Rated VERY STRONG NC-17!! Do NOT read if you are underage. If there were a higher rating than NC-17, this fic would get it!

Warnings for: This is an extremely hardcore, raunchy fic folks!! Tons of explicit, graphic sex, multiple partners, slash, group sex, kink, anal, sex toys and objects used, bondage, deals with the seedy porn industry, angst, drug use, just about everything but the kitchen sink in this one! Wait...I think there is a kitchen sink scene in here somewhere...

Pairings (or triplings) include: M/F, M/M/F, M/M, F/F/M, M/M/M among other combos

A LARGE MALE GENITALIA ADVISORY is in effect for all viewing areas. *wink*

Summary: Buffy goes to Hollywood to become an actress, against her family's wishes. William is a momma's boy who goes to Hollywood to make porn films for easy money. They meet (eventually!) through a quirk of fate.

Buffy and Spike don't meet each other for many chapters. There's lots of couplings, but the story is ultimately Spuffy.

Joss and ME own everything. I own nothing. A nod also has to go to the movie 'Boogie Nights' for the initial inspiration for this fic.

"Cheek to Cheek" lyrics by Irving Berlin. "Black Betty" is by Ram Jam

Additional credits at the end of the story.

Thanks to Sweetie for beta-ing this fic for me!

Xander was helping to strike one set and get another one ready for tomorrow's filming.

He was wearing a pair of baggy, faded jeans, a plain, white t-shirt and work boots. He was using a blue bandana as a do-rag. It felt good to help out and flex his newly pumped muscles.

"Excuse me," a female said from behind him.

Xander turned around--and had to hold back the gasp and sigh at the woman's beauty.

"Do you know where Miss Morgan's office is?" she asked. "I can't seem to find it."

Her hair was very long and a warm, vibrant, chestnut shade; it had a slight wave and bounce to it. Her face was perfect: big, round eyes a perfect distance from each other; a lovely nose perfectly placed on her face; eyebrows that arched gracefully over her cafe au lait-colored eyes; fine bone structure, that tapered down to a delicate chin. Perfect.

"Hello?" she said, annoyed. "I'm talking to you."

"Huh?" Xander breathed.

She rolled her eyes. "Never mind."

She turned to walk away.

"Wait! I--um--Did you say you were looking for Lilah?" Xander asked.

She turned back to him. "Yeah. I just started working here. I don't know where everything is yet."

Xander tried to clear his head. "Uh--Here's what you do...go through that door," he pointed across the room, "Go down to the end of the hall, then turn left. Go down three more doors. Lilah's office will be the big one on your left. It has her name on the door, you can't miss it."

"I must have walked right past it," she laughed. "Thanks. Um...sorry if I was being bitchy. I've just been wandering the corridors around here for almost an hour."

Xander grinned widely. "Aw, that's ok. I'm Xander. What's your name?"

"Cordelia Chase," she smiled and stuck her hand out.

He went to shake her hand but halted. "I'm kinda sweaty from working. I wouldn't want to make you shake my big, sweaty paw."

Cordy's eyes sparkled a bit. "That's considerate of you." She lowered her hand, but remained standing in front of him.

"Cordelia...that's such a beautiful name. I've never met anyone with that name before," Xander flirted, batting his thick, dark eyelashes at her.

"Thanks. It's from 'King Lear'. I could've ended up 'Regan' or--Yuck--'Goneril'."

Xander laughed. "Wow, you did luck out! My friend Spike is a Shakespeare enthusiast, so don't be surprised if he goes on about the play when you meet him."

"Xander's an unusual name. Short for 'Alexander'?" He nodded, his face beginning to ache from the involuntary, face-splitting grin he wore. Cordy looked like she was thinking about something. "You said something about your friend, Spike?"

"Yeah, he's my bud. You know him?"

"I know of him. But I haven't met him yet."

Xander hoped that she wasn't going to ask him to set her up with Spike--he kind of wanted a chance with Cordy himself.

"Well, Spike's a great guy...I'm sure you'll love him."

"He's the rising star around here, right?" Xander nodded. Cordy's eyes briefly scanned Xander's body. "You know, you could do movies too, if you wanted to." She smiled.

Xander chuckled, "I do. This manual labor thing is just me pitching in around the place. I've actually been in a few of the films."

Cordy blushed. "Oh, I'm sorry...Color me embarrassed."

"Don't be. It proves what a fabulous actor I am. You believed that I was a normal, everyday 'Joe Lunch Pail', when in actuality, I'm an A-list porn star. I'm a regular chameleon, able to slip into any persona or identity at a moment's notice."

Cordelia laughed, her eyes squinting and tearing a little. "You're totally crazy, aren't you?"

"'Fraid so," Xander said.

Cordy's chuckles tapered off. They looked at each other more intensely, feeling heat building up between them.

Xander was wondering what her lips would feel like against his. What would it feel like to slide his hands down her sides and down over her shapely hips?

Cordelia wanted to feel those big muscles in his arms. What would those arms feel like wrapped around her? He had such a nice mouth; such strong, soft looking lips. She got a mental picture of herself licking a long line up his neck, over his Adam's apple, tasting his manly sweat.

Their bodies were reacting to their naughty thoughts.

"Do you know what your first flick's going to be yet?" he asked, hoping-against-hope that he'd be working with her.

"Yes, I'm doing one next week called, 'Cum Camping'," she laughed and shook her head at the title.

Xander's face lit up. "That's great! I'm doing that one, too!" He made an effort to calm down. "That's...cool. Have you--um--done porn before?" Xander asked curiously.

"Yeah, I worked at Leather & Lace Studios for a few months. I met Lilah at a party and--well--she convinced me to come work for her. She's very persuasive."

"That she is. I'm glad she convinced you to join the Horizons team. Welcome aboard!"

"Thanks. I guess I should go to Lilah's office now..." She slowly started backing away, like she was waiting for something.

"Um...Cordelia, would...you like to go out sometime? We could have dinner or go dancing...or both."

Her smile widened. "Yes, I think I'd like that, Xander. You dance?"

"You better believe it! I'm a dancin' machine!" His spirits were soaring.

She chuckled. "Okay then, I'd love to."

"How about tomorrow night after work--if you're not too busy or tired," he suggested.

"Alright. I'll see you tomorrow." Cordy winked at him then followed the directions he'd given her to find Lilah's office.

As soon as she was out of the room, Xander broke into an impromptu jig, looking like a combination between 'Lord of the Dance' and Ed Grimley.

The other workers looked at him oddly.

Xander came in the front door of the house that he shared with Spike. He was singing a song and doing some sweeping, Fred Astaire-ish dance moves.

"Heaven, I'm in Heaven And my heart beats so that I can hardly speak; And I seem to find the happiness I seeeeeeek When we're out together dancing, cheek to cheek!"

Xander danced around the living room. Buffy sat on the leather couch, eating popcorn with an amused smile on her face.

"Spike, man, I met the most beeee-u-ti-ful girl in the world! Her name's Cordelia--isn't that the most--" Xander stopped when he saw that Buffy was sitting there instead of Spike. "Oh...hello."

"Hi."

"You're not Spike."

Buffy laughed, "No. He's in the kitchen getting liquid refreshments."

Just then, Spike re-entered the room with two glasses of Coke.

"Xan, 'bout time you came home." He handed Buffy her glass and sat down beside her. "You could have called if you were going to be late. My casserole is ruined," he joked.

"I--uh--sorry, honeypie. I'll take you out for a nice juicy steak tomorrow. And maybe some dancing. I'll buy you somethin' purdy to wear."

"You know Buffy, right?" Spike asked.

"Yes, we've met. How's it goin', Buffster?"

"It's going okay. Spike said I could stay here tonight. Is that alright with you?"

"Fine and dandy like cotton candy." Xander grinned. "Mi casa, su casa. How did your first day in the big leagues go?"

"Oh, it was--fine. I would have laughed in someone's face if they told me a year ago that I'd be doing porno. Then I would've kicked their asses."

Xander and Spike laughed.

"Xander, who's the girl you were talking about when you came in?" Buffy asked.

"What girl? Xan, you old dog, did some little filly catch your eye?" Spike asked.

"Oh! Yeah, her name is Cordelia. She's beautiful and feisty and smart and--she's just Wow! She's going to be in a movie with us in a couple of days."

Spike smiled. "Cordelia? That name's from--"

"Yeah, 'King Lear', I know. I've been around you long enough for some Billy Shakespeare to have rubbed off. Do me a favor? Don't bombard her with stuff about the play when you meet her, 'kay? She gets that all the time."

Spike pouted. "Very well. I never get to talk about plays or literature anymore."

"Aww, you can talk to me about that stuff!" Buffy said brightly. "I've read all of Shakespeare's stuff. I love his plays."

