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By The Wicked Sluts

All things Buffy the Vampire Slayer belong to Joss Whedon, WB, FOX, Mutant Enemy.
No copyright infringement is intended.  No profit is being made.  Visit their Official Site.

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The Bronze was unusually full for a weeknight.  Crowds of hormonal teenagers pressed against the walls  and the dance floor fighting for space and fighting to be noticed.  Loud music blared from the overhead speakers as the Dingoes played their three cord melodies on the stage.  Willow, Xander and Buffy were gathered in their favorite corner, occupying the chair and sofa.  Buffy and Xander were hovering over Willow trying to talk her out of the funk she was in.

“It’s not like it was *you*, Willow.  She was some evil, nasty, dead version of you.  Not you,”  Xander said.

Buffy cocked her eyebrow,  “I don’t think you’re helping, Xander.  Come on, Willow, aren’t you having fun?”

“Fun.  Sure, I always have fun.  I’m the geyser of fun, remember?  I am the Vice-president of Fun, Incorporated,”   Willow muttered.

Xander interrupted,  “Did I mention kinky?   She had some pretty heavy kink thing going on.”

Xander’s not so innocent musings were interrupted when Angel walked up to the threesome.

“Angel!”  Buffy jumped up and gave her boyfriend a hug,  “I’m so glad you came!  Let’s dance.”

“No, let’s sit.  I ran into a couple of vampires on the way here.  I’m a little winded,”  Angel sank onto the sofa next to Willow.

“Party-pooper.  Come on, Will, let’s shake our groove thing.”

Willow shook her head, “Not right now, Buffy.   My groove thing must be broken.”

“Fine.  Looks like it’s you and me, Xander,”   Buffy grabbed Xander’s hand and dragged him onto the dance floor before he could feign protest.

Angel and Willow sat in silence, watching their two friends. He was wishing he’d taken Buffy up on the offer to dance.  Last night he’d had a disturbing dream about Willow, an erotic dream.  He supposed it had something to do with her double showing up.  But in the dream it wasn’t a vampire he’d made love to.  Angel finally turned to Willow and spoke, breaking the awkward silence,  “So, you don’t look to thrilled to be here.  Are you still upset over the vampire you?”

Willow turned to him and spoke with an intensity that surprised him,  “It’s the same old thing.  It’s always the same old thing.  I get up in the morning and put on my same old clothes, I go to school, I make straight A’s, I research for Giles, and I come to the Bronze… there’s… there’s never anything exciting in my life. I’m not exciting…  I’m boring and I never do anything besides exactly what’s expected of me,”  she paused, taking a deep breath,  “Can I ask you a question?  It’s… it’s something I *can’t* ask anyone but you.  Believe me, I would if I could, but you’re the only one.”

Angel was almost positive he knew what the question was, and he didn’t really think he wanted to have this conversation with her,  “I guess so, Willow.  If you’re sure you want to hear the answer.”

“Would I be like her if I was a vampire?  You started to say something the other night.  Is that me if I ever changed?  Do I have that… that… naughtiness inside me?  Am I a sexual time bomb just waiting to go off?  Is that me if I ever let myself have any fun?”  She stopped herself; not believing she’d really gone that far.  She’d intended to just ask him about the relationship to a living person and the vampire they become, not prattle on about naughtiness.

Thinking carefully before he spoke, Angel answered, “You might be a little like her.”

Willow dropped her eyes to the floor.

“Look, Willow, you’re inexperienced… an innocent.  Someday, when the time is right, Oz…or somebody… will help you decide what you are and what you like… sexually.  There’s nothing wrong with you, and there’s nothing wrong with being curious.  You’ll figure it out,”  At that moment, Angel was thankful that vampires couldn’t blush,   “You’re not a bad person, and you’re not naughty, okay?”

Willow leaned forward and buried her face in her hands.   No, she definitely wasn’t naughty.  But maybe she wanted to be.

Angel gripped her arm and pulled her forward, “Are you okay, Willow?”

It was like an electric current running through her body.   His hand on her arm was doing something to her that no other touch had done before.

//Am I crazy?  Does he feel it too?//

The look in his eyes told her that he was.

Willow’s mouth moved, but no words would come out.   She finally spoke, softly, not believing her own words as she spoke them, “I… I want to be bad.”

Angel’s grip tightened slightly, and then he let go of her.

“What’d you say, Willow?”  Buffy bounced over to them and sat on Angel’s lap.  Xander followed taking the chair across from the sofa.

“I… I said I’ve got to pee bad.”

Xander gave her an incredulous look, “Thanks for sharing, Will.”

Willow quickly stood up,  “It’s… too many mocha’s.  Sorry.  Bathroom and then home.  I don’t feel right.”

“You only had one.  But for you, that’s probably one too many.  We’ll walk you home,”  Buffy removed herself from Angel’s lap, “Won’t we, Angel?”

Angel had remained silent, trying to absorb what had passed between him and Willow,  “Uh…sure.”


