Part 1

The Circus Comes to Sunnydale



The leopard woke in the early afternoon and lay there for a long while, confused by her wakefulness: watching the dust floating through the random shafts of sunlight let in by the old canvas cover and listening to the familiar rumble underfoot. She didn't sense anything that should have woken her, no strange sounds, and no unfamiliar scent. Something had wakened her, but what?

She paced the narrow confines of the cage, drank from the bowl in the corner, batted an old knucklebone across the floor. She crouched at the edge of the cage and looked at the gap at the bottom of the cover where the fastenings were loose. All she could see was the blurry gray ground rushing by. She wanted to see more. Tentatively, she stretched through the bars, extended a claw and delicately tore a long slit in the canvas. The loose fabric flapped irritatingly in the wind, so she snagged it, pulled the torn end back through the bars and pinned it with her body to keep it still.

Better. Now she could see the landscape scrolling past: rolling hills covered with green Trees, Grass passing on the side of the Road. Big and small fast moving things Cars, Trucks with People in them paralleled them or left them behind. She shook her head in annoyance, grimacing. The air felt thick, almost alive. Her head itched; it felt like fleas had crawled inside it, the tickling was maddening. The stick things, signs, on the side of the road with their odd patterns caught her attention. They were always there, but she had never noticed them. White on green, black on white, she found the patterns compelling as a fluttering bird or a limping fawn; she stared, trying to puzzle out the mystery.

Suddenly the fog lifted in her head, and the previously meaningless patterns resolved into words. As the truck rumbled past the sign she read "Sunnydale Next Exit, 1 mile." A moment later she heard the engine downshift and slow as they prepared to leave the highway.

"Jesus Christ on a Crutch," she thought, "how long have I been in here?"

The caravan of battered trucks containing "Circus Euro" rolled off the highway and drove the short distance to a dusty field where they sold fireworks in July, pumpkins in October and Christmas trees in December. Before the dust the trucks raised had a chance to settle the roustabouts were busy unloading, starting the process of getting ready for the evening show.

The leopard lay panting at the front of her cage as the setting sun stretched long shadows across the dry earth. Normally the frantic activity as the circus set up would have been more than enough to amuse the cat while she digested her dinner, but this afternoon the lump of horsemeat lay drawing flies in the corner. She was awake, and frightened. She could smell demons on the light breeze and power thickened the air till every breath made her fur stand on end. It was this place's magical oversupply that had woken her from her long (how long, dammit!) dormancy. There was no doubt in her mind that she had to get out of this cage before they left this place and she was forced back into silence inside the cat's narrow skull.

Ilya was gone, she had to accept that. A stranger had came to remove the cover, hose out the cage, water and feed her. Not Ilya. She couldn't find a hint of his scent anywhere. The stranger swore when he saw the damaged cover, but was otherwise indifferent to her. She watched him carefully, but he never went near the lock.

The lock, if nothing had changed, was a simple latch kept closed with a cheap padlock. It was more than adequate to keep her imprisoned with no hands, no voice. Damn Ilya, the cheating, chickenshit sonofabitch. She'd suspected for weeks that he was cheating on her, that he was unhappy, that he wanted to leave her, but he never said anything and she didn't want to make her suspicions real by confronting him. She'd known, at the back of her mind, that he was afraid of her, but she'd never thought he'd do something this evil: trapping her behind iron, with no way of getting out. Shooting her would have been kinder. Her mother would say it was her own fault for letting the worthless Ukrainian SOB know all her secrets; Mama was probably right. She hoped she got the chance to hear her say so sometime.

Time enough for worrying about what Mama would say later. Right now the problem remained: how was she going to get out?

Magic. This place crawled with it. Maybe...

An hour later, as the sun dipped towards the foothills surrounding Sunnydale, Alice crouched in the back corner of the cage and studied critically the veves she'd carefully scratched in the wooden floor. It was very crude, but the best she could do with a claw tip. She'd never tried magic in her non-human form. She had very little talent for it and even less interest, truthfully, to her aunt's despair but desperate times... She found it hard to keep the cat's eyes focused on the patterns when ambient smells and sounds kept distracting her. It took a long time before she managed to close herself off, and focus on the crude gouges until all she could see was the interlocking lines. She concentrated until, when she closed her eyes, they transformed themselves into glowing threads against the perfect darkness, the shining pattern the only thing in the world. She thought the words of the spell, and cast it out into the pattern with all her strength: a plea to someone, anyone to hear her, to come to her, to help her.