Spike's eyes lit up. "I'd like that, Buffy." He was excited at the thought of discussing his favorite works with the beautiful girl.

"Anyway," Xander said, interrupting before they could launch into a long, boring discussion, "we're going to be in that movie with Cordelia in a few days, but you can meet her tomorrow."

"Which movie is that?" Spike ate some popcorn, glancing shyly at Buffy every few seconds.

"The camping trip one," Xander replied. "I wanted to play a lecherous, perverted, inbred mountain man, but those damn writers won't do it. They don't have the guts!"

"So you're smitten with this Cordelia?" Spike smiled.

"Oh yeah. We're going out tomorrow night for dinner and dancing. I never thought about that aspect of the whole thing...It'll be weird to be involved with someone and dating--and have sex with other people--and she'll be havin' the sex with other guys, too."

"Yeah," Buffy and Spike agreed.

They were beginning to realize that, too--it would be strange. But they couldn't fight the attraction they felt towards each other. They'd have to find a way to make it work.

Spike and Xander's relationship with Lilah (and the sexual antics they got up to with their co-stars) was different from normal dating. Lilah had other partners, there were no strings attached. Willow, Tara, Faith and the others were just interested in having sex and palling around. This was the first time since they began doing porn that they'd found girls that they wanted to actually date.

"So, what's your story? I guess you two hit it off today." Xander snatched a handful of popcorn and sat beside Buffy.

The blondes blushed. "You could say that," Spike said, looking at Buffy. "Buffy's having some problems with the place she's living in right now. I offered to let her stay here tonight and take her apartment hunting tomorrow."

"And they say chivalry is dead. How about this guy, huh?" Xander said to Buffy. "He's just as cute as a button!"

Xander tried pinching Spike's cheek. Spike leaned away from him.

"Cut it out, wanker!" he laughed. "Hey, you want to double tomorrow? Buffy and I could join you and Cordelia. If you'd rather go solo, I'll understand."

"No, that sounds great!" Xander said. "It's better to have other people around on first dates--it takes some of the pressure off."

Spike looked bashful all of a sudden when something occurred to him. "Um...I guess I should've formally asked you out first, Buffy...I got a little ahead of myself. Is it okay with you? Would you like to go out with me tomorrow night?"

Buffy held in a breathy sigh--he was so cute...and smokin' hot at the same time. She touched his hand lightly.

"I'd love to go out with you, Spike."

A few hours later...

Buffy sighed, stretching out on the cool, black satin sheets of Spike's bed. She couldn't fall asleep, but just laying in such a comfortable, luxuriant bed was of the good. Something was missing though...Spike himself. She looked at herself in the mirror on the ceiling above the bed, picturing a hot n' nekkid Spike curled up next to her. Why wasn't he joining her? He wasn't serious about that gentleman stuff, was he?

Maybe she'd just have to break down and make the first move. Little, naive, reserved Buffy Summers was gone. In her place was a fiery vixen who loved sex--dirty, passionate, screaming, hair pulling, ass-slapping sex. She wanted and craved Spike. She needed Spike. Buffy needed him to give it to her over and over again. When Spike had been pumping his hard 12" 'spike' into her, it was like nothing she'd ever felt, or expected to feel, in her life. It was an epiphany, a revelation. She wanted to repeat it--she wanted to feel that way again--right now.

She slid out of bed and padded out to the living room, getting wetter in anticipation of seeing him and touching him. Spike wasn't on the couch. Buffy frowned and walked through the various rooms looking for him, dressed only in her white panties and an oversized, blue t-shirt that Spike had loaned her. His scent that lingered on the laundered shirt made her feel all quivery.

Buffy smiled when she heard he and Xander talking in what she guessed was Xander's bedroom. The bedroom door was open. The two men were sitting on Xander's bed talking. Xander was wearing a pair of blue speedo underwear, and Spike had on gray boxer-briefs. They smiled at her.

"Trouble sleeping, pet?"

"The bed's really comfy. I guess I'm just not ready for sleep yet."

Xander's eyes scanned her, and he smiled in appreciation at her shapely, tanned legs. "Want to come in?"

Buffy walked over and sat on the bed with them. She couldn't keep from ogling Spike. He looked yummy in his underwear--he looked yummy out of them, too as she recalled. Holy God--was he gifted or what?! Xander was in good shape as well; solid with big muscles. His speedos left little to the imagination. Spike was the one she was really interested in. The attraction she felt for him went beyond any she'd had for any other guy. In the beginning it was his blue eyes, hot body and the fact that he could fuck her brains out, making her want to scream and speak in tongues. But after talking with him this evening she liked his personality too. He was sweet, sensitive and caring, as well as being drop-dead sexy.

"Feel like watching another movie?" Xander asked, not sure if he should suggest what he was dying to suggest.

"Yeah, let's pop another one in," Buffy said.

The three went back to the living room and sat back to enjoy 'The Terminator'. Halfway through the movie, Buffy was squirming slightly. Xander and Spike sat on either side of her. Her eyes kept shooting to their crotches then away again. Why wasn't Spike trying anything? She dug into the new bowl of popcorn they'd made.

"Hey, Spike, catch." Xander leaned back and aimed a piece of popcorn at Spike's mouth.

Spike opened up. Xander tossed it in. Spike grinned and chewed.

"Good shot, mate."

Seeing Spike's open mouth made Xander think about what else he'd like to pop into it. His cock got hard almost instantly. Buffy noticed the tent forming in Xander's tight, blue underwear. Spike noticed too and began getting hard in response. He tried willing his erection away, but Buffy would probably get grossed out if she knew that he and Xander had gotten it on.

Buffy was getting wetter and hornier. Could she ask them what she wanted to ask? Would Spike be upset if she wanted to see Xander's prick too?

"You guys look like you're...enjoying yourselves," Buffy commented, glancing at their bulges.

"Uh--maybe I should get going to bed," Xander said. He wanted to leave before he said anything stupid.

"You don't have to," Buffy said, biting her lip. "Could you guys maybe do something for me?"

"Sure," Spike said, getting stiffer by the moment.

"Could you take your dicks out and masturbate while I watch?" She blushed and put her face in her hands. "I can't believe I asked you to do that!" Buffy giggled into her hands.

Xander looked at Spike, waiting to see if he'd mind since Buffy was here with him. Spike smiled and nodded. He hoped that Buffy still wanted him specifically, but the thought of a 3-way with his friend was always welcomed.

"I'm game." Xander wasted no time getting out of his speedos and leaning back against the cushions.

"That had to be a new record. Don't think I've seen you get naked that fast," Spike laughed, removing his own underwear.

Buffy peeked from between her fingers at their groins. Xander had a fine cock; long, thick and smooth. He was quite large himself. And of course, Spike's organ could have it's own gravitational pull. Buffy took her hands away from her face and looked from side to side as they began to stroke themselves.

She stood up and sat on the coffee table, facing the couch so that she could watch both of them with more ease. Her tongue swept over her lips every few seconds. They were great looking men, one light--the other dark. A vision of them doing things to each other popped into her mind--she couldn't shake it loose. Buffy never really thought much of seeing men together. It seemed kinda oogy. Not these two however. That would be really hot. Liquid seeped onto her panties.

"Have...you two ever...done stuff to each other?"

"Why do you ask?" Spike asked, not wanting to give away anything.

"I--think it'd be hot. I know how guys are though. I don't want you to get wigged."

"You'd like to see us do 'stuff'?" Xander was trying to hold back his excitement. "That could be fun. I have an open mind."

"You wouldn't--be turned off by it?" Spike looked at her carefully.

"Uh-uh. I never thought much about guys doing each other before...until I saw you two in your skivvies." Buffy giggled nervously.

Xander moved closer to Spike. "This what you had in mind?" He kissed Spike.

"Yeah..." Buffy droned. She was right. It was hot.

Spike glanced at Buffy. Seeing that she was definitely into it (she spread her legs a little and was running her hands between her thighs), Spike deepened the kiss. Xander sucked on his tongue softly and put his free hand around Spike's shaft.

"Oh!" Buffy's voice hitched as Xander began stroking the imposing cock.

Xander broke the kiss and looked at Buffy. "More?"

Buffy nodded eagerly. Xander grinned and leaned over Spike's lap. He licked lightly at Spike's cock. Spike reclined back and spread his legs wider. Xander sucked on the cockhead while stroking his own meat.

Buffy licked her lips again, her eyes wide with wonder and exhilaration. She needed to do something or she'd spontaneously combust. Her right hand found it's way to her pussy. She rubbed herself through her panties. Something had been awakened inside of her; a sleeping, ravenous, sexual beast, now wide awake, yawning and stretching it's muscles. When Spike had fucked her this afternoon, it had started. She'd tasted wild, fantastic, untamed sex for the first time, and she wanted more--More--MORE!

