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"She wouldn't stake him, would she?" Dawn asked doubtfully, as she glanced back at the black Desoto that followed Angel's car closely. She could see the brunette and the blond vampire staring sullenly ahead, oblivious to each other.

"I don't know." Angel said idly, focusing on the road. He sounded completely uninterested. He picked up his traveler's mug full of coffee and took a deep swallow.

"You don't know?" She crossed her arms. "You don't fool me."

Angel glanced at her, perplexed."What are you talking about, Dawn?"

"Spike. If Faith staked him you'd be upset."

"I would?" Angel gave a throat laugh. "I can assure you, princess. . .my heart would go on."

"Your heart, huh?"

"Yes." Angel smiled smugly, amused by his witticism.

"So, you're implying that you and Spike are close, eh?"

Angel frowned. "Of course we're close, I'm his sire."

Dawn waggled her eyebrows. "His sire. I've read a few things in the Watcher's journals about that. It's a very special relationship, isn't it?"

"You could say that."

"So, it's a unique bond? And sometimes it's uh. . .sexual, right?" He thought back to his relationship with his sire. Angel nodded, taking another drink of coffee.

"So, does that make it incest?" She thought a moment, scrunching up her pert nose. "Or necrophilia? Oh! Or maybe bestiality?"

Angel spit out his coffee, splattering the windshield.

"Why the hell is he spitting on the windshield?" Spike asked, watching the interaction in the other car very carefully.

"Bug?" Faith offered.

"Could be." He gestured to the other car. "Now, will you look at how he's driving? He's going ten miles below the soddin' speed limit." Spike grumbled. Just like a little old lady. All that's missing is the bleedin' hair net.

"What's your hurry, blood boy?"

"Stop calling me that." Spike gave her a disgusted look. "I should be riding with nibblet."

Faith crossed her arms over her chest. She'd been relieved to ride with Spike and when Angel had suggested it, she jumped at the opportunity. "Aren't you a little old for D.?"

"No, she's got a few centuries on me. Cradle robber." Spike smiled to himself.

"The Key has a few centuries, not D. She's only 18, innocent, and probably a virgin."

Spike sighed, thinking of all the wicked things he could teach her."You really think so?"

Faith smacked his arm. "Just remember, that's my daughter your talking about. You hurt her and I'll-"

"What? Stake me? Behead me? Come on, Slayer, tell me!" Spike goaded, used to Buffy's threats.

"No, I'll cut off your 'spike' and shove it up your-"

"Well, that's rude."

"Because I won't give you my sexual history? Well, I'm not going to. By the way, where did you learn those words, anyway?"

"Angel, I'm 18, not 8. Besides, I was curious. I didn't ask for details! Though if you and Spike have-"

"I didn't sleep with Spike. Why does everybody ask me that?"

"Who else asked you?" She asked, surprised.

"Buffy, Willow, Xander, and uh, Giles."

"Giles?"

"He asked me for the ' historical record'."

"Well, I get Buffy asking. You were her boyfriend. And Spike calls you 'peaches', everyone probably assumed that you two had a relationship. So. . . you weren't 'sleeping' with him." She looked at him suddenly, very lawyer-like. What did you two do when you were awake?"

Angel glowered at her, deciding to ignore her last comment. "Just like he assumes that you and I have a relationship." Angel got a sly look in his eyes.

"Wait a minute. You just avoided my entire question."

"Is that before or after you decided to cut off my manly parts?"

Faith smirked as she glanced at his lap. "Not very manly, if you ask me. I've seen bigger."

"Hey, you were the one who hit on me in the Bronze."

Faith pursed her lips. "Hey, I'd been in a coma for six months. Xander would have looked good to me. And, if you remember right, blondie, I turned you down."

"No, you hit on me, got me worked up and then turned me down. Point is, sister, you were the one who wanted me." He smirked at her, "Tease."

"Impotent."

"Bitch."

"Vampire."

"Vampire Layer."

"You got me mixed up with B."

Spike raised an eyebrow as he looked at her. "Not bloody likely."

Faith grinned despite herself. It was nice to be acknowledged as a separate entity, as opposed to another 'Buffy'. "So, what's your beef with Angel?"

"The bloke keeps sleeping with all my bloody girlfriends."

Faith smirked. "B. has the same problem with me."

Spike felt a smile threaten to spread over his face. "Sleeping with her girlfriends?"

"She doesn't have any girlfriends and god knows she can't keep a man."

Spike chuckled. "'Cept for that dopey soldier boy."

Faith pulled out two cigarettes and lit one for herself and one for Spike. She passed it to him. "Hmm, Riley. He was a lousy lay."

"Do tell." Spike settled back in his seat.

"Do you think he's buying it?"

"I know something that will insure he will."

"Why does that make me nervous?"

"Are you sure it's the comment and not me that's making you nervous?" Angel smiled that velvety Angelus smile.

Dawn pressed her hand against the glass. "Oh, look. A rest stop. . .let's stop."

"Stop? Is that what you're going to tell him? I know a lot about Spike." Angel said silkily. "And he doesn't stop, Dawn. Not ever."

"You know a lot, huh? Knew you slept with him." But Angel didn't rise to her bait, instead he wrapped and arm around her waist.

"Come closer." He whispered. "I have a secret to tell you."

"Did that wedding cake give you a happy? Should I check your luggage for leather pants?" She stammered.

He leaned in and licked her ear. "I don't stop either."

"Umm, Angel . . ." She was starting to get nervous.

Suddenly he straightened up and smiled. "We'll never make good time if we have to stop every two miles for you to go to the bathroom." He turned on his blinker, hoping Spike would notice in the car behind him. He'd use his favorite sneak attack on her when she got out of the rest area. The response was always more believable.

"Did he just lick her?"

"Ewww." Faith scrunched up her nose. "Has he had all his shots?"

"I bleedin' hope so." He muttered.

Faith spared him a glance. "Why, is it possible you might have caught something?"

"Why does everyone ask that. I know I'm a good-looking bloke, but really. Like I go for the depressed-somebody-stake-me-I-can't -get -layed-without-becoming-a-Psychotic-vibe."

"From what I've seen you go for the "I-am-a-psychotic" thing." She smirked.

"That was just a phase. If I had been going to college, everybody would have dismissed it." Spike slammed on the brakes. "Bloody hell!"