When she opened her eyes again, it was full dark and she was so tired, she could barely move. Had it worked? Had anyone heard her? She lay listlessly, watching the people moving past, almost too tired to care.


Giles stood on the porch for a few moments to compose himself before ringing the doorbell. He continued silently repeating his koan while he waited for it to be answered. Joyce Summers opened the door, and Giles flinched internally at the flicker of displeasure that ran over her face before she pushed it back down.

"Mr. Giles," she said; her tone civil but not warm. Her attitude towards him had, if anything, deteriorated since their, er, encounter. She barely tolerated him. On his part, he carefully avoided examining why her disdain bothered him so much.

"Mrs. Summers. Buffy, th-, that is, I'm here..."

"I know why you're here. The others are already waiting in the den." She stepped aside to let him into the house, shut and locked the door after him. "You know where it is, right?" Giles nodded. "Go on through then, I'll get Buffy." She turned her back on him and walked away.

When Giles entered the room Oz was sitting on the old couch with Willow perched in his lap, they were kissing.

"Hey, G-man." Xander said, looking relieved. Willow looked up guiltily and hastily slid down to sit beside Oz.

"Giles, hi. You came!" Willow said. "Great, this is going to be so much fun!"

"Yes, absolutely. The circus. Fun. I can't remember the last time I was at the circus." Giles said.

"It'll be fun," Willow declared and looked around the room for dissenters. Xander refused to meet her eyes. Oz maintained poker-faced. "I thought it would be nice, y'know, for us all to be together and do something non-slaying related. Especially Buffy."

"Yeah, she has been down lately, what with school, and Deadboy gone."

"So we're going to have fun tonight. Right?"



"Looking forward to it."


"Buffy?" Joyce stepped into the room to find her daughter standing in front of the full-length mirror, staring at herself. "They're waiting for you downstairs," she said. Joyce felt a twinge of concern at the look on her daughter's face as she studied her image. Buffy looked tired and a little - dulled. Lately she seemed to be overwhelmed by her life: school, the loss of Angel, the Slaying. Joyce knew that Willow had arranged this trip to the circus mainly for Buffy's benefit, but from her expression, it wasn't working so far. Joyce gave a tiny sigh, she wished she knew what she could do to help her daughter.

Buffy sighed. "O.K. I'll be down in a minute."

"Have a good time tonight dear," she said and gave her a hug.


Spike leaned against the Slayer's Country Squire station wagon and sucked in the smoke from his cigarette, coating his useless lungs with the tasty flavor of tar and nicotine. He exhaled reluctantly as the smoke cooled. It was too quiet here and he was bored blind. This wasn't his kind of hunting ground people tended to be indoors after dark and in family groups instead of out alone and inebriated. Angelus, on the other hand, would have loved it, he specialized in taking entire families; he'd stalk a likely prospect for weeks, till he found a way in. Spike grinned, recalling a long winter's night helping his sire slaughter an unlucky family of six; they'd been so glutted when they staggered away into the predawn, they'd literally sloshed when they walked. Good times.

Not much that was good about his life now. He drank pigs blood out of Styrofoam containers, hung around with a bunch of useless, annoying, humans who didn't like him any better than he liked them, and Helped the Slayer.

No killing. He couldn't kill, courtesy of his--owner. The memory of her voice burned coldly in his mind. "It's a simple binding: any pain you cause to a human you'll feel, ten-fold." Of course he'd had to test it out. Once. He'd snatched a girl outside the Bronze - no problem, forced her back against the wall, bared her neck, enjoying the little whimpers, the sweet fear pouring from her skin. Licked the pounding vein, feeling the blood racing under the tender skin and let the demon out. Sank his teeth into the luscious flesh... and screamed, as his own throat was torn open and pain lashed through him. It was the worst pain he'd felt since dying. He dropped the girl and the pain faded. He could feel Orexis laughing in the back of his head when he'd staggered out of the alley, leaving a terrified and very lucky coed behind.

He flicked the burning butt into the night. "I want you to get close," Orexis had murmured as her hand caressed his falsely stoic cheek. "I want to know everything there is to know about the Slayer and her friends." And for nearly two fucking months he'd been trying. Tonight he was going to the circus. The bloody circus. Still there were worse places he could be...

