffy asked, still holding a rock hard vampire cock in each hand.

Two mute nods followed her query.

She gave them a wicked smile at their response, and with agonizing slowness leaned over to give the throbbing tip of one cock a lick. Both Spikes groaned – one at the feel, and one at the view. She moved over to the other member and repeated her action.

They squirmed and thrusted beneath her, each trying to fully capture her mouth. She denied them both, instead continuing to lick alternately at each cool phallus.

Her tongue began to get more adventurous, adding in a slight swirl here and a long stroke there, but she always made sure to keep the intensity of the torment evenly distributed between the two. After all, this was a serious race, and it wouldn’t do to leave one gorgeous vampire at a disadvantage.

Her hands came back in to play, and they gently cupped a sensitive ball each. She palmed them tenderly, rolling the perfect spheres thoroughly about. She took time to fondle each of the their balls in turn, moving her hand back and forth between the two of each vampire in sync with each other. Her tongue matched the alternating pattern of her hands, and she began to slurp hungrily at their cocks, taking them into her mouth in quick succession.

Her Spikes were barely holding on, the heat of her mouth and the persistent throbbing of her heartbeat sending them to the brink every time she engulfed them, only to be pulled back again whenever she left them to tend to the other.

Her fists were now clenching and un-clenching around their balls, urging them forwards and attempting to break through what remained of their control.

“Oh god, Buffy!” her Spike finally screamed out. “Cuming, cuming…”

She quickly caught hold of his cock firmly between her lips, swallowing down the spurts of white fluid that were shooting from him like a geyser. Her mouth milked him until she’d drunk everything he had down, and then she began to slowly clean off the first few bursts that she’d missed from his stomach.

She savored in the salty taste briefly before turning to the past Spike. “Looks like you’re the winner,” she informed him. “That means I’m yours any way you want me…”

He snarled and caught her to him, the intensity of his arousal nearly painful by this point. She let out a delighted squeal as he flipped them over and instantly plugged his aching member deep inside of her.

His eyes flickered yellow and his fangs gleamed as he pounded into her feverishly, again and again. Buffy clutched him to her, moaning in delight at the feel of a wild demon between her thighs once more.

His thrusts picked up their pace, becoming harder and more frantic. He filled her with bruising intensity, slamming into the opening of her womb with every thrust.

And she loved every minute of it.

She wrapped her legs behind his back, pushing him impossibly deeper inside of her. Their hips ground together, super-human speed and strength forcing his penetration beyond what any human could survive or even experience.

His body was completely slick with her sweat now, and they stuck together each time they pressed together. His stomach was grinding against her needy clit now, and she felt the orgasm within her building and building…

“Slayer!” he cried out when her inner walls finally clenched around him with their full strength, capturing him and holding him tightly. He managed to thrust as far in as he could get before her Slayer muscles milked every last bit of semen they could get out of him.

“Oh, Spike!” she screamed when the fire within was finally quenched with blessed cool. She fell back to the mattress limply, giddy pleasure filling with from head to toe, overcoming her…

And then she was back to earth, a strong, hard vampire still lying atop her.

“Spike…” she whispered again, brushing the soft, platinum curls back from his forehead.

“Luv…” the voice came from beside her, not above her.

She turned to see her Spike curled right up next to them, his length pressed firmly against her thigh.

“My Spike,” she gave him a small smile and let her other hand play with his hair.

“Yours,” he agreed softly, leaning into her touch.

“Oh god!” the Spike above her suddenly shifted and came back to reality. “You feisty, little vixen!” he looked down at Buffy in awe.

“Told you she could be quite the Dominatrix,” her Spike said. “Should’ve heeded my warnings better.”

“I did, but—” past Spike paused to stretch his body out slowly. “Oh god!” he repeated his earlier sentiment.

“You two were comparing notes behind my back?!” Buffy exclaimed indignantly.

“Had to,” her Spike insisted.

“Needed to plan our attack,” past Spike clarified. “Give you the most bang for your buck…”

“Or ‘bucks’ as the case may be,” that evil little smile was once again on her face. “You two come up with anything else,” her index fingers traced down the center of each alabaster chest, “that I might enjoy?”

“Tons,” her Spike informed her.

