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I Almost Lost You

by Tani

[Story Headers]

Fred sat on her bed surrounded by the stuffed animals that Charles had won for her at the carnival. She had a real hard decision to make. Charles wanted her to spend the night with him but there was just one problem. Fred was in love but not with Charles. She was not in love with just any man, mind you, but with Angel, the vampire with a soul. She wanted to be with him always. It didn't matter to her where they were or what they were doing as long as she could look across the room and see his face. To just know that they were together would be enough. However, Angel wasn't in love with her. She didn't think Charles was in love with her either, but the point was she thought he might want to be. This was her dilemma. Did she stay with Charles and spend the night with him when her heart belonged to Angel?

She didn't know exactly why she fell in love with Angel. It might have happened when she witnessed his pain over losing Buffy that made her want to take care of him. Maybe it happened in Pylea, she saw the struggle he had to go through in order to maintain control over his more demonic side. She understood that the demon was just a side of him and not really a big enough side to mention. There was so much more to him than that. He was a very caring man who would do anything for his friends. He considered his friends as his family. He was a very kind man who paid no mind to the pain that he endured. Anyone could see that if they really cared enough to look. He pretended well enough, but she could tell he really needed somebody and she really wanted to be that somebody. Fred knew that he'd ever notice her anyway, not with Cordelia around. It just made sense for the two of them to be together. She guessed all she would ever have of Angel is his friendship - not that his friendship wouldn't be enough. She would have to make it be enough, because without having Angel in her life was not something she wanted to think about. It made her heart hurt to even think on it. Besides, she didn't care when she fell in love with Angel. The fact remained that she was head over heels in love with him and scared to death about it.

Her daddy always told her that she wore her heart in her eyes for everyone to see. How was she going to keep Angel from seeing the love she had for him? She didn't want to see the pity on his face when he explained to her that there could never be anything between them. Why are grown men so dense? She could make him happy. She could make him close enough to perfectly happy if he would just let her. Because obtaining perfection was really something that couldn't be reached, it was fun enough to try to reach it. After all who wanted perfect? Is it not the less than perfect moments that make you realize how happy you are with the rest of your life? This brought her back to why she was up here in her room to start with.

Charles had been telling her that she was beautiful. They had been dating for a while now. Today he had asked her to stay the night with him after their date. She had been hoping Angel would be her first, but she did kind of love Charles. It was not the way she loved Angel, of course, but she was comfortable with him. She wasn't sure what she should do. On the one hand, she loved Angel. On the second hand, Charles did ask. Angel didn't want her nor show that kind of interest in her. But on the other hand, Angel was so sweet to her. On the other hand, Charles was sweet too. (Wait, she didn't have that many hands!) Maybe she should give him a chance to earn her feelings? Both men were gorgeous. Cordy had made it plain that Angel didn't love her, not like she wanted him. Why shouldn't she be with Charles when he had shown interest in her?

Fred rubbed her temple. She would rather be figuring quantum physics then trying to figure out her love life - rather, lack thereof. She needed a break from all this thinking. She decided to go downstairs to see what the others were up to. Maybe Angel would want to get an ice cream cone or see a movie. That was always fun. Everything was always more fun when she was with Angel.

She followed the noise of clashing swords down the stairs. She sat and watched as Angel helped Cordy practice handling a sword. The longer she watched the more she was sure that her feelings for Angel were of the deep down passionate love. They weren't going to change. How was she supposed to go be with Charles when Angel had her heart? Fred wished that it was her standing there with Angel's hands on her hips, showing her which way to stand for better balance with a sword. She wanted to be the one to impress him with how fast she could learn to handle a sword. Although, she could never do anything like that. She wasn't brave enough. She would have loved to be able to show Angel that she was just as brave as any woman he knew. Who was she kidding? She would always be just plain, old Fred, nothing special to see - at all. All she knew is that it had hurt to watch the affection that Angel showed Cordy and not have it for herself. She knew that sounded a bit jealous. She was very jealous of the relationship that existed, or that she thought existed, between Angel and Cordy. Sounding a bit jealous wasn't all that bad, considering how she really felt.

