Title: Class Is In Session
Author: Tellie (Slayer Spike)
Email: slayerspike@unbounded.com
Fandom: Buffy the Vampire Slayer
Rating: PG-15
Summary: Spike is teaching Willow how to see 'inside' people, starting with a suspicious acting Riley.
*Nominee for BBF fic awards!*
Series: For What It's Worth... I Love You (Fic 4/?)
Sequel to: Breaking The Ice
Season: 4. Oz still left but Spike never got the chip. Tara & Willow aren't an item- since Oz only just left. Riley and Buffy are together. They all know he's a commando.
Pairing: Willow/Spike
Disclaimer: I own nada! Zippo! Bubkus! Nothing! Joss is the great ruler or all these wonderful things.
Archive: Ask me.
Dedication: Mina, Susanne and Vampie. My inspirers. Omega h for being a really great friend. Congrats!!! You know what I mean.
Notes: < > = Thoughts. * * = Emphasis.


"Spike!" Willow called out as she entered her parent's house a half an hour before sundown. She closed the door behind her, dropping her book bag at the foot of the coat-rack. "I can't believe I'm doing this." She muttered to herself as she took her coat off and put it on the rack.

A low whistle startled her and she whipped around instantly. There Spike was looking her over. "Where'd you get that, Luv?" He walked forward with a grin. "Dress up for me?"

Willow narrowed her eyes slightly at him. "You wish." She retorted. "Buffy confiscated my clothes and told me to use hers for once." She grumbled, trying to cover the inch of stomach the top showed off. The skirt came up to mid-thigh and the shoes Buffy had given her to wear just made her look like the slayer herself... if she got her hair bleached of course.

Spike smiled at her. "Lesson." He stated, moving aside for her to pass and move into the lounge room. His eyes drifted lower as he watched her hips move as she walked. His head tilted to the side, his tongue darting out to lick his lips.

"Coming?" She called behind her when she sat on the sofa.

The vampire looked up. "Oh yeah." He replied and sat on the opposite end of the couch. "Pick a category." He said as he pulled his cigarettes out of his pocket. He looked up at her when one was in his mouth when he noticed she was looking at him. "You mind?"

"What? No. My dad smoked a lot when I was a kid. I'm used to it."

Spike nodded, lighting up. "Category, Ducks."

"I don't understand."

The blond chuckled, puffing on the cigarette. "You humans categorise everything and you don't know what I mean by 'pick one'? Well, there's the ages, sexes, nationalities..."

"Ages." Willow said. Spike waited for her to continue. "Teens?"

"High school or college?"

"College."

"Right, we have college teens. Male or female?"

"Male."

<This is goin' somewhere.> He thought as he took another puff. "Nationality?"

"American."

<Who the bloody hell...> "Name?" He slipped in subtly.

"Riley."

Spike's mouth dropped. Willow's did the same. "You want to know about the slayer's boy toy?!"

"He's acting really suspicious lately! I know... with the commando stuff but... it's different. I wanna know if I should be careful around him." She said in her defence.

The blond vampire took a deep unneeded breath and exhaled in quickly. "Okay, he's our target tonight."

"What?"

"Well now I know that you're not just speculating I can show you what certain body gestures mean. We can practice on a few people you don't know either." He took another few puffs of his cigarette before looking for a place to crush it out. Willow reached down to the tray under the coffee table, to which Spike took full advantage of looking over the bareness the strappy number showed of her back. His gaze went down quickly to see the small gap between the skirt and her back and further down to the top part of her panties. <She's thinner than the slayer? Bloody hell. I thought Slutty was anorexic. Nah, Red's just... tiny.> Willow sat back after having to stretch as far as she could to grab the ash tray. She held it out to him while he crushed the ciggie inside then set it back on the coffee table. "Sun set isn't far off."

"How do you know? I mean, the batteries in all the clocks in this house are flat."

Spike smiled. "We can sense it. Oh, and also..." He pulled the sleeve of his duster back to show a watch. "But we can still sense it. You know, just in case we're out feedin' and out shelter is a long way." He shrugged. "Pick another category. None of your friends, now."

"Someone that's been around *ages*."

"Okay, we have age. Sex?"

"Male."

<Not again.> He thought. "Okay, nationality?"

"Somewhere in Europe." She said with a smile.

<She's doin' Angel. I just bloody well know she's doin' Angel.> "Hair colour?"

"Brown."

"I'm *not* tellin' you about soul poof!" He growled.

