Buffy, Giles, the Scooby gang, Spike, and Dawn were all in the magic box; like they are almost every night. Their only concern was protecting Dawn from Glory and trying to find out as much as they could before it was to late. Glory had made her presence know to Buffy and she was not going to back down until she got the Key. Lucky for everyone else, she had not figured out that Dawn was that Key. Willow stood by the shelf near the door going through some items for sale while Anya pretended not to loom over willow's shoulder. Willow knew that Anya was there, and it was only a matter of time before Willow reacted to the constant eyes. Buffy, Tara, and Dawn were in research mode, going through novel after novel of would be beasties looking for any information on Glory. Spike was in the corner acting all mysterious while Zander glared at him from behind the counter. Giles was walking around the shop putting items on the shelves. Buffy had stood up form the

books and decided that it was time to punch out her aggression in the training room; as she walked toward the door unaware of the amazing, yet completely likely events that were to follow next. For the next few moments Glory was going to be the least of their problems.

Buffy pulled back the door handle and as she walked through the door she heard Willow shouting she turned around to respond to find that the door had slammed shut in her face and she was thrown back by some kind of green glossy force. She landed on a bunch of boxes that were not supposed to be there, and as she got up and looked around that wasn't the only thing that was different. It looked like it was abandoned, boxes covered in dust and thing's were just thrown about. Giles would of never done this to the training room; let alone to all of this stuff. She walked back into the shop, hesitating as she pulled the door open, the last thing she wanted was to be knocked back again. The shop looked just as bad as the back; if not worse.

Buffy was wondering where everyone was and before she could really focus no figuring out, she saw three vampire's looting the shop. At first she didn't know exactly how to proceed. Vampire's only looted when they were looking for something someone else told them to find; someone else, like a upper level demon.. She took a quick look at the three, one was a girl easy enough for her to take; boy's have always came back with a weird knowledge of fighting. The other two weren't that big, but she never underestimated the power a vampire has.

They moved as one digging through books like a kid trying to get the prize out of the bottom of the cereal box, determined to find what ever they were looking for. Buffy heard of vampire's grouping into gangs, but this felt different. She noticed a tattoo on their necks, it was a red half circle with a black calligraphy "R" connected to a black half circle with a red calligraphy "R". She couldn't remember ever seeing it in any books, so it had to be new. She was about to attack when they shoved several similar books into a bag and headed for the door, Buffy reacted in the only way she knew.

"I didn't know that Vampire's were big into the whole reading thing, looking at the pretty pictures maybe but..." As Buffy spoke a fist connected to the side of her face.

"Hey, I was talking; rude."

Buffy reached to the ground and picked up a broken chair leg as the male vamp, without the books, was swinging his fists like; well a girl. Buffy shoved him back with very little effort and plunged the chair leg into his chest. As the dust flew into the air she could see the other two running for the door, she pulled back her arm and threw the chair leg hitting the back of the female vamp. She was to late to get the third, but two out of three was better than none. She was startled that they were horrible fighters, she assumed that the weird symbol meant they would have more skill, still things were far worse than she would like to admit.

Buffy then returned to her initial thought, where was everyone. She Left the magic box and stepped into hell, well it looked like hell anyway. Sunnydale was deserted except for the vampire's randomly wandering about. The only lights she could see was the rich houses up in the hills behind two of the twelve cemeteries in Sunnydale. She snuck behind building's and through the shadow's to get to the only place she knew might be safe, her house.

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Willow shouted as loud as she could after feeling and seeing the green aura around the door, but it was too late Buffy had already passed through the door as it sparked and glowed even brighter. A black haired girl in a tight back tube top and matching mini skirt, and boots that went up to the bottom of her knees shot out of the now glossy light. The door slammed shut and she hit the floor hard, sliding to the foot of the steps. As she stood up they all stepped back in shock. Willow was the first to speak.

"Buffy? It that really you."

"What happened? Where..."