As she sat there, watching, Fred could just imagine Angel's arms on her hips gently sliding up her torso. He would entangle his hands in her hair. He would gently pull her forward into his embrace. His lips would be gentle yet firm against hers as he leaned in for a kiss. Nothing would be sweeter than that first kiss with him, she was sure of it. Angel would gently lick her bottom lip before sucking it into his mouth. One of his hands would leave her hair to gently fondle her breast until the nipple was pebble hard. She would feel his moist tongue swoop into her mouth to do the age-old mating ritual with hers. Could any man make her feel as cherished as Angel? Fred heard a moan of desire escape from her - as did everyone else.

A chorus of "Are you alright, Fred?" echoed through the room. Fred shook herself out of her wicked thoughts just in time to see Charles come to sit down beside her.

"I'm alright, you guys. I must have dozed out for a minute, that's all," she said, trying to sound convincing.

"Hey girl, what do you think? Will you?" Gunn asked with a big smile.

"Will she what?" again everyone asked at the same time.

"Charles asked me to - uh - to - uh - tostaythenightwithhimafterourdatetonight," she blurted out in a rush. Fred then blushed to the roots of her hair.

Gunn felt like dancing. She admitted it out loud to everyone where she might be going tonight. He wasn't in love with Fred yet, but if things kept going as they were - and looking as promising as tonight looked - he would probably be falling for one tiny Texan. He knew that Fred had feelings for Angel, but he also knew that Angel had no intention of getting involved with anyone. Gunn thought it was Angel's loss. He wouldn't be that dumb. He planned on making Fred his before the night was through, if she said yes.

"Well?" Cordy asked.

"Well what?" Fred's replied.

"Oh, come on, Fred! Don't keep us in suspense! What was your answer?" Cordy asked excitedly.

Angel felt like someone had kicked him in the gut. Gunn wanted to sleep with Fred. GUNN WANTED TO SLEEP WITH FRED!?!? Absofuckinlutely NOT! When in the hell had this happened? He hadn't even realized that they were getting that serious. Angel took an unneeded breath as he waited for Fred to answer.

Gunn took one look at the redness of Fred's face. He then looked in her eyes and quickly answered, "That's really none of ya'll's business." He softened the warning with a smile to take out the sting of his harsh words.

"If ya'll excuse me, I - have - to - go - now," Fred stammered in her embarrassment.

Fred quickly fled upstairs, hoping to reach the safety of her room before anyone came to find out if she was okay. Just as her hand reached the doorknob, she heard Gunn speak softly behind her. Damn, she was hoping she wouldn't have to talk to anyone.

"You never did answer my question, Fred," he said, smiling down at her.

Fred looked into the deep, dark eyes of the person she considered to be her best friend in the whole world. "I'm sorry, Charles. I just can't. I really wish that I could, but I can't"

"Why not?" he asked, trying to not let his disappointment show.

Angel had followed Fred and Gunn upstairs in the hopes of talking to Fred. He overheard the conversation in the hallway in front of her room. He quickly stepped back around the corner before either of them could spot him. He had every intention of spying on their private conversation. He had no intention of getting caught doing it. He needed to find out if what he suspected was real. He didn't know when it had happened, but his feelings for Fred had changed. He needed to know what her feelings are.

"Charles, please - I - " she started.

Gunn quickly interrupted, "Is it because you're still in love with Angel? If it is, we talked about that, remember? I told you, it didn't matter. I would be willing to wait for you. I know that you could have feelings for me, if you'd just give me a chance. I could help you get over Angel."

"That's just it, Charles! I do love you, but I'm not in love with you. I'm in love with Angel. It's not fair for me to ask you to wait until I can get over Angel. Because I don't think I can, and to be honest with you, I really don't want to either."

Angel could have sworn that he felt his dead heart jump at Fred's admission of love for him. That feeling quickly sunk when he heard Gunn's answer.

"We could be so good together, baby. We could - Oh, hell, it's better if I show you," Gunn said before pulling her into his strong embrace.

Gunn's lips came down on Fred's with such passionate force; she had no choice but to hold on. His lips moved across hers, his tongue invading her mouth. He gently sucked her tongue into his own mouth and nursed it before plundering back into hers again. His hands gently caressed the small of her back eliciting a moaning sound from deep within her. He felt her lips slowly, almost reluctantly, move beneath his own, making him moan his own damn self. He fought for control of his emotions. He didn't want to frighten her, just wanted her to know that they could be good together. Despite the fact that she didn't love him, she would respond to him if the circumstances were right.