Spike petted Xander's hair while he received a tongue bath. "Uhhh--Xander--Damn, you do this well."

"Mmmmm." Xander went back into a sitting position, spreading his legs.

It was Spike's turn. He bent down and took Xander's cock in his hand. His tongue shot out to flicker over the purple head.

"Ahhh! Ohhmmm! Yeah, so good!" Xander groaned, stroking Spike's back.

Spike sucked on the head, then moved his mouth up and down. Buffy slipped her hand into her panties and rubbed her clit directly. She moaned, capturing the notice of the men. They stopped and smiled at her.

"Want to join the fun, pet?" Spike arched an eyebrow.

"Yes." Buffy practically flew from the coffee table to the couch. "Um--what do I do?"

"What would you like to do?" Spike asked, still stroking Xander's stiff cock. Xander was returning the favor, moving his hand up and down Spike's column of flesh.

Buffy kneeled on the floor between them. She wrapped one hand around Xander's and the other around Spike's dick. Spike removed his hand from Xander, letting Buffy have it to herself. Xander kept his hand on Spike--one hand just wasn't enough for Spike's dick; two were needed to properly caress his monster.

Buffy bent over Spike, lapping at his cockhead. She gave it a few licks and Sucks, then turned to do the same to Xander's. Sweet l'il Buffy Summers, sucking two men's cocks at the same time and doing skin flicks--no one who knew her would have believed it. She kept up switching from hard cock to hard cock until her pussy was screaming to be filled.

Her eyes bored into Spike's eyes. He knew that look, it was a 'I need to be fucked right NOW!' look.

"Climb aboard, pet," Spike invited her onto his lap.

Buffy stood, removed her soaked panties, and then straddled Spike on the couch. They kissed hotly and noisily, running hands over the other's body. Xander helped them out by guiding Spike's cock to her pussy. He teased them both by rubbing the tip up and down her gash and against her clit. They were shifting their hips, trying to achieve penetration.

Xander chuckled at his evilness and relented, putting the head against her hole. It pushed in quickly, thanks to Spike thrusting up and Buffy dropping down at once. They groaned. Xander got off the couch and kneeled on the carpet behind Buffy. By the looks of her asshole, she'd never taken it up the ass before. He wouldn't push the issue but would sure as hell fuck her there if she asked. Xander contented himself with licking the rutting lover's genitalia. His tongue licked at Spike balls, as he moved up to lick and suck at the exposed base of Spike's cock. His hands stroked their legs and thighs.

Buffy and Spike were hardly moving--they were enjoying Xander's attention too much. Xander nibbled at Buffy's stretched out cuntlips while he fondled Spike's sac. Buffy slid further down Spike's tool with some help from the liquid that was fairly oozing out of her and down his thick shaft. Xander licked it up, adding his saliva to help her take more.

"AAAHHH! OH--OH YES!" Buffy cried out with her first orgasm of the evening.

Spike held onto her hips, easing her farther down on him. Buffy's pussy devoured all but the last two inches of cock. She was twitching and sweating with the intensity of the sensations going through her body. The boys were covered in a sheen of sweat too. Heavy breathing filled the room. Buffy gasped when Xander slipped his tongue into her pussy along with Spike's cock. He couldn't keep that up for long though. It was too tight a fit to begin with. His hands joined Spike's on her hips as he began licking around her asshole. It was funny how watching (and performing in) porn films made things that seemed gross or dirty before, seem normal, even mundane.

Xander ate her ass out for a few minutes. She hadn't asked him to fuck her there, so he went back to the ball sucking and pussy licking while they fucked. Problem was, he was gettin' no action. He'd wait a few more minutes before bringing the subject up.

Buffy and Spike fucked at a leisurely pace. They were grateful that there wasn't a film crew or a director to observe or break up the action this time. She wanted him to cum inside of her this time, no money shots.

Xander stood, wiping his face of their combined juices and applied it to his cock. He stroked his swollen member, watching them. Spike looked at him.

"What's your pleasure, Xan?" he asked.

"Can't decide. I'd like to fuck Buffy's ass."

Buffy stopped moving on Spike and looked anxiously at Xander.

"But...she's not up for that yet. That's cool. I'll just sit over in the corner jacking off and eating wet cigarette butts..."

Spike laughed then moaned as Buffy began gyrating her hips. "There's other things you can do, you know?"

"I'm open to any and all scenarios," Xander said, starting to feel rather desperate.

"You can let me suck you off, or Buffy, or both. Or-- "

"That sounds good!"

Spike sat up, holding Buffy under her ass then stood up. He moved over to a large, leather hassock and laid Buffy down. Their heads were at the end of the hassock. Xander moved quickly to them and stood in front of them. He held his throbbing prick in front of Spike's face first. Spike opened up and took Xander in his hot mouth. He fucked Buffy and sucked Xander slowly.

Xander moaned and thrust his hips, sending more of his cock into Spike's mouth. Spike held his head still, letting Xander fuck his mouth. Xander wanted to feel Buffy's sweet lips around his cock too. He pulled out and presented Buffy with his cock. She took him in and sucked on him. While Buffy fellated Xander, Spike caressed Xander's balls.

"Fuck--I'm not going to last long..." Xander groaned.

"Cum if you need to," Spike grunted, speeding up his fucking. "Warren isn't here to yell at you."

Xander laughed. "True."

Buffy was "mmmphing" around Xander's girth and breathing heavily through her nostrils. Xander backed off, and Buffy gulped in air and moaned loudly.

"Hope I wasn't smothering you, Buff," Xander said.

"Uhhhh--No--I just have to work on multi-tasking in the future. I can't think or do anything else when he's fucking me like this! Ahhhh!"

Xander looked longingly at Spike's bouncing ass.

"Want to fuck me, Xan?" Spike panted.

"Would that be cool with you, Buffy?"

"You mean--he'll fuck you while you're fucking me?" she asked breathlessly, her eyes glazed over.

"Yeah."

"Yes-Do it! Oh God--that's so f-fucking hot!" Buffy moaned.

Xander used the butter from the popcorn bowl as lube and quickly got Spike's ass ready for him; he would've gone to the bedroom to get the real lube, but he needed to fuck too badly for even that small a delay.

"Get ready, here comes Big Daddy," Xander said, smiling and moving up behind his buddy.

He squatted slightly. Xander liked doing it like this (with his knees bent and standing up) he could really pound his meat into whatever, or whoever's, orifice was below him.

"Ready," Spike said, slowing down again so that Xander could climb on.

Xander thrust in to the hilt. Spike tensed and groaned. Xander waited a few moments before moving in and out. He tilted his pelvis back and forth, fucking Spike's ass slowly. The threesome groaned and cried out ceaselessly as the minutes went on.

Xander couldn't take it--he had to get off. He gave Spike a good ass-ramming, slamming his cock home like he was drilling for oil.

"Uhhhmm--Ahhhaaa--FUCK!" Spike yelled.

It hurt some, but it was balanced with the immense pleasure Buffy's pussy and Xander's thick cock sent spiraling through his body.

Buffy was beyond words. Spike's dick was forced into her over and over again by Xander's wild fucking of his ass. Somehow the last few inches had made it's way inside of her. It was mind-boggling that Spike's entire shaft was snuggly encased in her vagina, like a long sword in its sheath. How the hell did it fit? Buffy had cum at least three times since Xander began pumping Spike's ass. She could definitely get used to this.

"Ouch!" Buffy yelped.

As into it as they were, the boys heard her and stopped moving altogether.

"What's wrong, luv? We're hurting you?" Spike panted, his sweaty brow furrowed with concern.

"No, my skin's sticking to the leather."

"Let's take it to the floor," Spike suggested. "The carpet's right comfortable for fucking."

Xander pulled out with a *plop*. Spike removed his cock from her pussy.

"Buffy, get on all fours," Xander said.

Buffy rolled off the hassock, her back was sweaty from the intense humping and the hot leather her back had been plastered against. She immediately went onto her hands and knees.

"Hold on a minute," Xander said. He moved to Buffy and buried his face in her snatch from behind.

Buffy squealed and groaned. Xander feasted on her pussy for a minute then backed away.

"Just had to have a little," he smiled and licked his lips. He crawled over to a standing Spike and slurped on his cock, licking up Buffy's juice.

"Come on, Xan. I'm gonna cum if you keep doing that, and I want to cum in Buffy...this time."

"I can take a hint." Xander winked at him.

Suddenly, Buffy wanted to try something different. "You can fuck my ass if you're careful, Xander. I never did that before so please, be gentle."

