Faith had to admit, when she first saw the red head in the mall during the day, she was surprised. <I suppose that it's because I automatically think of her as a vampire, when in actuality, she is a human,> Faith thought

She slid up to the red head, who was picking through a rack of leather corsets. "Hey, baby," Faith said, "Come here often?"

Willow glanced over and smirked. "Hey, Faith. What are you doing here?"

Faith shrugged. "Little of this, little of that." She turned around and leaned against the rack. "Looking for someone to take home tonight."

Willow chuckled. "Glad I'm not playing that game anymore."

Faith glanced at her. 'You never really did. You were always the quiet, shy type."

Willow sighed, closing her eyes. She fingered the leather on the corset in her hand. "Yea, I wake up screaming in terror sometimes, because I remember who I once was. A lot of my life....hell, most of my life is still fuzzy. But I know the basics."

"Are you still smart?"

Willow laughed. "I amaze Spike with my knowledge."

"Good," Faith said. "I'd hate for that to go to waste. I always thought it was one of your best qualities." Faith looked down. "Well, Red, it's been real, but I have men to hunt..."

"You know, if you want...I mean..." Willow shook her head and chuckled. "Acting all soft, I am. Look, Faith, it wouldn't be a bad thing to have some human companionship, so if you want, I'm about to leave, so grab what you want and make it snappy." She pulled out a platinum credit card. "Courtesy of William the Bloody."

Faith grinned. "Me and you, Red, we are going to be friends."

*-*-*-*

"Are you sure this isn't an ambush and all?"

Willow glanced at Faith. The two women were walking into the mansion with all of their purchases from the day at the mall. "Huh?"

"Kinda feel like I'm walking into the lion's den. I just want to make sure this isn't an ambush or anything, cause if it is, I at least want to have a stake in my hand."

Willow laughed. "Faith, I can't believe you would think I'd do that to you. The Slayer, maybe, but I like you."

The group of vampires in the living room looked up. They hissed at Faith. "Mistress, you have brought us a Slayer," one of them said.

Willow locked her jaw and stood straighter.

"This is Faith, everyone. If I find out you so much as THINK of hurting her, I will seriously kill you without even blinking."

The group backed away at the venom in her voice. "Yes, ma'am."

"Pass the word around," Willow proclaimed. "Faith is a guest in our home, and she will be treated accordingly."

"Yes, ma'am."

Faith was in such awe at Willow's power, she failed to notice the vampire sneaking up on her. However, Willow did. She growled softly and threw her bags down. She spun around and reached out, grabbing the neck of the vampire that would dare attack her friend. She pulled him to her. He grabbed her wrist with his hands, but he couldn't fight her off. "Did you not hear what I just said?"

"But Mistress....it's the Slayer....I thought just one little bite..."

"I guess you thought wrong, now didn't you, Jonathan?" She spun him around and put him in a headlock, then broke his neck. He exploded in dust. She started brushing it off her outfit. "I hate dust. So messy."

"Woah, Red, you didn't have to do that," Faith said.

"Yes, I did. I told them it meant death if they hurt you. If I make a promise, I always keep it, or they see me as weak. I am not weak."

"No, you aren't. Let's get your stuff upstairs," Faith said.

Willow smiled.

*-*-*-*

"He's beautiful," Faith whispered.

Willow snickered. "He's mine." They were standing in front of the bed, watching Spike. He was on his back, asleep. He had no shirt on, and the comforter he had covering his body wasn't covering his chest. The lower half of his body was covered, however.

He ran his hand along his chest and stretched, pulling the comforter lower on his body. His hips came into view. He stopped moving just in time so nothing unmentionable was uncovered. However, it was obvious he was naked.

"Just wipe my drool up, I won't mind."

Willow laughed. "He's playing with you, Faith. He's awake."

"How can you tell? It's not like he breathes or anything."

