Disclaimer: I don't own 'em. Joss and Company do.

Spoilers: References to events in S3 and 4. Set at Christmas in an AU S5.

A/N: As always, a deep bow of gratitude to Tim for the excellent beta and encouragement. I would have hung up my keyboard a long time ago without him.

A/N2: Please don't ask about the Christmas setting. I think the muse had one too many fruity drinks with tiny umbrellas while on her vacation.

"Hey, Red?" The husky whisper tickled her ear. Willow mumbled and swatted at the cause. A chuckle rumbled against her back, and a warm hand grasped her flailing one. "Careful with that. You might put someone's eye out."

The redhead whimpered slightly. "Faith, sleep now. Talk later." She wiggled until she faced the Slayer and then wrapped her arms around the brunette. "Night."

"Aren't you even curious about what Faith has to say, sweetie?" Tara kissed Willow's freckled shoulder.

Sleepy green eyes blinked at the two women. "No." Willow closed her eyes again.

"Damn, Blondie. I guess she don't want to know what we got her for Christmas," Faith lamented.

"Hey!" Willow was suddenly more awake. "No one said anything about presents. Especially not presents for me." She mock glowered at Faith and Tara. "I can be awake for gifts."

Tara giggled. "That's my Willow. Always happy to celebrate, even if it is a commercialized, faux religious holiday."

Releasing her hold on Faith momentarily, Willow ran slim fingers through Tara's blonde hair. "I'm a Jewish witch with one Wiccan for a girlfriend and a…" she frowned. "What are you, Faith?"

"Recovering Catholic," Faith replied with a laugh.

"And another girlfriend who's twelve-stepping out of Catholicism. Between the three of us, we cover almost all major American holidays." Willow leaned in and kissed Tara softly. "So, now that I'm awake and have defended my love of presents and parties, what do you have for me?" She bared her teeth in wide grin.

Faith dropped a kiss on her shoulder and rolled out of bed. "Give me a minute, Red. I didn't want my ultra smart and snoopy lover to find it." She padded naked across the room, digging through the cluttered closet.

Willow leaned in and whispered to Tara, "I think that," she pointed at Faith, "is enough of a present right there."

"Oh yeah. I so agree." Resting her chin on Willow's shoulder, Tara admired the taut muscles covered by bronzed skin.

"Guys, I may start blushing soon if you don't stop with the staring." Mischievous brown eyes peered back at the two witches. They, of course, giggled at the statement. "Alright, maybe not, but you're getting the motor running and it's making it hard to remember exactly where I stashed Red's gift."

Willow whipped a one hand across Tara's eyes and another across her own. "We are so not staring at you, Faith."

A snort greeted her words. "Ya know, if I ever tried to explain the way things worked with you, Red, no one would believe me." Willow heard a few muttered curses and some rustling. "Fuck. Thought for a second my safe place was safe even from me." The bed depressed next to her just before Faith's body heat warmed her back. "OK. You can stop with the hand thing now."

Tara took Willow's hand, linking their fingers. Green eyes peeked over the other hand, twinkling with laughter.

"Goof." Faith tickled the redhead through the sheet, smirking at the hysterical giggles the action produced. "Now, get serious. It's time to open your Christmas present." For just a second, she looked nervous.

Clearing her throat, Willow sat up. "What's with the nerves, sweetie?" she asked. Faith didn't answer and she narrowed her eyes. "Just because you come bearing gifts doesn't mean I won't give you a healthy dose of Resolve Face."

Dimples appeared for just a minute. "Nah, it ain't worth all that, Red." Faith ran a hand through her hair and held out a shoe-box sized gift. "I just…"

"Just what, Faithy?" Willow set the box aside, scooting closer to her lover. She felt Tara move with her just before Tara reached over her to stroke Faith's shoulder. "You know we're here for you, sweetie. What is it?"

Faith dropped her eyes, tracing a random pattern on the bed with a finger. "It's just the first time I ever gave someone a Christmas gift," she whispered. "Well, I mean, there were those two crappy gifts I gave to B and Mrs. S a couple of years ago. This time, it feels different, you know?"

Willow didn't look behind her, but she could almost hear Tara's "Awwww." It matched the one she bit back. "Oh, sweetie." She kissed the pouting lips. "Christmas is supposed to be about family and being together. I'm sorry you didn't have that before."

"No big, Red," Faith was quick to deny. "I've got you guys now, and that's all that matters." She straightened up, smiling crookedly. "Open your present, Red. Then me and Blondie can get our thank you lovins."

"Excellent plan, Faith." Tara sat up so she could watch Willow.

Locating the box amidst the tangled sheets, Willow gently shook the gaily wrapped present. "Hmmmm. No real rustling. That rules out tissue paper." She squeezed the box a couple of times. "Firm, but not hard enough to be a book." Her lips drooped at that, and she peered teasingly at her two lovers. Both of them watched her impatiently. A tiny smile crept across her face. She so owned the two women in her bed. A single nail slid through the tape at one end of the gift.

"Oh for Goddess sake, Willow, open it already." Tara broke first. Wiggling a little, she poked Willow's arm. "So help me, if you make us wait much longer, I'll…I'll…"

"Way to go, T. Threats work better if you actually make one." Faith grinned at the pouting blonde. "Don't sweat it. I got ya covered." She looked at Willow. "Open it now, Red, or I'll tell Buffy about that crush you had on her in high school."