"Really?! Fuck, that's great! Be right back!" Xander raced for his bedroom.

"You sure you want to try that, Buffy?" Spike asked.

"Yeah. I can't take the kind of punishment he was inflicting on you--I want to try it though. I want both of you to cum inside of me...I really need to feel it for some reason."

Spike smiled at her and laid on the plush carpet on his back. Buffy crawled over on her hands and knees, she climbed on top of him and planted a kiss on his lips.

"You want to do it like this?" Spike fondled her tits.

"Mmm-hmm."

Xander ran back in the room, holding the lube aloft. "This stuff works great." He kneeled behind Buffy. "Okay, Buffy. You get on his dick, I'll stretch and lube you, then it's 'on'. You tell me if you want me to stop. I don't want to hurt you."

Buffy went into Cowgirl position on top of Spike, ready to screw him into the floor. His cock slid in relatively easily this time since her pussy was already expanded. Xander worked on her ass, tonguing her hole and spreading her cheeks with his hands.

Buffy closed her eyes and moaned. She'd sworn in the past that she'd never let a guy go there. That was a one-way ramp on the Buffy Freeway of Love--until now. She must have had some kind of sexual awakening with her introduction to the world of porn. Buffy was ready to try almost anything--she was so turned on, she was ready to beg for them to fuck her--and each other--hard.

Spike was more than ready to bust a nut. But he wanted Xander to prepare her properly so there'd be as little pain as possible. He thrust up into her pussy slowly and gently.

Eventually, Xander had three fingers in Buffy's ass, fucking them gently into her. "I think you're ready, Buff," Xander said.

He replaced his fingers with his lubed cock--pushing into her ass inch by inch.

"Ohhhh!" Buffy squeezed her eyes shut and panted.

Xander halted his progress. "Too much?"

"Oh--Oh GOD! I'm so f-fulll!" Buffy whimpered, her fingers curled to scratch and claw at the carpet on either side of Spike's head. She wouldn't be able to even describe how exquisite it was to be overstuffed with Spike's giant cock up her cunt--and Xander sliding into her ass. "M-More!"

Xander resumed pushing until he was in up to his balls. He started slow thrusts to get a rhythm going with Spike on the bottom. The two of them had screwed Lilah and some of the starlets in their films like this. It got easier and easier to fall into a good rhythm when they did double penetration. It helped that the men knew each other very well; they could anticipate the other's movements.

Xander adjusted his position, bending a knee and putting his foot on the floor for better thrusting.

"How you feel, Buffy?" Xander asked, wanting to make sure it was still good for her.

"Uhhhh--God--Good--So fucking good!" Buffy whined. "Do it harder!"

Xander didn't totally let go like he wanted to, but he sped up his thrusts a little. Ass fucking was fast becoming a favorite of Xander's. Partly because of how taboo and dirty it was considered, and just because it felt so good.

Spike was thoroughly enjoying the wild ride. He let Xander do most of the work while playing with Buffy's nipples and clit.

"You want him to fuck you harder, pet?" Spike asked her.

"YES! Agghh! Harder! Harder!" Buffy was about to cum yet again.

Xander rammed his cock up her ass fast and hard. He went back down on both knees and set a frenzied pace. His balls smacked against her ass loudly and repeatedly. He kept a firm grip on her hip with one hand, as his other hand went down under their bodies to where she and Spike were connected. Xander rubbed over their naughty bits roughly, then took a hold of his friend's heavy ball sac, giving it the same rough treatment.

Buffy screamed and whipped her head around, "AHHHH--AHHH--YESSSS!"

"BUFFY! UNNGGGHHH!" Spike stiffened and shot into her convulsing pussy.

Xander was the last to go. "FUCK--OH FUCK--OH YEAH!" Xander blew his wad in Buffy's ass.

Buffy had a multiple when she felt both of them unloading their juice inside of her. It was amazing and intense. Both of her holes were soon filled with hot, thick man-juice.

After 6 good squirts, Xander pulled out, spent. Spike's thighs were still quivering, and Buffy was trembling on top of him and grinding down on his expelling member. Getting a fun idea on how to cap off the ménage, Xander helped to lift Buffy's body off of Spike.

Xander covered Spike's cockhead with his mouth taking a few swallows before offering it to Buffy. Buffy dived on it like a starving woman. She jerked the colossal cock and placed her mouth firmly around the head, sucking and swallowing for all she was worth. Xander gently spread her legs and proceeded to eat her pussy, sucking up the liquid that his friend had left there.

The three of them moaned and gradually drifted back down to Earth. They laid on the carpet, their chests rising and falling rapidly. Gigantic smiles graced their faces as they looked at one another.

"Wowie!" Buffy giggled with wide eyes. "That was my first time with two guys. And the butt sex."

"How was it, pet?" Spike stroked her arm.

"My ass kinda hurts, but--it was amazing. All of it was fucking amazing...Thanks." Buffy rolled over, supporting herself on an elbow and kissed Spike sweetly.

"Anytime you want to do a threesome, you guys just let me know," Xander said, laying on the floor. He lazily patted his stomach.

"Oh, we will." Buffy grinned at her other lover.

"Once we get the strength, I think we all should take a shower." Spike sat up.

"At the same time? Won't it get--crowded in there?" Buffy asked.

"Nope, we have awesome showers. Very large and roomy." Xander smiled. "I have no doubt that they were designed with humping in mind."

"You guys can't possibly be thinking about sex again already?" Buffy teased, although she was feeling a bit randy again, too.

Wet, soapy Spike and Xander doing delicious things to her under the shower spray sounded terrific.

"We're always thinkin' of it, Buffy." Spike smirked.

"We're stallions," Xander groaned, standing up and staggering a little.

Buffy turned over in bed. She smiled and sighed when she felt her arm come in contact with Spike's body.

She opened her eyes, finding herself looking into his half-open blue ones. He was smiling, too.

"Morning," Spike said, unable to keep the grin off of his face.

"Is it morning?" Buffy asked groggily, moving up against his side and snuggling.

"Nearly." Spike looked at the clock. "It's 6:45 AM. "Much, much too early to get out of bed."

He put his arms around her and brushed his lips over her cheek.

"I had so much fun last night," Buffy said.

"Me too," he responded, continuing to press light kisses over her face. "Pet, can I ask you something?"

"Mmm-hmm."

Spike's voice changed, taking on a more hesitant, anxious tone, "Now, I want you to answer honestly. Don't be afraid to tell me the truth."

Buffy gave his throat a kiss and pulled back to look into his eyes. "What is it?" She stroked his face gently.

"I--I know that having a bisexual threesome with my best friend wasn't a good way to show it...but I really like you. If you had to choose me, or Xander, or me and Xander or neither--which would you pick?" Spike held his breath waiting for her answer.

Buffy smiled softly. "I like Xander--"

Spike looked heart-broken.

"Hey," Buffy pushed on his shoulder lightly, "let me finish before you start getting all sad and mopey! I can't take seeing you look like that..." She leaned up to his lips and kissed him tenderly.

Spike relaxed and returned the sweet kiss. When she broke away again, he was smiling timidly.

"Okay, what were you going to say?"

"I was going to say that I like Xander--BUT--I really like you. Like for dating, hand holding, picnics in the park, all that good stuff. Do you feel the same way?"

"Yes." Spike held her tighter. "I'd like to go out with you--as in boyfriend/girlfriend."

Buffy giggled, feeling giddy. "I want that, too."

"So we're a couple then?" He smirked.

"Looks that way...Um...true confession time," Buffy bit her lip.

"What do you want to confess, Buffy?"

"I had--the most crushable crush on you from the first time I saw you at the studio..." She blushed, thinking about all the times she'd observed him unseen by him--all the times she'd thought about him while bringing herself off.

Spike's smile was positively beaming, his eyes shining. "Really? L'il ol' me?"

"Yup. Every time I saw you...I'd run away because I didn't want you to see how affected I was by you. I'd get all flushed and stuttery--I had tons of butterflies in my stomach. You didn't need to see what a giant dork I was--I'm so embarrassed!" she giggled, burying her face between his neck and his pillow.

Spike chuckled, "I really did all that to you without knowing it? No wonder you disappeared so suddenly all the time. By the time I was ready to come over to say hi, you'd vanished. Pet, you should've stuck around. It's flattering as hell that I made you hot, but I'm just a guy. You didn't need to feel that you couldn't talk to me. I'm a nice bloke." He petted her back.

"I know that now. I just...turned into a drooling idiot every time I saw you. I never felt that way about someone before--I never got that bad, where speech wasn't possible." They laughed. "I wish I'd been brave and talked to you that first day. You're so sweet and funny, along with your other, more obvious qualities. Do you think you would have still wanted me if we hadn't done the movie together?" Buffy asked.