His face pressed into moist gray flesh, the overwhelming stink of vinegar making his eyes water as she embraced him, the sharp pain in his side as she pierced his skin and began to feed...

Spike cursed and slammed his hand into the top of the car leaving a dent and a welcome pain in his hand. He straightened up guiltily as the door opened, and the Scoobies started to emerge.

"What's he doing here?" Buffy said as soon as she saw Spike leaning against her transportation. He was the last non-person she wanted to see tonight. She barely tolerated the vampire's presence when it was "business." The last thing she wanted to do was socialize. Giles shrugged apologetically and tried to explain.

"Sorry, he simply, er appeared and attached himself when I was leaving the house. What could I do?"

"Buy him a bus ticket out of Sunnydale?" Buffy suggested.

"I've got 5 bucks," Xander said.

"I'm in," Oz seconded. Willow gave both of them a dirty look, she really didn't understand why everyone had to be so mean to Spike. He was good now...well kinda. She mouthed an apology at Spike.

Dozy twat, he thought, giving her a pained smile. He slouched back against the car.

"Didn't realize it was a private affair," Spike sneered, showing no sign of moving.

Buffy gave in.

"Fine. He can tag along if he wants. But he's riding in the back," she insisted.

"Fuck me," Spike muttered.


"Ewwwh," Buffy said, recoiling in horror.

"Double that and raise you a Yuck!" Xander commented, hurrying past.

Willow turned pale, and stepped up her pace.

"Makes me glad I didn't run away with the circus," Oz said.

"It is rather unpleasant isn't it," Giles understated, lifting his handkerchief to his face.

"Bloody Hell," Spike complained.

Hurriedly leaving the incontinent elephant behind the gang continued along the scruffy line of cages that lined up along the "Circus Euro" midway. An elderly pair of lions stared at them for a moment before lapsing back into their doze. A Bengal tiger stalked restlessly along the bars. It was a warm night, Indian summer persisting though it was nearly the end of October. The good weather had been a major factor in Willow's decision to drag everyone out on this field trip, and there was a good sized crowd also out to enjoy the weather.

"Let me be the first to say - not impressed," Buffy said.

"I think Barnum & Bailey can sleep tight," Xander agreed.

"Why are we here, again?" Giles questioned.

"Fun." Xander said. "Oodles of it."

"Hey! You're not giving it a chance," Willow said reproachfully. She didn't understand them. How could anyone not like the circus? The excitement, the lights, the spangled ladies on horseback, the acrobats sailing through the air high above the crowd. Popcorn, cotton candy, clowns. She loved it all.

Conversation petered out as they continued along the dusty path.

Oz hated the circus. It was all too much, people, men, women, children giving off excitement, anger, joy, lust. The animals, horse, lion, elephant dog: angry, bored, sick, sad. Frying meat, corn, burnt sugar. Oz shook himself and looked up, past the lights, the dust, the clogging reek of the circus to the stars. They were bright and clean in the dark sky. It was three nights since the full moon. He was human, free to enjoy Willow, to walk hand in hand with her, to kiss and joke with her. He could smell her happiness, and when he glanced over at her her eyes were shining, her smile was worth any amount of hell. He held her hand and endured. For her, he could put up with anything.

Buffy walked along, too tired to bother responding to Xander's jokey comments. She knew he was trying to cheer her up, and that she was the main point of this excursion. Willow thought she was depressed, well, duh. Her life sucked. She couldn't see where the Amazing Bellini's were going to help much. She was stuck living at home since mom had flatly refused to pay for a dorm room 10 miles away from home. O.K., granted she had gotten Buffy a car (a boat), and driving lessons, so that she was now mobile...the better to patrol even more far-flung graveyards, abandoned mansions, etc. etc. And college was a lot harder than she had expected. Studying had never been her strong point, and having to go out every evening to patrol wasn't helping her maintain her grade average. She was having trouble in almost all her classes, even with Willow's help. In fact she had a meeting with her Art History Prof. Thursday to discuss how she was going to pull herself out of the academic pit she was in.