Like clock work three vampire's broke through the door and headed strait for her. They tried to act tough but everyone in that room, except for the new dark Buffy, knew that they were as though as the restraint of a girl in love. They moved in on Buffy, quickly she reached down to her calve and pulled a small wooden stake with a metal handle out of it's hiding place. She swung like she knew what she was doing but, something was off and everyone noticed; even the vampires.. Willow and Anya jumped the girl vampire, while Spike moved to help the new Buffy. He was about to hit the bigger one of the two, but Buffy knocked him back. She fought them back to the door where she reached into her pocket and threw a small leather pouch at their feet. It started to smoke and then exploded into a fiery end. She then turned to help with the lone girl as the other two turned to dust. With a smooth motion she flipped over and kicked back, standing up as the vampire

fell face first into the hard floor. She then staked the vampire from behind.

They all stood there for a moment, still surprised about what was happening. Black haired Buffy looked from person to person asking questions.

"First, why is he alive, well, you know what I mean."

Point a direct finger in Spike's face, he pushed her hand away and gave her his usually retort.

"Fine then, I guess I'll just make my way out than."

Willow grabbed Spike's arm and stopped him from storming out.

"Guy's I don't think this is right, Buffy must have switched with this Buffy."

Willow spoke with a confused look on her face, and Buffy stared at her with almost the same look.

"Willow why are you wearing that bright blue shirt and what are you doing here?"

"Buffy, I think..." Tara stepped closer and held out her hand only to have Buffy pull away.

"Who are you?"

Tara just stared in shock.

"I think Willow might be right." Tara looked at Willow as she turned to face Buffy again.

"She's probably scared, Buffy are you ok?"

Ignoring Willow's worry she turned to Zander and Anya.

"You shouldn't be here either, you should head to my house with Willow right away."

"Buffy." Zander replied.. "I don't understand?"

"She must have hit her head."

Buffy turned toward Anya and gave her the same 'I don't know you either' look.

"Alright who ever this woman is, she isn't save here."

"I am Anya, Zander's girlfriend. Oh god what are we gonna do. She really looks confused. Wait I know, Zander lets have sex to show her who we are."

They all looked at Anya with various degree's of disgust. Buffy stood back a little bit and she noticed that the shop was not in a state of disarray.

"Buffy? Do you know what is going on? I can't imagine anything cooler that two Buff's but where is the other Buffy?"

Normally Zander's odd comments made Buffy smile, but she didn't. In fact she abruptly turned to face Dawn.

"You should leave with the sex talking lady. Why are you here anyway? You can't be any older than fourteen."

Dawn stared at Buffy with the pain clearly showing on her face. Trying to suppress her tears she responded.

"I am Dawn your sister."

"I don't have a sister. What is going on here?"

They all started to talk at the same time while Buffy looked back and forth between them trying to figure out what to do.

In the back ground Giles stood at the training room door just opening and closing it again and again. He looked put from his deep concentration to see everyone talking to the black haired Buffy at once.

Giles stepped forward and took off his glasses to clean them, as if this was something he had knowledge in, and surprise, surprise. He did.

"I think that the glowing green doorway must of taken are Buffy and switched it with this Buffy. They are both Buffy, just from different dimensions."

It seemed like the room drew darker as Buffy stared at Giles with this look that they have never seen before.

"You."

As he began to say her name, she jumped toward him and gave him a kick square into his chest. He flew back and hit the door to the training room. In a second she was on top of him with her little stake pointed right at his heart.

"Buffy don't." said Zander.

"What are you doing?" Added Willow.

"He is a Vampire, and not just any vampire. He control's all the vampire activity in Sunnydale. He is dangerous and out to get me."

Buffy started to push on the stake, as Giles let out a cry of pain and tried to push her off. She stared into his eye's and started to relax her grip.

"You're not a vamp? You're just Giles."

"I hate to disappoint but, yeah I am still alive." Giles spoke with a airy voice.

Buffy stood up and Giles slowly got to his feet, still worried about being tackled again. Buffy reached out to Giles, and he winced, only to find that she hugged him tight; a little to tight.