"Oh yeah, most definitely. You had me quite intrigued with all of your disappearing acts." They laughed again. "Seriously," he ghosted his fingers along the side of her face, his eyes softening, "you're beautiful. Even the most fleeting glimpses I had of you--mostly the back of your head and that lovely posterior of yours," Spike smirked and patted her butt with his other hand, "made me thirsty for more."

"Spike?" Buffy touched his hand, becoming more serious.

"Hmm?"

"How's this going to work? Us, I mean. With what we do for a living..." Buffy was scared that maybe it wasn't possible.

"I want it to work," he said, leaning in and kissing her.

"Do we...still have sex with Xander, too?" she asked.

"Only if you want to. I've found that sex is just sex, Buffy. If one night, you feel like having both of us, then you'll get both of us. But when it's just you and me...it's different...it's intimate. I think I'll be wanting a lot more private moments than shared ones."

She nodded. "With you, there's...emotions involved. When we were with Xander, it was different. Like you said, just sex. It was super fun though, don't get me wrong!"

Spike laughed. "All right then. How about this, unless we're working--you and I don't sleep with anyone else. With the possible exception of Xander, or someone you'd like to bring into it. And there'll never be sex that the other didn't approve of in advance with another person."

Buffy giggled. "Wow, my life sure has changed! I'm doing porn, I have a--boyfriend," she blushed and grinned, "And he's wide open to threesomes."

"Anything you want, pet." Spike cuddled her, feeling sleepy again. "Your wish is my command." He yawned.

"Okay," Buffy settled down to sleep against his chest a little longer. "You're the one I really want. But having naked fun with other people with you is cool, too."

"Buffy...would you like to stay here...with me for a bit? Instead of looking for another place right away?" Spike asked hopefully.

"You really--wouldn't mind me staying with you? We haven't known each other--"

"I know enough...to know that I like being around you. And I want to get to know you better." Spike stroked her arm. "If you'd rather not, that's okay. I just thought--"

"No," she got up on an elbow and looked down into his face. "I want to stay with you. If you and Xander don't mind. I get to sleep with you in this great, big bed every night, right?" she smirked.

He returned the smirk and threaded his arms around her waist, pulling her against him again. "I wouldn't have it any other way."

They kissed, then let their tiredness drag them down. They dozed off for a few more hours in each other's arms.

In the morning, Spike took Buffy back to the hotel and picked up her meager belongings. She officially moved in with two men that she barely knew. Not only that, but she was falling in love with one of them, and they planned on having hot threesomes as often as possible. Her mother would've had a heart attack--for a variety of reasons...

Chapter 13: The Look of Love

That afternoon at the studio, Spike, Buffy and Xander shared many a secret smile. Xander introduced them to Cordelia. She thought it sounded like fun to double date with the two blondes. They agreed on going to Fellini's, a casual Italian restaurant for dinner, then they'd go to 'The Magic Fetish', a trendy club downtown, for some dancing and general carousing.

Lilah was especially hurried that day. She had to leave for New York City right away to meet with some distributors and, as always, to find some new talent. She didn't even have time for a 'goodbye fuck' with her two favorite boys. Little did she know that they would've said 'no' had she brought it up. They had girlfriends now, they wouldn't be having the casual sex with her anymore. The off-screen loving would be reserved for their girlfriends (and each other, of course). Lilah had given Xander and Spike each a peck on the cheek before she set off for the airport. She'd be gone two weeks, maybe longer.

Warren was left in charge of operations. That didn't make anyone very happy; Warren was a good director, but he was moody and abrupt--definitely not a people person. Jonathan and Andrew did everything they could to help everything go smoothly so that Warren wouldn't have a reason to be upset. The crew and actors were grateful to the assistants for trying to take the heat off of them and incurring Warren's wrath when something did go wrong.

Xander, Cordy, Spike and Buffy didn't have a lot to do. Spike and Xander finished the scenes they had to shoot early. The rest of the day was spent hanging out in their dressing room and chatting with the new objects of their affection.

Then--finally!--work was over for the day, and they could go home to get ready for their dates.

Xander and Spike prettied themselves up for the girls at their place. Cordy took Buffy home with her to her fancy apartment to find her something nice to wear; Buffy's wardrobe wasn't very extensive.

At 7 o'clock, Xander and Spike pulled up to Cordy's apartment building. The girls were waiting outside for them. The boys got out of Xander's black Cadillac and walked to their respective dates.

The girls looked gorgeous. Cordy was wearing a revealing, dark-red dress, that showed lots of leg and cleavage. Buffy was wearing a peach-colored, form-fitting dress that came down to mid-thigh. Spike and Xander had to keep their tongues tucked inside their mouths at the sight of their dates.

The ladies were similarly taken with the men's appearances. Xander was wearing a maroon, silk shirt and black leather pants. Spike had on a pair of thin, medium-gray colored slacks that clung in a delightful way to his lower body and a darker gray cashmere sweater with a wide neck, giving a peek at the top of his chest and his trapezius muscles.

Buffy wanted to lick and bite at his shoulders and throat. Damn, he had a sexy throat...seeing Spike made her go all 'vampire' all of the sudden. She never wanted to take a bite out of a guy or found their necks particularly sexy before.

'I vant to suck your...blood,' Buffy thought, ''Aw, forget the blood. There's other things I want to suck first...' she held back a naughty giggle. Everything about him made her feel like a hungry animal,

Once the girls were fully inside the car, Xander and Spike closed wanting to pounce, slobber and gnaw on him.

They managed to say a shy 'hello' to each other.

"You look absolutely amazing, Buffy," Spike said, his smile boyish and dimply.

"Thanks, you look really...really good." Her eyes did a quick circuit over his body, then shot back up to his gaze. That throat of his looked so very inviting...She shook off the vampiric thoughts and continued, "Cordy lent me a nice dress, didn't she?"

Buffy modeled for him, doing a little spin and kicking up a high-heeled foot behind her.

"It's very fetching. Looks fantastic on you, pet." Spike's eyes were making their own happy journey over her body. "It was nice of you to loan Buffy the dress, Cordy," Spike said, not taking his eyes from Buffy.

"Hmm?" Cordy and Xander were whispering their own little compliments to each other. "Oh--That's okay. Buffy's cool." She turned back to look in Xander's eyes. "I'm starving. Why don't we get going?"

Xander practically left little swirls of dust in his wake in his haste to open the car door for Cordy.

"Why, thank you, Xander," Cordy purred.

She slid into the front passenger seat, purposely letting him get a long, hard look at her legs. Xander wondered if he could get through the entire evening without kissing and touching her.

Spike gallantly opened the backdoor of the car for Buffy, making a sweeping gesture with his hand.

"Thank you, Spike," she giggled. "Such a gentleman." the doors and nodded to each other. They jumped in the car, eager to get to the restaurant.

Dinner at Fellini's was good. The pasta was done to perfection, and the company was even better. Cordy and Xander were leaning towards each other, flirting and speaking softly. Buffy and Spike were doing the same.

Spike smirked when he caught Buffy eyeing his plate. "Pet, would you like a bite?" He raised an eyebrow.

"Uh-huh. Looks good," she smiled.

Spike gave her a soft kiss on the lips, just grazing her mouth. He loaded up a forkful of his canneloni. Buffy opened her mouth, and Spike gingerly put the forkful of Italian goodness in her mouth. She put her lips around the fork as he slowly withdrew it from her mouth.

"Mmm," Buffy moaned.

"Like it?" Spike asked, his eyes fixed on her mouth.

"It's yummy." She finished chewing then swallowed. "I liked the hors d'oeurve, Lips of Spike, the best," she giggled, leaning over for another kiss. "Mmmm," Buffy smiled and moaned at his lips, "Love those Spike Lips. They hit the spot."

"They'll be hitting all kinds of spots later," Spike growled playfully.

Buffy shivered, imagining his beautiful, sensuous mouth caressing her body. "How 'bout Tongue of Spike? Is that on my dessert menu?"

"Oh yeah, you'll be getting a large portion of that. I'll give you a sample to whet your appetite..." Spike kissed her softly, the tip of his tongue touching her lips.

Buffy parted her lips for him, playing with his tongue with hers.

"Hey, guys," Xander said in good humor, "We're trying to eat here. Stop that, before you get hosed down by the staff...and I honestly didn't mean that to sound so dirty."

The four of them laughed. Buffy and Spike moved apart and sat up straight in their seats.

"I s'pose we should pace ourselves. We still have dessert and dancing after this." Spike smiled and dug back into his food.