Gunn gave her one last gentle kiss before raising his head. He looked deep into her troubled eyes. "See? We really could have something special if you - "

Fred interrupted, "Charles, I don't know what to do. You are so sweet to me and I know Angel doesn't love me. You could probably learn to love me, and Angel doesn't want me. Your kisses are just wonderful. Maybe if..." Fred left her sentence unfinished.

Fred quickly turned to go inside her room before Charles could stop her. God, what a mess! What was she supposed to do now?

Gunn stared at the door leading to the room that held all of his hopes for the future. If he had only met her first, things would be different. But, sadly, Angel had been the one that saved her back in Pylea - not him - she felt for him because of it. He really wanted to be the one that Fred turned to, but he knew, although his kisses gave her doubts, she was still in love with Angel. He hoped Angel would realize how special Fred was and exactly how lucky he was to have her love him before it was too late. If not, he would be there to make sure Fred had someone to lean on. Gunn turned to go just as Angel stepped from around the corner.

"How long you been standing there, man?" Gunn asked.

"Long enough," replied the vampire.

"I'm just gonna say one thing, and then I don't want to discuss it again, ever. If you hurt her in anyway, you'll just be another vamp to me. I'll dust you before her tears stop falling," Gunn said, before he walked away.

Intentionally, Angel said, "Charles."

Gunn, catching that Angel had used his first name for the first time, met his eyes. "She chose."

Fred was back in her room. This time, instead of trying to figure out whether or not to spend the night with Charles, she needed to figure out a way to explain why she and Charles weren't seeing each other any longer. She knew it would lead to questions of why. She really didn't want anyone to know that she was still head over heels in love with Angel. Yes, Cordy had explained that Angel was fond of her and that was as far as it would ever go. But even Cordy hadn't realized that what she felt for Angel wasn't just a crush but a love so deep. It wouldn't - and couldn't - be stopped.

She felt guilty and awful. She had hurt Charles and she knew it. She had probably lost her best friend, because she loved Angel way too much. Charles was not enough. Damn! Being in love sucked. The way she had it figured, being in love was like bungee jumping. If you had a strong enough cord and everything went well, you would be ecstatic. However if your cord happened to break, you wind up with your insides smashed to pieces. That's how she felt anyway - with her insides smashed to bits.

A knock on her door shook her out of her musings. She cautiously asked whom it was before going near the door. After living in Pylea alone for five years, she felt skittish.

In a hushed voice, Angel said, "Fred, it's me. Open up."

Fred opened the door a crack. "Angel, I really don't want to talk. We can talk tomorrow, okay?"

"No. Come on, Fred. I'm not leaving until we talk."

Fred opened her door the rest of the way to admit Angel. She might as well let him get whatever it was off his chest.

Angel prowled the room like a big cat in a cage at the circus. He was all tightly bound muscles and thinly veiled - something, maybe not - anger, but something was definitely wrong.

Fred watched him with a hunger that she was desperate to hide. Why did he have to come in her small room and make her feel even smaller? God, has he always been this big, this handsome? She let her mind wonder back to a cave in Pylea. Handsome man saved me. She shook herself out of her memories and back to the present that included the vampire with a soul, currently wearing a path in her carpet. It wasn't such a bad thing, the carpet was really ugly, but enough was enough.

"Angel, did you want something?" she asked innocently.

Angel stopped in mid stride and turned around to look at Fred. The innocent question hung in the air. Did he want something? He watched as she nervously worried her bottom lip with her teeth. He found himself wanting desperately to kiss the minor pain away. When the hell had this happened? When had he fallen in love with her? He didn't know and, at this moment, he couldn't care less. He just wanted to make sure she knew that he felt the same way.

Angel decided not to beat around the bush. "Fred, do you have love me?"

"What? Nnn - no - " she stammered.

"You don't have any feelings for me?" Angel asked quietly.

"Well, I didn't mean that I don't care about you, Angel."

"How exactly do you care about me?"

"Angel, I - Wait a minute! What's with these questions, Angel? What's going on?"

Looking like a bashful little boy, he said, "I just thought that maybe you had feelings for me."

"Oh, don't worry. Cordy explained it all to me about how you could never have any feelings for me whatsoever. You might care for me, even be fond of me, but that's as far as it can go. I understand you have feelings for Cordy and I'm okay with that. I'm not - " she let the sentence trail off at the look on Angel's face.

