Slayer Makes 3

Rating: NC-17

Disclaimer: They all belong to Joss. Nothing belongs to me, I'm just twisting them for my own sick entertainment purposes.

Distribution: http://mysticmuse.net

Forever Faith: http://mysticmuse.net/faith/indexfaith.htm 

Please ask if you want it.

Feedback: Pay up. Stoke my ego. Please.

Pairing: Faith/Vampire Willow/Vampire Xander

Spoilers: Season 3

Author's Notes: Written for the "End of Buffy" PWP fest… kept thinking how hot it would be to see some more Vampire Willow and Vampire Xander… thanks to Lou for the 5 minute beta…

Faith kicked the pole with the pillows taped around it. Slow night, not too many vamps, all easy kills. She was bored.

"Girl could go crazy in this town," she said to herself. A loud knock shook the door. Sighing she went over and threw the door open. Xander was standing there, looking at her longingly. She smiled seductively.

"You know, I don't usually do encores," she continued to smile flirtatiously. No harm in getting the boy all hot under the collar though. Might provide some much needed entertainment.

"Encore? Whatever. You going to invite me in or what?" Xander smiled. Damn, when did Xander get so sexy?

"Maybe," she leaned against the wall. "What's in it for me?"

"I won't kill you," Xander continued to smile. He looked different, but definitely better. Leather pants on anyone was a good thing.

"Like you could," she laughed and noticed movement behind him. "Who else is with you?"

"Me." Willow poked her head around from behind Xander's shoulder. Fuck, Faith thought, these two going to a fancy dress party or what? Willow was wearing leather too. Looking a lot less… uptight than usual. She smiled and looked at Faith from under lowered eyelids. Sexily. Faith swallowed and she felt a warm flush creep through her body.

"We're so bo-ored," Willow half-sang, running a hand down Xander's arm. And strangely more attractive than usual, Faith thought. Tonight could turn out to be interesting yet.

"Sure. Come on in," she stepped aside so they could enter the room. They both smiled at her and walked through the doorway. "So what do you guys wanna do?"

Xander looked at Willow, who nodded. He stepped towards Faith and ran a cold hand down her face, all the while gazing at her intently. Willow walked around behind her and Faith was surprised to feel her arms snake around her stomach.

"Cold outside?" she asked noting that Willow's hands were also cold. It was hard not to notice as they crept inside her shirt and up her stomach.

"It's warm in here," Willow whispered in her ear. Faith closed her eyes, ignoring all questions of why Willow and Xander were being all cute and fuckable all of the sudden. Xander ran his finger over her lips, and then bought his own down to meet hers in a passionate kiss that seemed to last for hours.

"She smells good," Willow finally broke the mood. Faith gasped for air after the searing kiss. Xander certainly hadn't been like that last time. He didn't even seem out of breath…

"You're not breathing!" Faith removed herself from between Willow and Xander. She thought for a moment. "You didn't come in until I invited you… okay why did you go out of getting all vampy?" She grabbed a stake off the table. "Cause you know… now I'm just gonna have to kill you." Willow put on her game face and stepped towards Faith. The phone rang. Keeping her eyes on the vampires she reached down and grabbed it.

"Faith, we're all down at the Bronze… you want to come down?" Buffy asked.

"Who's down at the Bronze?" Faith clenched the stake.

"God, are you on drugs? Willow and Xander and me!" Buffy replied.

"Willow and Xander are with you?" Faith looked in confusion at the two advancing vampires in her room.

"For the 100th time…yeah. You coming or not?" Buffy sounded pissed off now.

"No. I'm busy," Faith dropped the phone and lunged at Xander, pining him to the wall.

"Who are you?" she held the stake over his heart. He smiled.

"Xander. Who are you? Besides friend of Buffy's?"

"I told you this world was no fun," Willow sat on the bed.

"You don't even know who I am but you were gonna fuck me?" Faith backed off a little bit. So much more relaxed than regular Xander… and don't even get started on Willow, Faith thought to herself.

"You smell good," his smile grew, looking simultaneously evil and incredibly sexy.

"You look tasty," Willow stood up from the bed. Why should Buffy have all the vampire fun? Faith thought to herself. Willow draped herself over Faith and ran her tongue up her neck, nipping playfully at her.

"You two look pretty good yourselves," she closed her eyes with a small grin. Willow let her hands creep back up Faith's shirt. Xander stepped towards her and ran a hand down her back, tugging at the bottom of her shirt. He looked at Willow and they both tugged upwards on the garment, until it was over her head and then Willow threw it aside. They smiled at each other and ran their hands over her now naked top half, reaching around her to kiss each other now and then. This has got to one-up Buffy, Faith thought as Xander lowered his head and began to lick her nipple. Willow grabbed her head and brought her in for a fiery kiss. Faith felt like her insides were turning to goo and running down the inside of her leg. Xander bit gently at her nipple Faith groaned.

"Bed. Now," Willow drawled pushing Xander's head aside and shoving Faith roughly onto the bed. The redhead pulled at the button fly of Faith's pants and smiled devilishly when she noticed Faith wasn't wearing any underwear.

"Look Xander…" she purred. Xander smiled at walked over to the bed, pulling his jacket and shirt off before climbing on the bed next to Faith.

"Looks good," Xander spoke slowly, his eyes focused on what was exposed of Faith's pussy. He let his hand trail down her pants. Faith reached over and tugged at Xander's pants, her desire overrunning any thoughts of rationality. Vampires, or not what they were doing was turning her on and she wanted both of them now.

