Sleep Over (1-6/6) Rated R

[inell13@xxxxxxxxx]

Hey...I'm new here. Someone from my list suggested that I post my B/W
fic to this list. I don't know if it actually fits, but I thought I'd
send it anyway. Lucy thought y'all might enjoy it. 
_________________

Title: Sleep Over
Author: Inell
Email: Inell13@xxxxxxxxx
Disclaimer: Joss owns them all
Distribution: If you want it, just ask. Any list archives can have it.
Rating: R
Feedback: Makes me write more
Notes: Season 3. No Oz. Takes place right after Doppelgangland...Faith 
is still good. Something sweet and light to meet a challenge. 
To Angela for the challenge. To everyone on the list who said Finally to
me writing a W/B fic. Expect to see this pairing for me. It is rather
fun to write...Giggle. 


SLEEP OVER (1/?) 


"Sleep over. Tonight. My house." Buffy said, sitting across the table
from Willow. 

Willow looked up in surprise, "A sleep over? I thought tonight was Angel
night." 

Buffy shrugged, "It is sort of. He'll drop by I'm sure but I need some
Willow time." 

Willow had to smile, "Buffy, it wasn't me. I didn't die and you didn't
let me down. Just get over it." 

Buffy smiled slightly, "I know it wasn't you. It was just thinking that
you were dead...well, it made me realize that we hadn't spent very much
friend time together lately. I want to change that." 

Before Willow could answer, Xander came into the library, Cordelia on
his heels. His hand was in his mouth, his eyes almost crossing as he
looked at it. 

"Mhmhp ththt lssose" he mumbled. 

"Ok, idiot boy. Remove hand then talk" Buffy said, sharing a smile with
Willow. 

"His tooth is loose. He's freaking out thinking he's going to lose them
all or something. Just ignore him. I find it works well." 

"Thanks for the support Cordy" Xander said, sitting down. 

"My pleasure" she said sitting down. She opened her purse and retrieved
a tube of red lipstick and her compact. She began to fix her lips which
he had rubbed off while they had been exploring the janitor's closet. 

"Did you guys hear about that hurricane on the East coast?" Willow
asked. 

"Yeah...heard several people died. It's headed back out to sea now
though" Buffy said. "I don't know which is worse. The hellmouth or
mother nature." 

"Huh?" Xander asked, pulling a shoelace from his running shoes. "You
guys talk about the strangest things."

"What are you doing?" Willow asked, confusion on her face. 

"Trying to get this tooth out. It's irritating me." He said, making one
end of the lace into a loop. They watched as he put it around the
offensive tooth and pulled. 
"Damn, it isn't working." 

"Why are we friends with him again?" Buffy whispered loudly to Willow,
smiling at Xander. 

He rolled his eyes. He said something to Cordelia too low for them to
hear. She looked at him in shock, "What? You want me to put my face
where?" 

"Not your face...I asked if you could look and see if it is coming out." 

"Xander. I'm sick of this stupid tooth. Come on. You can drive me home."
She stood, "Mother is having a catered dinner tonight. Venison I
believe. Something gourmet I know. You can eat over." 

He smiled, "Banana spilts after wards?" 

She smiled slightly, "Only if you're good...and you quit playing with
your tooth!" 

Buffy and Willow laughed as the two left. "Those two are perfect
together." 

Willow nodded, "I know. Sickening isn't it? So...slumber party then?" 

Buffy grinned, "It will be a lot of fun. We can stay up late and watch
corny movies...make fun of everyone....Just spend some good quality us
time." 

"Sounds fun. Are you sure Angel won't mind being replaced?" Willow
asked. Ever since the vampire had returned, soul permanent, he and Buffy
spent weekends together. She usually stayed home alone. She was looking
forward to getting out for a Friday night, but not at the expense of
upsetting Angel. 

"He's cool. He understands. I talked to him about it yesterday. He said
he'd come by and watch a movie with us maybe." 