Willow lay in her bed, her entire body screaming out for something.  She just wasn’t sure what that something was.  Tonight had been odd, too odd.  Her stomach tightened and clenched, and as her thoughts drifted to a place where they didn’t belong, and she unconsciously began rubbing her thighs together.

Her bedroom seemed to be stifling hot, she felt that she could barely breath.  Throwing the covers off her body, she began massaging her stomach, rubbing hard circles in her t-shirt.   Before she knew what she was doing, her hand found it’s way between her legs.  She began to rub herself through the cotton panties.

//Oz.  I’m going to think about Oz.//

She continued to caress herself, but nothing was happening.  She could imagine Oz kissing her, but every time she took it a little further, there was nothing, it just wasn’t happening.  It was like a sex scene in a made-for-television movie.  She tried to push it from her mind, but the light touch from Angel kept creeping into her mind.

Willow let herself relive his touch, and was rewarded with a gentle tingle in her groin.  She took it further. He was undressing her, making her lie down for him.  He held her arms tight above her head and thrust into her.   Willow began to move her hand faster, increasing the pace as she imagined Angel increasing his.

//This is good.//

A small moaned escaped her lips as she began writhing on the bed, her finger plunging inside herself through her panties.  Needing more, she eagerly pushed the cotton to the side, and came in contact with her own moist folds.   Without even knowing what she was doing, she pressed her thumb against her swollen clit, barely biting back the loud gasp that threatened to escape.  Imagining Angel’s dark eyes bearing down on her, she quickly found a rhythm, building towards her climax.


Angel stepped into the shower.  He’d intended to take a cold one, to relieve himself of his raging hard-on, but found himself turning the hot tap on full force.  Standing beneath the spray, he knew he was going give himself the release he’d denied his body for so long, consequences be damned.  He reached down and gripped his cock and began pumping himself.  She was with him in his mind, raking her nails down his back as he thrust into her.  Her body was slick with sweat and she rose up to meet each thrust, grinding into him.  Angel moved his hand faster and groaned.  It had been so very long, too long.  He put his free arm on the tile wall and leaned his head onto it, steadying himself.  He could see her lust-filled eyes, hear her voice urging him on.  With a loud grunt, he came, ribbons of semen shooting from his cock and washing down the drain. He moaned her name, “Willow,” and could swear he heard her crying out his own.


“Oh…Oh, Angel!”  Willow cried out his name as exploded.  She shook and shuddered and gave herself completely to her first orgasm.  When she recovered, she pulled a pillow to her abdomen and curled into a fetal position.  As she drifted into her first peaceful sleep in months, she couldn’t help but think that being bad could be good.


She awoke with a start then next morning.

//Oh… no, no, no, no, no… that didn’t happen.  I did not do that… he’s Buffy’s boyfriend//

The sticky feeling between her legs told her she had, and she fell back on the bed with a groan.

On the other side of town, Angel was getting ready for bed, a task he had been putting off.  After his shower, he dressed and went back out as he often did after the Slayer and Slayerettes had gone to bed.  He patrolled all through the night, keeping watch over the town as the Slayer slept.  Keeping his mind off a certain redhead that had suddenly sent him spinning out of control.

Sleep wouldn’t come easily for him, that much he knew.  As a matter of fact, it was probably the only thing he was certain of now.   What was it that Willow was doing to him… what was she looking for from him?

Just after dawn, he was finally about to drift off into a tormented sleep, when he became aware of a presence in his house.  Someone was creeping about, looking for something.

Angel slid out of bed, pulling on a pair of jeans over his naked body.  Slinking out his bedroom door, he saw a shadow move across the living room of the mansion.

He spun around the corner to attack the intruder, grabbing the stranger around the neck, his arm pulled back to land the first punch.

“ANGEL!”  Willow screamed, cringing as she waited for the blow that was sure to come.

He caught himself just before he hit her.


She pried one eye open, and found Angel’s fist inches from her face.

“What the hell are you doing here?”  he demanded.

“Angel, you’re scaring me,”  she pleaded,  “I just came to talk to you.”

Angel sighed, realizing that his hand was still around her throat.  Releasing her, he moved back a few steps.  It was then that Willow noticed his appearance.  Bare feet, unbuttoned jeans gaping slightly open resting easily on his naked hips.

He felt her eyes burning into his body, and sensed the subtle change in her body temperature and began to harden.  Moving quickly, he sat on the couch, leaning forward on his knees trying to disguise his erection.

It wasn’t going to work, and he knew it.  //To hell with it//  He stood and moved towards the bedroom, making no move to hide the uncomfortable bulge.

“Have a seat, Willow… I need to get a shirt,”   he sighed.

Her vibrant green eyes grew wide as he disappeared from view, and she nervously settled down into the huge couch.

A few minutes later, Angel returned wearing a long shirt that helped hide the erection that he was slowly willing away.  He sat next to her.

“What’s wrong, Willow?”  he asked.

“N-nothing’s wrong.”

“Then why are you here?”