Tara giggled. "Willow Rosenberg. You didn't tell me about that."

"It's a lie," Willow was quick to say. "An evil, evil lie." She blushed. "I never had a crush on Buffy." The redhead stared hard at the box in her hands, concentrating on slitting the next piece of tape without tearing the paper.

One eyebrow arching, Faith smirked. "Nice try. I was there, remember? All those soulful looks and the heartbroken sighs." She winked at Tara. "You had it so bad, girlfriend. That's why you were so anti-me back in the day. You thought I was competition."

"That's not…I did not have a crush on Buffy." Willow set her jaw and glared defiantly at Faith. "I had a crush on you." Faith's eyes widened, but she didn't say anything. Willow went on in a calmer voice. "It's true. You were the very definition of sexy, and I couldn't stop staring at you. I just didn't know what I was feeling."

She popped another piece of tape. Only two more to go.

"After all, I was dating Oz. I'd never thought about another girl that way. That was also Nerdy Willow time." Willow grinned humorlessly. "Even though I really wanted you, I would have screamed and possibly fainted if you'd tried anything." She looked at Faith as she removed another piece of tape. "I wasn't jealous of you. I was jealous of Buffy and how much time she spent with you."

Faith swallowed hard, casting a wide-eyed look at Tara. The blonde witch came to her rescue. "Sweetie, I remember the way you described Faith right after she woke up from her coma."

"And the ass kicking you threatened me with when I dropped in on you and B at UC-Sunnydale," Faith added, smiling a little at the memory of Willow's meaningless threats.

Willow slit the last piece of tape. "By that time, I knew what I felt, but you were playing for the Dark Side. It hurt." She looked up. "A lot. I overcompensated. I didn't want to feel that way about you."

"I'm sorry about all that, Red." Faith's voice was a husky mumble.

The heartfelt apology coincided with an ear-piercing squeal. "A PDA! You guys got me a PDA!" Willow ripped open the box with shaking hands before almost caressing the electronics equipment inside.

Amused at Willow's sudden preoccupation, Faith smirked at Tara. "Pay up, Blondie."

"I can't believe it," Tara lamented, staring accusingly at Willow. "We just got replaced by some computer thing." She slid out of bed, walking slowly around to the other side. Standing in front of Faith, Tara dropped her head, hair falling forward to hide her eyes and the bright blush staining her cheeks. "OK, I'm ready."

"You're gonna give me a complex, Blondie. This ain't supposed to be painful." Faith shook her head before reaching out and tucking Tara's hair behind her ear. "You don't have to do anything you don't want to, Tara."

Tara smiled crookedly. "It's not that I don't want to, sweetie. I'm a little nervous, that's all." She glared at Willow, still in the throes of computer bliss. "And irritated about losing because our girlfriend loves her present more than us."

As if to prove her point, Willow muttered, "Love you, too, Tara." The redhead never looked up from the instruction manual.

"Goddess, that is so wrong," Tara groused.

"Yeah, but it gives us a chance to play one on one." Faith winked, raising her voice a little. "Red'll just have to watch and learn."

Two sets of eyes watched Willow, waiting for a response. It wasn't what they'd hoped for. Humming and bouncing delightedly, Willow peered at the PDA, pressing buttons. Whatever she'd done must have been good because a huge grin crossed her face and she excitedly turned back to the manual.

Faith gazed at Tara. "It's a good thing she likes the gift so much." She hesitated. "Right?"

"She'll be big with the thanks once she gets through the manual, Faith. Don't worry." Tara climbed onto the bed, straddling Faith. "What was it you said I'd need to do after losing?"

Distracted by Tara's actions, the Slayer ran warm palms along smooth thighs. "Not important. This'll work just as well."

"Perfect," Tara whispered. She brushed Faith's lips with her own, nibbling gently. Her hand slipped behind the tanned neck, pulling the brunette in closer. When Faith's mouth opened, Tara let her tongue stroke Faith's, exploring and teasing. She moaned into the kiss when Faith flicked her nipples repeatedly. She pulled away, panting. "None of that, now. I'm paying off my debt."

"I was just making sure you stayed focused." Faith grinned, dimples flashing.

Leaning in, Tara nipped Faith's shoulder. "Sure. You're such a helpful girlfriend." She raked her teeth in a slow, deliberate path from Faith's neck to the top of her breasts. "You sure this is an acceptable substitute?" Tara sucked gently at one of Faith's nipples.

Her only answer was a husky groan.

"I'll take that as a yes." Tara smirked, lashing her tongue across the rock hard bud before worrying it between her teeth.

"Fuck!" Faith arched off the bed at the rougher treatment. Her eyes closed in pleasure.

Pulling away, Tara started to slide down the bed. "I can, if that's what you want." Keeping as much contact as possible, Tara maneuvered until she lay between Faith's legs, chin resting on the Slayer's wiry curls. Long fingers separated the drenched folds and warm breath puffed across Faith's swollen clit. "Is it, Faith?"

Voice cracking slightly, Faith choked out, "Hell, yeah."

Tara rewarded the answer by laying the flat of her tongue over Faith's opening and dragging it slowly up to rest on Faith's clit. Laving the quivering bundle of nerves, Tara drove two fingers deep into Faith.

Teeth nibbled delicately on her breasts, and Faith's eyes flew open in confusion. Green eyes gazed back. "You know, I think the manual will still be there later," Willow murmured. "Thanks for the present, Faith."