"Hello?"

"Oh, good, Will, you're home."

"Angel?"

"Yeah."

Willow looked at her phone, then pulled it back to her ear. "Angel, Buffy isn't here, she went to Iowa with Riley for a week."

"Why is it when I call, everyone thinks I'm worried about Buffy?"

Willow was surprised. "You aren't?"

"Usually, yes. This time, no."

"Angel, what's wrong?"

"I just got off the phone with Spike. I'm worried about him. He called me to tell me goodbye."

"Goodbye?" Willow asked.

"Yeah, he said, 'Peaches, I love you, goodbye.' And then hung up. I called back, but he's not answering."

"Oh goddess... I need to go check on him."

"Thanks, Will, that's why I called you."

"I'll call you later, Angel."

*-*-*-*

Willow banged on the door to Spike's apartment. After the Initiative had been destroyed, she'd helped him find an apartment. The day he signed the lease was the last day she'd seen him. She tried calling him several times, but he never would answer the phone. She worried about him, but didn't want to force herself into his life. She figured once he got out of his funk, he'd come around.

"Damn it Spike! Open the door!"

The door swung open. Spike was standing there in nothing but his black pants, which had the top button unbuttoned. "Can I help you?"

"Spike....can I come in?"

"I don't really need any company right now, Witch."

"Spike...."

"Red, what part of no don't you understand?" He growled dangerously. "Just go away. I have things to do." He started to shut the door.

Willow stuck her foot inside and blocked him from shutting her out. "No, Spike, you are going to let me in and tell me what's going on with you. Angel is worried about you!"

Spike laughed bitterly. "Peaches? If he's so worried, where the hell is he?"

"He can't drive here in the daytime. Spike, listen to me." She walked in and shut the door behind her. "I know you are upset about the Initiative being destroyed, but...."

"You think you know?" he asked. "You have no idea. Now they are gone, my last chance for getting this bloody chip out is gone! I'm never going to be the same again! I'm.... well, life isn't worth living."

"Spike, don't say that!" Willow cried. "There is so much out there to live for! So much more than killing humans."

"For you, perhaps. Not for me."

She frowned. "Damn, you are so stubborn!"

Spike sat back on the couch and picked up the notebook he was writing on. "Go away, Red. I'm busy. When you come to check on me in a couple of days, deliver the letters I've written out, ok?"

"Spike! Stop this!" She ripped the notebook out of his hands. "You can't do this to yourself! I won't let you! Talk to me; let me know how you are feeling! It will help!"

"You want to bloody know how I feel? This is how I feel!" He reached over and turned the radio up so it was blaring.

Willow looked down, tears filling her eyes. She recognized the song, but the chorus in particular.

--I feel angry, I feel helpless
Want to change the world I feel violent,
I feel alone
Don't try to change my mind.--

He turned it back down. "I think that explains it. Now go away."

Willow glared at him. "You are scared."

He laughed. "Scared? Of what, Red? What do I have to be scared of?"

"Scared of living. So you lost your outlet. So what? Find another one!"

"Find another outlet?" Spike asked, standing up. "Like you are one to talk, luv."

"Excuse me?" she asked.

"Oh, poor little Red, her Dogboy left her and she can't deal with the pain and agony so she goes and casts a spell and of course it backfires, because she can't do anything right. And when it backfires, she makes Giles loose his eyesight, and demons come after her best friend, and, bloody hell if she doesn't make the damn Slayer and I fall in love. You can't handle the situation so you go make everyone else's life suck. At least the solution to my problem will make the Slayer and her Misfits much happier."

"At least I did something, Spike. You, you are just chickening out. Period. There has *got* to be something else in the world that you can do to work out all that frustration."

Spike stared at her for a whole minute before his lips curved up in a grin. "Actually, there is."

"Please, enlighten me," she said. "I would love to see what this great and wonderful thing is."

Spike stepped to her and grabbed her arms, pulling her close. He crushed his lips against hers in a brutal kiss. There was no love in this kiss, no sweet innocence. This kiss was a kiss of a dying man who was pouring all of his passion and desperation into it. He pushed her away angrily. "Damn it," he swore.

"That's what you need?" Willow asked, trying to catch her breath.

"Shut up, chit, you can't help me."

"Like hell I can," Willow said. She pushed him against the wall hard, pressing her body against him. She kissed him. This kiss was of the same intensity as the first.

Spike grabbed her shoulders and pushed her away from him. "Witch, if you start this, I'm not stopping it," he warned.

She looked at him with half lidded, desire filled eyes. "Fuck me, Spike. I know you want to." She reached out and cupped his straining erection.

Spike's eyes dropped closed and he groaned softly. "I'm warning you... sex with a vampire isn't like sex with a human."

She put her hands on his chest and pushed him back into the wall. "I. Don't. Care. I want you inside of me, Spike. I want you to ravage me."