"No touching for you," Willow chirped, slamming Faith back down on the bed. She held her down and used her other hand to rake at Xander's chest. Cuts appeared and started oozing blood. Still pinning Faith to the bed, Willow leaned over and licked slowly at Xander's bleeding cuts. Xander groaned in arousal, as Willow's tongue roamed over his chest and down to the trail of hair leading to the top of his pants.

Faith struggled against Willow's hold and finally managed to sit up and wedge herself between them. Struggling with Willow she managed to wrestle off the vampire's shirt.

"I like to touch," she replied with a sparkle in her eye, her gaze directed at the abundance of pale Willow-flesh now on display. She roughly grabbed at Willow's breasts, tugging not-too-gently at her nipples. Xander reached around Faith's stomach and let his hands travel down into her open pants, his blunt fingertips searching between the folds of flesh for her clit. Faith exhaled sharply as he made contact. He pulled her close to him and pressed his hardness into her ass. Faith grabbed Willow and pulled her in for another greedy kiss, while Xander bit at the Slayer's neck. Not quite hard enough to break the skin, but enough to make Faith almost crazy with desire.

"Xander… that's naughty! We can't kill her yet, not if we want to have some fun first," Willow pushed Faith back on the bed and lunged at Xander knocking him off balance. She threw him across the room. "Now you can't play. You can only watch." She smiled and resumed her attack on Faith. "Can't have him killing off the toy."

"Huh.." Faith started to protest but was caught off-guard as Willow hauled down her pants and licked back up her left thigh, her tongue coming to rest just short of Faith's pussy. She caught a glimpse of Xander leaning against the wall, watching with dark eyes. She noticed his hand wrapped around his cock which had sprung free from his undone pants and felt another rush of arousal surge through her. Willow looked at Faith's glistening pussy and smiled, letting her tongue slide slowly up to have a first taste of Faith's juices. Faith moaned as Willow made contact with her and started to tease her clit. Her back arched as she pressed her pussy into Willow face. Good thing she doesn't need to breathe, Faith thought fleetingly as she let another moan pass over her lips. Willow wrapped her hands around Faith's hips and let her tongue roam, savouring the searing heat and sticky fluid pouring from Faith. It's so nice to eat something warm, she thought to herself. In her world, humans were becoming rarer and rarer. She felt Faith beginning to shake under her and raised her head.

"Oh I'm not going to make it that easy for you. That would be any fun," Willow eased herself back to her feet and walked over to where Xander was standing, watching.

"What? You can't fucking stop?! Not now!" Faith looked at Willow, starting to get pissed off. She'd been on the verge of mind-blowing orgasm and the vamp bitch had just stopped and walked away!

"I can do whatever I want," Willow said with a coy smile. She ran her hand down Xander's chest. "Look at Xander. He's all horny," she said huskily, allowing her hand to trail over his own which was still holding his hard cock. She took the tip of it between her fingers and let her hand roll down the length of it. Xander closed his eyes and let out a small moan. "Look at you, both of you. Both my bitches," Willow leaned at Xander, who's nose was twitching slightly at the scent of Faith's arousal all over Willow's chin.

"I'm am so not your anything," Faith stood and walked over to the two of them. "And you can get the hell out." Willow lent in further and allowed Xander to leave a trail of wet kisses down her chin. She stuck out her hand and caught Faith in a choke hand.

"It's not such a bad thing. I promise," Willow savoured the vague gurgling noise in Faith's throat before tossing her back on the bed.

"Fuck," Faith rubbed her throat. She was mad, but couldn't really keep her eyes of what Willow's hand was doing to Xander. Xander looked like he was going to collapse. Willow paused and pointed to the bed. Xander quickly removed the last of his clothes and lunged at Faith, who was sitting naked on the bed. His hand crept down between her thighs and his mouth found her nipple. Tracing small circles with his tongue, he thrust two fingers deep into Faith and let his thumb dance over her clit. Faith, totally caught off guard, let out a surprised yelp which quickly turned into a groan of pleasure. She caught Xander's cock and gave it a small tug, rubbing the fluid that had accumulated at the tip down the length of it. She was dizzy with arousal, her insides aching. She pushed Xander off her and straddled his hips, both of them whimpering as he slid inside her.

"I love a woman who takes charge," Willow moved over to the bed, now naked. She climbed over Xander and pulled Faith in for another kiss. Xander pulled a couple of pillows under his head, putting at exactly the right height to take tentative licks at Willow's dripping pussy. Willow squealed in delight as she felt Xander's tongue dancing on her clit. She continued to kiss Faith, as she began to mirror the Slayer's rocking motions on Xander.

Faith was the first to cum, her muscles contracting tightly around Xander's cock. Willow was spurred on by Faith's orgasmic grunts and took a small nip at Faith's shoulder, her own orgasm intensified by the small mouthful of Slayer blood. Xander groaned as his own release overtook him, his noises muffled by a mouthful of Willow's pussy.

"You bit me," Faith said to Willow when her breathing returned to normal. "Bitch."

"Oops." Willow didn't look sorry. "Xander will fix it."

Xander grinned as he looked at the Slayer's open wound. He looked at Willow, who nodded.

The End

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Slayer Makes Three has been nominated for Best PWP at The Linoleum Awards!

Slayer Makes Three has been nominated at The Vixen Fiction Awards!