"Buffy, can't breathe."

"Sorry. It's just, well I never thought I would see you like this again. Usually you're hitting me, or biting me and drinking my blood, or stalking me, or..."

Giles held up his hand to stop her from turning a run on sentence into a paragraph. She started to tear up, so he pulled her in for one more little hug. They released each other and Buffy went to sit down, but stopped as everyone was now seeing her more clearly than before.

She was thinner than their Buffy, and had a presence like she was still only eighteen. The thing that made it worse was her body covered in bite marks of the vampire kind. One on her left thigh, two on the right, she had four on one arm and three on the other, and her neck and shoulders must have been covered in more than sixteen; there was even one on her lower back next to a strange tattoo. A red half circle with a black calligraphy "R" connected to a black half circle with a red calligraphy "R" She stood there silent and then realized that they all looked hurt by her appearance. She wrapped her arms around her self to break their spell.

Willow stepped closer and helped Buffy to a chair. Zander sat opposite Buffy and reluctantly asked a question.

"Buffy when was the last time you saw Giles as a human?"

"It was right after I killed the mayor. I jumped out the back of the library and pushed down the detonator and that was when I heard Spike laughing. I went around the bushes and he had Giles on the ground at his feet, while four other vampires beat him. I went forward to stop them when they all jumped me. I watched Spike turn Giles and I couldn't get free. I was horrible. If only I would of staked him right there, but I couldn't, it was Giles after all. Giles turned on Spike, dusted him, and the other four let go and ran. He looked at me for a second and then was gone." Her tears streamed down her cheeks as she looked from face to face.

"What happened here?"

"Giles pushed that detonator, and everything turned out ok.' Zander hoped that his answer was enough, as he put his hand over Buffy's.

"It's not that bad, at least he won't let me die."

Question's started pouring like cracks in a dam. She relaxed and tried to answer them one at a time.

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Buffy ran to her house, which now had it's very own tall brick wall around it; this was definitely not her world. She jumped over the wall with a graceful landing only to be face to face with willow.

Willow was wearing a black turtle neck with black jeans and her long hair was in a tight pony tail. Zander stood beside her with a matching outfit; minus the pony tail of course. They looked at her and then at each other before Zander took her arm and pulled her in the open door way, they stood there with the door wide open as Willow spoke.

"Buffy, what are you doing, and why is your hair that way? You could draw attention to your self, are you trying to have him notice."

"Willow something is wrong, I am not the Buffy that you think I am. Zander tell her."

"Hey, don't get me wrong Buff, I like the whole pink shirt blonde look as much as the next guy but please tell me that you aren't going to keep it?"

"You guy's look I am Buffy, just not your Buffy. I think that we traded places at the magic box. I need you to help me find my way back."

"Alright, prove that what your saying is true." The untrusting look on willow's face almost brought Buffy to tears. She tried to think of the differences in her world and this one. That is when she realized that Dawn was not in there.

"Where is Dawn?"

"Who is Dawn?" both said in unison.

"My sister, and where is Anya or Tara?"

"Who" Zander scratched at his head in confusion.

"You know your girlfriends. Wait. I see. Where is Oz or Cordelia?"

"Oz left a long time ago and Cordelia died during graduation."

"I want to go home." The pout on Buffy's lips was like a slap in their faces.

"Buffy? What do you want us to do?"

"You believe me now! I should of just pouted when I walked in."

All three had a smile at the situation and before they could say another word the brick wall stared to shake and fall apart. Willow stepped back a little and raised a barrier where the wall stood. The wall fell within seconds as vampires tried to pass into the front yard, but Willows barrier was strong.

"Get back, I can take some of them, Willow don't hurt yourself." As Buffy took a step out the door, Willow shouted.

"Buffy don't. I can't hold the barrier with a human in it." But it was too late the barrier faltered a little and then was gone completely. Before Buffy could turn back the vampire's blocked the door. Even some were stupid enough to try and go in. Buffy could see Zander and Willow on the other side just staring at her, and that is when she heard his voice.