“I… Angel, when you were human, were you like you, or were you like Angelus?”  she asked in a rush.

Angel started to speak, but realized he didn’t know what to say.

“I mean, are you… what were you like before?”

Angel stared in awe at the redhead in front of him,   “Willow, I wasn’t like this and I wasn’t like Angelus  when I was human.  But we’re talking about a person who lived well over two hundred years ago.”

“When you were changed?  What were you like then?”

“What are you getting at, Willow?  You’re obsessing and I don’t understand it.  You’re not a vampire, and you’re never going to be a vampire.  Let it go.”

“I can’t, Angel.  I’m trying to figure out who I am.”

“Is this because you think you’re gay?   Because the vampire-you had a thing for you?”

“No… Angel, I know I’m not gay.  Trust me on that,”  she told him, thinking back to last night and who had been occupying her dreams,  “but you’re the one that insinuated that I’m probably more like her than I realize.”

“You’ve got questions that I can’t answer, Willow.  I don’t know you well enough to tell you who you really are.  That’s something you have to discover on your own.”

“I’m not asking you for the answers,”   she whispered,  “I’m looking for your help in finding them.”

Angel’s now-soft cock jumped at her words.  He knew what she was asking for, and he wasn’t prepared for it.  Part of him, the part that was quickly growing hard again, wanted to leap at the chance.  The part of him that his soul controlled, his conscience, wouldn’t allow him to.

“No, Willow… I can’t.  I won’t.   It’s not my place.  You’re growing up, Willow.  You’re becoming a woman.  Everything that you are, everything that you will be… it’s all going to become clear to you in it’s own time.  You can’t rush it, and you can’t force it.  I won’t let you.”

“You can’t stop me.  And I’m not forcing it, Angel.  I’m having all these feelings… all this confusion… and it’s not just going to go away.  I need someone to go through this with me, and, Angel, I want that to be you,”  she stopped suddenly, shocked at the words that had come from her mouth.

“What about Oz?  He’s your boyfriend, remember?  And he loves you.”

“And I love him.  But… I don’t know, Angel… this just doesn’t seem to involve him.  For some reason, it’s about us…”

“Don’t, Willow,”  he cut her off,   “You’re about to tread on dangerous ground, and say words that you don’t mean to say.”

“You’re just like everyone else,”  she hissed, rising from the couch,  “Telling me what to think, what to say… everyone knows Willow… Old reliable Willow… shy, dependable Willow… clumsy, fumbly Willow.  I thought you were different.  I guess I was wrong.”

She turned and ran from the room out into the sunlight where Angel couldn’t follow her.  He couldn’t have anyway… his nearly painful erection would prevent him from running anywhere.

Willow stopped running about a half-mile from the mansion, tears streaming down her face.  The confusion and the unhappiness just seemed to keep growing.  Last night at the Bronze, when Angel touched her, she had been certain that something had passed between them, that a spark had come to life.  Obviously, she had been wrong.  Angel didn’t want her.  She had confused a compassionate gesture, something he had done out of friendship, with something more.

But Willow couldn’t deny that something was happening within herself.  She had felt a kinship with the vampire Willow, had felt like she was seeing a part of herself that she hadn’t wanted to before.  The dark Willow… the bad Willow.  A Willow who didn’t allow herself to be pushed around by anyone, who wouldn’t lose control of any situation.

And Willow knew that this was her destiny.

Angel went back to his bed, but his thoughts weren’t going to allow him sleep.

//What does she think she’s playing at? //

But he knew she wasn’t playing, she had been serious.   Willow wanted him.  She wanted him to help her explore her sexuality.   Angel had always thought of her in terms of her friendship with Buffy.  Well, with a few exceptions.  He’d noticed her the first time when he’d carried her from the boiler room.  She’d been so light in his arms, with such a peaceful, serene look on her face.  And that night he’d gone to her bedroom.   She’d been nervous at first.  He’d wondered for a moment what she’d do if he kissed her.  But he’d quickly pushed that thought aside.  Willow was Buffy’s best friend, and Buffy was his love. But now…

“Damn it!”  Angel punched the pillow a few times, trying to find a comfortable position.

He wanted her.  It was a simple fact.  The part of his sexuality that he’d kept at bay for so long was surfacing.  His past had been checkered, at best, even before he became Angelus.  The thought of
leading Willow into a world of sensuality, teaching her the finer points, that thin line between pleasure and pain, was driving him beyond sanity.

She was an innocent, something that he’d always found irresistible.  She wanted answers… knowledge… and that was something he could give her.   Angel knew that Willow had a hidden fire.  He could sense the
incredible woman she had the potential to become.  All she needed was the opportunity, something he would revel in giving her.

“Stop it!”  Angel shouted the words out loud.  It wasn’t his place to do *anything * with Willow.  She had a boyfriend; he had a girlfriend…of sorts.  Willow wasn’t his, no matter what she’d asked.

Angel rolled onto his stomach and waited for sleep to claim him, knowing his dreams would be filled with a virginal redhead offering herself up to his knowing hands.


