"I don't get this crazy system!"

Giles pressed up against Xander's back and mumbled, "It's the alphabet,
luv."

Sighing lustfully, Xander leaned his head back until it rested on Giles'
shoulder.  The books dropped as his hands moved back around both his body
and Giles'.  Grasping the older man's firm ass, Xander pulled, forcing Giles
to press into him even harder.  "The alphabet?  Wow.  I knew that," he said
breathlessly.

"Of course you did, luv," Giles said against the boy's neck.

"That's right," Xander choked out, his eyes blinking.  "I was just distracted."

"Oh?  By what?"

Drawing in a ragged breath, Xander answered, "By whatever that hard, rod
shaped thing is that's poking me in the back."

"This?" Giles asked with a thrust of his hips.

"Uh huh."  The boy's breath hitched.  "That's it."  Turning his head a little,
Xander caught Giles' lips with his own.

"Please, don't let me interrupt," a female voice broke through the silence.

The males pulled away from each other, their eyes turning towards the
door.  "A-Anya?" Xander choked out and stepped away from Giles.  Glancing
at the older man, Xander's guilt complex kicked in when he saw the hurt
look pass over the former Watcher's face.  Hurt, no doubt, caused by the
physical distance Xander placed between them.  But the look soon vanished
and was replaced by a steeled look of annoyance.

"You really should lock your door," Anya commented.

"Believe me, I am kicking myself."

"Why are you here?" Xander asked as the former man-smiting demon
advanced closer.

"I need to talk to you about our relationship. . .alone," she added, looking
pointedly at Giles.  "Well?  Go away."

"I think not."

Sighing, Anya stepped closer to Xander, taking his hand.  "Come out side
with me."

"Uh," Xander responded.  He looked at Giles.  Oh, no.  Jealousy.  Xander
didn't like jealousy, except when he was the one who was jealous, then it
was perfectly okay.  Giles looked back at Xander and was that a Ripper
gleam in the older man's eyes?  Xander didn't like that Ripper gleam, except
when they were in bed.  Then it was perfectly okay and more than that, it
was fun.

"Xander?" Anya said, tugging on his arm.

"Uh, well," Xander started as he tugged back.  He had to decide.  "As you
saw when you came in, Giles and I. .."

"You were being gay," Anya stated, matter of factly.

"Exactly," Giles and Xander replied.

"And so?" Both males just looked at her.  "What's the big deal?  I know all
about homosexual activity.  Well, not personally.  There was never really a
great need to smite gay males, so I. . ."

"Anya," Xander broke through what was becoming another Anya ramble.
"The deal is, I'm with Giles.  In the full body, 'I like guys' sense."

"But you like girls too!  Look!  See!" Anya said excitedly.  "You were looking
at my breasts again."

"No he wasn't," Giles denied indignantly.

Turning to his lover, Xander admitted, "Actually, yes, I was."

Giles sighed and nodded, admitting what he already knew to be true.  His
lover liked breasts.  "So now what?"

Xander smiled at Giles then turned to Anya.  "What is it that you wanted to
talk to me about again?"

Anya smiled.  "You and me and our relationship."

"We have a relationship?"

"We went to prom together and. . ."

"That doesn't a relationship make."

"Well, fine.  We could have a relationship now.  I mean, we have interlocking
bodies, we should interlock them."

"Whoa!  Maybe you didn't hear or understand.  I'm with Giles," Xander said
slowly, motioning between himself and the other male to help illustrate his
words.

"I don't mind."  Xander blinked and Giles quietly cleared his throat.  "I can
share.  And, I mean, while I'm not completely attracted to him-not like I'm
attracted to you-Mr. Giles is reasonably handsome.

"Why thank you," Giles cut in, annoyed.

"And maybe," she continued, speaking directly to Xander.  "Maybe all three
of us could have a relationship and interlock."

Xander swallowed. . .hard and he felt his cock swell at the implications.
"Giles?" he asked with a raised eyebrow.

"Xander," Giles said in a heavy voice.

Taking the man's hand in his, Xander motioned for Anya to wait there as he
pulled Giles across the room.  "Please?"

"Please what, Xander?"

Looking up at his lover through long lashes, Xander asked, "Can we all three
please play together?"

"Xander," Giles started.