"Ok. I'll see you at seven then?" 

Buffy shook her head, "Nah..we can go to your place after school and
then head over. Mom is out of town this weekend to visit that new
internet friend of hers and Giles gave me the night off. Faith is
patrolling. t's just us tonight sweets." 

"Ok then. Sleep over here we come..." Willow said, smiling.


SLEEP OVER (2/?) 


Willow covered her yawn. It was only ten o'clock but she suddenly felt
tired. She looked at Buffy and had to smile. Her friend was driving her
crazy lately. Ever since her evil self had come to town, the slayer
hadn't wanted her out of her sight. It was as though Buffy were scared
she'd die if she were alone. Sometimes she just didn't understand her
friend. 

Buffy leaned back against Angel, her eyes watching Willow. She still
couldn't describe the feeling that had gone through her when she thought
her friend was dead. It had been as though her heart had been ripped
out. She had felt completely defeated. She hadn't even felt that
horrible when she had had to kill Angel. It was that night she realized
some truths about her life. 

She loved Angel. She couldn't imagine life without him. But, she had
realized that she loved Willow too. Not a nice friendly sort of love
either. A passionate, wanting to be with her forever and not let go sort
of love. The feelings frightened her. It had been two weeks. Two weeks
she had spent trying to decide what was wrong with her. Two weeks spent
dreaming about holding the redhead tight and kissing her senseless. 

Last night she had discussed her thoughts with Angel. She was surprised
that he seemed aware of her feelings even before she did. They had
stayed up all night talking about the situation. He said that his demon
had recognized her love for Willow easily, making the redhead his target
immediately. It all made such perfect sense to her then. She was in love
with Willow. Had been for a long long time. She was worried about Willow
would say. 

Angel had confessed to his own attraction to the girl. It seemed the
night that they thought she was dead had made them both sit up and take
notice of these feelings. She knew he loved her completely and would
never try anything with Willow. She also knew that he cared very deeply
about the girl who had given him back his soul. 

The entire sleep over was her idea. She couldn't waste her life waiting.
She had made the decision last night. She was going to tell Willow of
her feelings and see if her friend could accept her in that way. She
knew it was a lot to lay on her friend, but she had to know. She was a
slayer. She didn't have an infinite amount of time. She couldn't lose
Willow though. This thought scared her more than anything. 

Angel had agreed to come over when she told Willow. She needed the
support. She was just trying to find the best way to let her friend know
what she felt. What they felt. Angel was in it as much as she was. She
watched Willow cover another yawn and smiled. Her friend had no idea how
pretty she was...how special. She needed someone to tell her....to show
her. 

"Damn" Angel said suddenly. 

Startled from her thoughts, Buffy looked at him. He was rubbing his left
eye, a pained look on his handsome face. "What's wrong?" 

"I'm burning and itchy there" he said, pointing at his eye. She saw the
redness and frowned. 

"Did something get into it?" she asked, looking for an eyelash. 

"I don't know. I'm going to go wash it out if you don't mind" he said,
standing up. 

"Is he ok?" Willow asked quietly, her voice concerned. 

Buffy looked at her friend, and froze. Love and lust reered its ugly
head. "I love you Willow." 

Willow glanced at Buffy in surprise, "I know. I love you too....Is Angel
ok?" 

Buffy shook her head, "You don't get it. I LOVE you....Wills." 

Willow felt her eyes widening as she realized what Buffy meant. She
looked into her friend's blue eyes, confusion on her face, "What? Are
you joking...because this isn't very funny..." 

"I'd never joke about something like this" Buffy said, moving to sit
beside Willow. 
She said softly, "I love you. I just can't help it...and I can't pretend
that I don't. I'm sorry..." 

Willow shook her head, "Don't be sorry..It's just....this is....wow. I
mean, I don't know what to say....are you sure?" 

Buffy smiled softly, "Yes. I'm sure. I Buffy Summers love you Willow
Rosenberg." 