"After that show? You don't think he'd be asleep and do all that, do you? Delicate stretching just to uncover enough?" Willow smirked. "If he were asleep, he'd throw the covers off. Besides, I know when he's asleep and awake."

"Hmmm..." Faith said. "Perfectly good vampire laying naked in bed, pretending to sleep."

"Yep."

Faith laughed. "Never have I thought I would be standing in the bedroom of the Master Vampire on the Hellmouth lusting after said Master." She sat down on the bed, her back to Spike.

Spike opened his eyes and saw Willow watching him, a small smile on her face. He grinned and sat up slowly, not moving the bed. He leaned forward and whispered in Faith's ear, "Lusting after me, pet? That's not very Slayeristic, if you ask me."

Faith jumped up and spun around. "Oh, god, don't DO that!"

Spike chuckled and laid back, pulling the covers to his neck. "What are you doing here, Faith?"

"I went shopping with Red."

"Did you two have a good time?"

"Yea," Faith said.

Spike sighed. "Damn it, I'm famished." He smirked at Willow.

"Not now, Spikey, I have company." She grinned. "Later."

A devious smile graced Spike's face. "Slayer? Care to donate a little dinner?"

"Not particularly," she rolled her eyes.

"Spike!" Willow cried.

"What? I mean, pet, I had to try!" He threw the covers off and stood up, stretching.

"Damn, Red, you sleep with this every night?" Faith asked, openly drooling at Spike's hard lean naked body.

"All day too, if I want." She smiled. "Go feed, Spike."

He pulled his jeans on, but didn't button them up. He ran his fingers through his hair. "Yep, heading downstairs right now. Did the minions bring take-out?"

Willow looked at the ceiling, chewing on her bottom lip, thinking. "Yea, there's a girl and a guy....I think they saved the guy for you, because apparently, he tastes really sweet."

"Thanks, pet." He walked out of the room.

Faith shifted from foot to foot. "You know my destiny is screaming at me to stake him."

Willow smiled sweetly. "But you won't."

"How do you know?"

The red head shrugged. "Cause if you do, I will kill you. Slowly." She laughed. "Spike would be proud! His human mate, killing a Slayer! Seriously, though, I don't want to do that. I actually like you, and could use the female company."

"It doesn't bother you at all, that there are humans down there about to become dinner?"

"Nope, not really. Not much bothers me anymore."

"Bet nothing shocks you either."

"Nope," Willow said. The two sat on the bed.

"So you guys are really going to kill B?"

"And Xander, and Cordelia, and Oz, yes."

"Not Giles," Faith said.

"No, I like Rupert."

"It will break his heart that his pet is dead."

Willow shrugged. "That's not my problem. Rupert needs to go back to England. Give up Watching. Live his life. After Angelus killed Jenny, it destroyed him."

"What about Angel? What are you going to do with him?"

"I was thinking Puppy."

"Puppy?" Faith asked.

"The Vamp me, she said she had a toy....Puppy. It was Angel, broken. I was thinking that would be so much fun, to have him to do with as I pleased."

"Puppy," Faith nodded her head. "Can I take a wack or two at him?"

"Sure, I don't mind," Willow said.

"B's really upset."

"And you can see I care," Willow snorted.

"She decided she needed to spend the night at my apartment last night. She stayed up all night long and babbled about you, and how much she loved you, she couldn't believe that you betrayed her, and all that." Faith pushed her hair behind her shoulder. "Her and Giles are looking for a spell to restore your memories."

Willow's eyebrows rose. "No, they aren't."

"Yea."

"Damn it."

"I will let you know when they find it."

"Thanks."

*-*-*-*

A week passed with no incident. Spike and Willow stayed around them mansion. Faith ended up spending most of her days there, and found she really enjoyed Spike's company. The vampires in the mansion had accepted her visiting their Master and Mistress, however, all knew that if they ever met at night, in Sunnydale, then it was each for his own. All truces were off if they were away from the mansion.

