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A/N-Ok, let me go through this again. This is basically an AU fic. I am taking this totally away from canon, and am totally changing the time line and events in which Buffy became the slayer, rewriting everything. SO LISTEN UP- Please do not send me emails saying that I am messing up the timeline. I KNOW I am, and am doing so deliberately, as I stated in my disclaimer in the first chapter. I am making Buffy older in this fic because having her be 14 would just be too young for the nature of this story, even 16 is pushing it. So again, I am changing almost everything, and I will do my best to explain why. I wanted Buffy to be just a "normal" girl when Spike first meets her, which hopefully explains the pre-slayer aspect. So again, I am not following the Buffy timeline, and I don't plan on doing so. Phew, got that out of the way! Sorry, just had to get that out. If you're the sort of reader where it drives you bonkers having everything all messed up, this may not be the fic for you. Now on to the story.. Thanks for reading!! Oh also, this chapter may contain a bit of non-consensual sex, just letting you know.

Chapter 2
Did she want to go get something to eat? With him? All delicious bad boy inch of him? Hmm.. Yeah, she really did.  

 "Sure."

Spike smiled, that flashing grin that made her stomach jump, as he led her deep into the casino towards a small cafe. At this time of the night, the dinner crowds had thinned out and empty tables were plentiful. Without letting go of her hand, they followed a tired sour looking hostess to a small out of the way booth. Spike immediately ordered a beer. Buffy noticed he wasn't carded, not that this surprised her. He was definitely over 21 and she didn't know if she really wanted to know just HOW far over 21 he was. Yes, sometimes ignorance was nice. Buffy ordered a vanilla cappuccino, hoping that it seemed somewhat sophisticated because she was definitely feeling young which felt weird. Because well, usually she LIKED feeling young. She also knew this man was way out of her league, her only experience being the high school boys at home. But surprisingly, this didn't bother her.

Just after their drinks arrived, Spike excused himself, saying he had to use the restroom. Making sure that Buffy wasn't watching him, he slipped out of the cafe, and headed to the registration desk. In a matter of moments, he had acquired a room. Something he felt was very necessary, especially since the girl was under the impression he was a guest at the hotel. Oh yes, the room would be seeing some action before the night was over, of that Spike would make sure. A thrill of excitement shot through him at the thought, and he inwardly grinned. Huh, how bout that. His boredom had taken a little siesta since he'd been in the young Buffy's entertaining company. Well now, that wasn't something that came along every day. Spike realized he may have to rethink his plans. He had planned to do his "usual", first fucking, then while his victim basked in the afterglow, go in for the kill. But a delicious solution to his acute boredom didn't just come along everyday. Spike decided that perhaps he'd keep her a bit. It didn't even cross his mind to consider her feelings in the matter. No, she'd be with him, regardless if she was willing or not. He'd prefer her willing, but beggars couldn't be choosers. And Spike knew he could be very persuasive if need be.

With a bounce in his step that had been missing lately, he rejoined Buffy, who was intently studying the menu. "What sounds good, eh pet?"

Buffy looked up, smiling shyly. Her nerves had become rattled in his absence, self doubt rearing its ugly head. Spike smiled kindly at her and she relaxed a bit. "Um...hamburger, I think."

Spike glanced at his own menu, noting with satisfaction that they had his favorite snack. "Right then. Think I'll have an order of these spicy buffalo wings. Can't get enough of those things, they're brilliant."

Their waitress finally decided to grace their table with her presence, her attitude much like the hostess. Tired and sour. Spike had noticed a lot of this type around, mostly working in the food service department. He wondered if perhaps it was a prerequisite or if it was the thankless job itself that did it. He'd killed one about a week ago, and her blood was just as sour as her personality. He'd learned his lesson with that one, almost feeling like he was doing the woman a favor.

When the waitress left without another word spoken, Buffy looked over Spike and studied him. She watched as he picked up his mug and took a gulp of beer, his throat muscles working as he swallowed the bitter brew. In the unnatural light of the cafe, his skin cast almost an unnatural tone, so pale in color. She could see the eyeliner he wore, outlining his vivid blue eyes, making them stand out more intensely against his pale complexion. She didn't know if he was wearing lipstick, but his lips were a blood red which contrasted violently against the pale backdrop that made up his face and hair. Spike suddenly caught her eyes, his lips curled up in a smirk that let her know that he was aware of her intense staring, but Buffy didn't back down nor did she look away.