"That's just it, Fred. I - wait - what? You think that I have feelings for Cordy?" Fred nodded. Angel continued, "Fred, I love Cordy. She's my friend and I owe her a lot, but I'm not in love with her."

She asked quietly, still afraid of the answer, "You don't love her?"

With a beautiful smile, Angel said, "No. I don't love her, but I am in love with someone."

"You are? Who? Never mind. That was rude of me asking about your personal business. What's in a man's heart is between him and the woman he loves. Not some hanger on from Pylea..." Fred finished with a sigh.

Angel was having a hard time trying to hide the victorious smile, threatening to break out. "Fred, do you really want to know who I'm in love with?" He knew she loved him!


"You," he said. He watched the look of sweet joy that came across her beautiful, upturned face.

"Me? Really? Why?" She was afraid to believe even for a minute that this gorgeous, sweet man could fall in love with her.

Angel was tired of waiting. He didn't want to try to convince her anymore with words that he loved her. He knew the only way to really put a stop to her doubts was to show her.

He quickly took the steps to bring their bodies in to contact with each other. Every part of their bodies touched, from toes encased in leather shoes to their chests. The only part not touching was their lips, but Angel quickly rectified that.

He lowered his lips to hers. Gently he traced the outline of her bottom lip with his tongue before swooping inside to taste every inch of her inviting mouth. Their tongues dueled a sweet battle they were both going to win. Fred was lost from the moment Angel's lips touched hers. God, he had the most amazing mouth. One would expect him to be brutal, knowing what he truly was, but not with her. His lips were gentle, coaxing a response from her warm, inviting mouth. The longer they kissed, the more urgently their hands stroked each other's bodies.

Angel gently scooped Fred up into his arms and carried her over to the bed. As he laid her down, he broke their kiss and looked deep into her brown eyes. Damn, she was the most beautiful thing he'd ever seen. He just couldn't believe that she was his.

His voice, husky with pent up desire, said, "Fred we have to stop"

She whined softly, still reaching for him, "Why?"

Urgently, he stroked the side of her face with his large hand. "Baby look at me."

When he was sure that he had her attention, he continued, "I love you, but I don't want to make love to you now."

Sadly, she said, "Oh, okay."

He watched as she turned away from him. Something was wrong. It wasn't like Fred not to ask questions. Angel carefully went over what he said. Wait! She couldn't possibly think that he had meant he didn't want her. He rushed to disabuse her of that notion. "Fred, when I said that I didn't want to make love to you, I meant not here and now. I really want the first time that I make love to you to be something you're going to remember, not a quickie on a little bitty bed."

"I don't care where we are, Angel. I just want my first time to be with you, whenever you think the time is right." Her cheeks flushed a slight pink.

Angel leaned down and gently kissed her lips, grateful that she had understood why he wanted to wait. Honestly if she ran those hot little hands of hers over his body one more time, he wasn't sure he could remain a gentleman. Then it hit him! Her first time to be with him - she had said she wanted her first time to be with him! He was going to be her first.

She's a virgin? How the hell did that happen? Are all the men in Texas blind to let a treasure like this walk away? He felt ashamed of his gender. Angel completely ignored the fact that he had almost let her walk away too. He wasn't about to be that stupid again.

What was wrong with him? Here he was actually thinking about allowing himself to get involved with Fred. What did he have to offer her? She was the epitome of gentleness. He was the exact opposite. He had no right trying to come into her life and mess it up, especially now that he knew she was a virgin. She needed someone that would and could show her all the tenderness and beauty of love. She needed someone who had never done the things he had done. She deserved someone like - who? Gunn? Wesley? Who did he honestly think would be good enough for Fred? Angel growled low and deep in his throat. The thought of someone else touching her, holding her, making love to her was driving him insane. He couldn't stand the thought of someone else having what he so desperately wanted, what he so desperately needed. He didn't want to survive without her.

While Angel was lost deep in thought, contemplating his next step, Fred had decided that she was tired of waiting for Angel to accept that she wanted him. She thought that she had waited for him long enough. She loved him and he loved her. They were going to make love now if she had to seduce him into it. She had never seduced anyone before, but desperate times and all that. She was willing to try. How could she not? Just look at him - he's gorgeous, sweet, and sexy as hell and he was all hers.

