Disclaimer:  I do not own these characters.  They are the property of Joss Whedon, Mutant Enemy, and the WB.

Scent of a Woman
By:  Lorelei

Only moments before, the mansion had echoed with the sounds of flesh upon flesh.  The sounds of a soft small body acknowledging the superior strength of a larger, harder one.  Now the only sound was Willow's harsh breathing.

Angel reached out to her, tucking a strand of hair behind her ear. "Are you okay?  I didn't hurt you, did I?"

"No.  I'm okay, just really tired. Remind me again, it was me that asked for you to teach me self defense, right?"

Angel stood and pulled her up off of the mat. "Yes.  It was you.  You can't expect to learn it all in one day.  Time for another lesson."

Willow sighed, but allowed him to turn her to face away from him.  "I've changed my mind. I'm going to buy pepper spray."

Wrapping his arms around her and locking his hands if front of her, he held her tightly in his grip.  "Don't give up.  You're actually picking this up very quickly."

"What do I do now Mr. Attacker?  Is this where I stomp your foot as hard as I can, or do I elbow you in the ribs?"

"This is the one where you relax."

She turned her head to look at him.  "Relax?  That doesn't sound very defensive to me."

"Mmm.  Some say that a violent person enjoys the struggles of his intended victim.  If you relax, they don't get any pleasure from the attack and stop."

Willow relaxed in his arms.  "Uh huh. I know who's thinking about pleasure. I think you're making this up.  And I need to go get cleaned up.  I'm meeting Oz in a little while."

Angel didn't bother to respond.  He loosened his grip and ran his hands underneath the sweatshirt she was wearing, rubbing her stomach and breasts. Willow raised her hands above her and pulled his mouth down to her neck.  He nuzzled her, tempted to break the skin and drink the blood that was coursing rapidly through her veins due to their physical exertions.  He contented himself with gentle nips and she leaned back into him.  The sensations his hands were arousing were causing a deep ache to radiate outwards from her groin to the rest of her body.  Oz would just have to wait.

Breaking free from his grip, Willow quickly shed her sweatshirt and pants.  Angel watched her, pulling his own clothes off of his body.  They stood naked, staring hungrily at each other for a moment, then came together in a passionate kiss, each tongue battling for supremacy. Angel placed a hand between her legs, gently separating them and massaging her already wet center.  He was pleased at her responsiveness, fearing that during the 'off' time of the month, her passion for him would not be as great.  His fears had proven to be groundless.  Willow was a sensual lover and eager student, delighting in the pleasure that they brought to one another.

Bringing her hands to his nipples, Willow pinched them lightly between her thumb and index finger.  His moan brought a smile to her lips and she slid down and knelt before him.  Using infinite tenderness, she brought the tip of his erection into her mouth, swirling her tongue around the tip.  Angel thrust forward, and she took more of him.  She could feel his knees start to tremble and sucked harder.  He tangled his fingers in her hair, steadying himself, trying to stay his orgasm, but her mouth was relentless. He finally pulled her by the hair, forcing her to break the contact.

"Enough.  I want to be in you."

They lay down on the mat, Angel trying to move over her, but she quickly pushed him onto his back, straddling him.   Willow gripped his wrists, holding them above his head.  She looked in his eyes and saw her own need reflected there.

"Do you yield?" She ground herself against his erection, the friction making her twitch.

Angel thrust upwards, trying to gain entry, but she denied him. "Yes, witch.  I yield."

Willow released his hands and positioned herself on him.  Her pelvic muscles tightened as he slid into her, relieving the aching emptiness.  "We both win, then."

Angel held on to her ass, moving her up and down on his shaft.  Willow countered each thrust and placed her palms on his nipples, pressing down, adding additional pressure.  Angel watched her.  He drank in every nuance of her, her hair, her skin, and her rosy breasts.  He loved the expressions that flitted back and forth across her face.  Removing one of his hands, he brought it between them, rubbing her clitoris intently.   He felt his own orgasm nearing as he watched her shudder with her own, her entire body spasming.