The four young people were giving off a truckload of sexual vibes. The air around them was charged with their combined energy. They all thought at one time or another during dinner about just going back to Xander and Spike's place and doing the club another night. None of them said anything for fear of offending their dates. So, they made non-sexual small talk, and finished their dinners like civilized people. Their thoughts, however, remained uncivilized.

Two hours later...

They had gotten a good table at the club, had a few drinks and had hit the dance floor. They switched partners every now and then, but always went back to their original dates. Cordy thought Spike was really hot, and Buffy liked Xander a lot. Spike found Cordy beautiful and tall, like an Amazon warrior. Xander thought Buffy was just plain sexy. Something told them all that they were going to get along very well.

They sat around their table to take a break from dancing. The men went to the bar to procure some drinks for them, leaving the girls alone for a few minutes.

"Spike's really cute," Cordy said, smiling.

"Yeah, he really, really is," Buffy sighed, looking to where he and Xander were standing by the bar. "I guess we're both pretty lucky gals. Xander's adorable and sexy, too."

"Oh, I know," Cordy giggled. "I'm a sucker for big, brown eyes and great smiles, both of which he's got. Damn...they look so good..." Cordy exhaled audibly, gazing at the two men. "I wonder if they--never mind," she said quickly.

"You wonder if they--what?" Buffy smiled mischievously. She had a feeling about what Cordy had been going to say.

"Nothing. You and Spike are together, I wouldn't want to suggest anything that might--offend you," the leggy brunette said carefully.

Buffy giggled. "Were you suggesting a possible...group thing? 'Cos if you were...I wouldn't be opposed to it. Not tonight though, tonight I want Spike all to myself."

Buffy was surprised at herself. She never would've dreamed of suggesting or saying anything like that a short time ago. But it felt so good to be naughty; to let herself be free.

Cordy giggled, too. "Are you serious? I didn't think an innocent-looking girl like you would be into that."

"To quote Britney, 'I'm not that innocent'," Buffy laughed.

"I'd love to do it then, if it's really okay with you, and Xander and Spike of course."

"Cool, but don't say anything to the guys about it...maybe we can surprise them tomorrow night?" Buffy was excited about her first 4-way, not to mention her first time with another woman. She wondered what it would be like to have another woman touch her.

"You vixen," Cordy winked, "what did you have in mind?"

"We'll talk about it later when we can talk without worrying about them coming back and overhearing us," Buffy said conspiratorially.

She looked back to where their dates still stood, waiting for the bartender to get back to them. Buffy brushed her fingers over her lips as she admired Spike's back. The gray pants looked so good on him--the way they hung on his hips and draped over his tight ass, made her pulse quicken. She wanted to run her hand down his back, feeling his hard muscles under the soft, luxuriant cashmere. She wanted to let her hand slide down to the small of his back, then over the curve of his ass--it looked so good, it was begging to be touched and handled by her.

"Earth to Buffy," Cordy laughed, waving her hand in front of Buffy's face.

"Huh? Oh--Guess I got distracted, sorry." Buffy giggled.

"Can't say I blame you," Cordy said, looking at the boys. "I love the way Xander's butt looks in those leather pants..."

"They must hit the StairMaster a lot...What were you saying?"

"I asked if, when we get together tomorrow, you have any ground rules. Like, do we touch each other or just the guys."

"Oh, actually...I was kind of--"

"Sorry it took so long, luv," Spike apologized, setting her drink down in front of her.

Xander and Spike sat down.

"That's okay," Buffy said, taking a sip of her Coke and shooting Cordy a 'Shhhh!' look.

"This place is really packed tonight," Xander complained. "It took the bartender 5 minutes to even get to us."

"Um--yeah. Cordy, come with me to the ladies' room. We'll be right back," Buffy said.

Cordy and Buffy left for the restroom.

"Why do girls do that?" Xander asked. "Why do they need to use the bathroom in packs?"

"It's one of those eternal mysteries," Spike observed. "Like the riddle of the Sphinx, unsolvable."

"Hmm...I bet they talk about us in there. They'll talk about everything that we did wrong."

"Don't be so bloody paranoid. I'm sure they're just doing--what women do in there."

"I don't have a booger on my nose or anything, do I?" Xander asked. "Is there any food stuck between my teeth from dinner?" he showed Spike his teeth.

"No! Will you cut it out? You're making me nervous."

"There's something going on though...Buffy and Cordy had this kind of 'I've GOT to talk to you, girlfriend!' look between them."

"Maybe they just want to talk about what fabulous dates we are," Spike chuckled. "And that they can't wait to get out of here and ravish us, good n' proper. Ever think of that?"

"Well, that is much more pleasant than my scenarios. Okay, I'll go with that...for now."

A few minutes later, the girls re-emerged and joined them at the table. They didn't let on about what they'd been talking about.

A half-hour later...

The couples took to the dance floor again for a few more songs. No one wanted to be the first to suggest leaving--they wanted one of the others to crack first.

Buffy and Spike danced, looking into each other's eyes, and smiling. A slower song began.

Buffy turned around in Spike's arms as they danced to the slow, but strong beat of the music. Spike held her hips in his hands, his body pressed against her back sensually. Buffy leaned her head to the side, her left hand going up to caress the side of his neck as they swayed. Spike touched his lips to her throat. She moaned, pressing her ass against his groin, feeling his firmness there.

Spike rotated his hips in lazy circles, using his hands on Buffy's hips to move her along with him.

"Spike," her whisper was swallowed by the music.

Her eyes were closed to slits. If he kept this up, or if the song didn't end soon, she was going to spin around, climb up his body and screw him right there.

Spike's hands went to her wrists, he crossed her arms over her chest and held her. He continued the slow gyrations of his pelvis. Buffy was moving her lower body with his without his hands having to guide her. She was feeling light-headed and dizzy--she wanted him so bad.

Buffy opened her eyes to see their forms reflected in one of the mirrored pillars lining the dance floor. She thought dazedly how good they looked together. They looked like they belonged together.

Spike smirked, noticing their reflection too. He looked into the pillar, his eyes locked onto Buffy's, and then he placed a soft, almost imperceptible, open-mouthed kiss to the crook of her neck.

Buffy's heart pounded thunderously in her ears--that was the sexiest look she'd ever seen on anyone--it made her groan with desire. Her mind raced across the miles to his bedroom, picturing the mirror above his bed. Yeah, those were tacky...but they were also very sexy. She wanted to be with him in his bed right now; Spike on top of her, inside of her. Buffy wanted to be looking in that mirror as she lay on her back--watching the muscles of his back strain--watching his gorgeous ass clench and unclench rhythmically as he thrust into her. The voyeuristic aspect made it even more exciting--It was like she was watching two people go at it, with the added pleasure of being fucked at the same time.

Buffy couldn't take it anymore. She turned her head to kiss him, their bodies still moving in synch.

"Spike, let's go home," she whispered. "Now."

Spike smiled and kissed her again. "I'll get Xander and Cordy," he said in a lust roughened voice.

The four of them couldn't leave for home soon enough.

Back at Xander and Spike's house...

The couples spent a little time talking in the living room, but it wasn't long before they retired to the bedrooms.

Spike led Buffy over to the bed by her hand, looking back with a devilish smirk. Buffy threw herself on him; her hands held and stroked his face while she kissed him. Spike kissed her then pulled back, putting two fingers to her lips.

"Just a second, luv."

He went to dim the lights and lit a few candles. Then he went to the stereo and turned on some music he'd programmed. 'The Look of Love' by Dusty Springfield began playing. Spike danced slowly and seductively over to her with a goofy smile on his face. Buffy giggled and put her arms around his neck, while his arms went around her waist. They laughed lightly and kissed, moving their bodies together to the gentle beat.

The look of love Is in your eyes The look your smile can't disguise The look of love Is saying so much more Than just words could ever say And what my heart has heard Well it takes my breath away

I can hardly wait to hold you Feel my arms around you How long I have waited Waited just to love you Now that I have found you

Buffy sighed, nuzzling his throat that she'd so inexplicably wanted to sink her teeth into earlier. Feeling his body against hers, his strong hands on her back, his hot breath on her ear...it was heaven.

"You like this kind of music?" she asked playfully.

Spike smiled. "My mum is a big Dusty Springfield fan. Heard it a lot growing up. I always thought this song was very romantic."

"Mmmm, it is." Buffy held him closer.

You've got the look of love It's on your face A look that time can't erase Be mine tonight Let this be just the start Of so many nights like this Let's take a lover's vow And then seal it with a kiss

They smiled and kissed again, their hands getting grabbier on the other's body. His hands slid down over her butt, kneading her gently. Buffy rested her head on his shoulder, kissing his neck softly. She could spend forever in his arms, just like this.