She was brought back to the here and now by Willow's laughter. Willow smiling at something Oz was whispering into her ear. Lucky Willow. Happy Willow. She kissed Oz on the cheek then looked embarrassed when she saw Buffy watching them. She pulled away a little, obviously feeling that it was not nice to flaunt your own happiness in front of the S.O.-less Slayer. And she did feel a little envious of her best friend, obviously she was a bad person. Willow was in love, she'd finally landed on Academia her home planet; her parents had been more than glad to pay for a room on-campus...

Xander glanced over at Buffy, then hastily looked away. She had that look on her face. That "poor me, I'm pretty, super-strong, and DOOMED" look. She and Angel really did make the perfect couple, sheesh; no pain was ever as great as their pain, no guilt as big as their guilt, no love as tragic as their love... It never seemed to occur to her that other people had problems, like him for instance. His parents wanted him out of the house. What the hell was he doing here anyway, at the goddamn circus? He didn't like the circus. There were clowns in the circus. Scary, white-faced, red-nosed clowns that laughed at you and come after you with oversized hands and floppy feet. Xander shuddered.

Giles walked along, a little apart from the others. He was aware of Spike, skulking at the rear. He was always aware of Spike's whereabouts. Buffy thought he was crazy to tolerate him, but Giles was much more comfortable knowing where the evil bastard was instead of having to guess.

It had been two months since the vampire had collapsed at Giles' door. He'd been desperate, pitiful, his boyish mask hollowed by hunger; he'd begged for their help. Giles didn't believe for a moment the fairy story Spike had told, an improbable tale of covert government labs, sinister experiments, and brain-chips; to quote Xander "Yeah, right." On the other hand, Giles knew that Spike's inability to harm human beings was real enough (as he'd quietly taken pains to confirm), and that was the real reason he tolerated the sneering little monster. Finding out who, or what, had the power to effectively emasculate a vampire was something that a Watcher (even if he wasn't one officially anymore), couldn't resist trying to find out. Also, as even Buffy had to admit, Spike was rather useful in a fight. Still, the sooner the mystery was solved, the happier Giles would be. He was thoroughly sick of Spike, who made no secret of hating them all, but wouldn't go away. He kept turning up like a bad penny, a dark cloud of contempt hovering on the horizon.

Spike slouched along behind the others, fully aware of Giles attention, and bored, bored, bored. He'd amused himself for awhile by pretending that he was stalking them, by imagining how he'd kill them, one by one. He'd grab the Wanker by his tweedy jacket, spinning him round, and grind his glasses into his eyes before sinking his teeth deep into that pasty throat and draining him dry... Except that he couldn't.

The circus, for fuck's sake. Mangy animals, inane clowns, con artists. They said the witch was smart, but he'd seen no evidence to support it. The stink of popcorn and burnt sugar overlaying the frustrating smell of blood, human blood pressing around him. He'd been pleased when the breeze brought him the scent of fear from the boy, but the pleasure faded quickly as he realized that whatever had caused it wasn't him. Harris hated him, but he wasn't afraid of him. None of them were afraid of him, with good cause. He was harmless as a kitten as far as they were concerned, neutered, a minor annoyance.

Dru liked the circus: the popcorn, the shadows between the tents, the unattended children. He wished she was here. He wished he knew where she was, or at least that she was safe a long way from the Hellmouth.

Buffy was still incommunicado. Willow and Oz were in their own world. Giles, was silent and, well, Giles. Xander sighed, even the threat of clowns wasn't enough to keep this from being boring. He scanned around, and noticed a cage, set a little back from the pathway on a wagon. He stepped closer. There was a sign on the wagon. "Sheba, Rare Nubian Leopard," and another "Wild Animal: Stay Behind Rope." The lighting wasn't very good. He moved forward, his stomach brushing against the barrier rope as something stirred in the shadows of the cage and moved forward into the light.

She was beautiful, her fur was pale, almost silver, the spots midnight black. She moved, sleek and powerful and stopped with her nose pressing against the bars, looking at him. Her eyes held him, pale gold circling the dark pupils. She stared back, panting slightly, red tongue and white teeth just visible.

"Xander?" Willow said coming up behind him

"I don't think she wants to be in there," he said quietly.

"Yeah," Oz agreed quietly. He noticed the cat's ear flicker in his direction, but she never took her eyes off Xander. Deep inside, he felt the wolf stir, bristling instinctively at the smell of Cat.