Angel watched from the doorway, wondering how long it would take Buffy
to convince the girl she was loved. He felt his heart smile as he looked
at both girls. They were both his...or soon would be.


SLEEP OVER (3/?) 


"Buffy...I don't know what to say" Willow said quietly. Her mind was
reeling. She couldn't believe that Buffy loved her. Beautiful, athletic,
practically perfect Buffy wanted her. Her. The thought boggled her mind. 

Buffy nodded, smiling sadly, "I just want you to listen first. Ok? I
have to say this...I may not ever get the nerve again." 

"What is it?" Willow asked, her eyes watching Buffy's face. 

Buffy took a deep breath, "I think I fell in love with you gradually. I
mean, I knew I loved being with you...I worried about you. Didn't want
anything to hurt you....I thought it was because you were my first true
friend. I mean, I couldn't...can't imagine life without you. We fit. You
know what I'm thinking before I speak...you can make me see things I
never would have seen....you are my anchor. The only thing that has kept
me strong for the last two years...the one person that wouldn't give up
on me....I left Sunnydale because I couldn't face you." 

"What?" Willow said quietly, listening to 
her friend's words. 

"When I had to kill Angel...I knew you would be so disappointed in
me...I kept thinking that there had to have been another way...I knew
that you would be ashamed of me....I mean, he had his soul. It was so
hard....I couldn't fix it....God, Wills. I felt so helpless...I didn't
know you were ok...I didn't know what was happening...I thought I had
lost you both. I had to leave....When I came back...you forgave me
without a doubt. I realized then that it wasn't just Angel I had feared
losing that night...it was you too." 

"God, Buffy. I never blamed you." Willow said, tears in her eyes. 

"When I thought you were dead, I can't even describe the pain I felt. I
was numb. Completely numb. Seeing that you were alive? I felt as though
I had been given a second chance. A second chance to tell you how I
felt...Willow, please. You don't have to love me back. Just know that I
will always be there for you...that I love you and that I want you..." 

"You want me?" Willow said softly. 

"God yes...all the time....I want to watch your face as I bring you to
orgasm...I want to hear the noises you make as you cum...I want to taste
you so badly....the image of you in my bed haunts my dreams..." 

Willow gulped, "What about Angel?" 

"I love him too...in a different way. He is my true love....but you are
the other half of my soul. I couldn't lose either of you." 

Willow smiled slightly, "You think I'm your soulmate?" 

Buffy laughed quietly, brushing a tear from Willow's cheek. "I know you
are." 

Willow felt the warmth of Buffy's touch on her cheek and moved her face
towards it. She looked at Buffy, "I care about you. You are my best
friend. I felt so hurt when you left....This is so sudden..I mean, I
don't know if what I feel is love love or just friendship love. I have
thought about those things you said though...you and me together.....I
just don't know." 

"Can I kiss you?" Buffy asked uncertainly. She knew that if she couldn't
have Willow, she had to at least have one kiss to cherish. 

Willow took a deep breath, making her decision. "Yes."


SLEEP OVER (4/?) 


Buffy felt her heart jump at Willow's softly spoken words. She brought
her hand around to caress her friend's cheek. She moved in, wanting this
to be memorable. If it were the only time she ever got to kiss Willow,
she wanted it to be an experience they never forgot. 

Willow couldn't believe she was letting Buffy kiss her. Hell, she
couldn't believe Buffy wanted to kiss her. She had never thought of
herself as being gay before. Yet, listening to Buffy, she identified.
Her feelings for her friend did go beyond just friendship. She loved
Buffy. 

Buffy brushed her lips against Willow's, her tongue running along the
length of the redhead's mouth. She teased her with her tongue, before
moving more dominantly. She tangled her hand in Willow's hair, causing
the girl to open her mouth at the force of her grip. Taking advantage,
she slipped her tongue into the girl's mouth. She felt a sense of
rightness shoot through her. She felt Willow stiffen at the invasion
before relaxing against her. 

