Willow headed out of the shower, wrapping herself in a big towel. She was freezing. The wind outside the house was howling and didn't make her feel the least bit comfortable.

The day hadn't gone very well, Giles was in a particularly bad mood, Buffy was quiet, too quiet for Willow's taste, but she didn't seem to be able to get her out of her sad reverie. Oz was out of town, the band had been invited to come to San Francisco and they had chosen this particular week to do so.

Great. Just when she was the loneliest she had ever been in the whole last year. So what about Xander? Willow snuggled into the towel and switched off the light in the bathroom.

Xander? she thought.

Where could he possibly be? Somewhere with Cordy, surely not feeling as lonely as she did. Definitely not thinking about her right now.

Why on earth should he be? a little voice inside her head asked.

He's got a girlfriend, you've got a boyfriend, so what's the big deal? Why should he think about you right now?

The voice grew quiet for a second and then asked again:

Why are you thinking about him?

She rushed into her room and turned on the CD player again to make that enervating little voice go away. Her eyes had some difficulties adjusting to the darkness, but soon she found matches and lit up a candle. The music and the candle were perfect for oozing in self-pity. Only that she didn't get the chance to.

When she turned to get herself a pair of pajamas she nearly cried out. Someone was sitting in the dark corner of her room. Her heart was pounding and her hair stood on edge. She suddenly was very aware of how very much not-dressed she was. The urge to yell and run away was incredibly strong but for some reason she fought it.

"What do you want? Who are you?" She hated herself for her own voice. Why did it have to sound so scared? The person leaned forward into the light of the candle.

"Sorry Will, did I scare you?"

Willow forgot about her current state of undress.

"Alexander Harris!" she said with a voice that lay somewhere between anger, laughter and still a bit of fear. "If you ever, I mean ever do that again, I'll kill you with my own hands."

Her words must have had a completely different impact on him, 'cause he flinched and shrank back from her.

"Whoa, easy, Wills. I'm not the enemy!" His words were supposed to sound funny, but in a strange way they didn't. She forgot about her anger and pulled him back into the light.

"Are you alright?" she asked, concern in her brown eyes.

"As always." the snappy retort came.

"Then why are you here?"

He turned away from her, looking out of the window into the night, were the heralds of a close storms where throwing little twigs against the house. It was an awkward noise mingling strangely into the soft sound of the music.

"Do I need a reason to stop by?"

She gave him a level look.

"Don't mess with me Xander. You didn't stop by for about four months and now you suddenly do and scare me half to death, hiding in the dark?"

She shook her head.

"What's wrong?"

"Left out the fact that I'm getting back in the old goofball-mode, being deceived, and being damn lonely? Nothing, really."

The words were so bitter that Willows heart contracted at the sound of them.

"Did Cordy ..." She hardly dared to speak the words. The consequences they brought with them were just ...

"Yeah." Xander finished. "She did. While humiliating me in front of all the people I care about - not including you, 'cause you weren't there- she told me, that she had another."

Willow couldn't do much more than stare at Xander.

"But why would she ..."

"I don't know!" Xander yelled. "And frankly, I don't care."

When he looked down at Willow he regretted his harsh words right away. He sank back into the chair. Xander felt her looking up at him with her brown eyes expressing even greater concern than before.

"How do you feel?" she asked very quietly.

"I don't know." he repeated. "You know, I'm not even sure if I really can say that I loved her. But it's so damn ..."

"Unfair." Willow finished for him."Why would you say that?"

"Say what?"

"That you're not sure if you loved her."

His eyes darted around the room.

"Because it is true. I don't know. Because I never felt like, Wow, this is it. You know, this funny little feeling in your stomach that tells you: You've found her. I never felt it. Sure we did a lot of kissing and ..."

"Xander!"

Willow raised her hand to stop him. She couldn't take much more. Seeing the two of them practically lunging at each other as soon as they had the chance to had been hard enough.

"I'm not sure I want to know that in detail."

He flashed her a smile. "Sorry."

He paused. "But it didn't get quite as far as you may think."

She raised an eyebrow but kept quiet.

"I never felt like she wanted me for who I am."