"Buffy, what are you doing out here, it is not safe."

"Giles! Oh god, you have no idea how happy I am to see you." She ran to him and wrapped her arms around him in a tight embrace.. He wrapped his arms around her loosely, and she pressed her head into his chest, her heart felt like it was literally breaking when she noticed that he had no heart beat. She stepped back and saw his face, no bumpy's but definite fangs. He spun her around and held her tight with her back against his chest as they disappeared into thin air.

Buffy was in to much of a shock to fully grasp what had just happened. She stepped away from Giles and tried to focus her eyes on her surroundings, but all she could she was a blur. She jumped as Giles started to speak and she could of swore that she heard him laugh a little.

"Buffy, I can't say that I am upset. I would of liked to see you put up some kind of a fight."

"Where am I, and what do you want?"

She could hear him getting closer in small steps but didn't know which way to go. He got so close that her back was against the wall behind her and her vision had started to become clearer. She blinked a few time and saw those eyes. Those green eyes staring right through her. She couldn't help but cry a little and he noticed. The small grin that spread across his face made her shake.

"I don't believe that the spark had already left. Do you want me to help you get it back?"

She then realized what the strange tattoo was. Rupert and Ripper, their master; sort of. She was scared but slightly curious as to how this all happened and if she could find a way to make it right.

He wondered why she was reacting this way, granted it wasn't abnormal for her to cry during their encounters, but she had never started before the fun began. He reached out to touch her face and she pulled back; well as far as she could anyway before she realized she had no where to go. He touched her face, it was gentle but strong and Buffy couldn't help leaning into his hand. He tilted her neck to the side and saw no marks. Before she could react he back handed her across the face.

"I though I had made it clear that you were mine. I don't know how the witch did it, but I want the bite marks back, now."

Buffy tried to push him back but she couldn't, he sank his teeth into her neck, and pulled back just as quickly as it began. She felt weak but didn't let him know. She shoved him back and he stumbled to the wall across the room..

"That is more like it. Is it a fight you want first? I would be more than willing to oblige."

Buffy ran towards him as her fist flew one after another, but he blocked them all. She tried kick after kick and nothing touched him. She stopped, breathing heavily in front of him.

"It that all you have? I know you can do better Buffy. Try to hurt me, you know you want to."

"I don't want to fight I just want to go home." Her eyes started to tear up again, and she looked away from his eyes for the second time. He was pacing in front of her as she looked back up and she noticed that she had seen that look of concentration and confusion before, many times before, when Giles was trying to think about something that baffled him.

He took a few more paces around and it dawned on him suddenly. He went forward and grabbed her arms in a tight grip. She was stunned but still tried to fight it.

"Who are you? Where is Buffy? This is wrong, your blood his hers, your skin is hers, your...'

Before she knew it his lips were pressed into hers with quite a bit of force. She fought, but only for a second before she let go and matched his passion with her returning kiss. Before she had a chance to understand her feelings or really deepen the kiss with more he pushed her back."

"But you don't kiss like her. What is going on?"

"I tried to tell you; well sort of. I traded places with your Buffy and I don't know how to get back."

"I can help you, but I am not doing it to help you, understand?"

"Yeah, I think. I was at the magic box when it happened, if that helps."

"It does. But first, what was that? Why did you kiss me back?"

"I.. I don't know.. I just felt like it was right."

"Enough talk, lets get down to business." He grinned at her again and as she turned to leave he spoke.

"Buffy, where are you going. We are far from done here."

Giles took her into his arms and she began to fight again, hitting his chest as he laughed at her. All of a sudden there was a bed in the middle of the room and he had her pushed against it. Buffy tried to fight but for some reason he was strong, even stronger than her. She started to panic as he raised her arms above her head into waiting chains. She pushed hard and wrists still found themselves locked down. He pressed into her chest stopping her from arching off of the bed. She arched up with all of her strength one last time and met his lips with hers.