"Looks like we're stopping."

"Thank you oh-mistress-of-the-obvious." Spike swerved into the exit ramp. "What? Did he run out of hair gel? Bloody poofter."

"Do you mean he's . . .fishing on my side of the pond?"

"We haven't established which side of the docks you frequent, ducks."

"Boystown."

"Like the young ones, do you?"

"I didn't mean it like that." She smiled. "And, honey, any guy under 35 is a boy." She watched Angel pull into a parking space. Rolling down the window, she shouted, "Key-licker!"

Angel froze, looking around him. Dawn turned scarlet, opened the door and ran to the bathroom. Faith chuckled.

Spike laughed as he pulled the car into a parking space. "I'd be ashamed to be seen with him, too. Fancy car, poofty duds, looks like he's in the middle of a bleedin' mid-life crisis." He leaned over Faith to shout out her window. "Hi, peaches, miss us?"

Angel glowered at them. Then a mischievous smile covered his face. "Wanna-be key-licker!" Angel laughed wickedly and ran to the safety of the public enclosure.

Spike growled, hopped out of the car and chased after him.

"Shit. Knew I was right to come along." Faith said and followed to watch the fireworks. When she got there, Angel was standing next to the water fountain, Spike was standing in the doorway. Angel made to go into the men's room to avoid him, unfortunately, a line was forming outside the door.

"Angel, we don't have to go to the bathroom." Spike pointed out with obvious glee. Then his voice became rasping with insinuation. "Unless you're trying to get a free show?"

The two men who were in front of Angel in line for the bathroom turned around with menacing looks on there face. Angel put up a placating hand. "Sorry, it was my boyfriend's idea--he brought a camera." He pointed to Spike. The men turned to Spike and balled up their fists.

Faith had to throw in her two cents. "Boys? Where have you been, I missed you." She wrapped an arm around Spike's neck and beckoned to Angel. The two men looked confused. Angel walked over to her and looped an arm around her waist. Just then Dawn came out of the bathroom. She saw the three standing there and automatically walked over to them. Spike pulled her into his embrace.

"Hi, Nibblet." Spike fixed her with a stern look. "Did you let him lick you?" He turned to his sire and made a show of his searching the pockets of 'The Broody One'. " Peaches, do you have any disinfectant?" Angel slapped his hands away. "No telling who's been in your mouth." Angel rolled his eyes. "Why are you going around licking young girls anyway? They have laws against that you know."

"Hey, leave my daughter alone." Faith glared. "Spike, quit feeling him up!" The men who were about to pound Spike gave up and walked back into the bathroom. It was amazing the weirdos you ran into on the road.

Faith steered Dawn outside, Spike and Angel hot on their heels. Just before they reached the door, Spike threw Angel's car key's to him. "From now on, if you got a urge to lick a key, suck on those." Angel stared down at his keys in confusion. Spike reached his car door and opened it up."Want to ride with me, sweet bit?"

Angel's back was to his childe and he didn't see his sire's reaction. He mouthed to Dawn. "Wanna win?" If she wanted to win Spike's affections she had to play the game. Angel didn't tell her that he was going to make Spike pay for the bathroom incident.

"I'm riding with Angel." Dawn flashed him a small smile before she made to go around to the other side of the car but Angel's arm forestalled her. Deftly, he opened the car door. Then he scooped her up in his strong arms and deposited her on the front seat. He tossed her the car keys.

"Actually, you're going to drive."

Spike ground his teeth but kept a smile on his face as he gestured for Faith to hop in. She did so, but not before squeezing his arm in sympathy. They both started their engines and Dawn and Angel pulled out first. Spike followed them, there was a line of cars waiting to get out of the rest stop.

Spike smiled evilly as he gently nudged the back bumper of his sire's car. No damage was done to it but Angel still turned around in his seat and glared. Spike shrugged. Then, he spotted the 'bathroom guys' from inside, in front of Angel's car. "Sorry, peaches." He yelled out the window as loudly as he could. He noticed that the guys turned back to look. Spike smiled wickedly. "I know you like me to ram your tail harder!" He blew his sire a kiss.

If Angel could have blushed, he would. He whirled around so fast that, if he were human, his neck would've snapped.

The 'bathroom guys' also turned around. "Get a room!" They shouted back.

Dawn looked at Angel speculatively. "I assume that he's referring to-"

"Yes, but I told you that didn't happen!"

Dawn held up her hand. "Whatever!"

Faith clutched her stomach as she guffawed. She felt tears running down her cheeks. Spike joined her. They didn't stop laughing until they were back on the highway again, speeding along behind Angel.

A few miles down the road, Angel had composed himself. It was time to implement his 'sneak attack.' "You're a very good driver, Dawn."

She beamed at him. "Thanks, Angel. But I guess you're complimenting yourself, 'cuz you taught me."

"I remember. Even let you put a few dings on this car."

"And made me pay to repair them too." Her voice was still laced with affection. She waved a hand in front of her face. "Do you think its humid?" Angel shook his head. "Oh, duh. Vampire, huh? You're always room temperature. I feel like I'm roasting." She used a hand to raise her hair off her neck, letting the air blow over it.

Angel's eyes strayed to her white throat. "Want me to put it up for you?"

"Would you? Thanks. " She reached into her pocket and retrieved a hair band.

Angel took it from her and proceeded to run his hands through it, finger combing. She relaxed under his touch, thinking he had nice hands.

"Now, the poof's braiding her hair. Next thing you know he'll be hauling out some Streisand records."

"He likes Barbara?"

"Well, no, actually. He likes Barry Manilow."

"That's just wrong."

"Kinda sums Angel up, he's just. . .wrong. All wrong for my sweet bit too, as a matter of fact." Faith smiled at the vampire, he did seem to care about D. Not bad for a bloodsucker. "So, what's your beef with the poof?"

"What are you talking about? He's my. . .friend. He helped save my ass after I went all evil."

"What-now's he doing the nun bit, reaching out to the sinners?"

Faith cocked her head to the side."I heard he had a thing for nuns."

"I think he wanted to wear the habit. He always did have a thing for black."

"Do tell."

Angel finished sweeping Dawn's hair up into ponytail and moved his fingers down to rub her neck. Dawn sighed and settled into the driver's seat relaxing. Angel smiled that velvet smile of his. Perfect.