They walked wearily down the sidewalk towards Willow’s house. It had been a long night of research and patrolling.  Willow usually didn’t go with Buffy on patrol, feeling she was more of a hindrance than help, but she’d had extra energy that she had to get rid of somehow. Buffy had dusted three vamps and Willow had watched, mainly.

“Look, Buffy, we can see my porch light from here.   You don’t have to walk me the rest of the way.  You’ve still got to go back and report to Giles. Go, shoo,”  Willow urged her friend in the other direction.

“No way. I’m making sure you get in safe,”   Buffy stood her ground, refusing to budge.

“Go!  I’ll be fine.  You won’t even be a block away before I’m inside.   I’ll yell if any bad guys show up.  Besides, how many times did I walk home before you were around?  You’re tired and you’re being
obstinate,”  Willow crossed her arms and looked at her friend.

“Well… okay. I am really wiped out.  Just shout if you need me.  I’ll see you tomorrow,”  Buffy started in walking in the opposite direction.

“’Kay.  And yelling is the one thing I’m really good at.  See you tomorrow.”

She headed towards her house.

//Oh, yeah, Willow, very concerned with poor Buffy.   Where was that deep concern when you were coming on to her boyfriend?//

Willow fished her house key out of her jeans pocket and started to open the door.


She spun around, filling her lungs with air, preparing to scream.  It was Angel.

“Angel!  You scared me.”

Angel walked towards her, “I’m sorry.  I didn’t mean to startle you.  Willow, we need to talk about what you said this morning when…”

Willow interrupted him, “That!  Oh, that was just me being silly.  You know, silly Willow,”  She tried to smile, but it came across as more of a grimace.

He moved nearer, “You and I both know that’s not true. We need to talk about this.”

She looked at her feet, wringing her hands as words spilled out of her mouth, “No!  I don’t want to talk about it.  I was wrong, you were right.  I’m a bad person for even suggesting anything.  You’re Buffy’s
boyfriend, I have Oz.  It was just crazy…

“Willow,”  He spoke softly, trying to gain her attention.

“… talk.  It was wrong, and I can’t tell you how sorry I am for bringing my problem…

Angel grabbed her arm roughly, “Willow!”

She looked at him with shock and spoke in a small voice, “What?”

“Shut up,”  He pulled her towards him, tangling one hand in her hair and turning her face upwards.  Angel kissed her, not a gentle tentative kiss but a demanding one.  His tongue moved between her lips, seeking
hers out.  Willow matched his intensity, leaning into him, running her hands over the soft material of his shirt.  She grabbed his neck, holding him to her as if she were drowning.  He moved his hand to her
lower back, pressing her into him and she moaned lightly.

He finally pulled her mouth from his, “That’s what I thought.  You’re coming with me.  We’ve got to talk, now.”

Willow mutely nodded her consent and allowed him to lead her towards the mansion.

The two walked in uneasy silence all the way to the mansion.  Willow tried to will herself to run away, to turn and run as fast as she could from whatever was about to happen, but a tiny voice in her head, a tiny voice that sounded very much like her evil-self convinced her to keep walking with Angel.

The vampire by her side was experiencing much the same inner-conflict.  It seemed as though he wasn’t controlling himself, and he didn’t especially like it.  Angelus was inside, in control, churning and turning the mechanisms of Angel’s being, leading him to lead Willow into a deep, dark abyss of repressed sexual desires.

His soul fought back, trying to remember to separate Angelus and sex.  Blaming Angelus for what he was feeling was a cop-out and he knew it.  Angel wanted Willow, and he cared about her, too.  He loved Buffy, heart and soul, but Willow was his friend, and casting a sideways glance at his friend, he saw that she was terrified.

He reached out to her, smoothing down her red hair with the palm of his hand,  “I couldn’t hurt you, Willow.”

“What?”  she stopped, turning to face him.

“I can’t… won’t hurt you.  I-I just wanted you to know that.”

“I know, Angel.  I trust you.  I wouldn’t be walking with you if I didn’t.”

With his hand still resting on her neck, he urged her forward, back to walking towards the mansion.

Angel silently lit the massive fireplace, hoping the calming glow of the fire would soothe Willow’s nerves.  Despite her trust, he knew she was frightened.

He watched her closely as she nervously examined the room.   She had been here before… there was nothing new, but she was examining things as if it were her first visit.  Angel knew it was because she was avoiding looking at him.

She went to stand at the glass doors leading out into the garden, pressing her forehead against it as she gazed into the dark and dead garden.

“You know, you could plant some stuff out there that blooms at night,”  she said absently.

“Are you all right, Willow?”  he asked, sliding his fingers slowly down her arms.

Willow jumped;  she hadn’t realized that Angel had been standing so close to her.

“I’m fine, Angel… it’s just… I’m just… I’m not sure what we’re doing.”

Angel chuckled at her honesty.  Grasping her arms lightly, he led her to the couch.

“Ok, Willow… let’s talk about this and figure out what we’re doing.”