Buffy lured Willow's tongue into her mouth, running hers back into her
friend's mouth. They battled for dominance as the kiss deepened. She let
her free hand drift down Willow's neck to cup one small, perfect breast.
She heard Willow whimper and the contact and smiled against her friend's
lips. She moved against Willow, not letting the kiss break. She felt her
entire body spark at the contact. This was better than any of her
dreams. Willow tasted so good. She couldn't get enough. She had to have
more. Her good intentions at stopping flew out of her mind as she ran
her thumb over a hardening nipple. 

Willow had never felt anything like this before. Of course, this was her
first real kiss from anyone...the first time anyone other than herself
had touched her. She felt desired when Buffy moved against her. She knew
she couldn't stop this. It had been building for the last two years. It
was simply meant to be. 

She felt someone's lips on her neck and froze. Startled, she pulled away
from Buffy and glanced behind her. Her green eyes widened as she saw
Angel looking at her. His dark brown eyes were glazed with love and
passion. She felt Buffy's hand slide underneath her shirt, the contact
on her bare skin making her gasp. 
Angel moved forward, claiming her mouth. This was not a tender,
exploring kiss like Buffy's. This was a kiss backed by desire and
confidence. She moaned moving against him as his tongue swept into her
mouth. She felt hands on her breasts as Buffy rubbed her nipples. She
felt her friend's mouth on her stomach as the slayer began to kiss her
way up to the girl's heaving breasts. Meant to be, Willow's mind told
her.


SLEEP OVER (5/6) 


Willow couldn't believe it. She was laying on Buffy's couch as her
friend licked her stomach and Angel kissed her. It had to be a dream.
She felt Buffy's mouth move closer to her breast. If it was, she hoped
she didn't wake up anytime soon. 

Buffy ran her mouth over Willow's breast. She smiled as she saw Angel
deepen their kiss. This was right. She ran her tongue over the rose
nipple, causing it to harden even more. She slowly sucked it into her
mouth, letting her teeth scrape it softly. She heard Willow moan at the
contact. A sweet soft sound that she would never be able to forget. She
moved her mouth over to the other breast, repeating the process. Soon,
Willow's rosy nipples were hardened, her pert breasts heaving as the two
continued to love her. 

Angel ran his mouth over Willow's face, not wanting to let her go. He
had wanted her for so long...never imagining that one day he would have
her and his love. He swallowed her moan as Buffy kissed her tender
breasts. He watched his lover move her blonde head back down Willow's
trim stomach. He felt Willow pull away from him, her green eyes studying
him for a moment. 

She smiled softly before looking down at Buffy's head. Her friend was
running her tongue across her belly button, leaving no piece of flesh
untouched. She touched Buffy's head, causing the slayer to look at her. 

"Willow?" Buffy asked hesitantly. She had hoped that Willow would be so
overwhelmed with passion that she and Angel could love the girl. 

"Can we uh move this upstairs? This couch is rather uncomfortable and I
think I'd like to be laying down for this" Willow broke off, her face
flaming red. 

Buffy smiled, sitting up. She stood and took Willow's hand, "Come along.
We have to make sure you're comfortable...are you sure?" 

Willow nodded, "I love you too. Didn't really know it until I had to
confront the truth." 

"And me?" Angel asked softly. He knew he would stay downstairs if the
redhead said to. He would not force himself on her. 
Willow looked at him, "Are you sure?" 

He smiled, "Willow, I want you..I care about you a lot. I'd love to make
love with you and Buffy...if that is what you want." 

Willow nodded, "I think I'd like that." 

Angel smiled, catching Buffy's eyes, "Let's move this upstairs then." 

Buffy walked, her arm around Willow. She didn't want to let her friend
go, fearing she might change her mind. She couldn't believe it. Willow
loved her. She smiled, kissing Willow's palm as they walked up the
stairs. Soon, she could show Willow how much she loved her.