“Then show me,” she fell back to let them have their wicked way with her…

“Where did Buffy say she was going?” Willow’s brow furrowed slightly.

“Just on patrol,” Dawn insisted innocently.

“Was there anything in particular she was after tonight?” Tara clarified.

“You could say that…” Dawn mumbled under her breath. “Um, no,” she said aloud.

“Maybe we should go looking for her,” Xander said.

“No!” Dawn practically screeched.

Four curious stares turned in her direction.

“I mean, she just said she might be a bit late, and we shouldn’t worry,” Dawn tried to cover for her sister like crazy. “I’m sure she’ll be coming any minute now…”

Buffy moaned slightly in protest as past Spike rolled off of her. He lay on his back beside her, and she took the opportunity to stretch herself out.

“Good idea,” her Spike gave her an evil grin. “You’ll want to keep nice and limber for this…”

“And what exactly is this?” she inquired.

“You’ll see,” he said cryptically.

He caught hold of her wrists and proceeded to wrap her arms around his neck. She eagerly hung onto him as he lifted her off the bed, her legs moving to wrap around his waist as well. She could feel his hardness rubbing into the cleft in her ass and lifted herself up, attempting to capture it within her.

“Not yet, pet,” he said, evading her wet, throbbing hole.

“But, need you now!” she whimpered in protest.

“And you’ll get it, baby,” he assured her. “You’ll get more than enough…” He turned to look at past Spike. “You ready, mate?”

“Never more so,” the other vampire responded eagerly.

“You just relax now, luv,” her Spike whispered in her ear. “Just enjoy every second.” He lowered her down slowly onto past Spike’s body.

Buffy’s eyes widened in realization when she felt past Spike line her up so that his cock was pressing against the tight opening to her ass. She bit her lip slightly when her Spike set her gently down upon his twin’s thick member.

“Relax, Buffy,” he comforted her, stroking her hair lightly with one hand.

She found it was easier to do this time, even with a Spike she trusted less behind her. Her rear walls gave in more easily, probably still stretched from her Spike’s most recent intrusion and still lubricated with his semen.

Inch by inch, she was impaled upon the massive member beneath her. She let out a low moan when she was filled to completion and beyond.

“Cor, Slayer!” the Spike below her whispered, his voice low and ragged. “You took me in, baby. You took all of me…”

“Still OK?” her Spike asked.

She nodded quickly; the pain was nothing compared to the absolutely glorious feel of him within her to the hilt.

“OK then,” her Spike continued to guide her body, pushing gently on her shoulders. “Just lie back now…”

She gave way to his demands, her eyes widening as the change in angle plunged past Spike even deeper within her. The vampire inside her wrapped his arms around her from behind, pulling her back to rest against his chest.

Once she was comfortably lying fully on the past vampire, he began to experimentally move within her, using his grip around her waist as leverage to push slowly in and out of her.

“That feel good, baby?” he asked, picking up on her pounding pulse and heavy breathing.

“It feels real good!” she exclaimed, thrusting back into him a bit on her own in response.

“It’ll feel even better in a minute,” her Spike assured her, taking her hand in his and giving the pulse point on her wrist a quick kiss. “I need you to hold still for a minute now, OK, luv?”

It was absolute torment for Buffy to have past Spike inside her yet not to be able to move against him. She managed to hold herself steady and nod, though, knowing that what was coming would be well worth the wait.

“Now open up wide for me,” her Spike said, resting his hands on the insides of her thighs and pushing them gently apart.

She complied with his wishes, spreading even wider than he would have dared to try and get them. “All limbered up, remember?” she reminded him with a satisfied grin at his amazement.

“Oh yeah…” her Spike was unnecessarily panting now in desire.

He slowly eased himself on top of her, until she was pressed firmly between the two hard, naked, vampire bodies. She felt her breasts flatten against his strong pectorals, and her backside pressed deeper into the Spike behind her, eliciting a small moan from each of them.

“You ready?” her Spike asked raggedly.

“I’m ready for you,” she said softly, keeping her legs as wide as possible while he nudged his hips so that he was poking right at her slick entrance.

“Hold on tight,” he instructed her before he plunged himself into her wet depths.

Buffy cried out in astonishment. She was completely and utterly filled from every angle, and the pleasure was almost too much to bear.