Willow looked at both of them, confused. Then she looked at the cat. She didn't see anything special. Just a leopard. A big one, but why was Xander staring at it like that?

He could almost hear her, whispering something seductively in his ear. Xander stared, thinking of how she would feel, of stroking that soft fur, feeling the supple muscles moving under his hand. How it would be to touch all that strength, beauty, danger. He leaned forward, over the rope. Buffy reached out, grabbed the back of his shirt, and yanked him back.

"Uh, Dr. Doolittle? The show's about to start."

"Oh, yeah." Xander pulled his eyes away with an effort, and realized that his erection was tenting the front of his jeans. He hastily adjusted his sweater around his waist as the leopard made a mewing sound of protest. "Sorry," he muttered. "Got to go. Wouldn't want to miss the clowns."

Alice watched him walk away, despairing.

Spike lingered. He had been watching the show with interest. There was something not quite right about kitty-cat. He slipped under the rope and leaned close to the bars, staring in at the leopard. She took a step back.

"Here, puss, puss, puss," Spike crooned. The leopard responded with a soft growl. "Wonder how you'd look as a rug." He pressed closer to the bars, let his fingers slip through the bars. He could smell magic hanging heavily around the animal. She glared at him with eyes like yellow suns, lunged. "Fuck!" He yanked back his hand and stared in amazement at the two seeping gashes in it. The bitch was quick.

"Bitch," he said, letting his true face slip into place for a moment. She showed him her teeth: her's were bigger, but Spike consoled himself with the thought that they wouldn't be much use against a bullet. A nice 9-mm slug wouldn't damage the skin too badly. He might not be able to hurt humans, but animals -magical or not - were fair game. Just what he needed to cheer himself up. "I'll be back," he promised. He stuck his hand in his pocket and hurried after the group.


In her cage, Alice sat very still and focused on the gossamer thin connection she could feel between her and the boy. Xander. She had a name now, and a face to go with it dark eyes staring into hers with a naked yearning that wasn't only the spell's working. Xander, she thought, please...

In his bed, Xander tossed and turned, unable to sleep. Every time he closed his eyes he saw her again, heard that plaintive mew, and felt her despair. Trapped. She was trapped; she needed him. Xander opened his eyes and glared at the ceiling. He was losing his mind. It was only an animal. A wild, heavily armed, potentially fatal animal. He closed his eyes again, and she was there, *please*. Finally he gave up.

"OK, OK," he muttered at the ceiling, "I can take a hint."

An hour later, walking through the dark and silent circus grounds he had doubts. What the hell was he doing here? It was the middle of the night, in Sunnyhell, and he was all alone, armed with a pair of bolt cutters. Yeah that ought to send the monsters running in terror.

Her eyes, golden, staring into his soul, calling him...

The circus stood dark and menacing in the empty field. No lights. The dark tents silhouetted against the moonless sky, like a facade hiding something nasty. If he wasn't crazy, then yet another demon chick was hitting on him. Either way he really, really, ought to go home.

She was in there. Calling him.

Fuck it, he thought and went on.

From the smell, the elephant was feeling a lot better. It rumbled at him inquiringly and turned to watch him pass, small dark eye watching him gravely. The lions and the other cats were pacing back and forth. The tiger reared up against the bars and roared. Xander stumbled back, but as soon as he passed, it lost interest.

She was waiting for him, as he'd known she would be. His doubts dissolved at the sight of her. She was so beautiful. She pressed close to the bars, stroking her dappled sleekness along the hard bars, her purring like dull thunder. Her eyes staring into his. He couldn't help it, he had to touch her, his hand reached between the bars and she arched into his hand, strange rough purring filling his head like warm honey, steely muscles moving under silken fur.

I am so sick, he thought, realizing that he had a hard-on. Oh God. Demon chicks and now bestiality. They'd better lock him away right now. The cat made an oddly birdlike chirrup, looked at him. A gentle reminder. Right. He was here for a reason.

"Right, almost forgot." He pulled away from her and went to the end of the cage, to the door. It was a good padlock, but a cheap chain, 2 clicks of his uncle Rory's bolt cutter and the lock fell to the ground. She waited patiently, tail wrapped neatly around her paws, eyes unwavering as he put his hand on the door and hesitated again. His common sense was screaming at him to Run Away! Run Away! NOW!

