Author Note: This is my first Fanfiction. It's a bit dirtier than I had originally planned on it being. It hasn't been Beta read so if you notice a glaring mistake up it's all mine, Please let me know and I'll fix it.


Fred was alone. That was okay though, she needed to be alone. Gunn had broken up with her. Wesley had retreated from them again after the kiss and Cordelia had her own problems to worry about. Gun had gone to check on his original crew. She lay under the covers hard battery powered cylinder pressed to her clit. It's vibrations sending her over the edge again and again. Feeling the bearer in her melting away. Where she had turned the music up to drown out the sound of her orgasms. Angelus words still rang in her ears. It was thoughts of him and thoughts of Angel that kept the fire burning in her womb. She wanted him, her handsome man. She had seen the darkness he was so afraid of and it didn't scare her. It made her want more. She lost the will to keep her voice down. As the songs were shifting she came hard and loud she moaned "Angel" before she managed to stop herself. For a minute she held her breath then the music started again. Sweating she got up and turned it off. Then she walked over to the wall separating them. Her fingers trailed over the paint and she could imagine the writing that had covered it. The words and the story they had told. She leaned her head against it. "I need you." She said, barely more than a whisper. She waited for the ache between her legs to ease. Instead it seemed to be increasing in urgency. She sat back down on the bed and wrapped her arms around her knees willing the feeling to pass. She leaned back against the wall and her hand found its way between her legs of its own accord. She rubbed hard against her clit. Pressing her body against it wanting more friction. She moaned when she found the right spot. Then her mind turned back to Angelus. "I can't help myself, it's just so gripping." She closed her eyes against his voice but it didn't go away. He was there and he could hear her. Did he want her as much as she wanted him? She turned toward the wall and gathered her courage. "Angel, If you can hear me, Please stop jerking off and join me." She blushed at her words at her boldness. Could he? Would he? She didn't know which answer she was more afraid of. She worked her fingers faster slipping it down into her dripping pussy. How big was he? If she had to guess she'd say eight or nine inches. Two or three in diameter. She slipped another finger into her and scissored them spreading herself open wondering if her body could even take him. She almost laughed at the thought. She'd been riding Charles for months. She reached for the vibrator on her dresser.

The door opened. For a second she froze not sure whether he was going to join her or be mad at her for calling him out. "Fred." He whispered. His face looked pained. She stopped reaching for her toy and got off the bed moving toward him. She ran her fingers up into his hair pulling him toward her. He let her lead him but didn't kiss her. She peppered his chest, neck and collar bones with little kisses. He didn't resist, but said simply "We can't do this."

"Why not?" She ran her hand down the front of his drawstring pants cupping his erection. "We still have the cage down stairs if we need it. And I have willow on speed dial." Her voice dropped to a lower, more seductive tone. "No one else matters. I want you. You want me. It doesn't have to be love as long as it's good."

"Fred. This isn't you." He tried to push her back a little give himself some space to think.

"We both know that ain't true." She pouted. "You've heard me, you know what I like. How is this not me?"

"You're hurting, you're vulnerable," He gave her a sympathetic smile "I could never take advantage of you like that."

"It's not." She pressed her body closer to his. "I want you so much, It's tearing me apart, this fire that keeps burning. Please Angel, help me. Just give me what I want."

"I can't" He closed his eyes fighting for control.

"Yes you can." She smiled at him "Tell me what you're afraid of and I'll tell you why it doesn't matter."

"I don't want to be him." He whispered.

"Do you love me?" She gave him a look that made him instantly think of Spike.

"I do, but not like..." He trailed off.

"Buffy?" She asked softly

"Yeah." He finished lamely.

"See, nothing to worry about there. You know what the trigger is. If you get top happy I'll just annoy you till it goes away."

"Wesley, Gun?"

"Don't own me." She said simply and shrugged.

"Cordelia?"

"Made her choice. I'm making mine."

"I can't. Not after what we just went through. I almost..." He lifted his hand to the slight bruise on her neck.

"You could have squeezed much harder." She smiled at him "You didn't."

"What if I hurt you?"