He was amazed at how she managed the kiss and responded but lightly brushing his tongue against her lips and she let it in.. He had moved his hands from her chest and onto her waist and gave up to their mouths feeling each others. Buffy than noticed that during their kiss he had undone the chains and she let her hands wander, touching him where ever she could. It seemed like time stopped but he pulled back staring strait into her eyes.

"You love him, don't you?"

"I guess I do, what do you want?"

"I thought that it was pretty obvious." He pushed his hard erection against her moist center. She responded by pulling his shirt apart sending buttons everywhere. Now it was done, passion for passion, touch for touch, they fell into each other. He pulled her blue jeans and panties off in one solid motion as she did the same to her shirt and bra. His hands reached up and massaged her breasts before he bent his head down to take one in his mouth. She moaned against his mouth as she worked on his pants.

She pulled down on his pants but they wouldn't come off fast enough. She let out a exasperated sigh and he stopped to look at what had her so upset. As he stood slightly she grabbed the sides of his pants and ripped them in two. He smiled down at her and she couldn't help but let out a little laugh. What had started out as bad was quickly turning into something much more. All of her passion and love that she left for Giles, she poured into this man. She knew it wasn't him but she wanted it to be.

Giles didn't know if she really wanted this but didn't care. He pushed his cock up against her entrance and lingered there for a moment before he went all the way in. She moaned and immediately rocked with him, pulling him down for another kiss. He kept up the pace and she started to feel her muscles tighten and he knew she was close.

"Giles! Oh God. Yes." As he thrusts into her she came hard against him, and seconds later he came with just as much force.

They laid there for a moment before she spoke.

"You do know that I wasn't thinking about you, you?"

"I know but hell that was great anyway."

They both stood and got dressed in silence. When they were done he reached out and pulled her close, as she kissed him she felt her vision going again. The next thing she knew they were somewhere dark.. He let go and spoke something in Latin and the room lit up in light. Her vision came back faster this time and she knew they were in the back of the magic box. As he started chanting in some odd language, she stood and waited.

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Willow, Zander, Anya, Tara, and Dawn all sat around the table asking Buffy questions and she tried to answer everyone. After a while Giles decided that he needed to step in, if not to save her from Anya's persistent sex questions, than to get down to finding out how to help send her back.

"Alright, I don't think I can take much more. Anya do be quiet. Buffy do you know how to go back?"

She looked up at him relieved to have the conversation ended.

"I don't know, but I am sure that he will find me. He always find me."

"I am sorry, but I can't just sit here while Buffy is stuck in some sort of hell with a vampiric me."

"I understand, I just wish I could have had this life, you know?"

"I also understand but you don't. This has to be set right, even you know that."

"I do. Hey!"

Buffy's shout caused everyone to jump slightly, and as they all calmed down she stood and started to pace. She stopped and then lifted her finger and then put it down, shook her head and turned to Giles.

"Sorry, thought I had something there for a minute, but I can't kill him. I don't think you all could know." As she spoke she turned to face everyone. "I can't kill him and the only spell I know to open a portal would drain him of his energy and he would turn to dust. I am sorry but I can't help. I am sure you will find a way to bring her back."

Zander looked around and then stood, Buffy flinched slightly when he got close, and as he hugged her she smiled. Soon they were all wrapped up in a big group hug, even Giles. Then all of them let go just as the training room door flew open and a blonde Buffy (their Buffy) came flying through it to land where the other Buffy landed before, But she wasn't alone.

Every one watched as the man who came with her stood at the doorway. He took one long look at the people around him and smiled revealing his fangs in the process. Buffy stood up brushed her self off and found her face connecting to someone's very strong fist.

"You brought him with you." Her own voice ringing in her ears as she looked up and saw, well herself. They both took in each other's appearance and then stared into the back ground. As Buffy moved over and ran to hug Giles, the black haired Buffy lunged at her Giles. She swung with hardly any control as he swatted her hands and feet away.