A cry escaped her throat at their first tentative push, their hips moving together this time so that both cocks pierced into her at the same time.

“M-More!” she managed to shout out.

They began to pick up their pace, grinding deeper into her from both front and back with every push.

“Oh god, yes!” she screamed, pulling her Spike down to her tighter. “More! Deeper! Faster! Please!”

Her frantic cries picked up in tempo as they complied with her wishes, slamming into her harder and harder with each thrust.

“You’re deeper,” she informed the Spike above her, touching his cheek lightly.

The one beneath her redoubled his efforts.

“No, you are,” her caress turned to his face.

“No, you…

“You…

“You…

“You!”

Her screams grew wilder and louder as the competition between the two caused them to explore hidden depths within her that had never before been discovered.

Her mouth latched on to that of the Spike above her. Her lips parted at his insistence, and he thrust his tongue deep within her, retracing every taste it had ever taken inside of her.

She found herself completely overwhelmed. Everywhere she could feel, there was Spike. Spike above her, Spike beneath her, Spike on all sides, Spike within her, Spike within her in every way… She was completely saturated by Spike, and she felt as though she were losing herself, becoming Spike as he conquered her from inside and out…

“’ve got you, Buffy,” the Spike above her said, breaking their kiss. “’ve always got you…”

She looked into those familiar blue eyes, and suddenly losing herself in Spike didn’t seem so scary anymore. In fact, it was something she wanted. She felt as though she could never get enough Spike, never have enough Spike within her…

“Do it,” she whispered softly. “Bite me.”

His eyes flashed feral yellow, but she could still see the love for her written there. She turned her head to the side, giving him better access and cried out with newfound pleasure when his fangs pierced the soft flesh at her throat.

“You…too,” she managed to gasp out to past Spike. “Want you both…inside me…cocks…and fangs…”

The vampire beneath her didn’t need to be asked twice. His teeth sunk deep into the back of her throat, holding her head steady as her Spike’s fangs ventured deeper and deeper within her, sucking at her warm blood.

Penetrated four times over, it was finally too much for Buffy to bear. She screamed her ecstasy out to the world while her inner muscles throbbed and clenched, her orgasm shattering her entirely.

Her two vampire lovers followed her in the same instant, their balls clenching and un-clenching in time with her brutal Slayer muscles and their chilled seed shooting deep within her womb and ass.

The three collapsed on top of each other in an exhausted heap when their world-crushing orgasms finally subsided.

The Spike above her managed to awaken first, body aching all over – but in a decidedly good way. He tenderly licked the second bite mark he had made on her this evening clean, his cool saliva closing the wound. He turned his attention briefly to his other mark, nuzzling it fondly, before he raised himself up on shaking arms and slid out of her warm passage. His cock was quite spent, but still tingling in a pleasant way from her borrowed heat. With a satisfied sigh, he moved to the side and lay down on the soft mattress.

The feel of his rough tongue against the newly sensitized bite marks on her throat caused Buffy to stir as well. She groaned in agony at what felt like the simultaneous pull of every muscle in her body. She managed to sit herself up with great effort and raised herself enough from past Spike’s cock to slip it out of her rear entrance. Spent from that effort, she collapsed to the side, her head pillowed against her Spike’s chest and his arm wrapped lazily around her waist.

Past Spike awoke with a whimper when the wet heat that encompassed him moved away. He rolled over onto his side and spooned up against Buffy’s back, pressing himself firmly against her warmth. His tongue flicked out to tend to his own bite mark, and a proud smile graced his lips at the thought that the Slayer – of all people – had allowed him to mark her in this way.

“Mmm…” Buffy murmured softly as she drifted off to sleep. “Don’t think I’ve ever been this tired. Looks like you finally wore me out…”

Her Spike chuckled sleepily. “An’ all it took was two of us,” he replied.

And then all three felt into a deep, relaxing sleep…

“C’mon!” Xander sighed in frustration. “What can possibly be taking this long?!”

Dawn’s face turned bright red, and she buried her nose deeper into the book in front of her.

Be sure to read and review! While it's true that the next few chapters will be lamentably plotful, this is nowhere near the end of the smut in this fic! So give me some nice encouragement to keep me going... (hint, hint ~_^)