She sat on the couch, fidgeting, tensely studying her fingernails.

“I guess you want me to start, huh?”  he asked.

“Please?”  she almost begged.

“Ok, look… Willow, I can’t deny that I want you… I don’t know what started it, or how it came about.  The most logical explanation is that it was all because of the vampire-you coming to this world.  All that leather and darkness.  And it’s a part of you.  I don’t know to what extent, and I tried to lie and deny it, but, Willow, that is a part of you.   Seeing her made me realize what’s inside of you… I think it had the same effect on you.  I know you’re young, and you’re inexperienced, but you want what she had, don’t you?”

“I want to know what she knows…”   Willow answered in a choked whisper.

“This isn’t romance.  There aren’t any hearts and flowers.  It’s sex.  But I can show you… teach you.   Do you want that, Willow?”  he began sliding closer to her on the couch.

“Yes,”  she quietly hissed.


“Yes,”  she said again, a little louder.

“Good, Willow… very good.”

Willow gulped, unsure of what would come next.

Angel stood from the couch, taking her hands in his, pulling her up.  Turning her so that she faced him, he dropped her hands.

“Kiss me, Willow.”


“Kiss me,”  he stood back, not touching her.


“Do you want to kiss me, Willow?”  his dark voice reverberated through the silent room.


“Then kiss me… Know what you want, and take it.   Take me.”

Willow suddenly understood what Angel was doing.   This was to be her first lesson, two-fold.  The first part was for her to accept that this was what she wanted, that he was what she wanted.

The second part of the lesson made Willow shiver.   Obey Angel.

She wasn’t sure where this understanding came from, how she knew that this was what he was telling her.  All she knew was that the consequences of refusing him, of failing this test, would end her training before it even began.

Tentatively, she reached out to touch him, her hand lingering just over his chest.  She pressed her hand against him, feeling the hardness of his chest and braced herself against him.

Leaning closer, her lips brushed against his, hoping that he would end her torment and take her into his arms.

Jerking his head back away from her, he shook his head,   “That wasn’t a kiss… You can do better than that.”

Setting her resolve face, she took a small step closer to him, her hand sliding up from his chest to his shoulder.  Her lips met his again, pressing firmer.  He didn’t return the kiss, although he didn’t move away this time.  Using her upper lip, she tried to coax his mouth open, silently begging him to kiss her back.  His lips remained tightly shut, until she gently traced them with her tongue.

Angel finally opened his lips to her, reaching out with his own tongue, touching the tip to hers, beckoning to her to explore.  Willow’s knees nearly buckled as his tongue stroked hers, slowly… deliberately.  He seemed to sense her weakening, and brought his hands up from his sides to grasp her head.   He held her steady, tilting her head backwards as he took control of the kiss.

The kiss deepened under his ministrations, his tongue ravaging her mouth, bruising her lips.  Her head swam with thoughts and emotions unknown to her before.  She needed to breathe, but didn’t want to.  She never wanted the feeling to end.  It was unlike any kiss that she had ever received before.  Oz was gentle and loving… Xander’s kisses had almost seemed clumsy.  Angel’s kiss was dark and enigmatic, full of promise and secrets that Willow trusted he would show her.

Suddenly, he bit down on her lip… not hard enough to break the skin, but hard enough to hurt.  Even as she pulled her head away from his, her body arched into his.

She blinked her eyes confusingly, gulping in the breaths of air that she desperately needed.  Angel smiled appreciatively, knowingly.

“More?”  he asked.

She nodded her head blindly, not knowing what she was agreeing to, and not caring.


“Close your eyes, Willow.”

Willow immediately did as he asked.  She stood there, afraid to open her eyes, for what seemed like an eternity.  She began to think if she opened them, he’d be gone.  There was only the sound of a soft rustling to let her know he was still there.

While Willow waited silently, Angel undressed.  A little surprise for her, in a night that was sure to hold a lot of them.  He stepped towards her and ran the back of his hand up her jaw line to caress her cheek.  Willow sucked in her breath and her eyes almost fluttered open.  He ran his hands down the outside of her arms, touching her fingertips.

//He’s testing me again.  He wants me to submit, to give in to the feeling. //

A smile played across Angel’s lips.  She was doing well.  Time to see how ready she really was.  Angel touched her neck, savoring the feel of her pulse point under his fingers.  He began unbuttoning her blouse, one button at a time.  That finished, he pulled the tail of her shirt from her jeans and slid it off her shoulders.  He stood close to her, a hair’s breadth away, but not touching her body and reached around her, quickly undoing her bra. Removing it, he stepped back to look at her.  He’d had an erection from the time they’d kissed, but at the sight of her naked breasts, it jumped in response.

Fighting the urge to cover herself, Willow waited.   Her body felt like one giant raw nerve ending.  She needed him to touch her, but the anticipation was exquisite.