"Like what you see?"

"Yeah, I do," Buffy answered, than blushed furiously. It was almost as if it was someone else inside her speaking, answering for her. At home, she had confidence in buckets. But here? With this man? She was out of her element, and she knew it. And she did not like this feeling at all.

"Well, then. Doesn't that make things convenient for us? Because I'm liking what I'm seeing in front of me too." Spike's voice had lowered until it almost seemed to pass as a caress over her and she couldn't help the slight shiver that ran through her.

"Will, uh..can I ask you a question?" Buffy asked, a bit hesitantly.

Spike nodded, bringing up his mug once again, looking at her over the rim. He wondered what would be coming out of that luscious mouth of hers.

Buffy took a deep breath. "Ok, here goes. You are.... flirting with me..... right?"

Spike was glad he had already swallowed his beer when he heard her question. He couldn't help the laughter that escaped at the absurdity of her question, then saw by the look on her face that she was deadly serious. "Yes, pet. I am.. flirting with you."

He didn't expect the question that came next. "Why?"

Why? She wanted to know why? Bloody hell, couldn't she look in a mirror? Spike at least, had an excuse. But this girl, she couldn't really be so oblivious of her own appearance, could she? "You do own a mirror, don't you, luv?"

Buffy gestured impatiently, this was so not the answer she was looking for. "That's not what I mean. I'm talking about why you're flirting with a sixteen year old girl."

Understanding dawned on Spike. "Ah, that. It's because it doesn't bother me, that's why. Where I come from, girls mature faster, get married earlier. It's what I'm used to."

Buffy thought hard about that one. "So... you're not some big perv who gets off on kids?"

Again, Spike was amused by her. She was very endearing, and he could just see the innocence radiating off of her. He couldn't wait to exploit it, his demon was clamoring to get its hooks into that shimmering virginity. His jeans became restrictive against his growing hard on, and he tried to get his mind off his dick until later. "Pet, you're not a kid. You're a woman."

He had answered that question honestly and Buffy appeared satisfied by it. She nodded and smiled in relief. "Ok, just wanted to make sure. I just, uh... don't usually do this sort of thing, you know? Not with strange men I just meet."

That statement irked something inside of Spike, and he had to stifle his possessive growl. He was already considering this girl his. "I should hope not, like I said, it's a bloody stupid thing to do."

Buffy scrunched her nose at him and laughed. "And yet... here I am."

The look Spike sent her was piercing in its intensity, and she was almost held captive by his gaze, drowning in a sea of blue. Something inside of her seemed to try to speak to her, shouting a warning at her but she refused to listen. They were interrupted by their food being slapped down in front of them, and a bored, "Can I get you anything else?"

Buffy could feel the blood rush to her face again and she directed her eyes to her food, as she shook her head in response to the waitress's questioning. Spike did the same, effectively dismissing her, and the bill was slapped on the table. They ate in silence. Buffy could feel chemistry at work, a concept she'd always thought was a load of bull. Chemistry, how lame was that? But now she knew for a fact such a thing existed because all she had to do was look at Will, and her blood would start to sizzle and her underwear became flooded with moisture. She was glad he was totally unaware of her reactions because things were way embarrassing enough as it was.

But Spike was more than aware of her reaction, a subtle sniff of the air was all it took. Well now, this was shaping up to be interesting evening after all, and Spike was more than ready to jack it up to the next level.

Buffy finished her hamburger and leaned back in her chair. She flashed a shy, self conscious smile in Spike's direction, self doubt flooding her again. 'Now what?' she thought. Ok, much with the awkwardness here. 

But wait, did she.....WANT something else to happen? Oh god..... Buffy decided she did.

Well, she'd never be a poker player, Spike thought with some amusement. The thoughts flitting through her mind were plain as day on her face; the uncertainty, a bit of arousal thrown in and that innocence shining bright and true. Then finally she appeared to come to a decision when he saw the determination settle across her features.