"But, *your* roots are brown. When's the last time you got your hair bleached?! You..." She covered her mouth with her hand and stood, quickly retreating upstairs towards her room.

Spike stayed sitting on the sofa, mouth agape. She wanted to know about *him* not his damn sire! <She has a crush on you, Mate.> "Not bloody likely." He grumbled to himself. A wicked grin formed on his face. <No harm in rubbing it in a little though.> His wicked side was out on a boosted ego and ready to milk it for all it was worth as he ran up the stairs two at a time and stood outside her bedroom door. Knocking twice he tried to open the door but it was locked. "If you don't unlock this door right now I'm gonna force it open." He sang out with a smirk.

The door unlocked and Willow trudged back to her bed, flopping down on the covers as she buried her head in her pillow. Spike walked in and saw her. The vampire closed the door and practically strutted over and sat down on the edge, making the bed dip slightly. "Go away." She grumbled.

"No." Spike replied as he looked over her body again. She was just so tempting! What the hell was he thinking? This was Red, in Slutty's clothes! Nothing like Drusilla. <Maybe that's why I'm not getting any headaches. She isn't as tiresome. Spike! Stop it before you're forced to hurt yourself! Maybe I could get Red to... Spike! Down, Boy.> He thought to himself. A hand suddenly went out but he snatched it back. Touching her arse, or any part of her, wasn't going to do anything but make things worse for his situation! <Why do I want to? This is wrong for demons! Rape, yeah, that's fine but *wanting* to touch her without force? I'd be laughed out or the demon-community.> It'd be okay soon. Dark was coming and they'd go find that soldier kid, Riley. "Let's get ready." He said, standing and walking for the door. "Try wearin' something..." <Less likely to make me wanna pounce on you in front of everyone and rip your clothes off? Less likely to make me wanna shag you like the energiser bunny?> "Less... no, that's the problem." He muttered to himself. "More. Just... more clothes. Dark clothes." He walked out of the room.

Willow walked over to her closet. "They're the only kind of clothes I have left here." She muttered to herself. she pulled out a pair of long black pants that she'd managed to hide from Buffy to stop the slayer from actually wanting to borrow her clothes. She pulled out a top but made a disgusted face. Black and furry. They'd mistake her for some kind of hellbeast. She smirked at the idea and pulled out another top. <It's... okay.> She thought to herself. "It's more clothes than I've got on." She giggled as she grabbed a black satin bra and panties and put them on after undressing from Buffy's clothes. She slipped the pants on and put the top on also. Another item Buffy would've killed for. The body of the shirt was only slightly shiny that was close to being a second skin. The sleeves were see-through but still covered her skin enough for them to hide if they needed to. She grabbed a pair or black ankle boots and walked downstairs, putting one shoe on every few steps until she was walking down fully clothed. "Ready." She said as she stood in the living room where Spike was sitting once again. Spike shoved something back in his pocket. "What was that?"

<Photo of you.> "Just a photo, Ducks." He replied as he stood.

"Of who?"

"Just someone I care about." He was glad his back was to her as he headed for the door with her behind him. <I was thinking about Drusilla. That was expected. Drusilla. The person I care about. She's someone I care about. I care... about her. I just... lied.> He thought to himself as he watched the red head lock the door and turn to him expectantly. "Let's go." He mumbled as he walked down the front steps. Willow jogged over to walk beside him. <Can she wear anything tighter? Why didn't she just *paint* it on?> He thought to himself as he cast a sideways glance at her.

"I see him." She stated, nodding over to where Riley was walking.

Spike looked down after seeing the boy. "Let's go then, Luv. Class is now in session."

Willow smirked as they started walking again. How come it was so easy to forget Oz when Spike was around?


"'e's waitin' for someone." Spike stated as they stood at the corner of the street, a quarter of a block from the TA.

"But Buffy's busy tonight. She's having dinner with her mom." Willow said, looking up at Spike.

Spike lit up another cigarette and took a puff, keeping his eyes on the boy. "I think..." He said slowly, carefully watching the boy. "He's hiding more than he wants the slayer to know."

"How so?" Willow asked.

"He's all dressed up. Waiting outside a nice restaurant. Got a flower pinned to his jacket. Oh, I think he's got someone on the side." He bit his lip as he grinned. "Wait 'til the slayer hears this little gem."

The red head beside him gasped at the thought of Riley two-timing. "No!"