I can hardly wait to hold you Feel my arms around you How long I have waited Waited just to love you Now that I have found you Don't ever go Don't ever go I love you so

Buffy lifted her head to look at his face, her fingers touching his face and skimming along his ears (even those were sexy). "Spike...I..."

"What, luv?" he tilted his head.

"I really like you..."

Spike smiled. "I really like you, too."

Buffy gulped. "No...I really like you. I think...I might...be falling in love with you. Please don't scream and run away--I know we've only known--"

Spike stopped her by moving in to kiss her. Buffy moaned, quickly getting into the passionate embrace. Spike pulled away and looked at her with affection shining in his eyes.

He was afraid to say what he was feeling (admitting deep feelings was exceedingly difficult for him), but the look in Buffy's eyes gave him the courage just this once. The words flowed from him. "I know it's soon, but...I feel the same way. When I'm with you--When I'm looking at you or touching you...I've never felt this way. You're everything that I've ever wanted in a woman. You're so beautiful...you're strong, and resilient...You love Shakespeare and poetry," they both laughed. "I want you to live here with me--I want to be with you as often as possible. I'm falling hard for you too, pet."

"Thank God! I thought that maybe you'd be wigged...You're not just saying all that? You really mean it?" she asked, searching his sparkling, blue eyes.

"Yes, I do. Let me prove it...I want to make love to you." Spike kissed her lips then dragged them down to her neck.

"Yes--God--I've been dying to be with you all night," Buffy breathed, tangling her fingers in his hair. "Making love with you is all I've thought about."

"That makes two of us, luv," Spike kissed along the side of her neck slowly.

Spike's fingers curled into the top of her dress and pulled it down over her shoulders. He placed soft kisses to each shoulder while he continued pulling it down and off of her arms. When the dress was at her waist, Buffy undid the tie around the middle and wriggled, letting the dress drop to the floor.

Buffy gave him a smoldering, hot kiss, sliding her hands down his cashmere-covered back like she'd fantasized about doing at the club. Her hands ran over his lower back then down over the curve of his ass. He felt so good under her hands. She moaned, grabbing two handfuls, squeezing and pulling his crotch against her. They ground lightly against each other, tongues delving into the other's mouth.

They ended the kiss to get some air, brushing their cheeks and lips together gently. Buffy broke from him, then crawled backwards onto the silk sheets of the bed. She smiled a womanly smile, as she could plainly see how her body affected him. Wearing nothing but her peach thong and her high heels, she kneeled on the bed and ran her hands slowly up her body.

Spike's tongue poked out between his lips as his eyes tried to look everywhere at once: her breasts, her sexy, toned stomach, her hips, her thong, her thighs, her beautiful, lust-filled face. He met her eyes again and smirked, the sexiest smirk she'd seen to date. Another song had started.

He sang to her in a low, rumbly, sexy voice:

"When I get home, babe, gonna light your fire All day I've been thinkin' about you, babe You're my one desire"

Suddenly, Buffy was the besotted one again. When Spike turned on the seduction, it was all she could do to remember her own name--much less act coy and come-hither. Spike unbuckled his black, leather belt and pulled it out of the loops slowly. Buffy watched the belt's progress raptly; like she was hypnotized by it. He freed it from the loops and tossed it near the bed...just in case they wanted a little belt action later.

"Gonna wrap my arms around you Hold you close to me Oh, babe I wanna taste your lips I wanna fill your fantasy, yeah"

Still having Buffy's full attention, Spike pulled his sweater over his head and discarded it. He ran his hands over his torso, flexing his muscles. Buffy's tongue came out to sweep over her lips; he looked so very tasty. His hands traveled down to his waist. He undid the fastenings on his slacks and let them fall down his body (he wore no underwear, of course). His hips swiveled and pumped to the beat.

"I don't know what I'd do without you, babe Don't know where I'd be You're not just another lover No, you're everything to me"

Spike stood before the bed, naked as the day he was born. He stalked towards her, crawling up the bed with a naughty grin. Buffy couldn't tear her eyes away from his. She laid back as he came closer, kicking her heels off--they thudded on the floor. Spike propped himself up over her, looking down as if he were trying to memorize everything about this moment.

"Ev'rytime I'm with you, baby I can't believe it's true When you're layin' in my arms 'n' you do the things you do"

He leaned to the side and ran one hand up the inside of her right leg, all the way up to her thigh. Buffy's breath became shorter, it felt like her organs her vibrating inside of her body (one particular area tingled madly), her nose felt numb. Still, she couldn't stop staring into his darkened blue eyes.

"You can see it in my eyes I can feel it in your touch You don't have to say a thing Just let me show how much Love you, need you, yeah"

He slowly lowered himself down to her.

"I wanna kiss you all over And over again"

Spike set about doing just that--kissing her all over. Propping himself up on an elbow, he began with the corners of her mouth, moving his lips down her throat, her collarbones, shoulders, then her breasts.

"I wanna kiss you all over Till the night closes in Till the night closes in"

He flicked a nipple with his tongue, kissed it, then sucked on it for a moment. He moved to it's twin and repeated his teasing. While his mouth was busy, his right hand moved up to run along her thong-covered slit.

Buffy gasped and groaned, rubbing herself against his fingers. "Mmmmahhh! Oh Spike--Ohhhh!"

He moved his mouth to her ear, licking and nibbling at it.

"Stay with me, lay with me, Holding me, loving me, baby Here with me, near with me, Feeling you close to me, baby"

"So show me, show me everything you do 'cause baby no one does it quite like you"

Buffy ran her hands up over his chest and around his neck.

"Love you, need you, oh, babe"

That was it. The way he said 'oh, babe', made her insane--It was so sexy. With a growl, Buffy pulled him down, attacking his throat like she'd wanted to before. She nipped and sucked on his tender flesh.

Spike closed his eyes and gasped, letting her ravage his throat.

"I wanna kiss you all over And over again I wanna kiss you all over Till the night closes in Till the night closes in"

Buffy took her mouth from his neck and attacked his lips next, kissing him with every ounce of passion that she felt for him. They moaned, rubbing against each other, skin gliding against skin.

Till the night closes in

Till the night closes in

Buffy was hot and damp between her thighs, and her clit pulsed in time with her heartbeat, waiting for his attention.

Spike moved his fingers under her thong to touch her pussy. Buffy cried out at the feeling of his fingers tracing over her hot, moist, sensitized flesh--she'd been waiting ALL night for this. She moaned and thrust her tongue into his mouth, sliding it in and out, mimicking the way that she wanted his cock to be moving inside of her soon.

Spike rubbed around her clit. Buffy arched up when he gave it a little flick with his thumb. Spike thought back to the way he was just a few months ago. He never thought he'd have this kind of confidence. He never thought he'd be able to seduce a woman and drive her crazy with desire. He wished that he could use a time machine and go back in time to meet himself in high school--things would've been different...He would've made the acquaintance of a young, blonde, rosy-cheeked Freshman, for one thing.

"Spike! Ohhhhh!" She didn't want to beg...but she was getting close to it. She bit her lip.

He pulled his hand from her. While looking deeply into her eyes, he brought his hand to his mouth and licked his juice covered fingers sensuously. He moaned and growled, his eyes were hooded. Buffy's breath came quicker. In a flash, she removed her thong and tossed it over the side of the bed. She spread her legs slightly, rubbing her bare pussy.

"Fuck--I'm so hot, Spike--You get me so hot!"

Spike dropped back down to capture her lips in a sweltering kiss. He moved flush against her body, his hand going back to caress her pussy. They were both panting when they finally broke the kiss. Spike lowered his mouth to her breasts, moaning while he bathed them with his tongue. Buffy's fingers curled in his hair.

Spike kissed his way down her stomach to her hot center.

"Yes!" Buffy whimpered; she needed it so bad.

He took her thighs in his hands and slid his tongue inside of her. He nudged her hard clit with his nose while his tongue wriggled up and down her soaked pussy. Buffy was moaning and writhing around like she was in pain--but it was about as far from painful as you could get.

Spike nibbled and sucked on her nether lips. He loved the way Buffy tasted, and the way she reacted to this.

"Uhhh--Spike--Oh God--Please--God--Make me cum!" Buffy begged. Oh well, who needed pride anyway?

Spike ate her pussy ravenously, doing all those things that made her turn into a puddle of goo. He started doing that 'tube thing' with his tongue on her clit; letting her fuck his tongue.

'Where the hell did he learn that?! she thought. 'Jesus Christ! Oh Fuck--That's so good!' She would have asked, but that level of mental coordination was beyond her at the moment.

Buffy's hips bucked up at him. "SPIKE! Unnnhh! OH YES! Spike!" she screamed as she came.

He rubbed his tongue against her clit, holding and stroking her thighs. Buffy moaned and sighed as she finished.