"So, luv, what do you want to now?" Spike asked, his voice holding a slight teasing quality.

Oh yeah, she had decided something all right, Spike noted with smug satisfaction, as he watched her face flush a bright red. Taking a deep breath, Buffy tried her hand at flirting. "I don't know... what sounds good to you?"

Spike gave a deep throated chuckle and curled his tongue behind his front teeth, studying her through hooded eyes. "Well let's see... fancy coming up to my room? We can check out the flicks on the telly, or something?" Spike could hear her heart begin to pound at his suggestion, and his cock sprang to life again.

Oh god, this was it. Buffy wasn't under the delusion that they would actually be watching movies if she went up to his room, but was she ready for this? She'd had boyfriends, sure, but had never "done the deed". Did she want it to happen like this though? Looking into the piercing blue eyes of the man in front of her, her heart and mind both leapt to the same conclusion. Oh yeah, she wasn't passing up this delicious bit of salty goodness.

 In what she hoped was a confident voice, she replied, "Sure, Will. That sounds good."

Spike didn't reply, just gave her a heated look that sent shivers down her spine, and picked up the check. He pulled out his wallet and laid a few bills out then stood up. Buffy slid out of the booth, not the least bit surprised this time when Will grabbed her hand. God his hands are cold! But the simple gesture was comforting and they walked hand in hand out of the cafe.

Spike could hear her heart beat faster with each step they took and as they waited for the elevator, he pulled her around so that she stood in front of him. Reaching his hand up, he traced a finger lightly down the side of her face, and Spike found himself attempting to reassure her. "You don't have to be nervous around me, you know. Not gonna hurt you."

Buffy flashed him a grateful smile. "I know. It's just... this isn't something I've ever done before."

Spike was spared from having to answer by the timely arrival of the elevator. They stepped inside and Spike moved to one side so his lack of reflection wouldn't be noticeable. Wisely he had memorized the floor and room number before he had rejoined Buffy and they got off on the 10th floor. Slipping his key into the door of room 1002, Spike opened it and allowed Buffy to enter before closing it shut behind him. If Buffy took notice of the lack of luggage, she didn't comment.

Oh my god, what am I doing!!!??? Am I crazy??? I don't even know this guy! He could be a serial rapist or something! Self doubt plagued Buffy once again and Spike heard her staccato heart beat sounding like a railroad train threatening to burst out of her chest. He went to work on the first part of his plan, getting her relaxed and at ease.

"So, let's see what's on the telly, shall we?" Spike moved to the TV and pressed the power button on. Grabbing the remote control, he went to recline against the headboard on the bed. Patting the space next to him, he said, "come luv, come have a seat. Might as well get comfortable."

Buffy's eyes darted around nervously but she did as he suggested, settling herself next to him, smoothing her skirt over her legs. She glanced up and saw that Spike had been following her movements, his eyes darkening as they became focused on the shapely, tanned expanse of her leg revealed by the short skirt. Knowing that he had been caught staring at her legs, he gave her a wolfish grin. "Sorry, got taken in by the view."

"Uh... that's ok." Not knowing where to look, she directed her gaze to the tv set. "So what are we watching?"

"Your choice," Spike informed her, handing her the remote, letting his fingers trail over her hand. Buffy almost dropped the remote at the contact and embarrassment reared its ugly head again. Oh my god, could I be any more spastic here???

She was relieved to note that Will didn't seem to notice her reaction as he settled himself in, making himself comfortable. Buffy flicked through the channels, praying something interesting was on. Yeah, cos you're here, in a strange man's hotel room just so you can watch TV. Sure thing. That little voice in Buffy's head was beginning to annoy her, so she decided to ignore it. She had already made her decision, and she didn't really think she'd be leaving this room a virgin.

One of the channels revealed one of her favorite movies, Ferris Beullers Day Off, and she smiled excitedly. "Oh I LOVE this movie!"

Spike finally took his eyes off of her and flicked them in the direction of the TV. "Oh right. This flick is bloody brilliant, good choice."