"Mrraauw?" She said softly. The sound shot through him like lightning, he groaned, god, his cock felt like a iron bar. He opened the door, and stepped back.

She leapt past him in a blur of speed, landed and turned in one fluid motion to face him. She crouched there for a moment, stared up at him and then moved toward him. Xander stepped backwards nervously, and found himself backed up against the cage, with nowhere to run. He stared as she leaned into him, sniffed his crotch curiously, investigating his stubborn erection. Then she reared up and placed her paws on his shoulders, stared into his face. Hot rank breath heated his face, she smelled like the largest alleycat in the world. In the dimness, her eyes were dark, the golden iris drowned in black. He stared back, feeling himself slipping, sure that he was going to die now. Not looking forward to the interview with St. Peter. Wondering how in hell he could still be aroused.

Hot rough moisture on his face and she was gone into the night before he could react. He sagged against the cage in relief? Disappointment? His erection, thankfully, began to dwindle.

Never even said thank you, Xander thought. On the upside, he wasn't dead, and maybe now he could get some sleep. It occurred to him that it might not be the best place for him to be right now, in possession of bolt cutters with the cage open, and the leopard missing. He headed home.

Alice watched him go from the bushes, squatting with her back pressed again the rough bark, bare feet in the dry earth. The feel of the night air was wonderful on her bare skin, but she knew she would need clothes soon, a telephone, and money. Her savior was out of sight. She leaned back and closed her eyes, for just a moment, and was jerked into full awareness by the taint of vampire on the breeze. Another one; this town was lousy with them. The blond bastard who had threatened her was going to be disappointed when he found her gone. She was suddenly chilled by the thought of the boy walking home, unarmed through the hostile night, unaware of hungry eyes, watching him, stalking him.

All the long way home, he couldn't shake the impression that he was being followed; not like it wasn't likely in Sunnydale. He pulled out his crucifix, hefted the bolt cutters threateningly and walked faster; it seemed to work, he reached his front door unmolested.

He went straight upstairs to bed. His parents were out of town visiting relatives in Terre Haute. They were due to return next week...and his father had informed him that he expected Xander to be gone when they got back. Though how the hell he was supposed to rent an apartment with no job and no money...he sighed and lay down.

He couldn't sleep. He could still smell her on him, still feel her soft fur, the steel muscles bunched under his hands... And there the Boss went again, tenting the sheet, and he definitely wouldn't be getting any sleep until he took care of it. He slid open the bedside drawer, searching around for the tube of lotion, and froze.

There was someone in the house. Or something. He should dial 911, tell them he'd heard something, like some little old lady imagining men under the bed, burglars on the roof. He listened, hoping to hear something more definite. Something he could justify calling the police over, but the intruder, if there was one, didn't oblige. Xander sighed and slid out of bed.

The door to his parent's bedroom was open. He was sure it had been closed earlier. He listened carefully, but the intruder was silent. Well, it couldn't be a vampire; Willow had done the revocation spell on his house months ago, just in case. Trying not to think too hard about all the other things it could be, Xander gripped the baseball bat firmly, stepped into the room and switched on the light.

Oh fuck. One of his mom's drawers was open, clothes all over the place. She was going to kill him. He took a step towards the clothes, then turned towards the closet, where a hanger was moving... He hefted the bat, thought, badass.

"Come on out," he ordered in his manliest voice.

She obeyed. He'd never seen her before but he recognized her immediately. She was small, black, and built like Betty Page. She was naked, clutching one of his mom's blouses in an unsuccessful attempt at modesty. She was the most naked person he'd ever seen. Xander realized his mouth was hanging open, and quite possibly he was drooling.

"Uhh..." he started to say. The girl disappeared, there was no transition; in an eyeblink she was gone and the leopard was leaping at him, and past him, and was gone. Xander caught a glimpse of her tail disappearing around the corner as he chased her down the hall, he nearly took a tumble down the stairs, managed to catch himself, landed in the living room to find the front door wide open orangish streetlight spilling across the carpet.

"Damn." He went to the door, and stared out. Lawn, sidewalk, and street, empty. Nothing moved. "Don't go," he said to the silence.

"O.K." a quiet voice said, behind him. He reversed, thinking that he seemed to be doing a lot of that tonight. She was peeking out from behind the drapes, she had a reassuringly anxious look on her face. He realized he was still threatening her with the bat.