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Also, which car would you rather be in?

"Admit it. You wanna shag the poof."

"No, I don't." Faith growled, taking a puff of her cigarette.

"Faith, you can't lie or hide it from me. I've got a sixth sense about these things. Besides, I saw you checking out his arse."

"I wasn't checking out his ass! I'm not even interested in his. . .parts. I'm just grateful to Angel for sponsoring me and that's it!" Her voice got a little hysterical at the end.

"I think you're in denial."

"Yeah? And where did you pick up a word like that?"

Spike rolled his yes. "Oprah. That's one smart chit."

"You watch Oprah? My respect for you just took a nosedive, blondie. God, what's next for you? Soap Operas."

"Shut your gob!" How dare she insult Timmy?

Faith threw back her head and laughed. "Which one do you watch? General Hospital? Days of our Unlives?"

"Passions. And it's a bloody good show!" Spike turned her. "Least I'm not a poof-shagger. Oh, excuse me, wanna-be-poof-shagger."

"Where did you learn to do that?" Dawn leaned into Angel's touch as he gently manipulated her neck muscles. The vampire had always been evasive on the topic. He often massaged her muscles after he trained with her. "You could be a massage therapist."

"I'll keep that in mind as a retirement job." Angel joked. "Actually, I learned this from Darla."

"Darla, the vampire? You're sire?"

"Yes. Sometimes, after a. . .hunt she'd be restless. She taught me how to rub her body in just the right way. Sometimes, it would go on for hours, fueled by blood and--" Angel's voice was scratchy but still soft and his eyes took on a misty expression. They'd had spent many dark, decadent nights together doing things that would stun an innocent like Dawn. "Other things." Dawn's eyes grew wide as Angel's continued to speak. " I know just how to touch all the right places." His little Slayer was definitely outgunned.

"Oh, that's where you learned." The visual that gave her, was disturbing to say the least. Dawn's hands tightened on the wheel. Previous to this, Angel's touch had always been friendly, professional. Now, it was sensual. His large hands were rubbing her skin in smooth circles. She didn't know what to do with herself. Concentrate on the road, Dawn! This is Angel. You asked for his help to win Spike, he wouldn't try to molest you in a car. Or would he? And would that be so bad? Dawn hit a bump in the road. "Sorry, got a little distracted."

Angel smiled. "No problem." He resumed his massage. So he still had the touch, huh? Not that he was truly interested in Dawn. Yes, he found her attractive and. . .to some extent desirable. But he wouldn't be comfortable with her close connection to Buffy. This was being done for Dawn's own sake. She had to know what it was like to be involved with a vampire. And Spike was a real vampire, he was a demon unrestrained by a soul. He would give Dawn a safe taste of that, make sure she could make an informed decision before she got in over her head. Well, that. . .and the added bonus of pissing Spike off. For some reason, he never got tired of that.

"Are we almost there, Angel?"

"Almost, princess. Just follow the signs for Catalina, alright? It should be about 10 more minutes."

"Okay." She sighed deeply. She hadn't felt this relaxed in years.

"Keep your hands to yourself, poof!" Spike shouted.

"You do realize that he can't hear you, right?"

"I know that! But -- look at him! Hands all over her, breathing down her neck. And I know what he's thinking. . . because I'm thinking it! She's mine, dammit!"

"Why don't we let D. decide that, okay?" She knew that this was merely an act but Faith was trying to stifle the painful mix of emotions that was arising at seeing the dark vampire touch her daughter. Anger for touching her daughter, she was too young for this! A twinge of jealousy that would not be examined. Curiosity about how his hands really felt. . .

"You are not helping!"

"Well, calm down. He's just rubbing her neck."

"Don't give me that! You know what he's up to, you've been around the block a few times-"

"Hey!" Faith balled her fist. "You want me to kick your ass around the block a few times?"

"Alright, alright. I didn't mean anything by it. Just that, y'know, a girl like you knows what's what. People can't fool around with you, is all." He hunched his shoulders.

"Don't worry about it, blondie. He's probably trying to teach her to meditate or something." Faith rolled her eyes. "Or he's trying to make sure she doesn't get nervous and wreck his baby. You know how he is about that car."

"Yeah, you're probably right. Poof like that, he's probably thinking I'm too bad of a person to be a perverted old man." Spike tossed his pack of smokes to Faith, who promptly lit them two more. "Oh, woe is me, I killed people and no I can't have sex!"

Faith laughed. "Poor old man."

"Poor you!" Spike got a worried look on his face. "Look, I know I was teasing you about shagging him before, but if you do want to, please don't! Or give me a heads up so me and Nibblet can get the hell out of Dodge."

"I thought he was your sire. Don't you want him restored to his former glory."

"NO!" Spike looked chagrined. "I mean, no. I don't. And let me tell you why. It all started with a little practical joke and an iron pipe. Oh, and a pissed off Slayer . . ."

Do I really want to risk pissing off a slayer? Angel paused to rethink what he was about to do. Well, it's not like she can stake me. She had both hands on the wheel. And the stake is in the glove box. And she can't kick me, she's got to keep her feet on the peddles.

Angel leaned even closer to Dawn. He brushed his lips against her jugular. She jumped three feet. "What are you doing?"

"Relax. Spike is watching." He murmured. "Besides, you should get used to this. Vampires generally tend to be really in to the necking part of these things."

"Why is that?"

"Because it's dangerous. It's tempting to bite. Which leaves you with a trust issue. If he gets this close, will her or won't he?" Angel smirked. That should shake her up a bit. What slayer could stand the thought of being bitten by a vamp?

"Actually, the real question is, do I want him to or not? That might not be all that bad." Dawn smirked as she steered around a curve. Teach him to try and shock me.

Angel first reaction was to sit back and lecture her about the dangers of letting a demon bite her. Then he guessed her game. He used to watch her do this to Buffy. It was a classic Dawn maneuver. Say something naughty, avoid a lecture. Lots of fun. He curled his fingers around the back of her neck, stroking her hairline. "Have you ever been bitten?"

"Yes, lots of times-"

"No, not by a minion. Have you ever been bitten by a master vampire? Where the intention is more than a midnight snack?" He turned slightly in the seat, sliding a hand over her knee. She tensed.