Willow felt her walls tightening around him and moved faster.  She climaxed with a whimper, amazed at the sounds that still sounded foreign to her ears.  Angel followed her, crying her name, his sperm bathing her hot core.   She collapsed on top of him in exhaustion.  He held her, rubbing her back, and listened to her breathing become shallow as she drifted into a light slumber.  Angel lay still, allowing her the sleep she badly needed.

Willow woke to a slight tickling in her ear. It was Angel's finger.

"Hey, sleepyhead.  Wake up, you're going to be late for your date."

Willow sat up, realising that she was still on top of Angel.  "What time is it?"

"Five-thirty.  You'd better hurry.  Unless you're planning to go like that."

Willow fairly bounced up off of him. "Damn it!  I'm going to be late.  I hate being late, it's too rude."  She wailed, "I don't even have time for a shower."

Angel rose from the mat and shrugged his shoulders. "Take a whore's bath."

Willow looked at him, shocked.  "Excuse me?  What did you just call me?"

"I didn't call you anything.  A whore's bath is when you wash your face, pits, and, um, nether regions.  Hurry up and I'll walk you part way."

Willow scurried towards the bathroom.  "Fine.  You'd better wash up, too.  Me first, though."

Angel called after her, "I'll be happy to help you with that last part, if you want."


Willow sat alone in the coffee shop, absently stirring her latte with a spoon.  She'd been late, but Oz was later.  All that rushing and worrying was for nothing.  She wondered how things were going with
Buffy and Angel and was glad that they'd agreed not to see Buffy or Oz alone, after tonight.  Angel loved her, she was more sure of that with each passing day.  But, Buffy was beautiful and insistent.  It would be hard for any man to tell her no, let alone a former love.

The door opened and Oz walked in, giving Willow one of his quirky half- smiles.  As he walked towards her, the expression on his face began to change.  At first, there was happiness at seeing her, then confusion, and now, as he stood a few feet from her, his expression was one of mixed hurt and anger.  It was a look that Willow had seen once before, when Cordy and Oz had discovered her and Xander kissing.  Oz turned on his heel and headed back out into the night.

<He knows!  How does he know?  He can't know. > Willow reached up, checking her neck for bite marks, knowing that there were none.  She got up and ran after Oz.

Oz was walking briskly away from the coffee shop.  Willow called after him, "Oz, wait!  Please wait."

Although he knew he shouldn't, he stopped, waiting for her to catch up to him.

"Oz, what's wrong, did I do something?"

Oz shook his head and gave her a look of disbelief.  "You know what you did Willow.  I know, too.  I'm sorry I bothered you after we broke up. You should have said you were seeing someone else."

Willow was amazed. "What do you mean, 'I've been seeing someone else'? Are you a mind reader now?"

"No, Willow.  I'm a werewolf, remember.  I can smell him on you. You've just had sex.  With Angel."

Oz's words hit her like a fist to the stomach.  She found herself blushing with embarrassment. Of course he could smell her. That's how he'd known they were in the factory.  She was upset that he'd found out this way, but a part of her was relieved that she wouldn't have to lie to him, anymore.

"Oz, I think I need to talk to you about this.  Come back to the coffee shop."

Oz shook his head, "Y'know, Will, it seems like most of our relationship was about what you needed. But what about what I need?  I don't know that I want to hear what you have to say.  I know it's over. That's enough."

"Your wrong, Oz.  It's not enough.  I still owe you the truth."

Tugging on his sleeve, she slowly started back to the café. Reluctantly, he followed.


They had been sitting in the coffee shop for more than an hour, talking. Actually, Willow had been talking. Oz had been listening to her tale of the obsession and how Willow and Angel had decided it was better for the two of them to be together.

Oz finally spoke, "So, it's just sex, then.  You can't keep your hands off of each other, so you're together.  I guess I understand."