SLEEP OVER (6/6) 


Willow moaned as Buffy slid her tongue over her wet slit. She looked up
and saw Angel sitting beside her head, his hard cock looking huge to her
innocent eyes. She saw wetness of the tip and unknowingly licked her
lips. 

Buffy couldn't get enough of Willow. She licked again, savoring the
taste. This was better than any of her dreams. She slid a finger into
Willow's tight cunt, running her tongue over the girl's swollen clit.
She heard Willow groan and smiled. Music to her ears. 

Willow opened her mouth slightly, looking at Angel. She wanted to taste
him. She saw him shift his position, his cock rubbing against her lips.
She took the head in her mouth, tasting him. She opened wider to
accomodate his width. Instinctively, she began to suck, her tongue
moving around him as he began to thrust into her mouth. Her hand went up
to caress his balls. 

Buffy slid another finger into Willow. She moved them in rhythm, adding
one more. She ran her blunt teeth over Willow's clit, sucking the
swollen bud into her mouth. She felt Willow begin to thrust against her,
her back arching as Buffy nibbled on her clit. Willow's hand entwined
itself in Buffy's hair, forcing her friend closer. Buffy heard her
whimper as she continued to lick her juices. 

Angel watched his lover taste Willow. He couldn't believe this was
actually happening. He was having them both. They were his, he thought
possessively. He was theirs. He felt Willow move her mouth, letting his
cock free. He heard her scream our as her orgasm hit. He watched Buffy
sit up, her face covered in Willow's release. 

Buffy moved up Willow's body, her mouth 
meeting her friends. She could taste Angel on the redhead's tongue. She
began to move her wet pussy against Willow's thigh, needing friction.
She moaned in disappointment when she felt Angel move her. Looking back,
she smiled. She leaned over and kissed him, letting him taste Willow. 

Willow watched, a wave of apprehension shooting through her. She knew
what was coming next. She didn't know if he would fit. She looked at
Buffy, a feeling of love spreading over her. She smiled softly as the
slayer moved her onto her knees. 

"It's easier this way your first time" Buffy said softly, letting her
hands move over Willow's pale flesh. 

"Can I taste you?" Willow asked, knowing that her friend needed release. 

Buffy smiled before kissing Willow again. She moved against the bed,
slouching at an angle that gave Willow contact with her soaking pussy. 

Angel ran his cock against Willow's virgin cunt. He saw Buffy close her
eyes in pleasure as the girl began to lick her. He watched as his lover
began to knead her full breasts, her cunt moving against Willow's face.
He began to ease in, savoring the tightness. He felt her begin to adjust
to his size and smiled, catching Buffy's eyes. He thrust in, seeing
Willow's head shoot up as she cried out in pain. 

He watched as Buffy caressed her face, speaking softly. Soon, Willow
began to move back against him, taking him deep. He moved quickly,
knowing he wouldn't last long. He let his thumb rub her clit, wanting
her to cum with him. He heard Buffy cry out, knowing the sounds of her
release. He heard Willow moan as he moved faster. Soon, he felt her
tighten even more against his cock. He grunted, sending his seed deep
inside her. 

Willow fell forward, her body collapsing on top of Buffy. Her friend
gently moved her hair from her face, wiping away the sweat. She kissed
Buffy, love surrounding them. 

"You ok?" Buffy asked softly, holding Willow against her. 

"Fantastic" Willow said truthfully. The bed shifted as Angel moved to
their side. She felt his large hand possessively move to cup her ass.
She smiled at Buffy suddenly, "Have I ever mentioned that I love your
sleep overs? Especially ones that end like this..." 

Buffy laughed as she laid her head beside Willow's. "Well, expect a lot
more. I love you guys." 

"Love you too" Willow mumbled, sleep taking her. 

"I love you both" Angel whispered, holding them both in his arms. He
watched them, a smile on his lips, as they drifted off to sleep in each
other's arms. 

*******THE END************