Angel slid his fingers into the waistband of her pants and felt her abdomen tighten in response.  He unsnapped her jeans and slid the zipper slowly down.  Bending over, he lifted her legs, one at a time, and slipped her shoes and socks off.  Willow gripped his shoulder to steady herself.  When she made contact with bare skin, a little shudder ran through her.  She was tempted to open her eyes to see if more than his shirt was missing, but a part of her knew he would disapprove.  If he wanted her eyes open, he’d tell her so.

He slid her jeans and panties down to her knees and let her steady herself once again as he took them off of her.  Standing, he circled her body, drinking in her beauty.  Her breasts, her ass, her legs, the small mound of reddish-brown curls, all were in perfect proportion on her small body.  He adored the control she was allowing him.  A part of him wanted to throw her down and take her without ceremony, to sheath himself inside of her virginal warmth.  But that wasn’t what he’d promised.

Willow had to squeeze her eyes shut.  It was getting unbearable.  If he didn’t do something soon she was going to scream in frustration.  When he spoke, her whole body twitched.

“Stand still, Willow. But you can open your eyes now.”

Willow did as she was told, expecting to see Angel, but he was not in front of her.  Strong hands pulled her backward against him.  With his hands on her hips, he pressed into the heat of the small of her back.

“Feel what you’re doing to me?”


Pushing her hair aside, he nuzzled her neck and rubbed himself against her soft skin.  His hands cupped her breasts and he rubbed her nipples with his thumbs.  Willow gasped at the sensations and felt her already puckered nipples turn to stone.  It was if a straight line ran from them directly to her groin.  His left hand snaked down and caressed her, almost exactly matching her early attempts the night before.

The heady smell of her desire, the feel of her soft skin on his cock, her total submission to him was almost enough to send Angel over the edge.   He turned her to face him and caught her mouth in a passionate kiss, his tongue seeking hers.  Willow remained as still as a statue, and for a moment, Angel feared that she had changed her mind, that this wasn’t what she wanted.  A small whimper escaped her, and Angel realized what he had forgotten.

“Willow, you can touch me now.”

Willow’s entire body relaxed in relief.  Running her hands up his smooth chest, she gripped his neck and pulled him to her for another hungry kiss.

Roughly, Angel grabbed her shoulders and pushed her away.   Willow was a virgin, and, although he knew she was ready for the next step, he needed to be certain that she would have no regrets.

“Last chance, Willow.  I can still stop…”

“No, Angel.”

“Your first time shouldn’t be about pain… not much, anyway.”

“This isn’t about pain.  I mean, it is, but it’s about the ends justifying the means.  I can’t believe I just said that.”

Angel chuckled, taking in the Willow standing before him.   She definitely wasn’t the person that he thought she was.  He had thought that her nakedness would make her uncomfortable, and that his would embarrass her beyond belief.  But she seemed to be completely comfortable with both her nudity and his.

“You amaze me, Willow.  I can’t believe it took the vampire Willow to make me see your fire.”

She reached out to touch him, mesmerized by the size of his erection and opened her mouth to reply, but before she could speak again, he grabbed her and pulled her towards the couch.  As he sat, pulling Willow face first across his lap, she suddenly realized what he was planning.


“I didn't say you could touch me yet.”


His firm hand landed on her backside, not hard enough to hurt, but enough to stun her into silence.  Angel sensed her heart racing again and felt the warm traces of her juices rubbing against his leg.

“Willow, we have to have a way for me to know if you want me to stop,”  he leaned down and whispered in her ear, caressing her buttocks with his hand.

“A safe word?”  she whispered.

“Little girl, how do you know about safe words?”   His hand abruptly grasped one of her cheeks, squeezing it crudely.

“I—ouch—have a computer, you know…”   she thrust her pelvis against him, squirming in his lap.

He laughed,  “Ok, what do you want your safety word to be?  It can’t be something you might normally say… something that you have to think about before you say it.”

“Suggest something.”



“Platypus… it was the first thing that popped into my head.  You asked for suggestions…”

“Platypus, then.  That’s my safe word.”


He brought his hand down again, a little harder.   Willow flinched, but didn’t cry out.


Harder still.  Erotic sensations coursed through her body, sensations that she never dreamed she could feel.  Angel’s erection strained against her stomach.


A hoarse cry escaped her lips, a sound of pain and pleasure mingled together.  He raised his hand and brought it down even harder.


“That was five, Willow… you know, I should be making you count?”   he mused.

He slid his hand between her legs, her juices flowing freely over his hand.  He plunged his middle finger deep inside her.

“You’re about to come, aren’t you, Willow?”   he demanded.

Willow could do nothing but moan as his finger pressed down on her tight walls.

“Answer me, Willow.”

“Yes,”  she cried,  “Please, Angel…”

He pulled his hand away, sliding his finger out of her core, tracing her slit and crack.  His finger briefly pressed against her anus before he ceased all contact.  Willow cried out, her need overwhelming her senses.

“Not yet, Willow… not until I’m inside of you.”

“Bastard,”  she moaned softly.


“Calling me names, Willow?  I can drag this out all night…”  he warned,  “And there’s no rule that says I have to let you come.”