Fred raised her hand to entangle it within his spiky brown hair. She gently pulled his head down to her level. She rained kisses across his eyes and cheeks before settling firmly on his lips. She nibbled and licked his lips gently, trying to gain access to the hidden recesses of his mouth. With a deep groan, he took control of the kiss. Angel plundered her mouth like a man starved. He couldn't seem to get enough. He rained kisses from her lips to her neck, stopping long enough to suck gently on the skin of her shoulder. He then continued trailing kisses down to her pert breasts, gently sucking the nipple through the thin fabric of her blouse to pebble hardness. He made sure to give both breasts the same attention. She writhed in ecstasy. This was quickly getting out of hand.

Angel gently eased himself away from Fred's body. He wanted to make sure that she really wanted this, because if she wanted to wait then he would. He would also have the highest water bill the world had ever seen, but he would still wait if she said no.

Fred moaned. "Angel, no please, don't stop"

With great reluctance, he said, "I have to, baby."

"But why?"

"Because you're a virgin, Fred."

"So? It isn't like it's that big of a deal or anything." She glared up at him, wishing he would let them get back to what they were doing before his conscience made an appearance. Honestly, those gypsies had a lot to answer for.

"What do you mean it's not a big deal? Winifred Burkle, giving a man your virginity is the most precious gift you can give him. The fact that you want to give it to something like me is just short of amazing. I've done things in my time, even with a soul, that I would much rather never get brought to light. And here you are, handing me something so precious when I don't deserve it...." Angel paused to the look into Fred's eyes.

"Something like you? You don't deserve it? Angel you are the most caring man I have ever met. Yes, I said man. You are a man who happens to have a more wicked side to him, but still a man. You are the man that I love more then anything. I always knew that I wanted the man I gave myself to be honest, caring, trustworthy and loving. You're all that and more! I can't believe..."

"Why are you still a virgin, Fred?" He was completely touched that he would be the first man, the only man to ever make love to her. He was positively thrilled about it. He just wanted to know how it happened, how he had gotten the good fortune.

"Well, back home, Dad was always scaring away any boy that got the nerve up to come close to me. When I got to college, I was so busy trying to prove that I could make it there. I didn't even have time to date, much less anything of a more romantic nature. In Pylea, the men don't have romantic feelings for cows. I was just there to work. You see, not that surprising when you think about it. Besides, I hadn't met you yet," she finished breathlessly.

Angel swallowed hard. The feelings that this tiny woman evoked in him were amazing in their intensity. He wanted to shout for joy. He wanted to take her in his arms and never let her go. He also wanted to make sure it was what she really wanted. Because once she gave herself to him, no power in Hell or on this Earth would make him give her up.

Angel looked deep into her eyes. His large hand cupped the side of her face, as he leaned in for a kiss. His lips gently brushed hers, before running his tongue across her lips stopping to nip the lower one. "I love you, Fred. I love you more than I have words to express. If I died tomorrow, I would die happy, knowing that you were willing to love a creature like me. I want you to know how much your gift means to me. It's the most precious gift I've ever been offered. I want you so much, but I think it would be wise if we wait. We could get to know each other as a couple before we make love. I want to give you time to change your mind." He lightly planted a kiss on her soft inviting lips as he finished speaking.

Fred watched him through teary eyes. "So you think we should wait?" Angel nodded. She continued, "You think I'm gonna change my mind about loving you, wanting you? Do you want me to fall for someone else, to give myself to him completely?"

Angel growled deep in his throat at the pictures her words conjured up. How would he be able to stand it? How could he stand the pain of knowing that she could willingly give herself to another man? To actually see her be happy with someone else would kill him.

Fred hid a smile at the look of pure jealously on Angel's gorgeous face. He was trying to do the noble thing. Couldn't he see that all she wanted was him - just him? She wanted all of him. Everything he had to give, she wanted. The trouble was Angel didn't think he had anything to give her. She was just going to have to correct his way of thinking.

Fred said, shyly, "There is one thing that I want."

"What? Just name it." Angel's nerves were taut with worry. What if she did want to wait? What was he supposed to do then? Damn! No one told him trying to do the noble thing can come back to bite him in the ass!

She stated, firmly, "You. Now."

Hot damn! He felt the relief pouring over him in waves. He had given her an out, and she still didn't want to wait.