"Hey, Hey, I brought her back, didn't I ? I think that deserves more than fisticuffs."

"You, You don't deserve anything." She kept swinging and managed to surprise him with a punch to the left side of his face. She stopped and pulled back as he looked right in to her eyes, growled and the reached for her. Everyone watched in silence as she cowered away and he wrapped her into his arms and bit her neck, sending her into a cry of pain and anger through out the shop. He released her and stared at everyone around him.

"Anyone care to challenge me? Buffy?"

The blonde Buffy took a step forward and shook her head in disapproval.

"You couldn't wait until you got her home could you?"

His eyes went darker and he smiled. "Hurts you doesn't it. You know that you shouldn't disrupt are time and place, therefore you can't help her and it kills you?

"Get out."

The vampire Giles turned the black haired Buffy around to face him and pressed his lips to hers. She struggled and broke free. Turning to stare at the others in the shop, she began to cry.

"I am sorry you had to see that. But you don't know."

Buffy took a step closer to her double and responded in a soft, trusting tone.

"But I do. You love him, and hate him at the same time. Like it was with Angel and Angelus. I can't imagine what I would feel if Giles was a vampire but I know I would still love him. It was prom wasn't it?" The other Buffy just nodded.

"I can't help you, it's true, Giles is right, but..." Buffy leaned in closer and whispered something to her look alike so quietly that even the vampire didn't hear. A smile spread across each of their faces. As the tension grew in the room, the vampire Giles pulled the black haired Buffy away from herself.

"That's enough secrets, we have to be going. Buffy if your ever around my world again we can have another go, huh? Buffy, people, me. Farwell."

With that he scooped up his Buffy and went back through the green haze. Leaving a very stunned group staring at the door. It was Anya who broke the silence.

"Hey, did any one else think that vampire Giles was super sexy?"

Giles turned to face Anya and realized that everyone had their hand up, even Zander. He put his head in his hands and then remembered.

"Buffy are you alright?"

"Yeah, I just never thought that are lives could of turned out that way."

"What did you mean by ' love him' and 'it was prom'?"

"I...well...um...you see I just...um."

"Buffy if you don't want to talk about it I won't push."

"I do, just tired and confused, that's all.'

They all stood for a moment when Dawn spoke up."Hey guys? Can I go home now?" She dropped her hands to her sides in a impatient fashion. Tara nodded and started for the door with Willow and Dawn in tow. Zander and Anya followed suit, and Giles and Buffy started toward the door, Zander turned around and held up a hand.

"I don't really know what happened today but you two need time to talk and stuff, and as weird as that stuff thought is, I am sure you both need it."

"Agreed sex would be great for you both. Lots and lots of orgasms, yep." All three stared towards Anya, and she just gave them a what look. Willow, Tara and Dawn had stopped in the doorway with shocked looks.

"Willow can you take Dawn home, as weird as Zander and Anya put it, Giles and I do have to at least talk."

"Yea, no problem."

Everyone was gone and Giles and Buffy sat at the table not saying a word. As Giles looked at his watch, he decided that he needed to lock up and head home, so he did what he thought was right.

"Buffy I have to lock up, if you would like to come over after your patrol we could have that talk? I am mean only if you want to?"

"Yea, that sounds great. I will see you there." Both stood, mere inches from each other, and waited, then Buffy turned to leave. Giles watched her go and wondered what was going to happen later.

Buffy finish patrolling quickly and she found herself making a bee line to Giles door. She opened it without knocking; like usual, and Giles just smiled. It was then that both realized than no matter what happened they would still have a relationship unlike any other.

Buffy took a few steps inside and closed the door. Giles stood there with a warm smile on his face and as he started to speak Buffy cut him off.

"Let me guess? Do I want some tea?" Buffy smiled as Giles rolled his eyes.

"Am I that predictable?"

"Well, sometimes, but I do enjoy when you get stuck and all you can say is that one line, it's kind of cute, I mean sexy, Oh I meant, oh crap."