He looked up again, warily hoping to see understanding in Willow's eyes. The complete and utter sympathy that he found was nearly too much to bear. Why could she be so patient with him, over and over again? He didn't deserve this.

"I know that this most likely won't help, but I guess she just didn't deserve you, Xander. You're too good for her."

That last sentence did it. All the walls Xander Harris had erected to protect himself were crashing. He didn't want her to see the breakdown. At least Willow should think of him as the happy-go-lucky guy. He didn't want her to see the sorry boy that lay beneath that cover. He headed for the door, muttering, "Thanks, Willow."

The red-haired girl stared at his broad shoulders for a few seconds. "Xander, don't."

"Don't what?"

"Don't bury this, too. It's me, Willow, remember? I'm the last one you should hide your feelings from." She smiled sadly.

"But you ..."

"Will you shut up?" she commanded.

He didn't move. But she saw his shoulders twitch.

"Oh, Xander."

She got up, turned him around and embraced him tightly. He didn't struggle, his arms clenched behind her back, nearly hurting her, but Willow didn't care much. His sobs were stifled by her shoulder and she could feel his tears. She realized that his crying didn't relate to Cordy. It was more the kind of pain you felt when you realized that you could be in a crowd of people but still feeling lonely. It was a long time 'til the quiet sobs ended.

When he looked at her again, he tried to smile. "Sorry."

"That's seems to be your favorite phrase tonight." she teased lightly.

She smiled and tried to lighten his mood. But for some reason it didn't seem to work. Xander just stood there, staring at her wide-eyed.

"Xander, what's ..."

Aw, crap. she thought.

With all her concern about Xander she had forgotten, that she still hadn't changed into her pajamas. Xander's constant staring caused her to blush ever so slightly.

"Uhm, Xander? Could you ... snap out of it?"

He shook his head, just like he woke up from a particularly vivid dream and smiled apologetically. "Sorry."

He realized she was going to leave the room to change clothes. "Willow wait."

"I'll be right back Xander, I just want to ..."

"No don't."

Willow spun around and just stared at him, truly shocked. "What?"

"Willow, have I ever ...?" He swallowed hard. "I mean ever ... told you ..."

"Right, if you tell me now how very beautiful I am, I'm going to call the mental home." she said, sarcasm darkening her voice.

She was about to leave the room, when Xander's quick reaction took her aback. He reached for her arm and led her in front of the mirror, taking the candle with him.

"Look at that, Willow Rosenberg."

Willow blushed again. "Xander, stop it. I've seen myself in the mirror a thousand times before."

"But I haven't. I've never seen you any more beautiful than tonight, Willow."

Xander drew in a sharp breath as he touched the bare skin of her shoulder. Droplets of the water hadn't dried completely and glistened in the dim light of the candle. He was so close to her that he could smell the shower gel she'd used, mixed with the smell of her skin. She had put up her hair to keep it from getting wet and that made her neck look just ... perfect.

"How blind was I ..." Xander muttered under his breath.

Willow closed her eyes. This was getting harder and harder to take. She could feel his breath on her bare skin. She could feel his body heat. Hell, she even could smell the aftershave he'd used this morning.

Stop it! What are you doing?! she told herself forcefully, when she realized that her breath was beginning to quicken.

"Xander, I can't ..."

He tentatively put a finger over her lips. "Shh. Willow. Just let me look at you."

The storm outside raged on and suddenly threw a branch against Willow's doors. She flinched and opened her eyes. This was so unreal. Yet much more real than she ever dreamed of. But then it hit her.

"I'm betraying him, Xander. I can't betray him, I ..." In her racing thoughts she kept repeating her boyfriend's name like some kind of spell. Maybe it would make Xander leave.

The tall young man looked her straight in the eyes. "Do you love him?"

What? What?! He can't honestly expect me to answer ... How dare he?

Before she could finish her thought, she found herself saying, "Xander, I ... I can't, I owe him ..."

"You owe him?"

Willow froze at his question. What made her say that? Why didn't she say that she loved him, and that there was no place for Xander? She was supposed to say that. Why hadn't she?

Because you know that it'd have been a lie?

But what about right now? Wasn't this a lie, too? Xander couldn't possibly have discovered feelings for her. Not now. Not after such a brutally long time of not noticing his best friend. He was dealing with the loss of Cordy, perhaps with his loneliness, and he was doing it in a hormonal kind of way.

