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Whispers on a Breeze

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Title: Whispers on a Breeze
Author: Elisabeth
Rating/Pairing: NC-17 Willow/Angelus
Warning: BDSM, D/s
Summary: Angelus needs a new toy, and he knows just where to find her.
Spoilers/Timeline: Season 2, beginning during "Innocence".
Challenge: angelusmate's Best of W/A(us) Challenge
Disclaimer: I claim no ownership over these characters. I am merely borrowing them from Joss et al.
Distribution: My site, the usual lists, anyone with previous permission. Anyone else - just ask.
Feedback: Yes please! It makes me happy and keeps me writing.
Author's Note: Extra special thanks to Gabrielle and Kat for the wonderful beta and all of the help and support you've given me with this fic.

'Today was a glorious day,' Angelus thought as he headed back towards the factory. Not only had he lost that annoying soul while fucking the slayer the previous night (lovely bit of irony there – the Soul finally got what it wanted only to lose it all), but he had just found the perfect new toy to entertain him.

Willow wouldn't know what hit her. This time he wasn't going to fuck up like he did with Drusilla. Sure, making her insane before making her a vampire had sounded like a good idea at the time, but then he had to live with an incoherent madwoman. No, he wouldn't break Willow's mind, he'd let her do that for herself when he was done with her.

A maniacal chuckle escaped from behind his smirk at that thought. Yes, he would have his fun with the slayer's pet hacker and then leave her to pick up the pieces.

Angel may not have spent a lot of time with the redhead, but he had learned her well. There was something to be said for sitting in the background and simply observing those around you. As reprehensible as the idea of watching from the sidelines sounded to him now, Angelus was not about to ignore information the Soul had gathered.

Willow was smart, but it was an intellectual cleverness. When it came to real life she was as naïve as they come. She lusted after her best friend and had little girl fantasies of her first kiss. Her first kiss! Her innocence radiated off of her like fine perfume. How delicious.

The idea had first occurred to him at the school. At first he was just going to scare the redhead, maybe leave a "gift" or two for her to repay her for her kindness to the Soul. But when he'd held her by the throat… Man, the innocence and fear rolled off of her in waves. It was intoxicating. It made him hard just thinking about it.

This was going to be fun!


Willow couldn't wait to go to bed. Life as she knew it was falling down around her feet and all she wanted to do was crawl under the covers and cry. Sometimes she hated having to be the good friend and not being able to reveal any of her own pain.

When she had found Xander and Cordelia kissing Willow knew what a broken heart felt like. She had known that Xander wasn't interested in her in a kissing way, but to see him with HER; Willow thought that she had stepped into an alternate universe. They hated Cordelia. They had always hated Cordelia. They had a "We Hate Cordelia" club. So how could he go and kiss her?

She had started to head for home when she'd left the school but being the helpful person that she was Willow convinced herself to turn around and ignore her pain for the time being in order to do her part in trying to figure out how to destroy the Judge. Big Mistake!

Angel's behavior had confused her at first. Why was he hiding in the shadows trying to entice her closer? Not that hiding in the shadows was a new thing for him. In fact, he was pretty good at it. It was one of the reasons Xander constantly joked that they should get a bell for Angel to wear around his neck.

Her wariness turned out to be warranted when she had been pulled against Angel's very solid body. His hand hadn't been too tight, in fact it was a rather loose grip, but he was pulling her head up and back, forcing her onto her toes in order to keep that grip light. She'd felt her heartbeat instantly escalate and sweat bead on her forehead as she became instantly aware that something was very wrong with her friend.

It wasn't like Angel to mock her or taunt Buffy. And it definitely was not like him to keep her pinned to his body while sporting his game face. Every time he'd opened his mouth to speak she was extremely aware of the very sharp fangs that were poised mere inches from her neck. She'd tried not to tremble with the thought that he could drain her before Xander or Jenny could stop him.

No, this wasn't Angel; this was the demon he had been before being cursed with a soul. This was Angelus. When she and Buffy had stolen Giles' Watcher's Diaries to see what Angel had been like as a human Willow had continued reading after Buffy was done looking at the books. She'd read all about what a vicious killer Angelus had been from the day he was turned until the day he was cursed.

A shiver made its way down her spine at that thought. One of the most dangerous vampires in history was now loose in Sunnydale and after her best friend.

Willow pulled off her clothes as she dragged her body towards her bed. She left her clothes on the floor, letting them fall as they may as she tossed off each piece. She unearthed her nightshirt from under her pillows and pulled it over her head with a sigh. Willow fell face first on her bed, reveling in being off her feet for a moment before getting to her knees in order to pull down the sheets and crawl under them. Willow pulled the comforter up to her chin, rolled onto her side and began to cry.

