Title: Somewhere Over the Hellmouth
Author: Katy Hart
Email: secondalto@yahoo.com
Pairing: B/G
Rating: FRAO
Spoilers: Up to Into the Woods, though I changed the timeline.
Disclaimer: I own nothing; Joss owns them, no infringement intended. I also do not own Dorothy and her friends.

A/N: okay so I'm reading Son of a Witch (Sequel to Wicked) and then I saw Buffy as Dorothy and my muse had her wicked way with them all. Smut, pure and simple, though it takes a while to get there Feedback: Please, it feeds the muse.
Distribution: Anyone, just ask so I know where it is. I'd love to see my fic out there.
Dedication: To Gileswench for her generous and quick beta. Thanks for slowing things down, building the heat and guiding this newbie on her first trip through smutville.




"Buffy, may I ask again why I have straw poking out my sleeves? It's making me itch."

"Duh Giles. You're the Scarecrow. You know, If I Only Had a Brain, which of course you do."

"And you are?"

"Dorothy.Oh come on. Surely you've seen the movie or perhaps even read the Wizard of Oz? Everyone has, I mean it's a classic."

"Well, yes, I did read the books as a child. And I even saw the film. But why are we dressed as the characters again?"

Buffy rolled her eyes with a sigh. Sometimes Giles could be so thickheaded. Her hands on her hips she launched into the explanation again.

"We all decided to dress up as characters from a movie. We wrote a bunch of titles on slips of paper and drew out a name, just be glad Xander's choice didn't come up."

"And that was…'

"The Matrix. I think he had visions of me an Will in spandex."

"Um, yes, well," Giles blushed. "But how did I get roped into this?" he asked, pulling a bit of straw from his face.

"Cause you said you'd join us in and I quote `whatever you deem fun.' And this is it. Halloweeny, Hellmouthy fun."

"Yes, indeed. I had rather hoped you'd interpret it as dancing at the Bronze or ice cream, not this," he sighed.

"It is at the Bronze, so that counts. C'mon, it'll be great. Please?" she pouted, fully aware he was powerless against the pout.

He caved. She looked so damn adorable in that gingham dress, her hair in pigtails. It took all his control not to let his fantasies take hold.

"Oh, very well, let's get on with it then."

"I win, yay me," she smiled, dancing to pick up "Toto", her favorite stuffed pig wearing a collar and a fake tail.

They left Giles' apartment, walked across the courtyard and climbed into his car. They were meeting Xander and Willow at the club. Taking advantage of the no demon rule that generally applied to Halloween, they'd all agreed to an apocalypse-free party. They'd extracted the promise of fun from Giles after defeating a rather nasty bunch of B'varin demons.

He found a space to park despite the crowded appearance of the club. Dingoes were playing, minus their favorite werewolf. Oz was missed but the Scoobies were all helping Willow get past the pain.

"Oh, there they are. C'mon Watcher-mine."

She grabbed his hand and a quick jolt of heat flashed through him. She wound through the crowd, pulling him along. He spotted Xander and Willow and tried to contain his mirth. The redhead was covered from head to toe in tin foil, holding a small toy ax. Xander wore what looked like an old mustard yellow rug, but the kicker was the mane surrounding his face, looking like the petals of a sunflower.

"Buffy, Giles, hi" Willow waved, tin foil crinkling.

He lost it, laughing out loud until tears threatened to spill down his cheeks.

"Like you're mister normal, G-man," Xander taunted.

He looked down at the overalls and plaid shirt he wore, straw poking out from all over. He was glad he worn contacts instead of his glasses. And then there was that ridiculous hat Buffy had made him wear.

"See we should have gone Matrix, Giles would be an awesome Agent Smith."

"Okay, so we all look a little silly, but it's fun," Buffy reminded them.

"Actually you look quite charming Buffy," Giles remarked, blushing as he realized he'd spoken aloud.

Just then the band launched into a slow song.

"Dance with me," Buffy demanded, pulling on his hand again. Before they got the dance floor she turned to her friends and stuck her tongue out.

"What was that for?" Xander sputtered.

"Making fun of Giles?" Willow guessed as she watched them reach the center of the floor.

Giles willingly went with Buffy, unsure of what she was up to. Trying to ignore Xander's comment was likely, he thought. Then all thought left him as she wrapped her arms around his waist. All his blood rushed from his head as her warmth seeped into him. He was so amazed by how well her body seemed to fit with his.