"N-no." She tried to elaborate, but strangely, no sound was coming out of her mouth.

"Minions, they kind of gnaw on their victims. It's gross, really." He smiled. "But a master, a master is different. They have the power to take their time, draw it out, savor the experience." His face turned darker. "For most of them, that means terrifying their victims for hours on end. The fear is a real turn on." He idly traced paths on her neck with his fingertip. She shivered. "Makes the blood pump faster." He placed tiny kisses on the veins below her jawline. "Downright . . .irresistible." He gave her a moment to register his last comment, then swooped down, his mouth returning to her jugular, sucking at the pulse to bring the blood to the surface of her skin, but not enough to break the tender barrier.

Dawn nearly had a heart-attack. She tried to concentrate on the wheel, and the road, but this was incredible. She had never felt like this before, the strange fluttering as the muscles in her stomach contracted of their own volition. The catch in her breath, the heat rising through her. His fingers were still massaging the soft area behind her ears, and his hand had moved higher on her thigh.

Angel finally broke the contact, his breathing, unnecessary as it was, was a little harsh. Her skin tasted so sweet and clean, and the smell of her blood, just below his lips was calling to the demon inside of him. The power of the Slayer plus the purity of the Key was almost too much. What are you doing? This is Dawn! His soul was yelling at him to get away from her, to not touch her anymore. He nuzzled her neck. He had left a small mark. He tried to be ashamed of it. But he wasn't. It was always fun to let Angelus out for a little while. As long as there was no body count. He looked over at Dawn. She no longer looked dazed. He suddenly felt a new sensation in the pit of his stomach.

It was fear.

"Dawnie?"

"Did he just bite her? He just bit her!" Faith grabbed her stake.

"Bloody hell! And they say I can't stay away from Slayers! We're going to have to by it a muzzle!" Spike glared through the windshield at his sire. If looks could stake. "Or have him neutered. Wonder if Cap'n Cardboard still has friends in the demon-chipping business."

"Look, she's pulling the car over." Faith looked around. They were exiting the highway and turning off into the parking lot of a big hotel. "Oh, we're here."

"I would to, bloody passengers nibbling on me!" Spike leaned his head out the window. "Yeah, kick him out of the car, luv! You don't have to take that!" Suddenly, Spike pulled his head back in the car. "Didn't think she'd actually listen to me."

"Is that his cell phone she's got in her hand?" Faith started to cackle. "That had to hurt. With your own Nokia, too." She leaned out her own window. "Way to go, D."

Quickly, they climbed out of the car to observe the fight at close range. Dawn had finally thrown the phone at him, beaming him in the head. "I can't believe you gave me a hickey!"

Faith and Spike looked at each other. "Ewww."

"He gave her a hickey? I'm going to kick his ass!" Spike stalked toward his dark-haired sire.

"Not if I reach him first." Faith replied.

Dawn punched him in the face. "You have serious boundary issues."

Faith followed suit. "Don't gnaw on my daughter."

"What are you, a rabid minion?" Spike punched him, too, for good measure. "That's gross."

Dawn started to laugh as Angel's words came back to her. Then it hit her. Aww, shit. Spike saw that. Now what do I do? She looked to Angel for help. For some odd reason, he didn't seem to be in the mood to offer assistance. Then a 'resolve face' capable of rivaling Willow's settled on his features. Her original opinion seemed right. Aww, shit.

Angel shook his head, his demonic visage appearing. He slugged Spike back, knocking him over. Turning to Faith, he grinned. She put up her fists, but he merely grabbed her upper arms, pulled her to him and kissed her forehead. "Never do that again."

Spike stood up and dusted himself off. "Well, doesn't look like nibblet's that taken with you anymore. What did you do, gum her, you dirty old vamp?"

Angel caught Dawn's eye over Spike's shoulder. "No, she just likes a good tussle before a good -"

"Hey, that's my daughter you're talking about."

Angel smiled. "Aren't you the one that said that slaying makes you . . .hungry?" Faith looked down.

"Don't worry, luv." Spike came to her rescue. "It's a vampire trait, too. You should have seen this poofter once upon a time, he and Darla used to--"

"William, don't go there."

Dawn looked wide-eyed at Spike. "You mean he was telling the truth about that?"

"What the bleedin' hell were you two talking about on the drive up here?"

Angel dropped his arm around Dawn's shoulder, and she snuggled into him once more. "You can be sure it wasn't you, William." And with that, he very calmly walked into the lobby to sign in.

"Doesn't surprise me. Like the poof ever talks about anyone else but himself. I was so bad. I was the scourge of Europe. I ate three whole convents. I was so bad, other vampires were afraid of me. I had to be cursed by gypsies. I ate my family. Tasted like chicken, yadda, yadda, yadda." Spike was getting really worked up, turning from side to side to impersonate a conversation with his sire. "Yeah? Did you ever kill any slayers? No, but I shagged one, does that count? Oh, wait, that's how I lost that pesky soul. But oh well, why don't I forget about that, take another Slayer to a hotel, talk about how bad and kinky I used to be and see what happens." Spike offered Faith his arm, and she took it obligingly. "I may not have as much hair gel, but my coat's just as billowy."

"And your name is much more manly." She stroked the arm of his duster.

"I always was a sucker for leather, anyway."

"I am not cheap! I would have payed for another suite if they had one available!" The other three looked at him dubiously. "I would have."

Dawn merely swiped the key card and they all entered the luxurious suite. It was powder blue and the world 'opulent' didn't even begin to describe it. It had marble floors, a balcony, a kitchen complete with gold faucets, a whirlpool, and two king-sized beds in their own rooms.

Angel had reserved this a month ago when he learned that Dawn was going to be with him for her birthday, he wanted her to have a nice time in a beautiful place to mark the occasion. He had no idea he would posing as her boyfriend in order to win the affection's of Spike. The things he would do for Dawn.

"Why did you reserve two bedrooms, poof?" Spike asked slyly.

Faith, who was aware of his little charade, looked up at Angel. Let's see him get out of this one. "Yes, why did you Angel?"

Dawn fielded the question. "Angel and I thought it would be romantic if we waited."

Spike snorted. "Yeah? Ask Buffy how that 'waiting' thing turned out."

Angel glared at the blond vampire. "That's no longer problem."

"Oh, really? Well, why don't you share with the rest of the class?"