The Scooby Gang was at the Bronze. Angel sat faithfully beside Buffy. She was animatedly talking to Cordelia about something that had happened earlier in the day. Under the table, Xander was holding Cordelia's hand - they had made up. Seeing Willow as Lady Red had made him decide to cherish his friends, and Cordelia was one girl he didn't want to loose.

Faith walked in and went to the group. "Hey, all, how goes it?"

Buffy smiled at her. "Good, Faith, just listening to the music. Hey! Guess what! Giles found the spell! We are doing it tomorrow! We should have our Willow back by tomorrow night!"

"Cool," Faith said. <I don't want *our* Willow back. I like the one I have.> She felt a familiar tingle and glanced up at Buffy, seeing if the blond noticed. She and Angel were talking and blissfully unaware of anything else.

Faith sniffed the air tentatively and smelled the familiar brand of cigarettes her and Willow bought for Spike quite often. She grinned. Spike and Willow had come out tonight. She was going to have a good time.

"So, Faith, what do you do all day?"

"Huh?" she asked, looking at Buffy.

"I called you today, to see if you wanted to hang out, and you weren't home. You are very rarely ever home during the day. What do you do?"

"You know, I'm around."

Buffy's eyes narrowed. "If I find out you are where I think you are...I'll...."

"What, B? Stake me?" Faith snapped.

"You aren't supposed to be consorting with the enemy."

Faith's lips turned up into a devious grin. "Maybe, Slayer, if I am consorting with the enemy, then you and I don't have the same enemies." She stood up, pushing her chair away. She spun around to walk away and ran into a hard chest. "Damn, I'm sor---"

A growl stopped her. She looked up to see Spike, who had just about the most evil look she'd ever seen on his face. <Shit! The truce is off, we are outside the mansion, SHIT!>

He snarled at her, and grabbed her forearm roughly. "You are dancing with me now, you little Slayer bitch."

Angel stood up, but Spike growled at him. "I'll kill her right now, Peaches, you know I will," the blond hissed.

Buffy knew at this point that her suspicions of Faith defecting to the other side were wrong. She was worried about her friend. "No, Angel, leave it alone. Just watch...if it looks like he's hurting her, we dust him."

Spike grinned. "You won't have time, Slayer." He pulled a struggling Faith out to the dance floor. He pulled her to his body, shoving his thigh between her legs. She struggled a little more, anger on her face. His back was to Buffy and her gang. "Are they still watching?" he asked softly.

"Huh?" she asked, looking up. She noticed he had no malice on his face.

"The Slayer and her pets. Are they still watching?"

Faith knew they were. "Yea."

"Keep struggling. Don't want the bloody idiots to think we are friends."

Faith blinked in surprise. "You aren't going to kill me?"

Spike threw his head back and laughed. "And face the wrath of Lady Red? I don't think so, darlin."

"But....the truce?"

"Is pretty much null and void with us. We really are friends, Faith. Are you surprised?"

"Yea, a little. I guess I just thought you put up with me for Red."

Spike chuckled. "Thanks for the vote of friendship there. Naw, Red's not here yet, and I wanted to talk to you. I didn't want the Slayer to go crazy because of us, so I decided to kidnap you."

"Thanks. B was starting to question my daytime activities." She put her hands on his chest and struggled a little, for show.

"You know struggling has always turned me on," Spike leered.

"God, you are such a vampire."

"That's the point, luv."

"So where is Red?" the Slayer asked.

"She wanted to sleep a little longer. After you left, we shagged like bunnies, and I wore her out."

She chuckled. Then her eyes widened. "Oh, god! Spike, they are going to try to restore her memories tomorrow!"

"No!" he roared at her. "She's MINE!" He squeezed her arms, rage filling him. "I'm not letting her go! Not back to them!"

"Shh....they don't know that she knows. If you make a scene, they will know."

"I can't loose her," he said.

"We will think of something," Faith said. "I promise."