"Cute? Sexy?"

"I mean, in a funny way." Buffy's backtrack was unsuccessful, and she knew that what she said was true. Giles stared at her with a odd look and she braced herself for a rejection. Instead he laughed. She was about to giggle when he came walking to stand in front of her.

"Buffy, I don't know why you feel that way but I am not going to stand here and pretend like you didn't say it. In fact I think you need to know that I love you."

"I love you too, Giles, but..."

"No, Buffy I am in love with you." He could of swore that he saw something in her eyes, but wasn't sure.

All of his fears melted away as he felt her lips on his. He pulled her closer as they deepened their kiss. She reached her arms up and around his back and started to caress him through his shirt, eliciting a moan deep in his throat. Giles wrapped his arms around her tightly, and she fell into his arms knowing that he would be there. For a moment all they could do was pour everything they felt into that kiss. Giles slid his tongue across her lips and she opened to him. As their tongues battled they both found themselves drifting toward the loft.

As they made their way up the stairs Buffy broke the kiss to pull Giles jacket and then shirt off quickly as he did the same to her shirt, and surprisingly her bra had been removed without her even registering that it happened. She giggled as he smiled against her neck and shoulder, he then started to rain kisses down toward her breasts.

Buffy moaned as he kissed and then took one breast into his mouth, sucking and licking the moans out of her. Buffy put her hands on his head and pulled him closer. Giles started to duplicate his efforts on the other breasts as they made their way further up, until they were standing at the foot of his bead. Giles pulled away to look in Buffy's eyes.

"Buffy, are you sure? Once we make this, well move, things will be different, not a bad different, but I want to know that something's won't change, and that..."

"Giles, killing the mood."

"Sorry, I just..."

"Giles, look I know that it's sudden for me, and you have probably thought about this for a long time now but, I love you and I don't want to ever stop."

"Oh, Buffy. I love you more now than ever before."

"Good, because you have way more clothes than me." As she spoke she lowered herself in front of Giles on her knees and undid his buckle, letting his pants hit the floor at his feet. Buffy was surprised to find no underpants, as she just stared at his penis inches from her face all she could think was wow.

He reached down and pulled her up as he twisted so that she landed on her back on the bed with Giles smiling above her. His hand went slowly to her waistband as he unzipped her pants and pulled them off. Buffy sat up and he pushed her back down with his hand on her stomach. He slowly laid on top of her supporting his weight on his arms as his head bent to take her into another fiery kiss. Buffy could feel his arousal pressed up on her sex and he rocked back and forth causing her to moan and cry out.

"Giles please."

"Please what?" He broke the kiss and stared at her as she blushed. "Don't be shy, tell me what you need."

"I want you inside me."

"I think that could be arranged." Before she had a chance to realize what happened there was a ripping sound and she felt the cold air hit her heated crotch. He laid back down with their centers touching and she arched against him. As he put the tip near her entrance, he hesitated and she smiled. "I am on the pill, don't worry." He smiled back and entered her slowly. Buffy arched up to get him deeper and he responded by thrusting in farther. They soon found a rhythm that they both could enjoy and Buffy was getting close. They both pulled at each other with a strong need. Giles could tell she was close so he took one hand and rubbed her clit with precision, as she moaned and made many other inaudible sounds he picked up the pace with his hand and hips. Giles felt his own release ready but held back he wanted it to be in unison.

"Oh god, Giles!!" She was coming and he joined her letting go with force.

"Bufffyyy!!"

They both panted and trembled slowly coming down the same way they had arrived together. Giles pulled out and could of swore he heard Buffy moan again. They pulled close together on their sides and just held each other. Buffy was the first to find her voice again.

"I enjoyed that talk." She heard Giles laugh and then he rolled her so that she was facing him.

"Buffy, I think that was the best talk I have ever had."

"Me too."

They both knew that it was right as they kissed again, but sweet and gentle, as if to say 'I love you' all over again

END