*Note: this fic is the third in a series I am writing about Willow and Faith. I have included a summary for those who have not been following the story line.

Previously on GuitarGrrrl's version of Joss Whedon's Buffy the Vampire Slayer:

We see Dawn standing over a vampire outside of the Bronze. We see Buffy watching her sister fight the vamp, and then stake him. Buffy: "I'm proud of you Dawn." "Really? You're proud? Not mad?" "Yeah Dawnie, I'm proud."

Cut to the warehouse where the potentials are fighting off some vamps: "I'll handle this." Kennedy said She charged in stake aimed and ready, but she missed and slammed into the wall, falling back onto her ass. The vamp tried to get away, but another one of the girls was there stake in hand, and dusted him. Kennedy looks pissed.

Cut to the Bronze: We see Willow walking away from her dance partner (random blonde girl). We see Kennedy standing by the door. Willow didn't look at her directly, but she knew she was there. She could see her silhouette in the periphery. She felt Kennedy's hand on her shoulder. Willow paused only long enough to push the hand away and slam the door in Kennedy's face.

Cut to Angel and Buffy dancing in the Bronze: "So the necklace is supposed to be worn by a champion... not human, but with a soul." Angel said, looking Buffy square in the eye. "I'll make sure I give it to him then." "What? Who are you talking about...I'm the vampire with a soul." "You're not the champion, Angel," Buffy said frankly. She stopped their dance. The couple stood in the middle of the bronze talking quietly. "But I'm the only vampire—" "Spike....His soul's a little different than yours Angel." "What do you mean?" "He fought for it. He earned it back. You, were cursed with your soul." "What—How do you know for sure? I mean- what about the Shanshu?" "Maybe it wasn't meant for you."

Cut to Sunnydale high, ext: "I'm scared, Willow." "Scared to talk to me? Scared of what Faith?" "I'm scared that I'll fall in love with you. I'm afraid that I'll fall in love with you, and you'll love me back, and then, I'll do something stupid to ruin it. All I do is let people down, so I figure I better get a head start, and run away from it, run away from you, before it's too late." Cut to Willow kissing Faith. The two women were interrupted by Buffy who seemingly appeared out of no where. "Well, look at the lovebirds." Willow and Faith look confused at Buffy's tone. Buffy/ First: "the end. It's coming and you'll all die. Especially that little army you've got going. Those potentials lack serious potential. In order to call them as slayers, certain other slayers have to die."

Cut to Willow's room: "You know, you don't always have to be the strong one, Faith." "But that's who I am. I'm supposed to protect you guys, and make sure everything's ok." "But you're more than just that. You're fiery, and bold, you're sensitive and smart and beautiful." The red head said confidently. "Are you trying to make you blush?" "I'm trying to tell you that the past two weeks with out you... have been unbearable, unhappy, un- Faith-full. and I don't wanna be without you anymore." Faith looked at the woman in front of her, with tears in her eyes. She rested her head against Willow's chest and said, "I'm sorry. I'm so, so sorry." Willow continued to comfort Faith as they stood and held each other.

Disclaimer: I do not own any of this, except the scenario/s I am putting these characters in. The characters and the settings I'll describe along with the whole Buffyverse, belong to Mr. Whedon and Mutant Enemy. Grrr... Argh... ----------------

The scene starts in the Summers' Backyard. Faith and Buffy are talking, sitting on the back steps.

"How'd things go with Fang the other night?"

"I dunno. He came to give me this necklace thing. It's supposed to be worn by a champion- a vampire with a soul. And he freaked when I told him I was giving it to Spike."

"Have you told Spike yet?"

"I'm not so sure I'm ready for that conversation."

"I thought you and Spike were—close" Faith said with a smirk.

"It's just sex though. There's no connection."

"There's gotta be some kind of connection, B. You're tellin me with that hottie, you don't feel anything for him?"

Buffy just stared at the ground.

"I'm just not sure... because even before he had his soul, there was still something about him."

The back door swung open and shut again. Willow walked out into the backyard.

"Ready?"

"Yeah, let's go." Faith said as she stood. "You'll be ok, B?"

"Yeah, you guys go- have fun."

"We will, B. Think about what I said."

"Sure, because your relationships have been oh-so-romantic."

"Hey, I'm a changed girl. Gimme a break." Faith smiled as she took Willow's hand.

"So, where are you takin' me, Red?"

"It's a surprise." The red head smiled.

"Can't you just give me a clue?" Willow shook her head 'no.'

"Not even a little tiny hint?" Faith pleaded.

"Nope. You'll just have to find out when we get there... C'mon. I got Xander's car."

The twosome walked off hand in hand.

Faith enjoyed holding her Willow's hand. The red head had so much energy in her that it gave Faith tingles all over, just from holding her hand.

Cut to Buffy, still sitting on the back steps.

"Buffy?" Dawn came outside looking for her sister. "Hey, I've been looking all over for you."

"What's up?"

"Giles learned something about Spike, I think you might wanna read this."

"OK... I'll be right in." The blonde slayer stood and stretched. It had been a long week. Giles and the potentials were driving her crazy. She wanted to relax, but with all the recent trouble a-brewin' relaxation was out of the question for the slayer. The other slayer and her Witch, on the other hand, made time to relax a priority.

Cut to a beautiful landscape. We see red hair flying through the air out of a car window. The car is speeding down the highway. We see flat land to the left and right with very little greenery. In the distance there's a mountain, so high the clouds cover the top. Zoom in on Willow's face. She's got the windows down, sunglasses on. She's wearing a tight olive green spaghetti strap tank top and brown corduroy pants. Her sandals are laying in the back seat. The red head is singing along to the CD player.

virtue is relative at best there's nothing worse than a sunset when you're driving due west and I'm afraid that my love is gonna come up short there is no there there I guess I'm scared cuz I want to have good news to report every time I come up for air

now I'm cruising through a chromakey blue sky and I know that in an hour or three the sun is gonna be in my eyes and I know that sometimes all i can see is how I feel like the whole world is on the other side of a dirty windshield and i'm tryin to see through the glare and i'm struggling just to see what is there

("Virtue" by Ani Difranco)

Willow pulled the car over onto the side of the road, just under the shade of a small group of trees. It looks like they're in the middle of nowhere. She gets out of the car and walks around to open the trunk. She pulls out a large blanket and a small cooler. She takes them over to the tree and lays the blanket out. She sets up two place settings and some wine.

Faith is slumped over in the passenger's seat, fast asleep. She feels the car has stopped, but her eyes remain closed. She's not fully asleep, but she's not aware of her surroundings either. Her body feels like it's been in a car for a very long time.

It's time to wake up Faith. Willow walks over to the passenger side of the car and unlocks the door. She slowly opens it, and notices that Faith is leaning against it. Careful not to let the woman fall, Willow opens the door all the way, and takes Faith in her arms. This startled the slayer.

"Hey! What the? ...oh, it's you," Faith smiled and sat up.

"Come on. There's food." Willow giggled.

"Ok, but where are we?"

"A place I like to go to, when I need time to think."

"In the middle of the desert?" Faith asked suspiciously.

"Just trust me. Come on." Willow sat down on the blanket. "It's not the middle of the desert. It's the edge of the desert, the ocean is on the other side of those mountains." Willow points west. We see a large mountain, so high we can't see the top of it, standing next to several other mountains. The road turns into a tunnel that goes through them.

"How'd you find this place? It's so—peaceful." Faith sat on the blanket and leaned up against the tree next to Willow.

"I've done my share of exploring."