The dark vampire smiled enigmatically, casting a lingering look at Faith. "All in good time, my boy."

Faith was antsy. "Well, I'm gonna go on the balcony, take in the view. " She sauntered out.

Angel followed her like a black shadow. "You know that I would never hurt Dawn, don't you?"

"I know why you're doing this, Angel. D. told me all about it."

The dark vampire looked relieved. "Oh, so you know it's just an act. You're alright with it?"

She wouldn't go that far. "It's fine. I just hope that D. knows what she's getting in to."

"That's what my, er, demonstration was about."

"So it was all for her sake?" Faith drawled. "You didn't get anything out of it?"

Angel lowered his gaze. "So, it wasn't. . .terrible." Then he looked up. "But, she doesn't stay in my thoughts, doesn't drift through my dreams. . ." Like you do. He trailed off.

Faith looked up into his enigmatic face. She never knew exactly what he was thinking, but she had a pretty good idea what was on his mind. Angel had feelings for her, Faith. She'd always suspected it. When, he'd been playing the part of Angelus

in order for her to drop secrets about the Mayor's Ascension, he'd enjoyed kissing her, touching her. In fact, it was hard to keep his hands off her so they could get any work done. In his own way, he'd acknowledged that attraction. Faith took another hit off her cigarette and smiled back at him.

It made Angel distinctly nervous.

"What's going on between you and Angel?"

"Please don't ask me that anymore, Spike. It's none of your business."

"What if I make it my business?" Spike stood on his feet, standing over her.

"Don't start something you can't finish." She stood up too, getting in his face.

He didn't back away, he got closer. "Just because you can beat the poof doesn't mean you can take me. Did they ever tell you that I killed two Slayers?"

"Did I ever tell you that I've killed about two thousand vampires?"

"What? Sodding minions?"

"Who did you kill? Young Slayers who were still training? Very brave, Spike. Killing two children."

He grabbed her by the lapels of the leather jacket he bought for her and brought her mouth to his, crushing it. He pulled back, his eyes flecked with gold. "You don't look like a child to me."

"Let me go."

"Why? Afraid of me?"

Dawn's jaw clenched. "Why would I be? You're chipped, remember?"

Spike grinned. No, not anymore, Nibblet. But he smiled instead. "Are you afraid of yourself? Afraid to take what you want?" With that, he turned on his heel and exited the room.

"Don't even think about it, Peaches."

"What the hell are you talking about? Go to sleep, Spike." They were both laying in the interior bedroom, which didn't have a window. Spike slept fully-clothed on top of the sheets and Angel slept underneath them in his pajamas. Neither one of them wanted the other to sleep in the same bed as Dawn.

"You'd like that, wouldn't you?"

"I'm a little tired for mind games right now, William. Want to tell me what you're griping about?"

"You're waitin' for me to drift off so you can sneak into nibblet's room and crawl into bed with her."

"I don't see that happening, especially with Faith being over there. And her name is Dawn."

"Like you would mind a threesome. And she loves my nicknames for her."

"What's a matter, my boy? Pissed because another girl you want loves me?"

"Yes! Why do you always have to take them from me?"

"In case you haven't noticed, William, they both belonged to me first. You're the interloper. I sired Drusilla, she was with me quite a few years before she even met you. When I got my soul, you moved in on my woman. Then, there's Buffy, she never even gave you the time of day. Besides that stupid boy, I'm the only one she's ever loved."

Spike clenched his jaw refusing to deal with Angel's unhappy truths. "Well, Dawn is mine. I met her first, for real. I'm not counting those damned monks' made up memories. She's just confused, that's all. She'll come to me soon, enough. Once she knows you're a tease."

"I'm not a tease." Angel said indignantly as he glared at his childe in the darkness. "I should have volunteered to sleep on the couch. Or slept with Dawn."

"Yes, you are a tease, you've got no follow-through, mate, and we both know it. There is no cure for you condition, you're just bluffing. Didn't Dawn said you two were 'waiting' anyway?" Spike took a drag on his cigarette. "You're not going anyway, either. Not leaving this room without me."

"Didn't know you cared." Angel said sarcastically.

"I don't." Spike stubbed out his smoke on the night stand. Hope you have to pay for that, poof. "Now, go to bed. You definitely need your beauty rest."

"Goodnight, Spike." God, I hope Dawn gives up on you soon. She deserves better.

"And keep your hands to yourself, poof." Spike shoved a pillow between him Angel.

"Like I'd molest you when I could have Dawn."

"As if she'd have you. Once she finds out what a royal pain in the arse you are she'll move on and I'll be ready. In fact, why don't you go show her those girly pajamas you're wearin' right now, might make my job easier. " Spike pointed to Angel's black silk pajamas.

"She likes them just fine, Spike. She likes what's underneath them even better." Angel said smoothly.

"Oh? And what's underneath it? That damned tattoo you're so keen on showing off? A pair of poofy heart-covered boxers? Big deal! Now, what I've got on underneath my jeans would be interesting."

"And what's that? A pair of ripped underwear from the 70's? God, knows you never by new clothes." Angel said snidely, gesturing to his luggage.

"I don't wear underwear."

"That's disgusting." Angel rolled over.

"Got you all hot and bothered, didn't it, peaches?"

"About as appealing as holy water and crosses."

"Knew you were into pain, pervert."

"Think they're gonna fight the rest of the night?" Dawn said, voice muffled by her pillow.

"I hope not, they're worse than two old biddies."

"We might go over there in the morning and find two piles of dust."

"We can only hope."

Dawn giggled and then sighed. "I'm so glad you're here, Faith. I've really missed you."

"I've missed you too, D. I'm really looking forward to spending time with you."

"Me too. Will you go slaying with me?" Dawn asked eagerly. She loved to slay with Faith, the dark haired woman enjoyed it as much as she did.

"Of course, D. Don't imagine we'll have a chance to avoid it."

"I guess not. Will you go out with me too?"

"You really want you're 'dear old dad' hanging out with you?"

"Yes! You're way more fun than Buffy."

"Well, that wouldn't be hard to do."

"Why won't she let me see you more?"

"Let's not worry about that for now, D."

"Faith. . .what's up with you and Angel?"

"Spike asked me the same thing."

"And what did you tell him?"

"That I'm grateful to Angel for helping me. That's it."