“I’m sorry,”  she whimpered.

“Very good… you’re a fast learner, aren’t you?”  he asked darkly.

He pushed her off his lap,  “Stand up.”

She did as she was told, shaking with desire.

“Go into my bedroom, and lie down on the bed.  I’ll be there in a minute.”

She turned to leave, but stopped and turned back to him.

“What, Willow?”

“I-I don’t know where your bedroom is,”   she whispered, not knowing if she was allowed to speak to him.

“Down the hall, second door on the right,”   he flashed her a warm smile, soothing her frazzled nerves.

He watched her walk away, her hips swaying, drawing attention to the still-reddened cheeks of her buttocks.  He needed a minute alone to calm himself down.

His enormous erection was begging for a release, much as Willow was.  It would be so easy, he thought, to run straight into the bedroom and take her now.  But that wasn’t what this was about.  Any high school boy could have sex with Willow… but it would take a man to give her what she desired and needed.  This was about control, and domination… possession and hunger.   Angel was in charge of leading Willow into adulthood, guiding her to becoming the powerful woman that he knew she could be.

Taking a deep breath that he didn’t need, he headed towards the bedroom, stopping in the doorway.  Willow was stretched across his bed, having pulled back his comforter to lie atop his black satin sheets.  Her head and shoulders rested against his pillows, her red hair forming a halo.

//I’m about to deflower a real angel// he thought.

She looked up at him through her eyelashes, her want still evident on her face.  He moved to the bed, lying on his side next to her.

He noticed her gaze falling to his cock.

“You wanted to touch it before, Willow.  Want to touch it now?”

She reached out, but he grabbed her hand before she could touch him,  “I just asked you a question… I didn’t give permission.   Do you want to touch it?”

“Yes,”  she said so low that Angel barely heard her.

He held her hand a moment longer, caressing her palm with his thumb, before releasing it,  “Go ahead.”

She touched her index finger to the tip.  Her eyes widened as he jumped in response.  Encouraged, she ran her fingers down his shaft, then back up to the tip.  As a small drop of pre-come appeared, she wiped it away with her finger, massaging it into his skin.  Angel knew he wouldn’t last long before he exploded, and considered stopping her.  She was growing bolder, though… her fingers were pressing harder against his length, and Angel didn’t want the sensations to stop.  Her fingers wrapped around him, not quite able to fully encircle his immense girth.  She pumped her small fingers down to the base of his cock, her thumb pressing roughly against his sensitive foreskin.

“Harder, Willow,”  he encouraged her.

She responded, a determined look on her face.  Angel placed his hand over hers, guiding her.  Applying more pressure, she vigorously began to drive him towards an orgasm.  He moved his hand away, allowing her to control her own movements, not entirely sure what she was doing, but certain that she was doing it right.

With a growl of her name, he started to come, streams of semen shooting against the sheets and her hip.  Shocked, Willow stopped her movements, but he grabbed her hand again, teaching her to milk him through his entire orgasm until he was drained.

He entwined his fingers with hers, prying her fingers away from his softening cock.  His sticky seed coated both of their hands, and Angel was more than shocked when she pulled their hands towards her face.

“Willow…”  he warned.

“Is it… what does it…?”  she stammered.

Pulling his hand out of her grasp, he traced her bottom lip with his index finger.  Opening her mouth a tiny bit, her tongue snaked out to taste him.  She savored his flavor for a moment, then grabbed his forearm, guiding his hand back to her mouth.  He pried her lips open with his first two fingers, and she eagerly sucked them inside, cleansing them.

Angel shuddered, his cock already half-erect again.   He rolled on top of her, finding her mouth with his own.  He tasted himself on her wet tongue as he hungrily consumed her.  She returned his kisses with a vengeance, her body filled with an aching that she knew he could assuage.

He moved down between her legs, spreading her to his view.   Taking another unneeded breath, he filled his lungs with air and gently blew on her moist curls. Willow quivered, the cool air a contradiction to the heat surging through her loins.  Angel’s lips curled into a smile.

“Now I want you to try and lie perfectly still, Willow.  Can you do that?”

Willow squeaked, “Yes, whatever you want. Just please…”

“Quiet, Willow.  Just enjoy it.”

Angel knew she wouldn’t be able to hold still.   Her thigh muscles were already shaking from her unspent passion.  He slid his tongue along her outer lips, eliciting a groan from Willow.  Her arousal was coming off of her in waves.  He flicked her clit with his tongue and she twitched but remained still.  He went in deeper, running his tongue down to the small bit of skin that separated her entrance from her rectum, and bit down gently on the tender flesh.   Willow’s hands came to his head, clutching him close to her as she pressed up into him.

Angel’s voice was muffled by her skin as he spoke, “Told you not to move, Willow.  I’ll deal with it later.” More to himself than to her, he mumbled, “You taste as good as you smell.”