"What if I like it?" She smiled at him, "If you want me, I'm willing to risk it." She felt of his cool skin and traced the outline of his muscles. "Take your clothes off. Get on the bed. We'll worry about consequences later." She locked the door as he started stripping. Too easy. She thought. This is just too easy. The bed creaked under his weight. She felt her heart kick up a notch. This was really happening. Her eyes trailed over his body. From the slightly sleep mussed hair to his hard cock jutting toward the ceiling. To the fine smattering of hair on his legs. Alright. She thought. Time to see just how well he listens. She moved toward him and he started to meet her half way. "Stay, I want to be in control." He nodded though she was pretty sure that he didn't really know what she meant. She started at his feet kissing and nibbling on his toes. Her tongue dipped over the arch of his foot. She lightly bit down on his ankle. She made her way up his leg alternating between liking, kissing, and biting. She trailed her tongue over a scar that was probably older than her great grandfather. Her tongue dragged across his inner thigh but she skipped over his groin instead moving up to dip her tongue into his belly button. She licked and nibbled on his abs. Her tongue slid wetly between the crease in his six pack. She sucked one of his pebbled nipples into her mouth. His hand moved to her hair. Pulling her up to his lips. For the first time they met in a sizzling kiss.

She sucked his bottom lip into her mouth and sucked on it. She wrapped her hand around his cock and slowly slid it up his length. She let go of it and whispered. "Roll over I want to do the other side." He shook his head in amusement but did what she said. She moved back down and this time started at his heel. Moving her way back up. She massaged the backs of his legs as she slid up them her tongue and mouth guiding the way. She lightly kissed his left cheek then moved to sit on the backs of his legs as she kissed and massaged his back. She traced the outline of his tattoo with her tongue. Then moved to kneel beside him. "Hands and knees please."

He complied without questioning. She kissed her way back down his spine. Stopping on occasion just to rub and lick in particularly sensitive spots. When she reached the small of his back he expected her to stop. Instead a warm tongue slid smoothly down to the hole. She slipped it inside him while massaging his cheeks. He groaned and she licked down to suck his balls into her mouth. Her hand snaked around his body to stroke in time to her sucking and licking. She stopped. "Tell me you want this." She whispered then licked around the hole.

He pressed back against her face. "You know I do."

"Say it."

"Fred." His tone pleaded. She didn't relent though.

"Tell me what you want me to do."

"Lick me please." She licked down to his balls swirled her tongue through the hair there and back up. Her hand continued to pump his cock slowly and teasing For a minute she wished he had a reflection and she had a mirror so she could see his face in this position.

"Was that what you wanted?" She asked in a falsely sweet voice.

"You know it wasn't." He said but it sounded like he might have been smiling.

She settled down to again lavish attention on his balls sucking one into her mouth and then the other. Rolling her tongue over them and around. Feeling the silky skin beneath her tongue. It hit her what was missing. "You shave?" She whispered half in shocked elation.

"You didn't notice?" He asked sounding impossibly breathless.

"I wasn't paying attention." She whispered blushing then went back at her task elating in the feel of them against her tongue. She slid her finger from her free hand between them following the path her tongue had taken. "May I?" She asked softly while pressing the pad of her finger against his opening. He nodded and she moved it to her mouth she sucked her finger in and let her spit pool on it before removing it and sliding it into him to the first knuckle. He rocked against it trying to take it farther in. "Wait." She whispered and went back to sucking and stroking him. Lightly slipping her finger in a little farther. He moaned and she stepped up the speed pushing it all the way into him. She felt the tensing of his body and slowed down letting the moment pass before moving to lay beside him.

He fell onto the bed beside her and pulled her close. His chill put goosebumps on her arms. She smiled at him softly. ."We're not done yet."

"I hope not" he nuzzled her neck her heart started racing. "I won't hurt you." He whispered. Only half believing it himself. He caught her between his teeth and flicked his tongue over it. She gasped and arched into his mouth giving him better access. He slid his finger into her pussy holding it still as she writhed under him. Her eyes glazed over with desire. He moved down to lap at her clit. She moaned and spread her legs wider apart giving him better access. She tangled her fingers in his hair feeling the silky strands that normally would have been stiff with gel. She pulled his hair pressing hard against his seeking mouth. He sucked on her clit feverishly fucking her with his dexterous fingers. She whimpered "More." He slid another finger into her feeling her walls convulse around them as she came screaming his name. He smiled but didn't relent. Trying to wring more of an orgasm out of her. Pushed him away from her pulling herself up the bed until his finger slipped out of her. He licked his lip and she noticed the faintest hint of red. At first she was mortified thinking that she had started her period but then she noticed that it was a small cut on his bottom lip. "Oh my god, I'm so sorry." She whispered. He stroked her thigh "It's fine." He stroked her thigh "It'll be healed by the time were finished here." He kissed her softly. The slight sting forgotten in the softness of her lips. She sighed against his lips and wrapped her arms around his neck holding him close to her. He asked "How do you want to do this?"