Willow looked down into her empty cup. "No... it's not just sex.  Angel is in love with me.  And I... I feel a lot for him, too."

"But you don't love him?  Do you still love me, Willow?"

Willow shook her head, still unable to meet his eyes. "No.  I'm not in love with you.  And I'm not sure if I'm in love with him or not.  I don't want to rush into anything, I don't want to say something that might not be true."

Oz snorted, "You don't want to rush into anything?  You rushed into his bed, though, didn't you?  You should have told be you were that desperate.  I would have been happy to help you out."

Willow looked at him, anger flashing in her eyes. "I didn't rush into bed with him, I thought about it for a long time.  No! I mean... I gave it a lot of thought... Damn it!  I'm trying to say it wasn't a snap decision. You and Xander were acting like kids fighting over a toy.  I didn't want either of you to be first.  And I'm not sorry I did it.  Even if I'd known the way things would turn out, I'd still do it the same way." <At least, I think I would.  It's hard to remember how I felt before this whole thing started.>

Oz rose to leave. "Look, Willow, I don't want to talk about it anymore. You and Angel are together.  You and I aren't. You chose him over me, even before you got caught up in this obsession. It's pretty cut and dry, whatever the excuse."

Willow caught his hand. "Oz, I like you.  You're my friend and I don't want to lose that."

Oz's expression softened.  She had hurt him, but she was hurting, too. He still loved her, despite everything.  "Willow, we can't be friends right now.  *I* can't do that.  Maybe someday, but not now.  I just don't have it in me."

Willow nodded, understanding.  "Okay.  But I'll be here, when you're ready."

"One more thing, Willow.  You'd better tell Buffy.  I don't think she'd take finding out on her own as well as I did.  If Cordy knows, the entire town will know before long.  Angelus or no Angelus."

"He's not Angelus.  But, I'll think about it.  I'm just afraid of losing her.  I love her, she's my best friend."

"I know that, Will.  That's why I'm not going to say anything."  He paused, "I need to go, I'm late for practice."

Willow rose and started to peck him on the cheek.  Oz stopped her, shaking his head. "No."

Oz walked away from her and out the door.  She couldn't help but wonder, with sadness, if that would be the last time they really talked. She left a tip on the table and headed for the mansion.

Angel walked into the bedroom, worn out from patrolling with Buffy.  It had gone well and she hadn't brought up wanting to be a couple.

Willow was curled up under the comforter in a fetal position.  Her thumb was half in her mouth.  Angel had noticed that when she was particularly tired or upset, she sucked her thumb in her sleep.  It served to remind him of just how young she was, and how much he loved and wanted to
protect her.

He sat on the edge of the bed, the motion causing her eyes to flutter open.  She yawned sleepily.  Willow sat, drawing her legs up in a half- lotus position.  Angel leaned in and gave her a gentle kiss.

"You look tired, Little Girl.  Did I wear you out earlier?"

"No. Oz knows.  He smelled you on me."  She blushed a fiery red again.

"Oh." Angel thought a moment.  "I'm sorry, I guess.  But it's better that he knows.  It's too bad he had to find out that way, though.  It's a pretty harsh dose of reality."

"He says we should tell Buffy, before she finds out in some rude way, too."  She paused, "How did it go, anyway."

"No problems.  She behaved and so did I.  Willow, we'll tell Buffy when you're ready, not before.  This is your decision."

Willow nodded and lay back down on the bed, her eyes growing heavy. "Hold me, for awhile?  Just 'til I go to sleep.  I need some comforting, and I don't have a stuffed bear."

Angel removed his clothes and slid in next to her.  "Always happy to oblige.  But I'll get you a bear, too."

Willow relaxed in his arms, allowing sleep to start creeping it's way back in. "Angel, I care for you more than any other person on this earth.  I really..."

Angel waited anxiously to hear her next words.  He'd longed to hear them for what seemed an eternity.  Willow let out a soft snore in her sleep.

Angel smiled, drawing her closer.  He could wait a while longer.