"He likes you."

"I imagine he does, he doesn't' help just anyone you know."

"Don't joke. He asks about you, I can tell he cares."

"D., can we not talk about this now?"

"Sure. Can we talk about it later?"

"Maybe."

"Goodnight, Faith."

"Night, D. Love you, kiddo."

"Love you, too."

The next morning, Dawn was eating strawberry pancakes and drinking hot chocolate with abandon. Faith was having an omelette and black coffee. The young women had gotten up early and taken showers in the twin shower stalls. Then, they had dressed in fluffy, white bathrobes.

Dawn smiled impishly. "Angel's gonna be pissed that we ordered room service. He thinks it's too expensive."

Faith paused mid-bite. "D., you're growing more and more like me all the time."

"I know."

"What smells good?" The two Slayers looked up to see Spike waltzing into the room in only his black jeans. His superb chest was exposed. "Is that hot chocolate, platelet?"

"Yep, want some?" She held her cup aloft.

Spike took it from her hand, letting his fingertips brush hers. "Don't mind if I do." He pressed the mug to his mouth to the same exact spot she'd drank from. After he took a sip he lowered. "Delicious."

Dawn's mouth went dry. "Glad you liked it. But I actually meant that I'd order you some."

"I like the taste of yours better." He licked his lips, removing the last of the sweet brown liquid.

"That doesn't surprise me." A voice intoned. It was Angel, he came in toweling off his dark hair. "You always want a taste of what's mine." Dawn blushed. Faith's eyes widened. Spike growled. Angel continued. "You ordered room service, Dawn?"

Dawn watched his face, waiting for the explosion. "Yes, I did."

"Good idea, you should have told me though. We could have had breakfast in bed together." He kissed the top of her head.

"They don't serve blood, peaches." Spike pointed out.

"Oh, but they do. Want some liquid breakfast, Spike?" The blond vampire nodded and Angel crossed to the phone. "Room Service? Two mugs of blood, please. Animal blood, not human. What? No, I'm not sick I just like pig's blood, alright? And don't get snippy with your customers. I want them warmed." He hung up and Angel smirked at them. "Vampire hotel."

"There are vampires in this hotel?" Faith asked sharply.

"Yes. But there is no killing on the premises. It's a safe zone for the weary vampiric traveler."

"Why didn't we sense them last night?"

"All the rooms are warded." Angel explained. "You can't put this many vampires of different orders into once place without magickal barriers. Vampires are very territorial." He shook a finger at Dawn. "No slaying while we're here, this place is a no killing zone. Besides, you'd be hopelessly outnumbered." Dawn looked mutinous but reluctantly agreed by nodding.

Faith stared at Angel. "I get a whiff of something fishy here, Angel, like a human snack bar. . .and I start dusting."

"Yeah, Faith and I could take them."

The older vampire agreed. "Yes, if we find anything out of the ordinary, we'll do something about it."

Faith smiled stiffly. "Long as we understand each other."

Angel sat down next to Faith, surveying her breakfast. "You like eggs?" She nodded, still chewing a bite. "I make a special dish called Eggs 'a la Vampire. I'll make it one morning for you. . . and Dawn of course."

"A la Vampire? Does it have blood in it?"

He chuckled. "No, it called that because I came up with it and I'm a vampire."

Faith smiled. "Good. Count me in, then." Spike noticed the exchange with interest. His eyes met Faith's and she quickly looked away.

"How long can we stay here, Angel?" Dawn asked, hesitant to interrupt.

"Check out time is 7p.m."

"Sundown." Dawn rolled her eyes, but then brightened. "Ooh, I bet they have a swimming pool."

"What kind of a swimsuit do you have, nibblet?" Spike asked with interest.

"An old-fashioned one that goes from my neck to my knees." Dawn smirked.

"That's a cryin' shame."

"And what kind of swimsuit do you have?" Faith asked, brow raised.

"I don't. Much more fun to skinny dip."

"I was thinking of more personal, less social activities." Angel said, leaning over the table towards Dawn.

"I've got a bright idea." She smiled at him. "We have our own 'personal' whirlpool. It's big enough for at least five, I think."

"I am not getting in a tub, whirl, pool, or wash, with a naked Spike." Angel declared. "Besides, I forgot my swimsuit at home."

"Well then, that makes it whirlpool for three." Spike grinned.

"I don't think so." Faith said flatly.

"There's a gift shop in the lobby." Dawn pointed out. "Why don't Spike and I go pick one out for him and I'll pick one up for you too, Angel." She shot a secret smile at Faith. "Can you guys entertain yourselves until we get back?"

"Of course they can, luv." Spike pulled her up out of her seat gave her a brief hug and pushed her in the direction of her bedroom. He would finally be able to have her to himself for awhile. "Go get dressed. I'll wait here."

Dawn lead the way into the 'gift shop' if that's what it could be called. She'd never seen such strange items at a hotel shop. For example, there was quite a selection of blood from a variety of animals as well as different types of human blood in large refrigerated cases. All of the postcards on the rack were of nighttime pictures with names such as "California at Dusk" and "The L.A. Night Life" The clothing on display was also dark, no pastels at all. There was a large aisle of stain removers as well.

"I didn't know vampires were so obsessed with cleanliness." Dawn whispered to Spike.

The blond smiled. "We have to be, platelet. You know how hard it is to get blood out of your clothes? Formula 409 is bloody fabulous! And I do mean, bloody."

"So, what kind of swimsuit do you want, Spike?" She walked over to a display of them.

"I don't really know, never wore one before."

"Never?"

"Never."

"Alright then, what size are you?"

Spike merely smiled. "I'd be only too happy to show you -"

"Sorry I asked! What size underwear do you wear?"

"I don't."

"You don't wear underwear?" Her eyes darted down, but she caught herself in time. "Yuck! Why would you want to just. . .you know. No, never mind. I don't want to know."

Spike continued to grin at her flustered appearance. "Maybe they have a dressing room so I can try some on."

"Spike, you can't try on swimwear without underwear. That's gross!"

"I hate to break it to you, platelet, but I'm not exactly a rule follower. Besides, how would they know? You gonna tell them?"

"Yes!"

"Wanna explain how you have intimate knowledge of my undies? Or lack thereof?"

"No!"

"Alright then, help me pick one out."

"Turn around."