Fred reached between them wrapping her hand around his cock "I'm not entirely sure you'll even fit in me."

"Oh, it will fit." he smirked at her and for a second she was afraid she was facing the other one. Then the moment passed and he was working his fingers into her again stretching her and opening her. She was panting with need by the time he knelt between her legs positioning the head of his cock at her entrance. She lifted her hips off the bed giving him a better angle. He pressed into her slowly. She felt the slightest resistance before her body relaxed and he sank into her. She felt filled with a delicious coolness. Every movement was intensified by the contrast of his skin. She rocked her hips and shivered when the tip of his cock hit her cervix. "Are you okay?" He asked she nodded and lifted her hips so he was pulled back into her.

"Just fuck me." She moved and he slipped a little deeper into her. They rocked together she felt him pressing against her inner walls. He slipped his hand between them teasing her clit in time to his thrusts. She moaned at the feel of his hand. They moved together in perfect synchronicity for a while slowly picking up speed until he was pounding into her with as much force as he was comfortable giving. She writhed under him sweating and panting, Her long hair in wet tangles. He grabbed her thigh and pushed her knee back toward her chest she gasped as he stretched her farther open. "Angel!" she screamed without restraint. She was so close to cumming, her eyes were closed head thrown back. For the briefest moment he wanted to sink his teeth into that creamy skin so tempting. He held himself still waiting for the urge to pass. His sudden stopping caught her off guard. "What's wrong?" She asked softly.

He smiled tenderly and let go of her leg as it slid along his to rest on the bed he held her cheek in his hand and kissed her lightly. Tasting the slightest ting of fear on her breath. He felt a moments passing guilt that she really was afraid of him even if she told him and herself that she wasn't. "You're beautiful" he whispered against her lips his hand moved to cup and squeeze her breast. In a fluid movement he rolled so she was on top of him. She looked down at him and started rocking her hips trying to get his cock to hit the most sensitive places in her. He sat up and wrapped his arms around her. His lips kissing trails across her neck and face as she worked her fevered body against him squeezing his cock on every downward thrust. She felt her orgasm approaching and sped up chasing it over the edge. The pressure in her gave and she came hard, her pussy clenching in a spastic rhythm around his cock. He shifted and his tooth lightly cut her neck barely breaking the skin. She gasped but didn't scream. He smiled at her apologetically and she turned her head giving him better access as he lapped gently at the blood seeping from the small scratch. He licked over her juggler and she clenched around him harder dragging his orgasm from him. He held her still against him as his cold seed filled her.

She sighed content and followed him as he lay back on the bed her warm body covering his. His cock still buried inside her. She waited for her heart to slow back down and her breathing to stop coming in quick gasps. His stillness was an odd contrast. She laid her head on his chest and felt the nothing going on in there. "That's weird." She realized what she said and blushed, "I didn't mean that was weird. I mean your weird." Her eyes got wider "no. I didn't mean that either. I mean you're so completely still. It's weird. We're all panting and heart racing, and you're just so not."

He pulled her down to him and wrapped his arms around her. "It's okay, you're cute when you babble."

"Um, Angel?"

"Yeah."

"What are we going to tell everyone?"

"Whatever you want. As much or as little as you want."

"Oh..okay." She smiled brightly against skin. He stroked her back with his nails. She sat up abruptly ending the moment. "I don't think we should tell them. With everything that just happened, and Charles and Wesley, I don't think they'd take it very well."

"They'll find out eventually, Lorne will figure it out."

"Right. We'll have to tell Lorne and ask him to keep it secret until we're ready to tell."

"We don't have to figure it all out right now. Just relax."