Buffy beamed a smile in his direction and leaned back further against the pillows. The movie was just beginning and they soon became engrossed in it, at least on the surface. Buffy made no comment when Spike smoothly leaned over and shut off the light, the TV bathing the room in a light glow. He had moved right next to her and had put his arm around her, directing her head until it lay against his shoulder. Spike didn't know how much of the movie was really penetrating Buffy's consciousness, he could smell the nervousness and fear that continued to pour off of her. Oh yes, she was very aware of him right next to her. And Spike was having a hard time concentrating hearing the blood pounding through her veins, just waiting for him to take a taste. His cock had been in a state of perpetual hardness practically since he'd laid eyes on her and he was looking forward to sinking into her tight virgin flesh, hearing her scream in pain. 

 Oh yes, virgins were his favorite.

Just the thought of plunging his huge shaft through that virgin barrier was making him lose control and he decided he'd spent enough time getting her at ease, it was time for the fun and games to begin. Spike reminded himself that he wasn't going to kill her, not yet. He'd wait to see how she was before deciding how long he would keep her around.

Letting his hand touch the tanned warm skin of her thigh, he gave an inward smile of satisfaction as he heard her breath hitch in her throat and her pulse skyrocketed again. There are the nerves again, but oh yes, little one, ole Spike can smell a little something else. You want it, you wicked girl. And you'll get it, don't you fret about a thing.  

Spike let his fingers trail up the inside of her thigh, skimming her clothed mound and up over her flat abdomen. Shifting slightly onto one side, his eyes studied her face and watched her reactions. It amused him that she wouldn't look at him, just kept her eyes peeled on the TV set yet made no move to stop his advances. Oh yes, the girl knew what the score was.

God, all he is doing is touching me, and I'm practically melting. Oh my god, this is really happening. I'm going to have sex. With a stranger. In a hotel. In vegas. What am I doing?????? But Buffy's second thoughts were completely obliterated when Spike leaned over and pressed his lips to the tip of one of her breasts. Even through the layers of clothing, it was enough to send a jolt of desire straight through her.

Come on baby, look at me.  Show me you want me. It was as if Buffy had heard his unspoken command as she turned her hazel eyes to him, permission to proceed clearly in evidence shimmering in their depths.

"Can I kiss you, sweet Buffy?"

Buffy nodded mutely, her body reacting to his rough gravelly accented voice. It seemed like an eternity before he leaned over and pressed firm lips against hers, a kiss so sweet it was entirely possible to get a sugar buzz from it. He kept the pressure light, and Buffy found herself strangely dissatisfied with that. Darting her tongue out, she flicked it across his lips, and an almost different man seem to take over. Suddenly the lips against hers became hard and demanding and his tongue shoved its way into her mouth. Spike rolled over so he was laying partially on top of Buffy and she snaked her arms up around his neck, pressing him even closer.

Oh my god. That was all that Buffy could think, as her body was assaulted with an array of delicious new sensations. It registered for about half a second that everything about Will was slightly chilled, but it was quickly chased out of her conscious thought by waves of feeling. She could feel his hands running up and down her body, they were everywhere and they were making her feel so good. There was no voice of protest when she felt her shirt being removed, or when her skirt pushed down off of her hips. She watched in morbid fascination as Spike reared back slightly to yank his own black t-shirt off, exposing a chest so cut and defined, it was like a piece of living art. Rubbing her hands greedily over it, she liked how it felt hard and soft under her palms and it was her own hands that reached for his belt buckle.

"There's my naughty little vixen," Spike murmured in her ear, sucking on the lobe. That sent chills through Buffy and her hands refused to work for her anymore. Noticing her dilemma, Spike stayed her hands. "Let me take care of this." With efficient movements, Spike had his jeans off in record time, turning back to Buffy just in time to see the stunned look on her face.

Amusement coloring his voice, Spike said, "Is there a problem?"

Buffy tore her gaze away from his rigid erection and turned her shocked eyes to meet his. "That thing is huge."

Spike chuckled at her comment and his cock bounced in greedy anticipation. "We'll make it fit."

Suddenly, the uncertainty came slamming back into Buffy, and she stuttered, "I've uh... never done this before."

Leaning back down to press wet kisses against her collarbone, he whispered, "I know, it's ok. Let me take care of you." Trailing his tongue down, he latched on to one of her youthful plump breasts, drawing the nipple into his mouth while flicking his tongue over the tip. That self doubt flew right back out the window as she felt herself become wet, a delicious ache building up. When he trailed his hand down to rub the swollen nub, Buffy suddenly gasped and clutched his shoulders tightly.