Buffy had only dragged him out here to get away from Xander's insults. She knew Giles generally tried to avoid dancing, but she'd made sure he had no choice this time. She wrapped her arms around him and felt his big strong hands fall on her shoulders. She felt a jolt of heat as he touched her. This was just Giles, nothing to wig about.

Or was there? She'd never really thought of him in that way. Oh, sure he'd looked kind during the band candy thing. Those jeans had hugged a butt that should never have been hidden by tweed. `Wait, what am I doing? This is Giles?' she thought as they swayed slowly together.

`Oh come on, remember what Faith said, hottie! Like you never thought it before.' Buffy tried to ignore the voice as the song ended. Giles gently removed her hands from his waist and led them back to the table.

He desperately needed a drink to cool his desire. Leading Buffy back to the table he offered to gather drinks for all of them. As he made his way to the bar, he tried hard not to think of the dance and the way she felt in his arms. He had always felt something for her, only in the last year had he been able to define it as love. And definitely not the paternal love Quentin had accused him of; this was something deeper, purer.

Back at the table, Willow noticed that Buffy was staring at Giles. She had known for sometime that the Watcher had feeling for his Slayer, but did Buffy now return those feelings. The young witch wondered if she should pry. Looking at Buffy again, she decided she should. Buffy deserved to be happy and Giles would make her happy.

"Hey, Buff, why the admiring of the Giles. Not that there isn't anything to admire there. Reminds me of why I had a crush on him."

"You had a crush on Giles?"

Willow heard the anger in the tone of the reply. Buffy felt something for Giles, now if only she could realize it. This was the Queen of Denial she was dealing with here. And Giles certainly would never admit to anything. Maybe if they danced again.

"Not anymore Buffy, that was then. Now I like a bit of wolf in my man. But obviously you might."

"What? No, I mean, he's Giles," she cried. But her inner vice taunted her. `Oh please, remember how you felt when he went all manly with the Mayor?'

She saw the sword plunging into the Mayor's chest as Giles tried to defend her. She had felt something then, but had repressed it, she was trying to prevent an apocalypse and get over Angel after all.

"Buffy, remember what you told me about Oz? Carpe diem. Maybe you should Carpe Giles."

"I don't think of him like that Will, he's just Giles."

"If you say so Buff, but before I drop the topic, remember what you told me about finding him with Olivia? Remember how you felt about that and think about what I said. Oh, goody, drinks are here."

She saw Giles returning with the drinks and looked at him again. He did look kinda cute with all that straw poking out everywhere. And without the glasses she could better see his hazel green eyes. He smiled at her as he handed her a glass. She took it and looked away.

He thought he saw her blush as he gave her the drink. What was she thinking about? What had she and Willow been talking about? He pushed all the questions from his mind as he watched the party pulse around him. Xander asked Buffy to dance as the band launched into a rather hard rock tune. Willow moved to the seat next to him, but he didn't notice anything but Buffy. She moved liquidly to the beat, one with the music.

"You should dance with her again."

"Hmm, what was that Willow?"

"Dance with Buffy again, you might be surprised at what happens."

"I have no idea what you are talking about."

"Sure you do, it's obvious to me that you feel something for Buffy. Maybe she feels something for you."

"Oh, she couldn't. I'm just her Watcher, nothing more."

"Just dance with her again Giles, and see how it goes."

She watched him from the dance floor as he talked with Willow. She thought about finding him with Olivia, the bitch. Wait, did she think that? `Sure did honey, jealous much?' She realized her inner voice was right, she had been jealous. But why, surely she didn't feel that way about Giles, did she? She thought about the cute psych T.A., Riley. She had turned down a date with him, but why. `Cause you love Giles.'

The truth hit her and she felt dizzy. She did, she loved Giles. That's why it had felt so wrong with Angel last year. Why it had hurt so much when he had betrayed her with the stupid Council test. She loved him. Her body tingled at the thought. She glanced over at the table. He was watching her, a look in his eyes she hadn't seen before. She looked again and the truth clicked into place. He loved her. Giles loved her. Now, how to get him alone, how to get him to admit it?