Angel pressed, "You need to be very sure that this is what you want. Once I make you mine, there's no way in hell I'm ever letting you go."

Fred stroked the side of his handsome face with her small hand. "I'm very sure. You're all the man I will ever want."

Angel searched Fred's eyes and read the truth within them. Without further ado, he scooped her up in his arms and carried her towards the door.

Laughing, she asked, "Um, Angel, where are we going?"

"If I'm going to make love to the woman I adore, it's going to be in a room with a more comfortable bed," he stated matter of factly. "Now if we can just get to my room without being noticed - "

Fred buried her face in Angel's neck, gently running her tongue over the sensitive skin. Angel cried with mock anger, "Stop that, woman!" Fred giggled and continued the sweet torment. She playfully licked and nibbled his neck, all the way down the hall to his room.

Angel finally made it to his room. He set Fred on her feet next to his bed, before quickly returning to the door to lock it. He walked towards her, his eyes never leaving hers. She felt like his prey, and found she liked it. This in essence was true, because he had every intention of devouring her.

He pulled her into his arms. His mouth inches above hers. He whispered before claiming her lips again, "I love you." He passionately kissed her soft lips. His firm lips met her soft yielding ones, tasting, claiming and devouring what was rightfully his. Fred moaned as Angel thrust his tongue into her mouth, an imitation of what soon he would be doing to other parts of her body.

He held her soft pliant body firmly against his with one hand. His other hand skimmed down her body, stopping briefly at the barrier of her pants. He worked his hand under the waistband of her pants and panties. Slowly, he slid his fingers down to the apex of her thighs, gently yet insistently gaining entrance into her moist core. He sucked in unneeded air as her hotness engulfed his seeking fingers. As his fingers plundered her hot core, his thumb found her swollen clit. Fred moaned with undisguised passion, clutching at him desperately trying not to fall down. Shyly but firmly, she stroked his erection through his black pants. He wanted to make sure that she was so wet that she would barely notice the pain of his intrusion into her body. He couldn't do that if she kept stroking him like she was. He was in danger of climaxing before he ever got his pants down. He needed to get her out of those clothes immediately!

Between hot, passionate kisses and whispered words of love, they gently removed each other's clothing. They stopped every so often to lick and nibble on naked skin. Angel gently scooped Fred into his arms and passionately kissed her before laying her on the bed. He stood there, watching her. His gaze hungrily drank in her naked body. His vampire eyesight took in the moisture that was making its way slowly down her thigh. He didn't even try to stop himself as he leaned forward and licked the moisture from her creamy skin. He trailed his tongue sensuously up her leg until he came to her quivering pussy. Fred quelled the slight sound of surprise and fear. She fought the impulse to pull him away from her most private place. He tenderly licked her outer lips before delving his tongue into her moist folds, gently seeking her hidden nub. As soon as his tongue flicked her clit, Fred's back arched completely off the bed as she almost screamed in ecstasy. It was a completely new experience for her. She didn't know anything could feel like that. Angel put one hand over her stomach to hold her down and continued his tongue's ruthless torment of her sopping entrance.

Angel's tongue was driving her to the brink of madness, even as his fingers sought entrance to her hot core. He gently thrust a finger in and out of her moist body, keeping time with his tongue on her aching clit. He licked and sucked her distended clit bringing forth wave after wave of untold pleasure to Fred's willing body.

Fred thrashed wildly on the bed. She had never felt anything like this before. Her body felt like it was on fire. The only thing that could or would put it out was Angel's deliciously talented tongue.

Angel kept up the onslaught on her willing pussy. Licking her folds, sucking her clit, thrusting his finger in and out of her body over and over again until at last he felt her body stiffen in the first throes of her orgasm. Fred screamed as wave after wave of pure pleasure crashed down upon her glistening body. Her hands tangled in his hair in desperate need to hold him there. Angel licked her cum from her quivering pussy, making sure to get every last drop. He placed a soft kiss on her mound before slowly moving up her naked body. They both sighed in unison at the skin-to-skin contact. Angel lowered himself onto Fred's inviting body. He lowered his mouth to claim hers in a passionate kiss.