"No," the younger male cut him off, waving his hands.  "I know what you're
thinking, but this is good.  This way, you're with me and you can be a part
of it and there will be no jealousy because you'll be able to see exactly what
I do and you won't have to wonder and you know, it's only sex with her and I
don't want to. . .you know. . .like I do with you and you should say something
soon otherwise I'll just go on and on forever and never stop and then you'll
get a headache and there goes our nightly sex and. . ."

Giles stopped him with a kiss.  Clutching the boy's face in his hands, Giles
parted his lips and his tongue snuck out to greet Xander's.  Finally, after
moments of just simply kissing his lover, Giles pulled back and rested his
forehead against Xander's.  "This is what you want?"  Xander nodded.  "And
you're sure that it won't change how you feel about me?"

"Of course not.  I l. . .you know and with her, I just like her breasts."  Giles
lifted an eyebrow.  "Okay, I like her other parts too, but I don't want to fall
asleep next to her every night or wake up lying in her arms every morning.
I just want to try it."  Xander looked down, "I mean, the only other time I've
had a with a girl was Faith and uh, well, that left a lot to be desired."

"Okay then," Giles said with a smile as he titled Xander's face up to look into
his eyes.

Xander blinked.  "You said okay?"  Giles nodded.  "Yay!"  Xander grew serious
as he asked again, "You said okay?" Smiling, Giles once again nodded.  "Yay!"
Xander exclaimed once again.

Taking Giles' hand again, Xander led him back to Anya.  "We can,
uh. . .interlock."

"I'm hot," Anya said, tugging at the scooped neckline of her tight shirt.  She
caught both men's questioning gaze and explained, "That kiss, you guys
were, it made me all hot."  Licking her lips, she ran her hands through her
hair.  "Will you do it again?"

Giles smiled wickedly and pulled Xander tightly against him, taking the boy
by surprise.  The older man took advantage of Xander's gasp and quickly
slipped his tongue into his mouth.

Xander recovered quickly and clutched Giles to him, his hands holding the
man's head as his tongue dueled.  Pulling back, Giles whispered, "Bedroom?"
Breathing heavily, the younger man nodded quickly.  Giles took a hold of
Xander's hand and led him to the stairs.

"Wait," Xander said as he pulled away.  Moving back to Anya, he took her
hand and pulled her along.  When he reached the stairs, he took Giles' hand
again and the trio ascended.  Making it to the loft, Xander let go of both
hands and tugged off his shirt.

Expectantly, he looked at Giles, who quickly started to undress.  Kicking off
his shoes and beginning to unbutton his jeans, Xander turned to Anya.  She
was just standing there, nibbling on her lower lip.  Leaving his pants half
way undone, Xander closed the distance between them and cupped her face
in his hands.  "Do you want to kiss?" he asked quietly.  She nodded and
hesitantly placed her hands on his waist.  Her breath caught at the feel of
his warm flesh.

Lowering his head to hers, Xander captured her lips.  It was their first kiss
since that light peck on the cheek after the prom.  Moving his hands to rub
her upper arms, he lost himself in the kiss.  Her lips were so soft and they
felt like velvet against his tongue as he coaxed them open.  He could feel
her tremble as his tongue entered her mouth.  Slowly but surely, her
tongue began to move against Xander's.

Giles cleared his throat and Xander pulled back from Anya.  She just stood
there with her eyes closed for a moment.  When she opened her eyes,
Xander gave her a gentle smile as his hands squeezed her arms
reassuringly.

Turning back to Giles, who was completely naked by this time and sitting
down on the edge of the bed, Xander finished unbuttoning his jeans and then
hooked his thumbs into the waistband.  He pulled his pants down, along with
his boxers and stepped out of them.

He moved over to the bed, then climbed on, swinging his leg over Giles, so
that he was sitting on the former Watcher's thighs.  His erection pressed
against Giles' as the older man's hands moved around to the small of
Xander's back.  They began kissing immediately, the passion rising quickly.
Xander's arms wrapped around Giles' neck as Giles moved his mouth
downward to Xander's neck.  The younger male's breath was coming in
harsh and heavy pants and his body had begun to rock ever so slightly on
top of the older man's.