"Why? Wanna ogle my-"

"Turn around!" He did and she looked at the tag attached to his jeans. He was a '32, should be a medium. "You're a medium."

"I beg to differ."

"Shut up!" She picked up a pair of red and a pair of aquamarine swim trunks for him and shoved him towards the small dressing room in the back of the shop.

Spike let her close the door behind him and then quickly peeled off his jeans and put on the pair of red shorts. He looked down. "I look bloody ridiculous, nibblet." He walked out to see her waiting for him, by a row of magazines.

"You look fine." Better than fine, great actually.

"No I don't." He insisted, pointing down. "I don't like my knees."

"You're knees?" She looked at the offensive body parts. "I like your knees."

"You do?" One eyebrow rose.

"Try on the other pair." Dawn said with a glare on her face.

"Whatever you say." He went back and pulled on the other pair. These hit him just above the knees. They were bit tighter, outlining his body in a whole new light. He walked back out. "These are much better, nibblet. I think they bring out my eyes."

Dawn was dumbstruck. "Yeah. Nice. Blue."

Spike grin was downright sinful. "You like 'em, eh?" He raised one of his arms, flexing his muscles. "Look like one of those bloody Baywatch men, don't I? Better, I'd wager." he turned around to give her a view of his backside.

"Uh-huh. Put your clothes back on. Please?"

He looked offended but inside he was thrilled. She wasn't immune to him at all. "That was the first time any girl's ever said that to me." But he turned around and walked inside to change.

When he came out again, she was perusing the rack. "What should we get Angel?"

"How about a trashbag so we don't have to see anything?"

"I don't think they sell trashbags that big." Dawn waggled her eyebrows.

Spike snarled. "Fine, let's pick the poof out a swimsuit. He should be dancing with girlie delight about gettin' a new outfit."

Dawn pawed through several swimsuits before she settled on a pair of black swim shorts. "Oh, good. They're extra-large, that should fit."

"Extra large, my arse! No, his arse. He does have a large ass, maybe you should get him a bigger one. I think that trash bag idea has some merit." Spike said furiously.

Dawn rolled her eyes but was about to go to the register when Spike grabbed her arm. "Wait, platelet. Why don't we get him these?" Spike held up a stringy black speedo with care. Hah! Poof would never get in dressed in this get up. And he's too cheap to buy a new one!

Dawn saw them and smiled. Hmmm. . .Faith, Angel. . .a whirpool. . .and a speedo. Sounds like a recipe for romance. "What size are they?"

"Oh, right. They're an extra-large. Maybe we should look for a small? Or maybe an extra-small?"

"Give it!" She said, tugging it from his grasp.

"What do you say that I get one for me?" Spike said.

"I don't think you're ready for a speedo." And I know I'm not ready to see you in one!

Spike chuckled as she walked to the register to pay with Angel's gold card. "Are you sure Angel won't mind paying for yours?" Spike had told her on the way down that Spike had given him permission to use it, because he would pay his sire back later.

"Of course he did, nibblet." Spike tried to look as innocent as possible.

"Thank you," She breathed, exhaling as she accepted it. "So, what do you want to do while we wait?"

"Hopscotch?" He arched a brow. She had to smile. The quirky sense of humor that stepped forward every now and then was really rather endearing.

She sat down in one of the soft chairs, and gestured for him to do the same. "So, what's new in L.A.? How's your division of the Scoobies?"

"We're doing rather well. Ever since Wolfram and Hart was sucked back into their original dimension, life's been a lot easier." He sank down into the chair beside her. "And how have you been?"

"Five-by-five." She took another hit off her cigarette and looked at him. "It feels good to be around people I can trust, y'know? In prison, you gotta keep your guard up. But around here, it's different. I've found someone I can really open up to. Be myself around, without feeling judged or guilty." Angel's eyes lit up, glowing at the thought of her impending praise. "I've really enjoyed being around Spike. I feel like I've known him forever."

Angel nearly choked on his coffee. "S-spike? You've enjoyed being around Spike?" He tried not to sound jealous.

"Yeah. I think we have a lot in common. I live in the here and now, so does he. He doesn't have any money, neither do I. He's real straight forward. Says exactly what he's thinking. Doesn't mess around with trying to be polite." She put out her cigarette.

"Yeah, manners was never his strong suit." Angel muttered.

"Well, you're his sire. Partially your fault."

"Too bad I can't still take him out back and beat him." He grinned.

"Angel!" She laughed. She sipped her coffee. "I suppose you could."

"It would upset Dawn. She's fond of his pretty face for some unfathomable reason." He shook his head in despair. "If she had any taste all, she'd want to date me."

"You can't expect her to take after B in every way."

"Yeah, but I figured that particular trait was dominant on both sides." He gave her a meaningful look.

"What are you talking about?" She set her mug down, looking uncomfortable. "We never exactly dated."

"No, not exactly." He looked her over, she was still wearing her robe. "But I do remember 'exactly' what we did do. Don't you?"

Faith's hands started to shake. She could picture it like it was yesterday. She had assumed he was Angelus. They had kissed, fought and then kissed again. She could picture them sprawled on the floor. "As long as you're there, I'd mostly like you to wriggle." She wondered how good of an actor he really was. "Sure. It's no big deal."

"No?" He stood up and stepped in front of her.

"No." She consciously unfolded her arms, trying to look relaxed. He leaned down, resting his hands on the armrests of her chair, boxing her in.

"You never think about that time? Never think about the two of us, kissing on the floor?" He leaned his face in a breath away from hers. "You never wonder how much of that was acting? If I meant any of it?"

"I, uh, guess it may have crossed my mind a time or two . . ."

"Maybe you should just ask then." He got impossibly closer.

"Ask what?" She tilted her face up.

"If I meant it." He said evenly, his gaze settled on her mouth.

"Did you mean-"

"Oh, Peaches! We're ba-ack!"

Angel straightened up and smiled. He offered a hand to Faith, and helped her up and they walked back into the room. He leaned closer and whispered in her ear, "See what happens when you wait too long?" Then, he walked over to Dawn and wrapped his arms around her waist and looked down over her shoulder at the bag she held. "What'd you bring me?"

"A swimsuit, like you asked." She picked up the small black square of nothing and handed it to him.