 "Like that, do you?" he whispered, turning his oral worship to the other breast.

Buffy nodded helplessly as his talented fingers and tongue worked their magic, and it wasn't long before she experienced her first orgasm. Spike lifted his head up from her breasts and gave her a smug smile. "That feel good?" Again, a helpless nod was all Buffy was capable of, her breath coming in rapid pants.

She tensed a bit when Spike moved up to capture her lips again, and she felt his erection digging into her hip. But she didn't resist as he nudged her legs further apart and settled in-between them. She could feel the hard thick tip hitting her intimate core and she stiffened in anticipation.

"Relax," Spike ordered sensuously, finding himself having a fight with his demon on his hands. He buried his face into her delicate curve of her neck and worshipped the unmarked skin roughly with his tongue. Buffy groaned a bit, tipping her head to the side and Spike couldn't help but wonder what her reaction would be if she knew what was about to take her virginity.

His demon was gearing up in anticipation for the cruel onslaught of ramming his cock through her virgin barrier, so Spike was surprised to find himself easing his way into her, murmuring words of encouragement and tenderness against her throat. He felt her tense, could smell the pain she was in, and for some reason it touched him. And than it angered him. He was a demon, a monster. He didn't want to care that a chit's first time was as pain free as possible and that thought made him push himself into her more forcefully.

Oh god, oh god, it hurt. Buffy tried to push him off, to get that thing away from her, but he wouldn't stop. Suddenly he thrust in hard and it felt like she had been split in two. "Oh GOD! Get it out! Get it out!" she cried, tears flowing freely down her face.

Spike stilled on top of her, immediately ashamed at his rough tearing of her maidenhead which was immediately followed by more anger. It was as if the demon and the man were at war inside of him, and he didn't know which one "Spike" wanted to win. He made the mistake of looking down into her tear ravaged, agony-filled eyes and he came to the sudden realization that he wanted the man to win. Spike lowered his face and licked a trail of tears off her face before kissing her deeply.

"Shhh.. it's ok. It won't hurt for much longer, just need to get used to me. That's all you have to do, get used to me," he whispered it over and over while pressing small tender kisses all over her face and throat.

Buffy stopped trying to push him away but she was of the majorally confused. She had seen legitimate torment in his face when he saw her cry, but she could have sworn he rammed into her hard on purpose. It didn't make sense. But her confusion did serve a purpose because while she was trying to figure it out, the pain had subsided and was followed with a delicious full feeling.

"Now what?" she asked awkwardly.

Rearing his head back in surprise, Spike looked down at her. Then he noticed the contorted look of pain was missing, and he gave her a sex charged look. "Well now," he drawled. "Perhaps a bit of this." He moved his hips slightly, and watched delightedly at the shocked look on her face. "How does that feel?"

"Good," Buffy admitted, experimenting a bit by moving her own hips. Spike bit back a groan at the friction, as his shaft began sliding in and out of her blood and juice sodden passage. It was so tight, it was excruciating and Spike couldn't help but increase the pace.

"This hurt?" 

 Buffy shook her head no and she wrapped her arms back around his neck, hooking her legs around his hips to draw him closer and they began to slam together.

And it felt really good.

Spike once again buried his face into her throat, making growling noises as the intense feeling began building up inside her. She could tell he was trying to make this good for her when he reached down and rubbed that sensitive spot between her legs and oh, was it working. She'd never felt like this before, it felt so incredible. She flung her head to the side in pleasure and that was when she saw it.

The mirror. 

 She had left the door to the bathroom open and the closet mirror reflected the door mirror which cast a reflection of the bed. But that wasn't the disturbing part. She could see her, but the man who had just taken her virginity was not there, which made no sense because she could FEEL him.

Oh god how she could feel him.

But it was like her legs were hooked up in the air on their own accord, her hips grinding against nothing. Oh god. Buffy suddenly felt a stab of fear.

Feeling her tense before he smelled the sudden scent of fear flood from her, Spike looked up, not stilling his hips. "Am I hurting you?"