"Calm down, Pet. It could just be that his old folks are in town." A car drove up and a middle aged man and woman stepped out, greeting Riley before walking inside with him. "There. See? What'd I say?"

"Now we can't spy on him." The wiccan pouted.

Spike waggled a finger at her. "Uh uh. None of that." He grabbed her hand, pulling her along until they could see through the window to where Riley and the two older people were sitting at a fine table, without being noticed by anyone else. The vampire's head tilted to the side as he studied them. "They aren't 'is parents." He said softly.

"How can you tell?"

"The way they're actin'. Besides, that lady is wearin' a wig." He stated, glancing down at her. "Unless she's bald or has a bad haircut... women don't usually wear wigs."

"Oh."

"Yeah, oh. Of course, it could just be an entire fake. We saw them and straight off thought it was 'is parents. That might be the idea. He *is* military."

Willow's mouth dropped. "Hey yeah!"

"See how that man's right hand keeps on twitching?" Willow nodded. "Some sort of drug. That or intense stress. His looks like a mix of both. There's a slight twitch and then there's a noticeable twitch. His is the latter and that means both. An' 'er... 'ow she keeps on playing with her knife? She's concerned for her safety in a public place. She wouldn't do that when she's alone but... here... out in public... she's scared. Either that or she's paranoid."

The witch giggled, looking up. "This is fun."

Spike smirked down at her. "I've noticed a few of *your* habits too, Luv, so don't start."

Her mouth dropped. "What habits?" She pouted.

"Like how you always wear fuzzy clothes. You want to look harmless. I know you've got some fire under there somewhere. You're just scared to let it out."

"Scared of *what*?!" She asked, putting her hands on her hips as she looked up at him.

"See that? Fire. Told you."

"You didn't answer my question." She said in a low voice.

"That your friends will abandon you if you don't let them walk over you like they do. You're the hacker girl, witchy... person." He finished with a shrug. "That whelp of a friend of yours 'as a girl. Slutty has the boy toy commando, I've even seen the watcher with someone new. You? You've got no one. If you start bein' like them they'll get scared and you don't want to push them away." Willow stood there, her mouth hanging open in shock. He looked down at her. "What?"

She felt her eyes start burning as the statements sank into her mind, finding they were true. "H-how can you know so much about me? You hate me."

"Red, I'm not going to say I like you... but I won't say I hate you either. Think of me as neutral."

"But... you got all of that just because of the kind of clothing I wear. What about everything else?" She asked, tears slowly slipping down her cheeks.

Spike sighed, pulling a tissue from his jacket and handing it to her. "Is this gonna happen often? Will I 'ave to be in constant supply of Kleenex? Should I buy shares?" He asked with a smirk, making her give a little giggle. "See? That's better. Now, come on. We're done 'ere. You know 'e's doin' some shady business with the military and you know what your clothes say about you. We have other people to skin."

"W-what?"

"Not like that, Pet." He smiled, moving his head to the side to indicate leaving. They both started walking away again. "You know I prefer railroad spikes." He felt a little slap on his arm and looked down at her. "There you go again." He sighed. "Hittin' a master vampire. Think you could start hittin' Slutty?"

"Spike." She said with a warning tone but it failed with a smile crept over her face, the last of the tears already gone. "I'll think about it."


"Spike, I'm tired. Can we stop for a while?" Willow asked.

The vampire looked down at her. "Tired already? It's not even 10 yet!"

"I've had a long day. School and stuff."

He nodded with a knowing smile. "Stuff... you mean, you were on the 'net?"

"Well, yeah. Look, Espresso Pump!" She said, pointing inside.

"Ah yeah, the watcher isn't 'ere. Think it's safe."

"Why would Giles be here?" She asked, turning to look at him inquisitively as they stepped inside and sat at a table.

Spike looked shocked at her for a moment. "The ol' watcher... 'e comes here every week to sing."

"Sing? Giles?!" She practically shrieked.

"That's another thing we have to work on. Your friends." He said, waving the waitress over.

"What can I get you?" She asked, smiling flirtatiously at Spike.

He looked her up and down and smiled back. He looked at Willow beside him, the girl was looking at the waitress, pouting slightly. "Ah, what would you like, Kitten?" He put an arm around the back of her chair.

She looked up at him with wide eyes. "Uh, I'll have a-a... cappuccino. Just a plain ol' cappuccino." She replied, glancing up at the girl nervously as she thought about Spike's arm almost resting on her. <Oh goddess. Oh goddess. But... he was smiling... at *her*! Why's he doing this?! Why... uh, why? Oh, oh dear.> Her heart rate started increasing it's pace.