Grabbing her shirt, Spike ripped it apart, throwing it to the floor. He cupped her bra covered breasts with his hands and roughly manipulated her nipples to hard points thru the fabric. He leaned down and nipped at one of them. She cried out, running her hands through his hair. She pulled him closer, arching her back forcing herself into him. "Bite me," she whispered huskily, her voice filled with lust.

He ripped the white cotton bra away from her chest. Then he vamped, sinking his fangs into her breast. She cried out, running her fingernails up his back. He shuddered in response, drinking her life.

"Spike..." she whispered, "stop."

He growled dangerously.

Willow's head was spinning. She didn't want him to stop, but she knew that if she didn't stop him, she would die. "If... if you... don't stop, you'll start to hurt me and the....chip will go off.."

Spike reluctantly pulled his fangs out of her breast. He lapped at the twin holes, savoring every drop of blood. "Don't worry," she whispered, "after my blood replenishes, I'll let you have more. I think though, that you were going to fuck me?"

He looked at her, yellow eyes filled with lust. "That's right," he said stepping back. "I was."

She grinned and turned away from him. She pulled off her skirt and panties, throwing them to the side. She lay down on the couch and grinned lustfully at him.

< My god, the witch is bloody beautiful under all those frumpy clothes, > Spike thought. He pulled his button fly undone and walked to her. "Get up."

She frowned. "What?"

"Get on the floor, on your hands and knees."

"My....hands and knees?" Confusion crossed her petite features.

"Hands and knees, pet. How many bloody times are you going to make me repeat myself?"

"Ok," she said softly. < Goddess, what the hell is he going to do to me? > She slowly got up and dropped to her knees, placing her hands in front of her.

Spike grinned down at her back. "Perfect," he purred. He yanked his pants off and threw them to the side. He dropped to his knees and ran his tongue up her spine.

Willow hung her head and shuddered at his touch. She'd never had any kind of sex in this position, and still wasn't sure what he was going to do. However, she was more excited than she could ever remember being. Her crotch was so wet it was beginning to run down her thigh. She shifted a little, unconcsiously trying to release some of the tension she felt.

Spike slapped her ass. "Stop it. I'm in control here, and I don't want you moving yet."

"Ok," she said softly.

Spike ran his fingertips over her ass and between her legs, to finally rest in her wet red curls. "I see you aren't wasting any time." He shoved several fingers in her cunt and laughed.

Willow felt humiliated. All he was doing to her was being demanding and treating her like a fucktoy, and yet, she was completely turned on by it. She whimpered slightly as he started thrusting his fingers in and out. "Do you like this Red? Do you like it when I have control?"

She bit her bottom lip, her closed eyes filling with tears.

He slapped her ass with his other hand leaving a rosey print when done. "Answer me, bitch."

The mixture of pain and pleasure made her moan. "Yes, Spike... I like it when you have control," she whispered breathlessly. < Please. . .oh goddess, please fuck me. I want to feel you in me. >

Spike grinned. His cock was rock hard and more than ready for her. He sat up. With a whimper of a protest from the red head, he pulled his fingers out and grabbed her hips forcefully. The whimper was replaced by a gasp as he slammed into her from behind with one hard thrust. Her eyes flew open and she dropped her head to the ground, resting her forehead on the carpet.

Spike leaned over the length of her body and grabbed her neck, pulling her up and holding her tightly. He was slamming into her hard, completely oblivious to her pleasure. He just wanted to control her, take back some of the violent dignity he once had.

< It hurts. But, Oh Goddess... > True there was pain, but Willow's body cried out for more of this arousing abuse. < That's it, I'm perverted. He's fucking me like an animal, it hurts and I love it. > "Spike," she eventually moaned. "Spike, please."

"I'm not stopping," he said through gritted teeth as he pounded into her.

"No I.don't want you too," she whispered. "Want to....cum," she begged.

Spike grinned, vamping again. "You want to cum, little girl? I can make you cum." He pressed his chest against her back and ran his tongue along the back of her right shoulder blade. He reached around her body, found her clit and twisted as, he sank his fangs into the flesh of her shoulder.

Willow cried out, her entire body clenching around Spike. Her walls closed in, grasping his cock. He shuddered slightly at the sensation. The clutching of her vaginal walls as he drank her blood was enough to throw him over the edge, making him cum. He tensed frozen, spilling his seed deep inside Willow.

He slowly pulled out, kissing the new bite on the back of her shoulder. He wrapped his arms around the shaking girl and pulled her down so he was spooning her on the ground. As soon as his body started to come down from the adrenaline high, he realized Willow was softly crying.

"Red?" he asked gently, kissing the back of her neck.

"Is it always like that with you?" she asked.

"Like what?"

"That....rough," she whispered.

"I'm a bloody vampire, Red, not a human."

Willow shut her mouth and curled her arms around herself.

"Red..." he started.

"Do you feel better?" she asked, changing the subject.

"I do," he said softly. "Red... thank you."

< Great, > Willow thought. < You won't kill yourself. Angel will be happy, but.what do I do now? I'm more confused than I think I've ever been. > "Yeah," she said softly. "You are welcome."