"Mmmmmm," Buffy smiled. "Spike--Damn..."

Spike grinned, giving her one last full lick before making his way up her body to her lips. They kissed languidly for a few moments.

"You must be the absolute best giver of head in the world," Buffy laughed softly, winding her fingers in his hair.

"Why thank you, Ma'am," Spike purred. "I do try."

"You're next," she said with a debauched smile, pushing him onto his back.

Spike rolled over willingly. He played with her hair as she kissed her way down his body. Buffy licked around then sucked on his dark nipples.

Spike moaned, "Buffy--Oh pet!"

Buffy grinned and bit down on one of his hard nubs.

"Ouch!" he jumped then looked at her with a smile and a cocked eyebrow. "What was that about? You naughty vixen..."

She giggled and gently lapped at the nipple, "Sorry, baby. I've had this bad urge to take a bite out of you all night...You make me all vampire-like."

Buffy moved down, licking his stomach.

"Hmm, maybe you shouldn't go any further down if you have this biting thing going on..." he joked.

"Mmm-mmm," Buffy shook her head, "I'm going to suck your cock, and you can't stop me. I won't bite it. Promise." She smiled, batting her eyelashes.

She took his cock and held it up. "Damn...so fucking hot. I love feeling it in my hands," Buffy stroked it up and down to illustrate her point. "Love feeling you getting bigger, love the way it throbs, love the way it feels when I..." Buffy placed her lips over the head, swirling her tongue around and pulling at it lightly with her lips.

"Uhhh--Buffy!" Spike groaned, digging his fingers deeper into her blonde mane.

"Mmm, you taste so good, Spike," Buffy murmured, sliding her mouth along the sides of his prick. She dragged her lips back up to the wet tip, darting her tongue out to play with the slit. "Love doing this to you. You want me to make you cum?"

"Ahhh--Oh yes! Yes!"

"I like seeing so much enthusiasm," Buffy smirked. "You want me to tell you what I'm going to do to you?"

Spike looked at her with glazed eyes, nodding his head, "Uh-huh!"

She held back a giggle. He looked so adorable, so cute, when he was at her mercy like this. She could see a lot more of 'William' than 'Spike' right now.

"Well, first--I'm going to run my lips and tongue all over your big cock...get it all nice, wet and slippery." Buffy proceeded to do what she said, sliding her mouth over him from root to tip, over and over again.

Spike tilted his head back and groaned.

"Mmm, think I'll play with your balls a little, too. Do you like that?" she asked, taking his sac in her right hand and fondling it.

"Ohhh--Yessss! Uhhh!" Spike hissed.

"Right after I make you cum, I'm going to climb on top of you and fuck you," Buffy said silkily. "You stay so nice n' hard afterwards...so convenient." She kissed and licked his balls while stroking his rigid cock.

'Wow--this is really me saying these dirty, naughty things! And...I love it!'

"Buffy--Oh God--Ohhh!" Spike was perspiring and trying not to squirm too much.

One of his hands brushed her hair away from her face so that he could watch her. Buffy smiled up at him, sticking her tongue out and licking a long, slow line up the underside of his cock. Spike's eyelids fluttered when she reached the top again and engulfed it in her mouth.

They both moaned, and Spike's hands twisted in her hair. Buffy kept his knob in her mouth, her hands sliding under his back to squeeze his ass. She began bobbing her head and applying more suction. Soon, she had a steady pumping motion going with her mouth. She moaned constantly around his cock as she slid her mouth up and down about 6-7 inches of his monster. Her grip on his ass got tighter, and she encouraged him to lift his hips.

Spike groaned and panted watching her take a good deal of him down her throat. He thrust shallowly (even though he wanted to power his cock into her mouth).

"Shit--Ahhh--Buffy!"

She chuckled around his rod, bobbing her head and sucking more vigorously. She took one hand off of his ass and brought it back to his cock, stroking and massaging the 6-or-so inches that she just couldn't manage to swallow. Buffy hoped that with time and practice, she would be able to take more of him in her mouth.

"Damn! Buffy! Ohhh!" Spike's bucking got more uncontrollable.

Buffy raised her mouth off of his tent pole, sliding her hand up and down while smiling at him. "You gonna cum for me?" she asked, licking her lips. "Mmmm, I love it when you shoot your hot, creamy load in my mouth and--"

Spike made a strangled cry and began to cum.

Buffy gasped in surprise then giggled, she swooped down to catch the jiz that was firing from his cock. She sucked on his cockhead like she was drinking from a straw; drinking down everything he shot. When the streams began to slow down, Buffy quickly took her mouth off, moved up his body and impaled herself on him in a fluid motion.

They moaned as he sank into her sopping pussy. Tasting his spunk on her tongue and having her pussy filled with his throbbing cock drove her wild. She braced herself and commenced to ride him like a prize-winning horse. Buffy showed him no mercy.

Spike could do nothing besides lay there, enjoy, and hold onto her hips as she pounded him into the mattress. He wanted to suck on or fondle her tits, but her movements were too wild, she was too insane with passion. He moaned, thinking how fast and easily she had beguiled him, he was under her spell--and loving every moment of it. Spike knew it wouldn't take long at all for his, 'I think I'm falling for you, too' to become a full-fledged, 'I love you!'.

"Uhhhh! Oh yeah! Oh Spike! Fuck yeah!" Buffy yelled, whipping her head up and down.

"Buffy!" he yelled. "Oh pet--Bloody--Uhhh!"

"YES! OH YES! Nnngghha!" Buffy arched her back, her pelvis ground down on him as she climaxed.

She was still moaning, and trembling from the force of it, when Spike flipped them over and drove in and out of her. His pace was as wild as hers had been. Buffy screamed and wrapped herself around his pistoning body. She happened to notice their reflection in the mirror over the bed. She forgot how to breathe for several moments. Watching herself get fucked by Spike was surreal--and enough to send her plummeting into another screaming orgasm.

Buffy's next orgasm hit her like an atomic blast. "SPIKE! FUCK ME--FUCK ME--OH CHRIST--OH GOD! AHHHHHAA!"

Her body shook, as a feral scream pierced the loud sounds of their bodies slapping together and echoed throughout the house. Buffy clawed at his back and drummed her heels on the backs of his thighs in mindless passion (she'd apologize profusely later--and feel horribly guilty--about the nail marks and bruises she'd left on his flawless skin).

Her aggression and sexual-mania excited Spike more than he'd ever been before. He humped into her heat harder and faster, feeling another imminent explosion approaching.

"BUFFY!" he yelled, his body stiffening.

Spike groaned loudly and filled her with his copious load. Their humping bodies slowly ground to a halt. They breathed heavily against the other's neck. Buffy kept her eyes open enough to still watch them in the mirror. Her hands glided over his sweaty back, as she ran her feet up and down the backs of his legs.

"God--Buffy...glorious...fantastic...extraordinary..." Spike moaned, turning his head to kiss her throat.

"Took the words right out of my mouth," she said breathlessly.

She turned her head to taste his lips again. They kissed slowly, turning onto their sides, their arms and legs entwined.

"Mmm, effulgent," Spike whispered, going in for another kiss.

"Hmm?" she asked.

"Effulgent--glowing, shining, radiant as the sun...that's you." Spike smiled wistfully.

"I like that," Buffy giggled. "I never heard that word before. That can be 'our word'. That's not too sappy is it? I can't help it...you make me all giggly and blushy. I feel like I'm 15 again."

Spike pressed a sweet kiss to her lips. "It's not sappy, pet. Well...maybe a little, but I like it. Guess I'm a sap, too." He grinned. "God...I wish I could've met you when you were 15. We could've been together all this time. Though...you probably wouldn't have wanted to be with me back then..."

"Stop it. I told you I thought you were cute. I love those brainy, intellectual guys. I had a daydream once...that I shoved you against the lockers and rocked your world," she laughed and blushed. "I fucked you right there in the hallway."

"No, you didn't!" Spike laughed. "You don't have to stroke my ego, luv."

"It's true! Would I confess to something that dumb if it weren't true?"

"It's not dumb. It's sweet...in a very naughty way." He smirked. "Wish it would've come true."

"Yeah, me too. I was too shy to ever even say anything to you."

"And I was too shy to approach girls. Shyness really, really sucks..." Spike said bitterly.

"You said it, baby. And it's so not worth it. I mean, life is about taking chances and risks. You never get anywhere if you don't go out on a limb once in a while."

Spike hugged her and kissed her forehead. "You couldn't be more right, pet."

They lay wrapped in each other's arms.

From the other room they heard Cordy shout, "Oh! OH XANDER! FUCK ME! OH BABY--AAHHHH!"

Buffy and Spike giggled. It sounded like their friends were having a good time, too.

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