"Ah." His brain seemed to have slipped out of gear. "Thanks."

"Thanks? I owe you!" Xander was doing his very best to concentrate on her face, and not the interesting bits not really concealed by the sheer draperies. She had a round, almost childish face, snub nose, dark smooth skin, almond-shaped eyes a dark brown that was almost black. Her hair was black and so kinky he could see scalp between the tightly curled rosettes.

"Well, you're welcome then."

She shivered and Xander realized that there was a cool breeze blowing through the open door. He peeled off his T-shirt and tossed it to her, then went and shut the door. When he turned around again, she had stepped out into the room. His shirt covered her to her knees; lucky shirt. She looked a little forlorn, her arms were wrapped around herself like she was still feeling the cold.

"You O.K.?" He asked.

"Fine. Thanks." Xander was feeling a little stressed. Trying and failing to notice the way her nipples were poking at the faded cotton.

"Um, would you like something to eat, or drink? Coffee, tea, beer?"

"Yeah, please," she said nodding vigorously causing parts of her to jiggle. Xander had to look away again, and focus grimly on the starving artists watercolor on the wall to the left before he trusted his legs to lead her to the kitchen.

Her name was Alice, she told him while wolfing down two huge sandwiches, a half bag of Doritos, two glasses of milk, six chocolate-chip cookies. Sheba was what they'd called the leopard, she had no idea why. She finished up her meal with two of his Dad's beers. Which he would have to replace, but he'd deal with that tomorrow, for right now he was enjoying sitting across the table, casually drinking a beer with a really attractive and non-homicidal woman. Just talking.

"How did you end up in that cage anyway?" He asked as she was finishing the second sandwich. She winced slightly and took her time chewing and swallowing before answering.

"Ex-boyfriend. He got scared, I guess," she said in a softly embarrassed voice.

"He's an asshole," he told her. She shrugged, and nodded embarrassed agreement.

"So, umm, you're like what, a werewolf, uh, were-leopard? Xander asked.

"Like your friend, the little spiky-haired guy?" she asked. Xander supposed he shouldn't be surprised that she'd picked up on that.

"Yeah, Oz. He's cool...except around the full moon." Xander said, suddenly wondering if Alice's appetite might extend beyond sandwiches and snack food. She smelled his fear and smiled with perfect, white teeth, reassuringly human.

"Relax. I'm not like your friend. I'm not under any kind of a curse, changing is natural to me; it's how I was born. It's like being able to play the piano, or sing. When I change my skin, I'm the same inside. I don't lose control."

"So that makes you a witch? Which is cool, my best friend is a witch."

This is a hellavu town, Alice thought.

"No, sorry. The only magic I do is changing." Usually, she added silently. "I've only got the one trick."

"It's a cool trick."

"So tell me about yourself," she asked wiping her mouth daintily.

"Me?" He hesitated, then jumped to his feet, and extended his hand with a flourish "Alexander Lavelle Harris, unemployed, soon to be homeless, high school grad, pleased to meet you.." He gave her a wide grin, too many teeth, like a nervous chimp, begging not to be hit.

"My hero," she said without a trace of irony, meeting his eyes. He broke contact after a minute. Ran his fingers through his hair, looked away.

"Aw shucks, ma'am," he said.


The cage was empty, the chain lying in two pieces in the dirt, when he got there. He ran up the step to the open door but found only her rapidly fading scent inside. Spike snarled in disappointment, and shoved the revolver back into his pocket. He'd been looking forward to a bit of fun. He felt eyes on him, and wheeled about, game face on. The lion that had been looking at him dropped his gaze and backed nervously towards the back of the cage.


Xander sat on the edge of his bed and tried to read a magazine. Tried not to listen to the sounds of Alice in the bathroom, taking a bath. Alice naked, water beaded like diamonds on her dark skin, her nipples hardening as she ran the washcloth over them... Whoa, boy. He stared at the page, trying to remember what he was reading. She just needed a place to stay tonight, tomorrow she'd make a phone call, get some money sent to her, leave. Why would anyone stick around Sunnydale who had a choice?

The crash of broken glass brought him to his feet. He was in the hallway, listening at the bathroom door before he'd thought it through.

"Alice? You O.K.?" He asked through the door. There was silence for a moment.

"Xander. Can you come in?" she said finally.