He poised his tongue at her entrance and plunged in, moving back and forth.  Willow’s hips began keeping time with his movements.   He pressed one hand flat on her stomach and took the index finger of his other hand and pressed on her clitoris.  Willow bucked against him, babbling words of encouragement.


Angel kept his hand on her clitoris and moved between her legs.  He grabbed his cock, replacing his finger with it.  Willow slid against it, groaning, nearing her own orgasm.  Angel wanted to be inside her when she came.   He wanted her to never forget what and who she was with her first time.

“Do you want to come, Willow?”  His renewed lust, her approaching climax, were driving him to a frenzy.

“God! Yes, Angel!  Please…Oh!”

Her orgasm was starting.  Angel released his grip and plunged into her, tearing through her barrier.  Willow screamed in a mixture of pain and pleasure.   She couldn’t tell which was which.  It was all too wonderful, too intense.  Willow grabbed his shoulders, digging her nails in and drawing blood. She sobbed his name as her walls tightened around him and her orgasm continued to run through her body.

Angel watched her as she came, her face a mask of primal desire and need.  She was glorious.  When her shuddering stopped, he kissed her lips, then licked the tears from her cheeks.

“Tears of pain or pleasure?”  He whispered the question.

“It’s the same thing, isn’t it?”

Angel didn’t answer.  Instead he started to slowly thrust in and out of her.  Her muscles clenched involuntarily, but there was no pain this time, only a slow rekindling of her earlier desire.  He watched her as a puzzled look came over her face.  He answered her unasked question.

“As many as you want, Willow.  As many as you can stand.”

She smiled and moved her hips, matching his rhythm.   It felt so good.

Angel knew it would probably be easier for her to reach her next orgasm if he rolled over and let her ride him.  He was selfish, though, and wanted to possess her.  He moved his hands between her legs, gently pinching her nub between his thumb and forefinger as they kept pace with one another.

Willow was beside herself in ecstasy.  Why had she waited so long for this?  She could feel another orgasm building within her.   She thrust hard against him, wanting him to come with her.  Angel could tell she was close again by the flush on her breasts.  He sped up.

“Angel, I want you to…with me, please,”   She gasped the words out.

Angel drew her head to his chest.  Willow instinctively knew what he was trying to tell her.  She bit down on his nipple, catching it in her teeth as her second orgasm hit her.  She groaned in pleasure.

Angel felt her hot wetness grasping at him, her sharp teeth nipping him.  He grabbed her shoulders, knowing the imprints of his fingers would be there for days to come.  He shouted as he joined her in orgasm, his cock spurting inside of her eager heat.

Spent, he rolled off of her, taking her into his arms, tracing the contours of her face with his fingertips.  Brushing her wild red hair out of her face, he asked, “Well?”

“Well, what?”  she murmured, her eyes glazed over with a look of surprise and satisfaction.

“Was it what you thought it was going to be, Willow?”

“More… it was much, much more.”

“You’re going to be bruised.  Don’t get undressed with anyone else for a few days, ok?”

“Maybe I want to show off my battle scars,”   she said with a grin.

“Willow,”  he took her chin in his hand, pulling her face level with his,  “Not a word about this to anyone, right?”

“I love Oz.  Heart and soul… I almost ruined it with Xander before I realized what I had with him.  This… this thing that’s going on with us, whatever it is, isn’t love.”

“As long as you understand that this can’t ever be anything more than sex.  You’re my friend, and I care about you, but this is something completely separate.”

“Angel, if anyone found out about this, I would lose much more than just Oz.  I’d lose everything and everybody that I love.   Please trust that I’m not going to run to Buffy and tell her that I let you spank me.”

“You let me spank you?  I don’t remember asking your permission,”  he chuckled, cradling her in his arms.

“You don’t have to do this, you know?”


“This cuddling thing.  You don’t have to.   I need to get home anyway…”  she started to get up, but he pulled her back down.

“Willow, you are only going to lose your virginity once.  Enjoy it.  I demand that you lie here and enjoy it,”  he teased.

Willow settled back into his arms, allowing him to caress small circles on her lower back.

“You have to be punished.  You know that, right?”   he asked.


“You moved… I told you not to move, and you did.   You’ll have to be punished for that… but not tonight.”

Her body tensed for a moment, then relaxed against him again,  “So that means we’re going to do this some more?”

“Only if you want to…”

“I want.  Very much.”

“Are you all right, Willow?”

“Yeah, why?”

“Just checking… I need to be certain that what we did… want I did… was all right with you.  That I didn’t do anything you didn’t want me to do… because next time, there will be more.  You have many lessons to learn.”

“You didn’t hear me say ‘platypus’, did you?”  she giggled,  “And in Vamp Willow’s world, she did the dominating… Puppy.”

“Puppy?”  he puzzled,  “Willow, for right now there is too much to show you.  Maybe, someday, we’ll trade places.  But only if I allow you to…”

“Thank you, Angel.”

“For what?”

“For giving me what you gave me tonight, and for everything you’re going to give me.”

“Don’t thank me yet, Willow… this is only the beginning.

The End

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