Opening his eyes, Xander rolled his head and saw Anya, just standing there,
watching them.  Her eyes were wide with fascination and her tongue was
periodically darting out to wet her lips.  Reaching out to her, Xander silently
asked her to join them.  She shook her head.  "I'll, I'll just watch for right
now."

Xander's eyes slipped shut again and his back arched Giles ducked his head
enough to allow his mouth to attach itself to one of Xander's nipples.  His
arms tightened around Giles' neck.  The older man was a master at foreplay
and could drive Xander nearly to the brink without ever touching anything
below the boy's bellybutton.  "Giles," Xander choked out.

Lifting his head, Giles smiled wickedly.  He knew what he was doing.  Flicking
his tongue out against Xander's already wet lips, Giles rolled them over until
he was hovering above Xander, both men only part way on the bed.  Slowly,
they moved up together and when Xander's head hit the pillow, Giles' mouth
went back to tormenting the poor boy.

Ever so slowly, Giles move his way down Xander's body.  He'd stopped to pay
attention to the hard nipples of Xander's chest, then said a brief hello to
the navel, but what he was really after jutted out in front of him.  With a
quick lick up the underside, Giles chuckled when he felt a shiver run through
Xander's body and a small moan escape his lips.  Licking Xander's cock as
though it were an ice cream cone, Giles intentionally stayed away from the
sensitive head.  That was where Xander liked the most attention and
therefore, he should be denied that attention for the time being.  No use in
making him come this quickly.

Giles' mouth moved down and one by one, he sucked in the heavy balls,
making the muscles in Xander's thighs jump and twitch.  After a moment,
he went back to licking broad strokes on the shaft of Xander's cock and
when he finally flicked his tongue out against the tip, he was rewarded by
Xander's sharp cry.

He wasn't coming.  He wouldn't come until Giles had taken him completely
into his mouth.  For now, Giles was just swirling his tongue around the ridge.

"I want to do that."  Giles looked up and blinked at Anya, who had found her
way next to the bed.  She looked him directly in his eyes.  "Can I. .. do
that?"

Giles looked up at Xander to find him looking down his body at him.  Giles
saw no preference on Xander's face; just want.  Turning back to the girl,
Giles nodded, and motioned for her to get on the bed.  Anya did, kicking off
her shoes before crawling to kneel next to the former Watcher.

"What. . .what do I do?"  Her breathing was harsh and it was no secret that
she was excited.

"Just take him in your mouth.  Wrap your lips around your teeth so that you
don't hurt him."  Taking her tiny hand, Giles wrapped it around the base of
Xander's cock.  Xander took a sharp breath.  "There, now, just duck your
head and take him in, but not all the way, you'll gag."

Anya looked nervous and just when Giles thought she was going to back out,
she lowered her head.  Her tongue flicked out and swept quickly over the
head.  She pulled back.  "He's salty."  Giles nodded and smiled.  Lowering her
head again, Anya did as Giles instructed and wrapped her lips around her
teeth before closing her mouth around the head of Xander's cock.

Leaning down close to the girl's ear, Giles whispered, "Now just move your
mouth up and down while sucking on him."

Anya followed Giles' direction and was happy when she felt Xander's body
begin to move like it had when Giles' mouth was on him. As her head bobbed
slowly up and down, she heard Xander's breathing sped up.  She felt Giles
move up the bed and then she could hear the two males engaging in some
rather passionate kissing.

Her jaw began to tire after five or so minutes, but she didn't want to give
up.  She felt the bed shift and a hand on her back.  Pulling up, she looked
into the eyes of Giles.  "He's going to come," he said softly.  "I don't think
you're ready for that."  Without anything further, Giles ducked his head and
took Xander all the way in.  His lips were wrapped around the back of
Xander's cock and his fingers were toying with Xander's sac.

Anya watched in something a kin to awe as the older man made Xander
climax.  Xander's eyes opened as did his mouth.  A small sound, half way
between a grunt and a moan, escaped Xander's throat.  Anya's eyes were
drawn back to the former Watcher, who had pulled back, now just sucking
on the head of Xander's cock.

"Wow," Anya whispered, drawing the attention of both men.  "That was,"
she said pointing to nothing specific.  "You just. .. Wow."

"You still have clothes on," Xander commented as he raised up on his
elbows.  "You should take off your dress."  Anya blinked.  "You did want
to. . ."

"Have intercourse, yes," she answered.