He went in, and froze. Alice was sitting in the bath, apparently oblivious to her naked state, looking with dismay at the bottle lying broken on the tile floor. His Mom's bath oil, that she never used. She looked up at him.

"Sorry, I'm so clumsy, it's been awhile since I had hands," she apologized.

Xander gladly threw himself into clearing up the mess; sweeping up the glass, mopping up the oil. It was a welcome distraction from Alice, her nudity repeated in the gold-flecked mirror tiles surrounding the bathtub. He heard water, moving as she washed herself. He could feel her watching him.

"Xander," she said. He froze. The last thing he wanted was to turn around right now. "Would you mind?" she asked.

"Uh, what?" he said, keeping his back to her.

"Could you scrub my back?"

"Yeah, sure." You can do this, he told himself. Deep breath, reach out and get a towel, hold it in front as you sidle over to the tub. Kneel down. Take washcloth. Soap, a little water. Apply gently to her back, smooth, soft and warm under his hands. The delicate knobs of her spine, the wings of her shoulder blades...

"That feels good. You have good hands," she said, twisting round and taking hold of his hand. Her hand is dark and delicate, he thinks it makes his look huge and odd, like some kind of an albino gorilla. Beauty and the beast. He looks up at her; confused as she strokes the backs of his hand with hers, soft skin, warm. Takes hold of his hand and brings it to her mouth, opens her mouth, takes a finger inside, and sucks gently. Trips the previously unsuspected circuit between his finger and his dick; he can feel all the blood rushing south.

He bends down, as she stretches up for a kiss, warm, luscious lips, breath panting, water sloshing over the floor, down his shirt soaking him as they embrace, feeling her wet and warm, soft breasts pressed against him.

He stands and helps her up out of the bath. Nothing like Faith, he can't help thinking as she wraps her legs around his waist, her legs are strong but not iron bands threatening his ribs. She clings to him, kissing him, nibbling on his ear. He carries her into the bedroom. Falls onto the bed, him under her, and she grins down at him, rubs her mound slowly against the front of his shorts, he feels her heat through the cotton, imagines it's the only thing keeping them from melting together. He imagines the thin cotton charring from the heat he feels radiating from her damp cleft, from his rock hard cock he hurriedly lifts himself up and pulls his boxers off, tosses them wherever.

He's so hard, ready to go. Doesn't want to have it end too soon, but he doesn't know how long he can hold back. He topples her and she laughs as he straddles her. She is a girl, a woman, smaller than he is, weaker. They kiss and kiss, lips on lips, then devouring each other, tongues entwined. She is silent except for soft moans.

Not barking orders, "move here, no here, harder, yeah, no, dammit...!"

He takes her nipples into his mouth tasting her, sucks on her breasts until she moans. His hands move down her body, between her legs, probing, searching. He slips a finger insider her and she grunts at the sensation. Her hands pull him closer.

He kisses his way down her body to her sweetly sweating mound, damp from the bath and arousal. She spreads her legs for him, and reveals: black hair nothing like that on her head, a frame for deep brown outer lips, the pink inner petals. She tasted of salt and soap, and she arches into his mouth as his tongue flickers around her clit, at first tentative, then with more confidence as he learns to read her body, the little intakes of breath and shudders. She comes, with a sharp cry, lies gasping from the intensity.

Too damn long since she's felt this good.

Still panting, she takes hold of his cock with a shaky hand, and guides it to her entrance. For a moment as he positions himself at her entrance, he's distracted as the image of the cat runs through his mind and he hesitates.

"Xander?" He forgets his doubts as he looks at her face, open and completely human. He moves forward, sinks into her and she is warm and wet and perfect. He's struggling not to come before he's fully inside. Deep breathing. He thinks of homework, Angel, his Mom. She feels better than anything, ever. He moves, his breath catches, oh god. Concentrate, Jesse Helms, Michael Douglas, Maria Shriver. Thrust, oh god, he can't help it, and her arms wrap around him, pull him closer, he looks down, and she looks up into his eyes. Seeing him, wanting him, and that's it: his fragile control snaps, and he comes like a shower of sparks.

Too soon, he thinks when that's possible again, "Sorry," he says. She looks puzzled, then smiles.

"Sssh," she says.

They fell asleep spooned together, one long shape under the tired blanket.

END part 1

Next: Part 2, Just Another Day on the Hellmouth


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