Spike grinned at her, hearing her heart-rate pick up and turned back to the waitress with his sexy smile. "Two cappas thanks, Luv." He replied.

She wrote it down, turning to go back to the counter, making sure to sway her hips a little bit more. The vampire chuckled to himself, pulling his arm back and noticing a little of the tension leave Willow's body. "I told you I won't kill you until the slayer's watching, Luv."

"It wasn't that. Just... cappuccinos! Yeah, they make me... jumpy." She stated, slumping a little in her chair.

"Oh do they?" He asked, studying her.

Willow looked up at him, then down again when she noticed the look he was giving her. He was definitely trying to figure out the real reason. "Spike, I'm not one of the people you're supposed to do that to! I'm the one you're teaching!" She stated softly as she glanced up at him again.

"Jealous of 'er?" He asked, nodding over to where the waitress was currently perving on him.

"W-well... she-she's prettier than me." The red head replied weakly.

"You'd think that, wouldn't you?" He asked, leaning back in his chair. "Luv, you've really got to get some self confidence. Look at that demon-girl that's with twit you hang around with. What's 'er name?"

"You mean Anya?"

Spike tilted his head. "Anyaka? Vengeance demon, Anyaka? Bloody hell! When'd she lose the mojo?"

"Oh, in High School. Yeah, something about parallel universes and me and Xander wearing leather. Not a nice thing."

The blond looked at her for a moment. "Wait a minute. You sayin' your alternate reality you wore leather?" Willow nodded in response. "Tell me this... did she seem like she had a lot of confidence?"

"Overly! Too much. Way too much. She was Queen'o'confidence." Stated Willow, a firm nod of her head emphasising the point. The waitress came over with their drinks, leaning forward a little more than was needed to show her cleavage. He signalled for the bill which she wrote down and handed to him, winking before she went. Willow looked curiously at him when he chuckled. He folded the paper back up again and handed it to her under the table. Willow's eyes went wide when she saw the girl's phone number and 'call me, sexy' written underneath it. "B-but..."

"I know. She thought I was with you. That's the way of people, Pet. Take it or miss out. Now, about this other you." He turned to face her a little more. "She wore leather. That's a sign of confidence and comfort with your body."

"Why don't you wear leather?"

The blond grinned at her. "Want me to change my wardrobe, Luv?" The red head paused. Spike chuckled once again. "Pet, you're precious!" He laughed. "I wear leather. Just the duster."

"It gives you a real bad boy look." Said the witch.

"That's the look I was going for." He replied. "Now, if you wore leather..." He trailed off, imagining it. "What did you think about it?" He asked, suddenly changing his first line of thought.

"I-I..."

"Pet, this is me. Spike. Tell me anything."

She frowned at him. "That's what I was worried about." He gave her a look. "I... liked it, but... I mean, it's difficult. If my friends saw me like that they'd try to stake me. They'd think that parallel universe me came back and they'd try to kill me! I can't change."

"That's your problem, y'know. The watcher 'as changed, the whelp 'as changed, slutty... has just gotten more slutty." He added with a smirk. "Pet, a haircut won't change who you are."

"Oh, you noticed?" She asked, touching her hair then noticing that wasn't what he meant. "Oh, right. Well what do I do?"

"You don't have to buy leather. You don't even have to buy anything tight, just something flattering. The fuzzy jumpers and long skirts are just saying 'let's hug and be friends'." He told her in a mocking voice. "You *ever* wear make-up? Not that you need it or anythin'. Now Bitchy... she *really* needs it. Must be all the late nights slaying but it's really not doin' anythin' for her face." He laughed. "Though, I don't suppose anything short of a mack truck could."

Willow giggled, covering her mouth straight away. "Don't do that." She grumbled, drinking her cappuccino.

"Do what?"

"Make me laugh at my friends." She replied with a glare.

"But you must admit... it *is* fun." He said, giving her a soft elbow in the ribs to make her see his point.

With a little reluctance Willow nodded. "But don't tell them I agreed!"

"Since when do I tell them anything?"

"Oh. Right." Willow quickly finished her coffee.

"We'll stalk your pals tomorrow, Luv." He said, walking over to the counter to pay then walking away with her, glancing behind him to see the waitress waving at him. As he turned back to watch where he was going he rolled his eyes.