As Xander returned her to the table, another slow song started. She grabbed Giles' hand and pulled him out to the floor again. She wrapped her arm around his waist, keeping the other hand in his. She felt the heat between them, the desire to have him overwhelming her. She started to understand Faith's `want take have' philosophy. But first she would continue to dance with him. She put her head against his chest and swayed with him.

Back at the table, Willow smiled. Buffy must have thought about what she had said. As the dancers drew closer to each other, a wicked smile played across the witch's face. She leaned in to whisper something to Xander. He looked at her in disbelief. She smiled and they shook hands. Then they both turned to watch their friends dancing.

As she laid her head on his chest he realized all his fantasies were nothing compared to this. His heart pounded in his chest, surely she could feel it. He still held her hand in his and his other had somehow settled on her back, trailing up and down. She sighed against him. This was turning into more than a simple dance. He ached to say the words in his heart, tell her his secrets. Then he looked down and saw her looking at him.

Her emerald gaze pierced him, causing an inward breath. He was lost in those depths. They held so much emotion, it nearly crushed him. Trust, contentment, love? Did she feel that way or him?

"Buffy?'

She continued to look at him, as if seeing him for the first time. Her hand moved from his waist to caress his cheek. He closed his eyes, leaning into the touch. Her touch burned like fire.

"Giles?"

His eyes flew open at the soft voice. There it was again in her eyes. Love He dared to hope. Her hand moved from his cheek to the back of his head. The music continued, but they were oblivious to their surroundings. She pulled his head down as she leaned up. Her lips captured his as they both closed their eyes. It was heaven. She was soft and sweet. He felt the quick dart of her tongue and he groaned opening for her.

She was even sweeter now as they ravished each other, tongues dueling for supremacy. Her body was flush against him, arms around his neck He cradled her close, savoring every sensation. She brushed against his rapidly growing erection, eliciting another groan. He broke the kiss reluctantly.

"Buffy luv…"

"Shh, Giles..Rupert. Let's go," she whispered, pulling him off the dance floor.

"But.. Willow… Xander…"

"Can find their own way home, they can deal later, let's go," she stated, pushing him out of the door.

Back at their table, the two Scoobies stared at each other before Willow spoke.

"You owe me twenty," she said smugly.

"How'd you know? I mean, Buffy… Giles… smoochies?" Xander gaped as he placed a bill in her hand.

"I just did. All the signs were there, they just needed the right spark. Guess the dance was it," she shrugged, happy two of the people she cared most about had found each other.



Giles wondered how he'd managed to get back to his apartment so quickly without harming either of them. But the thought was quickly lost when he found himself with an armful of Buffy.

She kissed him feverishly, hot and wanton, wiggling against him. He broke off, glancing at the bundle of energy in his arms.

"Buffy…"

"Shhh, I love you Rupert," she answered, kissing his neck, sending shivers down his spine.

"Y-y-you what?" he sputtered, almost dropping her.

"I. Love. You," she repeated, each word followed by a kiss.

"How? Why?" He placed her on the floor, hands on her shoulders.

"How, quite easily, Watcher-mine. You've always been there for me, no matter what. My Watcher, my friend, my confidant. You know everything about me, good, bad and otherwise and you're still here. When, I'd say about since Prom. You looked very yummy in your tux. I saw that look in your eye, definitely not feeling fatherly towards me."

"But Angel…"

"Just came to say a final goodbye. We both knew it wouldn't work, we've moved on. You make me feel complete, you are what's missing in my life. I love you." He kissed her, pouring all his emotions into it. He was reassuring himself this was no dream. He released her, taking a deep breath before speaking.

"I love you Buffy. I've tried to deny it for a long time. You are my heart, my life, my reason for being. Travers is a bloody idiot for thinking I felt paternal. I want nothing more than to spend every day of my life with you."

"I know," she smiled. "Take me to bed Scarecrow," she purred, pulling the hat from his head.

"Yes, Dorothy," he smirked before sweeping her up and carrying her upstairs.

When his knees hit the edge of the bed, he dropped her gently on the mattress, she reached to undo her braids, but he stopped her.

"Leave them," he ordered huskily.

She smiled at him wickedly before pulling him down for a kiss. He gathered her close, straw tickling his face. He reeled back, swearing as he pulled wildly at the itchy stuff. She laughed, getting up to help him. She pushed the straps of the overalls past his broad shoulders, straw tumbling everywhere. As the garment hung on his hips she worked the buttons of his shirt, revealing his golden chest hair.