"I don't want to be your stopgap, Xander." she stated.

He stepped back and tried to hide his shock. "You don't really think I would do that to you, now do you?"

Willow couldn't meet his intense brown gaze. "You did before."

Of course he had. Xander mentally kicked himself. He did. And he remembered the hurt look on her face far too well.

"Willow, I ..." Again she put her hand up to silence him.

"Don't. Don't say it." She sighed and made one last attempt to get out of the room. It wasn't too late yet.

"Willow!" His voice was merely a whisper, a dying plea. "Please don't go."

"But why, Xander? Why shouldn't I go?"

He didn't answer. Xander went to her door and turned the key to lock it. The only door remaining, her last chance was the door that led outside to the garden. But how was she going to explain that to her parents?

If he would just take those puppy dog eyes away from her. She felt her restraint weaken with every second that passed.

"Because I don't want you to."

She watched him incredulously and started to tremble when he returned and put her back in front of the mirror.

She knew that there was no way back now. And she wondered silently why she wasn't even able to remember Oz's face. It should have alarmed her. Instead all it did was loosen the emotional bond to Oz, a bond that was based on a love that just wasn't strong enough. What a traitor she was.

When Xander raised his hand to touch her again, he stopped. "Gosh, Will, I ... I'm scared."

She felt tears stinging in her eyes. Her last thoughts had just cut the bond. She was feeling the cut, the pain, the release. Deep down inside of her. But she couldn't have done that to Oz, or could she?

"Me, too."

Willow took his hand and softly led it to her shoulder. Again, he felt like an electric surge had hit him. She was so incredibly smooth. Xander let his fingertips wander over her back and her arms, barely touching her. Carefully turning her around he cupped her face with his hands and gently brushed her lips with his thumbs.

The urge to kiss her was hard to restrain. But he wanted to wait. Just to see this look in her eyes, somewhere between fear, excitement and a much stronger emotion. Xander reached up to her hair and released the tight knot. Her auburn hair fell in soft waves around her face.

They were very close by now. Close enough for Willow to get on her tiptoes and kiss his eyes tenderly.

She couldn't think.

What was she doing? She wasn't allowed to do this. They were best friends . .

Her thoughts were washed away when Xander kissed her nose. A little smile lifted the corners of her mouth, but didn't prevent her lower lip from quivering. Looking up into Xander's dark eyes she wondered if she had made the right decision.

Another long, horribly long time they just stood, their eyes locked. Until Xander couldn't ignore his feelings any longer. He leant down and their lips met in a very tender first kiss, barely touching but enough to make their knees start to shake. There was no more thinking about what the others might say, when they found out, there was no more thinking about their friendship, no more thoughts about the hurt they might cause - the only thing that remained was the increasing need. Xander's hands moved over her bare back on their own, while her hands had crept into his dark hair.

In the dark
It's just you and I.
Not a sound
There's not one sigh.
Just the beat
Of my poor heart
In the dark.

Long contained emotions welled up in Willow, causing her do deepen the kiss. Her little hands became more fervent, pushing Xander's shirt from his shoulders. When their bare skins touched for the first time they knew that they were completely lost. Xander's breath was ragged and he found it hard to stay in control with Willow's fingernails raking over his back. He didn't want to rush things. But if Willow kept that speed up, it would be over in a matter of minutes.

"Wait." he managed to say hoarsely. "Let me do this my way."

She looked at him, the sudden stop making her hesitate, bringing to her senses,making her argue with herself for a second. But they had known eachother their whole life.

She knew it was alright. She hoped it would be.

Her hands sank down and she put them into his.

Xander was touched by the depths of her trust in him. He bent down and trailed butterfly kisses all over her face, but never taking his eyes from her. Slowly he went lower until his kisses reached the soft fabric of the towel she was still wrapped in. He looked up again.

"Will, are you sure about this?"

One look into her eyes was enough. He didn't need another answer.

Slowly Xander took her in his arms and carried her over to the bed. Her breathing became irregular and her whole body was slightly trembling when he unwrapped her carefully. For quite some time he couldn't do very much more than stare at her. Again.