Buffy looked from the mirror, to him, then back to the mirror again, her face full of confusion and the beginning of terror. "Wha...."

Spike turned his head to see what she was looking at and noticed the mirror. Smirking, he asked, "Something wrong?" As he asked that, he twisted his hips almost cruelly, ramming himself deep into her.

Turning frightened eyes back to look at him, she whispered, "What.... are you?"

"What do you think I am?"

Buffy shook her head dumbly, looking from the mirror, to him, then back again.

"Well then, luv, maybe this will help you out." Shifting into game face, Spike presented his true face to Buffy and waited for her reaction. She tried to push him away, shoving violently at his chest, her eyes wide and fearful.

Now that the demon had emerged, it was easy to let it take over. Grabbing her wrists, Spike stilled them by her side, using his weight and superhuman strength to pin her down. She thrashed and bucked against him, and he hissed in pleasure. "Oh yeah, Buffy, just like that. Give it to me good."

"Get off of me!" Buffy cried, still attempting to struggle.

"Not quite yet. Not done with you as of yet," Spike informed her, moving inside of her once again. He managed to resist the urge to pound into her as hard as he could. For some reason, he still didn't want to cause this girl much damage. Didn't mean that he wouldn't, if necessary. Her tears and fear where turning his demon on, and he knew it wouldn't take long. Buffy had quit her struggling and lay limp under him. Directing his attention to her neck once again, Spike's fangs sliced through her delicate skin in precisely the spot he had picked out earlier, and he began to drink from her, murmuring something inaudible as her blood slid down his throat. Almost simultaneously, his orgasm hit and he tensed up as he shot his load deep inside her.

His orgasm was exactly what Buffy had been waiting for. Of course, having had no prior experience, she didn't really know quite what to expect, but she figured it would be her only chance, especially when she felt something sharp bite her neck. As soon as he appeared to be coming, she wrenched one of her hands free and grabbed blindly on the bedside table for some sort of weapon. Her hand curled around a phone, and thank goodness it was an older model- solid and heavy- not one of the light plastic numbers. As soon as she got a good grip around it, she brought it around with all of her strength and smashed it against the back of Will's head and he immediately slumped against her.

Spike never knew what hit him; he was just in the throes of one of the most intense orgasms of his life and then the world went black. But Buffy was sure going to take advantage of his incapacity and lifted his head up off of her neck. She winced when her skin tore; she had no idea what had happened there but that could so wait for later. She could feel blood running freely down her neck, but ignored it.

Warily, she pushed him the rest of the way off of her, jumping off the bed when his dead weight was lifted. He had landed face up on the bed and she took a quick opportunity to look at him. What the freak was this? Will's handsome face had just like....melted...into this. Way weird. Buffy grabbed her clothes, threw them on and without a backwards glance, ran from the room. It didn't even cross her mind that she may have left a dead man in the room, her sense of survival had kicked in and all she wanted to do was put distance between her and that thing in the room.

Buffy ran to her room floors away like she was being chased and prayed that her dad would be back. She met him in the hallway and flung herself into his arms, sobbing. Buffy told him she was attacked, refused to give him any more details.

She was scared with utter terror being a more accurate description. Knowing that Will was still here in the hotel, her panic knew no bounds. She insisted that her dad take her home to LA, begging, crying and pleading until he finally agreed. 

 He had stepped in to ask plenty of questions, all of which she refused to answer. She only knew she had to get away.

From him.

From what they had done. From what she had allowed him to do to her. Oh god, she was so ashamed. Nobody could ever know. She knew she couldn't call this rape, this was a violation beyond rape.

As she rushed her father through the hotel checkout process, Buffy kept her eyes glued to her surroundings, dreading any sight of him. She finally was able to begin processing what had actually happened. Looking in the mirror had helped, and seeing the twin puncture marks on her neck had helped set things straight in her mind. She didn't begin to relax until they were on the hastily rescheduled flight back to LA, and even then it was just a tiny bit. She ran through every bit of their conversation, praying that she hadn't given Will a means to track her down. This was not something that she would ever forget.

Because now she knew; she could finally admit it to herself. Vampires were real. And her life was never going to be the same again.

tbc...





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