"That's not a bathing suit, that's a handkerchief." Angel said gravely, staring at the offending garment. He took it between his thumb and forefinger gingerly, holding it out and away from his body.

Faith's face grew red as she tried to control her mirth. "At least it isn't a thong."

Spike grinned at her. "I don't think they make 'em that big."

"We used to call those floss for your ass." She smiled at the blond and he burst out laughing. Angel looked like he was going to be sick and Dawn looked confused. "What did you pick out?" Faith asked Spike.

"Why are you so eager to see my knickers? You'll just have to wait." He took the bag from Dawn and clutched it to his chest protectively.

Angel's face grew worried. "It isn't a thong. . .is it?" He didn't think he could stomach that.

Spike only grinned before he headed into the bedroom, Angel was right behind him. "Where do you think you're going, poof?"

"To change."

"You're really going to wear that?"

"Dawn picked it out, didn't she? Why would I deprive her of the pleasure of seeing me in it?"

Spike stalked to the corner of the room. "Should of picked out a bloody speedo for meself to. " He mumbled. He opened the bag and reached for the button of his jeans before he turned around to give Angel his 'death glare' and say. "If you so much as look this way, I'll wipe the floor with you. And keep your hands to yourself, peaches."

Angel sighed and began stripping off his clothes. "Why are you always warning me about touching you? Maybe subconsciously you're hoping that I will try something one day."

"Maybe my subconscious knows that you're subconscious is secretly planning something, Angel."

"Shut up, Spike."

"Snappy retort there, poof. Gonna stick your tongue out next and say 'na na na na?'"

"See! You think about my tongue. Must be a Freudian slip."

"Look, I don't care what you do with this Freudian guy, you just keep it to yourself."

"They're arguing again." Dawn said, slipping into her swimsuit. It was a green one piece.

"Tell you what, why don't we take Angel's credit cards, dust them both and have a Thelma and Louise weekend?" Faith said with a laugh as she got into her black swimsuit. It had a halter top and shorts on the bottom.

"Only if we get to pick up James Marsters on the highway." She shook her head. "I loved that guy on Millenium. Oh, and Northern Exposure too. Very cute."

"Not my type. How about David Boreanaz? The one that was in that movie, Valentine?"

"We'll pick up both, alright?"

"Deal."

"What about Marc Blucas?"

"Nah." They both said.

The ladies got the whirlpool first. Dawn switched on the bubbles and the heated water swirled to life. As they both got in, they sighed. "D., I gotta get one of these. Can you imagine getting into this thing after a long patrol? God, I'd die and go to heaven."

"Maybe we could make the Watcher's Council buy us each one. You know, because it's a tool of the trade. They buy weapons for us!"

"Or we could just say we'd fill it with holy water and burn all the vampires in it?"

"Sounds like a plan."

"What does?" Angel said, walking in with a towel wound around his waist. He went to edge of the whirlpool, prepared to stick his toe in when . . .

"Filling this with holy water." Faith said sweetly.

"Argh!" he stepped back. "You didn't, did you?"

Dawn laughed. "Yeah, we always keep a few hundred gallons of the stuff in our suitcases."

"You can never be too careful with Slayers, platelet." Spike said, striding in with his swim trunks on.

"Pretty cute." Faith said.

"Cute? I am not cute. The only acceptable praise I'll take is 'sexy', 'dangerous', or delicious." He waggled his eyebrows.

"Definitely sexy." Faith said, earning a scowl from Angel and a questioning look from Dawn.

Three pairs of eyes settled on Angel. "Well?" Spike said. "Come on, show your moneymaker, peaches. Would you ladies like some magnifying glasses?"

With theatrical flare, Angel brought his hands to his waist and undid the towel, but he caught it before it fell. Then he turned around and slid the towel up and down slowly. Faith and Dawn cast bewildered looks at each other. Then he threw it off, leaving them with an uninterrupted view of his black clad back side. Then, he turned around slowly. "Will I do?" Faith and Dawn stared.

"I bloody well hope not! And this isn't a strip club, peaches. The chits don't have any dollar bills, so just get in the soddin' water already."

Faith and Dawn continued to stare.

"Why don't you shut up for once? I don't see you in a speedo? Or are you afraid your assets aren't as large as mine?"

Faith and Dawn still stared.

"I know my asset isn't as large as yours, thank the devil. You better lay off the pig's blood or you're gonna need your own zip code."

Faith and Dawn both tilted their heads to the right. . .and continued to stare.

"Another Freudian slip, now you're subconscious is thinking about my ass.

Faith and Dawn tilted their heads to the left.

"How can I think about anything else? It's bloody huge!"

"If I'm so terrible to look at, why are those two staring at me still?"

Faith and Dawn moved a little closer and continued to stare.

"Nibblet? Dawn?" Spike said, snapping his fingers. "Wake up, luvs. Snap out of it. I know that his ass is huge and scary but it won't hurt you!"

"I think they might be drooling." He waved his hand in front of their eyes, but they were distracted by other body parts of his. "When do you think they're going to realize we're talking about them?"

They put the last bag into Angel's car trunk. The dark vampire went inside the hotel once more to return the key card and check the room once more. Faith walked up to Spike. "Can I ride with you?"

Spike crushed out his cigarette. "Thought you'd want to ride with the wanker. Dawn does." He said bitterly. Then, he reflected on her reaction to him in his swimsuit earlier. Yes, a thong he would buy. And soon.

"No, I really want to ride with you." Faith chucked him under the chin. "Don't be a surly vampire. You've got nice pecs. "

"I do?"

"Honest. I noticed them before he-"

"Let's not dwell on that, ducks."

"Alright."

Angel walked back out, Dawn was sitting in the front seat of his car already. He got in beside her and Faith and Spike climbed into their car. "Ready to go, princess?"

"Uh-huh. Will there be any biting on the last leg of this road trip?"

"Do you want there to be?"

"I'm not going to answer that."

Angel chuckled, his masculine pride had really been boosted tonight. He was in a good mood. "Did you enjoy your hotel stay?"

"Very much. It felt good to relax."

"I'm glad." He pulled out of their parking space and left the hotel's driveway. Soon, they were back on the road.

"Angel?"

"Yes, princess?"

"Can we go swimming tomorrow?"

If you liked this fanfic why not tell the author your thoughts and comments, cyndyr298@yahoo.com

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