Did she know how truly beautiful she was?

Her pale skin was glistening in the candlelight and not just her skin - she was shining from an inner light he had never seen before. He could almost feel her every thought. It was not like they had never touched before. Sure they had, practically every day, but never like this.

Even though Xander had to admit that he had dreamed of doing so someday.

And she smelled so good. His kisses had reached her bellybutton. Her eyes were closed by now, she was savoring every moment as if it was a treasure she had to keep. His lips went back to hers and they met in a passionate kiss neither of them was willing to break. They finally managed to take off his clothes with breaking the kiss only for a split second.

The scared look returned to Willows eyes when she opened them.

Was she really going to do this? Was she up to it? She touched his arms and his chest and marveled on how astonishing good his skin felt under her fingers. Had she ever before thought of him in such a purely physical way? Had she ever realized that he looked amazingly ... Not like the goofball, but like a man? The thoughts hit her with the full impact of a bomb and in a sudden moment of sheer panic she just pulled him close to her and held him.

"Will, we don't ..."

"Shh, just hold me for a moment." she said.

He held her and she clung to him as if she was drowning. This time it was her turn. "I'm scared, Xander."

"I know Wills. Me too."

The honesty that shone from his eyes gave Willow the courage she needed. She knew it would hurt. But she was willing to share that pain with him, for him and to ... Yeah, what? Again her thoughts were washed away by his kisses. He gave her all the time she needed, and was being so incredibly gentle exploring the curves of her body. She'd never thought of his hands as so sensitive. She'd never thought of him as so tender. All her fears, everything she was frightened of since she had started thinking about this were gone.

His urgent kisses became even more tender. She had thought about it often. Probably more often than she would ever admit, but she had never ever thought that it'd be like this.

Xander opened his eyes to look at her. Would she ever know that this was as new to him as it was to her? Sex was easy, but this ... This went so much further, it was like touching her very inside without doing so, like being part of her. It scared him out of his mind. But she felt so good. He never wanted to let go of her, never wanted to break the contact with her skin. He only hoped he didn't hurt her. It would have been the last thing he could have lived with.

Willow felt tiny little ripples starting to form inside of her. They were slowly getting bigger, and with them she found it harder and harder to keep quiet. But she had to, otherwise her parents would find out, and she didn't dare to think about what would happen then. They'd probably kill them both in an instant.

She realized that Xander had accepted her wish. This was too fast for both of them. But even though she was grateful for it, she wished in some way, he wouldn't have cared about it. The silent exploration of their bodies seemed to last an eternity, just until Xander slowed down completely and laid his head on her chest, fighting to breath normally. She stroked his dark hair and encircled him with her arms.

What had just happened? Had they really been taking that step together? The step from friends to lovers? It took her a while, but suddenly Willow understood, that what Xander had given her was so much more than the actual physical act could ever have been. He had showed her that he respected her and cared about her and ...

She stopped the thought and kissed his forehead. It didn't matter now. Maybe later she would be able to cope with the feeling she had had for so long. Perhaps later she could understand what had happened.

Xander was the one to find the strength to pull her comforter over the both of them. The storm hadn't calmed down a bit, quite the opposite, it was growing stronger and stronger.

The lovers lay snuggled close to one another, but besides the exhaustion he felt, Xander realized something different. A tear ran down Willow's cheek. He slowly put himself up on one elbow to look at her.

"Will, what's wrong? Did I ..." He kissed the tear away.

"No, Xander, you didn't. I'm just ... confused." She frowned at the look on his face. "What about you? Why's that look on your face?"

Xander swallowed. "Are you really okay with what just happened?"

Willow noticed the fear in his voice. "Xander, what's wrong?"

He pulled her so close that she could hardly breathe.

"I ... I just don't want this to be ... It'd kill me if this would ruin our friendship. You mean too much to me. I cannot lose you."

Willow gently kissed his hands.

"Xander, you're not really saying this, are you?" she asked and smiled down at him, her eyes sparkling.

He breathed a heavy sigh of relieve and snuggled his face into the space where her neck met her shoulder. "Willow ... ?"

"Yes?"

"I really ..."

She put a hand over his mouth.

"Don't say it, Xander. Not tonight."