Disclaimer: All characters, etc, belong to Joss, M.E., Fox, and whoever else. I just needed to borrow them for awhile. No harm or copyright infringement intended.

Summary: Season 3 AU. Buffy notices the coldness behind Faith's smile and secretly hates it. There is nothing more she'd like than to see a warm and genuine smile grace the other girl's face for at least once in her life.

A/N: This is just a short little drabble that I had in my mind and wanted to get written down. I always loved the chemistry behind Buffy and Faith and often wondered what would've happened behind closed doors. This is my take on that thought.


She always looked so sad when she thought that no one was watching her.

But I was.

I always was.

Stolen glances over book tops and magazines, hidden glimpses in the darkness, steady gazes out of the corner or my eyes. I never stopped watching her.

I'd watch her hollow smile turn into a frown when our backs were turned, and I'd watch that frown morph back into the same hollow smile as soon as we glanced at her again. But me? I was never able to look away.

I pretended to ignore the unshed tears in her eyes whenever she was left alone, and I pretended to ignore the fact that it bothered me that we were leaving her behind.

I hated her hollow smile. It was fake and cold and it made my heart hurt to look at it. I had to believe that deep down inside, there had to be something that wasn't so cold and hollow. I knew that there had to be something that could make her happy. At least for a while.

At least long enough for me to see something genuine and warm coming off of her tough exterior. I wanted to see the softer side.

So I took matters into my own hands.

I don't really know what compelled me, other than the fact that I wanted to see her smile. Really smile.

And I wanted her to smile for me. Because of me.

So late one night, much later than I was used to doing anything social besides slaying, I decided to go to The Bronze. I knew that she'd be there. She always was.

I felt her presence as soon as I neared the building.

There was nothing cold about the feeling that I got from her; from our bond. Soft buzzing, warm tingles, static current in my veins. It felt warm and genuine, and I loved it.

I crept into the bar and stood in the shadows, watching her as she danced wildly to the music. She danced as if she had nothing to lose. She danced as if nothing else in the world mattered at that very moment except for rhythm of the music and the way that her body moved to it.

Her eyes were clenched shut as she raked her hands up and down her lithe body, tangling them in her raven hair and biting slightly on her full bottom lip.

At that moment, she looked more beautiful than I can describe. So full of unbridled passion and heat, not caring about anything else in the world. She looked neither cold nor hollow at that moment.

And I couldn't stay away.

Unconsciously, my feet led me to the dance floor. I don't know if she felt my presence or not. She acted like she didn't realize that anyone was around her at all.

But I soon realized that she must've felt me, for as I pressed myself into her back and slid my arms around her stomach, she didn't flinch in the least bit. She had pushed away anyone else who had tried to get close to her while she danced, but she made no effort to move my arms.

Instead, I felt her nestle back further into me as she crossed her arms over mine.

Without hesitation, we started moving in perfect synchronicity to the rhythm of the music.

All thoughts of good or bad and happy or sad left my mind as I felt her strong but soft body move against mine. I was feeling something that I had never felt before, and I never wanted it to end. As the music intensified, so did our movements. A slight sway had turned into a full-on grinding motion.

I bent forwards and she did the same, completely giving up the control that she had always held onto so dearly and letting me get behind the drivers seat for awhile.

Without thinking, I dragged my lips across her shoulders and kissed at the base of her neck. I couldn't help myself. For so long, I had wanted to see and feel her warmth, and now that I had a small taste, I wanted more.

I didn't want the feeling to ever end.

As the song ended and a new one started, I stood up straight again and in a motion so quick it defied the laws of motion, I spun her around so that she was facing me.

Her dark brown pools instantly found my eyes and I fell so deeply into them. Though the rhythm of the new song had picked up, we stood there motionless, gazing into one another's eyes.

Her eyebrows furrowed a little as she looked at me. I think that she was wondering what was going on in my head. I tried to convey my thoughts in the most gentle way that I could. I reached my arm up and caressed her cheek with the back of my hand.

After a moment, I ran my fingers over her soft lips, lingering there as I raised my eyes back up to hers.

What I saw stopped my motions. Her eyes were wet with unshed tears. I think I knew what was happening right away: I was making her feel. I broke through her walls, and I was making her feel something.

I'm not sure what it was that she was feeling. Anger. Hate. Lust. Love. Maybe all of them.

But before she had the chance to voice her thoughts, my lips covered her mouth and stopped her words from coming out.

She didn't respond at first. I moved my lips softly against hers, kissing her full bottom lip and gently sucking it into my mouth.

Just as I was about to pull away, I felt her start to respond. Ever so subtly, she parted her lips, a silent invitation to me. I took full advantage of the opportunity as I snuck my tongue into her mouth and kissed her with all of the passion and feeling that I could possibly convey to her.

At that moment, nothing else mattered to me. I didn't care who was watching, I didn't care about the comments that I'm sure that were being whispered behind our backs. I cared only about the warmth that I felt radiating off of her in waves.

I never wanted to lose that feeling.

So when she pulled back from me and asked me if I wanted to go back to hers, I immediately accepted.

The minute that we walked through her motel-room door, I was instantly kissing her again. My arms were wrapped possessively around her as I walked her backwards to the bed.

I had never tried to be a dominant lover before, but something about that exact moment called for it. Maybe it was just because she was letting me.

I don't know.

But whatever it was, it was completely erotic and sexy, and I couldn't get enough of it.

The hours passed and we made love several times over. I call it making love because I think that's exactly what it was. I didn't love her then; at that point, I didn't know if I ever would. But I knew that it wasn't just sex. It was something so much more.

As dawn approached and I watched her sleep in bed, I couldn't help but feel happy. For as she lay there asleep, a genuine and warm smile graced her face for the first time since I had met her.

And I think a little bit of that had to do with me.

I quietly gathered my clothes from around the room and dressed myself quietly, never really taking my eyes off the sleeping brunette for more than a second at a time.

I hated to leave her there, but our moment was over.

I know that it may seem cruel and mean, but you have to look at it from another point of view.

She might be sad when she wakes up and finds that I'm not there with her, but she'll know that we shared something special. Something that was only for us; something that could never be shared by anyone else but the two of us.

As we all met up in the library the next afternoon, I watched intently as she walked into the large room. As everyone greeted her and she smiled at the faces in front of her, I noticed something as her face finally met mine.

There was warmth behind her smile. It was real. She was smiling at us, and she really meant it this time.

As the others went back to what they were doing, she walked farther into the library, her eyes locked on mine the entire time. She sat down in the chair next to me and pretended to be interested in the conversation at hand, but I knew that she wasn't really listening.

Both of our attentions were focused on the way our pinky-fingers secretly intertwined between our chairs, hidden from the view of the others in the room.

I still watch her sleep sometimes. The little smile that she wears turns into a frown sometimes when she feels the loss of my body heat next to her, but the warm smile returns as soon as I get back in bed and nestle myself next to her body.

Sometimes, I think that it might be wrong to keep lying to my friends and family about where I spend my nights, but they'd never understand.

You see, that hollow and cold smile that used to rest on Faith's lips when she was feeling alone now rests on mine any time that I am away from her warmth.

No one could ever understand it.

That is, except for my Faith, who is currently twirling my hair around her fingers as she sleeps.

I know now that I needed her just as much as she needed me.

I close my eyes and drift off into a peaceful slumber, and I know that as I do, a warm smile is gracing my face.

It matches hers perfectly.