She plunged her fingers through it, reveling in the softness. He moaned as her nail scraped across his nipple. She traced every scar, kissing the old war wounds. She pushed the shirt off wandering around him, touching the scars gently until she reached his back. With a small gasp, she ran her fingers across the many lines that criss- crossed the formally smooth plane. She knew who had put them there, Angelus. Silently, she traced her tongue across the lines, hoping to kiss away the pain. She felt him shudder under her touch as she made her way back to his chest. She kissed her way across his chest down over his stomach, following the line of hair that dipped below his waistline.

She pushed the material downward, over his hips, kissing the exposed flesh as she went. She gave a surprised gasp when his erection sprung free, unfettered by boxers or briefs.

"Commando? I would have guessed you a boxers man."

"Just for tonight, bloody straw," he panted.

Removing his shoes and socks, she gestured for him to step out of the pants, which he did, watching her as she caressed him. A groan escaped his lips. Her hot breath fanned across his member, causing it to jump. She watched him, teasing her tongue across his tip. That brought him back to the present. He pulled her up against him, kissing her passionately, pressing his desire against her.

"You're overdressed luv," he growled.

"Why don't you help me with that?" she replied, turning around.

He found the zipper, pulling it down slowly, following its path with his lips. She shivered under his touch. As the zipper stopped, he turned her again, pushing the dress from her shoulders. As it pooled at her feet, he drew in a deep breath.

"God you're beautiful Buffy."

Her golden skin glowed against the small scraps of white that constituted her bra and panties. A little on the thin side, she was still magnificent. Her breasts spilled over the lace, her waist small, her hips flared over muscled thighs. He pulled her close, devouring her mouth again.

He broke off, traveling to her shoulders. He pulled down the thin straps, pulling the bra down and off her breasts. He trailed hot kissed across them, capturing a nipple in his mouth. Reaching around he undid the hooks, letting the material fall to the floor

She moaned at his assault, pulling his head closer as he licked and nibbled. He picked her up again, placing her on the bed, straddling her body. He lavished each breast in turn, his hands roaming her body. She arched up as a hand delved under the material of her panties. He left her chest, trailing moist kisses down her torso. He dipped his tongue into her navel. That elicited a giggle that turned into another moan as he kissed the outline of her waistband.

"Please," she gasped.

He trailed his hands slowly over her legs. He stopped when he realized she still wore those silly red heels. He drew them off slowly, kissing each foot in turn. Returning to her waist, he hooked his fingers into the band, pulling them down slowly. He lovingly pulled the thin material off and onto the floor. He trailed his hands back up, running his fingers through her soft curls. She bucked up against his hand. He slipped two fingers into her hot channel. She was already so wet for him. He pushed in and out slowly, his thumb finding her swollen clit. Her muscles clamped around him as she screamed in release.

He moved, setting himself between her thighs, reaching for the nightstand. She pulled him down, whispering "I'm on the pill."

He groaned, kissing her as he pushed into her. Inch by tortuous inch he let her get used to his thickness. She arched up, engulfing him completely. It was all he could do not to lose control. He moved slowly, establishing a rhythm that rocked them together, moving them faster and faster. She wrapped her legs around him, bringing him deeper, urging him on. He plunged again and again, feeling her pulse around him.

Her orgasm rocked through him. He grabbed her hips, thrusting faster, deeper. Changing the angle every time he moved, he could feel her build to a third. Her muscles clenched once more. She arched up again, as he thrust once more, sending her over the edge.

"Rupert!"

He thrust once, twice, joining her with a shout.

"Buffy!"

He collapsed, slipping out of her and shifting them to the side, tremors still shaking them both. He reached for the quilt, covering them. Spooning behind her, he kissed her neck. She turned in arms, kissing him gently.

"Hmmm, that was…." she sighed.

"Yes it was," he replied, pushing a stray hair from her face.

"Glad you agreed to dress up?"

"Definitely, perhaps we can do this again next year?"

She laughed, smiling widely as she rolled on top of him.

"As long as you can promise another demon free Halloween."

"I can try my love, but no promises. After all we do live on a Hellmouth."

"Okay Watcher-mine. Can we enjoy this year some more?" she asked, wiggling seductively.

"Of course," he replied, rolling over, pinning her under him. "I love you Buffy."

"And I love you Rupert," she sighed as he kissed her senseless.



END