Holding himself up with his arms, he looked deep into her passion glazed eyes. She looked hungry for more, yet there was a hint of trepidation there. Angel watched her reaction as he gently eased inside of her welcoming heat, stopping at the barrier. He didn't want to hurt her but there wasn't any other way. He truly loathed the idea of hurting her in any way. He grabbed her by her hips and pulled her closer to his large body. She was so slick with moisture that, with one firm thrust, he was quickly imbedded inside of his love's precious body. She hadn't expected the tearing and all together unpleasantness that she felt. He quickly kissed her, swallowing the automatic cry of pain she couldn't stop.

"Sh, baby, it's okay. Just relax. It's going to feel so much better. I promise," he said, gently caressing her face.

He waited, giving her time to adjust to his length and size before beginning to thrust in and out of her willing body. The pleasure of him being inside now outweighed any pain she had felt before. He increased the pace once he felt her move beneath him. He thrust in and out, deeper, harder causing them both to tremble with desire. She was so hot, so tight that he could already feel his orgasm building. He didn't want it over so soon. He stopped. He held himself still deep inside her sopping pussy. He leaned down and gently sucked on her lower lip, before delving his tongue inside her hot mouth. As she whimpered, Angel started slowly moving his cock in and out of her hot core again. When he felt the muscles of her soaked pussy start to flutter around his hardened cock, he started to thrust harder. Fred's legs locked around his hips, driving him deeper and deeper into her trembling body. Once again, he felt his orgasm building and he wanted to make sure that she came with him. He reached between their sweat soaked bodies and found her distended clit. He rubbed it furiously, while continuing his urgent thrusts in and out of her tight pussy. He lowered his mouth to one of her breasts. He firmly sucked the nipple to pebble hardness, causing her body to writhe beneath him. He removed his mouth to watch the look of passion on her face.

Angel lowered his lips to hers and kissed her passionately before nuzzling her neck. He really wanted to bite her and taste her sweet blood as he climaxed. The only thing stopping him was the fear that he would scare her or make her think that all he wanted was her blood. Without warning, Fred surprised him by reaching up and pulling her hair to one side. As she bared her neck even further to his hungry gaze, she encircled her arms around his neck firmly guiding him closer. God, how he loved this woman! He let his demon face appear, sinking his fangs deep into her neck. The muscles of her pussy convulsed around his cock the moment he bit into her soft skin causing his orgasm hit like the force of a hurricane. Fred screamed as his sucked deeply of her blood, her body rocking with the force of her orgasm. She wrapped her legs even tighter around his waist, desperately wanting this moment to last. It was over with one last thrust. Angel gently licked her wound making sure that it had stopped bleeding. Angel forced the demon back as he brought his lips to hers once again in a kiss so tender that it brought tears to Fred's eyes.

Breathlessly, she said, "Wow!"

"I didn't hurt you too bad, did I?" he asked, truly concerned. He had taken her virginity and bitten her.

"No, you didn't hurt me." she said, kissing him passionately once again.

Angel rolled to his side, bringing Fred firmly up against his naked body. He thought her the most perfect thing he'd ever seen. She had the look of a well and truly satisfied woman on her face. He gently smoothed circles on the small of her back, waiting for her breathing to return to normal.

He said, his voice husky with emotion, "I almost lost you."

"No, you didn't. I was right where you left me. I'll always be right where you leave me. I'm not going anywhere. I love you, Angel," she reassured him. Softly she nuzzled her head to his chest and started to contentedly drift off to sleep.

"I love you, baby," he whispered softly, hugging her tiny body closer to his.

Angel watched quietly as the woman that he loved slipped into sleep. He knew that he did come close to losing her to Gunn. Thankfully he hadn't. She had been determined to wait for him no matter how long it took for him to wake up and realize that the love of his life was right where he left her.

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Fandom:  Angel
Title:  I Almost Lost You
Author:  Tani   [email]
Details:  Standalone  |  NC-17  |  het  |  35k  |  09/05/05
Characters:  Angel/Fred
Pairings:  Angel/Fred
Summary:  Fred's in love with Angel. He's not in love with her.or is he?

Notes:  Spoilers: none
Warnings: smut
Disclaimer/Other:  Disclaimer: I don't own any of the characters. They belong to Joss Whedon and Co. I'm not making any money off them. I'm just trying to make them feel a bit better. I'll give them back. Don't sue.
Dedication: To Ms Hyde an awesome beta and wonderful friend! Thanks for making this fic into something I don't mind others reading.

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