She hadn't intended to cry. In fact, she had told herself that she wouldn't cry. She insisted that she was just tired and all she wanted to do was sleep. Unfortunately, she didn't listen to herself. The tears that had been building up all day made their escape the minute her head hit the pillow. Silent tears of mourning and frustration slipped from between her closed eyelids, dampening her eyelashes before wetting her cheeks.

Willow found herself mumbling into her pillow as the tears continued to cleanse her body of her frustrations. "Why? Why her? Why not me? How can he want to kiss Cordelia and not me, his best friend? Is it because she's popular? She has big breasts. I bet it's her breasts. I don't have big breasts." Willow paused in her rambling to roll over and grab a tissue off her nightstand. She blew her nose and dabbed at her wet face before rolling back onto her side. Her monologue continued as her tears renewed. "Will anyone ever want me? Malcolm wanted me, but he was a demon. Even Angelus kinda seemed to want me if what I think was poking me in the butt was what I think it was. Am I doomed to only attract demons, if in fact Angelus is attracted to me? Ugh, let's not go there. I don't want Angelus to be attracted to me. He's a demon, a vampire, a bloodsucker. He'd kill me just as soon as look at me. But he didn't…"

Unknown to Willow, her self-pitying ramblings weren't as private as she'd thought. Sitting on her balcony, resting against the glass doors, was the very object of her current musings.

Angelus chuckled quietly to himself as he realized that Willow was even more ripe for his attention than he had hoped. He'd come by to make sure his invitation was still valid. While he was poking around Willow's room he'd heard her come in through the front door. He'd slipped out the balcony doors and closed them silently moments before Willow entered the room. He'd enjoyed her strip tease immensely, surprised by how toned and lithe her body was beneath her loose clothing. A slight frown had appeared on his face as she hid that body beneath an oversized baseball shirt that he vaguely remembered the Soul having seen her in before.

The frown was soon replaced with a devilish grin as he gleefully listened to Willow cry. The only thing sweeter than the tears of grief and loneliness were the tears of fear and pain. Especially if he was the one causing the pain. But that wasn't in the plans for Willow… at least he didn't think it was. The plan could always change.

He hadn't been prepared for her pillow confessional, but he was finding it extremely informative. In retrospect, her vocalization of her thoughts wasn't that surprising. Willow had a tendency to babble, so why wouldn't she do so in the privacy of her own home when she was upset?

Angelus found it amusing to discover that the annoying boy had been making time with the cheerleader. Tension among the ranks was always something that could be fostered and built upon. He'd nearly laughed aloud when Willow began comparing her breasts to those of the cheerleader. True, the redhead lacked for size in the breast department, but from what he'd seen, she had what would be a perfect mouthful.

He wasn't surprised to hear that Willow had realized he'd been aroused when he was holding her at the school. Could you blame him? She had been projecting such fear, anger and confusion, mixed with her incredible innocence. What demon wouldn't be aroused? And apparently she didn't mind, no matter what she was telling herself at the moment.

Angelus waited for at least half an hour after Willow's voice trailed off and her sniveling had stopped before reentering her room. He walked around the bed to sit on the unoccupied side. He took a moment to enjoy the rise and fall of her chest, signaling her deep sleep. His lips curled into a smile as he brushed the long hair off her tear-streaked face. He was tempted to taste her tears, but resisted, not wanting to wake her.

Settling on his side next to her on the bed, Angelus began to whisper in her ear as he continued to stroke her hair. He spoke in a low, seductive voice, careful not to disturb her slumber.

"Willow, sweet Willow. Do you have any idea what you're doing to me? I've been hard since I had you in my arms last night. Do you have any idea how painful a twenty-four hour erection can be in leather pants? No, you don't. I could have taken care of it myself of course, but every time I touched my large, cool hand to my long, hard cock, I'd find myself unable to make myself cum. How could I give myself satisfaction with my strong, callused hand when all I wanted to feel was your warm, soft flesh against mine. Your hand wrapped around my dick, stroking it with firm strokes, warm fingers caressing the large sensitive head, spreading the moisture into my skin. Or even better, your warm, wet mouth surrounding my cock, taking it deep into your throat. How could my hand compare with spreading your legs and sinking into your tight heat, burying myself to the hilt inside you, pumping my cock deep inside you until you come around me, squeezing me with your cunt, wringing the jism out of me."

'Christ,' Angelus thought, 'I'm making myself hard with all this talk. It's starting to sound pretty good too.' He rubbed himself through his pants, causing his cock to swell even more in its confines.

His efforts were rewarded when Willow whimpered and moaned in her sleep. She leaned into Angelus' caress. He bent his head, inhaling the faint scent of her arousal. He smirked in satisfaction.

"Until later, my sweet," he whispered, brushing his lips against her forehead in a ghost of a kiss. He rose from the bed and secured the balcony doors behind him. 'Phase one complete,' he thought as he went off in search of Drusilla. He needed to get off soon and he knew his insane childe would be more than happy to help.