"Usually, it helps to be void of clothing," Giles said, then added, "unless
you're into kink, then clothing can take on some importance."

"Um," was all Anya could say in response.  She'd never been naked in front
of anyone before.  She was fairly confident that her body was a good one.
That's why she chose it, but still, naked in front of two men. . .

"Okay," Xander said.  "I'm going to take care of Giles for a little bit and you
can take your clothes off whenever and then just sort of jump in when you
want to, okay?"  He didn't wait for her response.  He sat up, placed his
hands on Giles' shoulders and pushed him back until he was lying flat.  He
climbed on top of Giles then started kissing a path down the former
watcher's chest, making it quite clear what he was planning on doing.

As Anya watched Giles' cock disappear in Xander's mouth, her body tingled
and her panties grew damper by the second.  She was used to the
sensation.  It was what normally happened when she dreamt or fantasized
about Xander.  But now, it seemed more intense, most likely due to the fact
that here she was, in bed with two men and not in bed with herself, just
picturing what it'd be like with Xander.  Her legs moved open slowly and just
as slowly, her hand crept down between them.

She'd explored her body before, but never like this.  This was like there was
a burning, aching need for her to touch that certain spot.  She couldn't
control where or what her hand was doing.  It was just doing what came
naturally and she couldn't stop it.  She didn't want to stop it.

Before she knew it, she was flanked by both Giles and Xander.  They were
just watching her.  She flushed red and looked down, very embarrassed for
some reason.  Her hand moved from between her legs as she just chewed
on her lower lip.  "No," Giles said, "you should continue that if it feels good."

"But you still have clothes on."

"Then why don't you help her out of them, Xander?" Giles suggested.

Moving to Anya, Xander shifted her into a kneeling position, his hands
moving up to her shoulders.  For some reason his hands shook slightly as
they gently pushed the straps off her shoulders.  She took a nervous
breath.  Xander smiled at her before he leaned down and kissed her, his
hands moving to keep the dress on a downward path.

When the garment laid pooled around her knees, Xander moved his hands to
her waist and urged her to move forward with him, thereby stepping out of
the dress.  The kiss continued as they stayed kneeling.  Xander's hands
moved up her naked back, then slid around to her stomach and then up to
her breasts.

Xander pulled back and Anya kept her eyes closed.  Looking her up and
down, Xander let out a breath tinged with lust.  His erection had sprung up
full force again as he took in the way her hand had found its way back
between her legs.  His hands moved to her shoulders and he turned her,
then laid her back on the bed.  Sinking down with her, Xander laid on his
side, his head hovering above her breast.  He lowered his mouth and sucked
in her hard nipple.  She let out a moan.

Joining the two, Giles hooked his fingers into the waistband of Anya's silk
panties.  He tugged them down, past her hand with questing fingers.  "You
won't be needing these," he said, almost to himself as he flung the silk
towards the stairs.  His hands smoothed up her legs, gently parting her
thighs.  When her legs were spread, Giles positioned himself so that his
head was between them.  He shooed her hand away and when he lowered his
head between her thighs, he felt her hand thread through his hair.

"Oh," she cried out when Giles' tongue touched her clitoris.  With one hand
threaded through Giles' hair and one hand clutching at Xander's hair, Anya
couldn't help but tighten her hold on the men.  "Oh, oh, oh, my goddess."
Her body felt like nothing she knew.  She was light headed and she was hot
and cold at the same time.

Managing to pull out of Anya's hold, Xander kissed her briefly on the mouth
before turning to watch as Giles ate her out.  It was such a crude way of
putting it, but at the moment, Xander couldn't think of anything else.
"Giles," he whispered.

Just barely, the man heard him.  Lifting his head, Giles asked, "Yes?"

"Can, can I try that?"

Licking his lips, Giles moved away.  "Of course, luv."  He watched as Xander
moved down, lying out with his head positioned just above her core.  "Do you
know. . ."

"I can figure it out, Giles."  Xander lowered his head as he used two fingers
to spread Anya open.  The smell of her arousal was intoxicating and when
he flicked his tongue out and tasted her, he felt drunk.  After a few
sweeping strokes with his tongue, he concentrated on her clitoris.  He
worried it with his lips, applying gentle pressure.  He could feel her tremble
and hear her soft noises.

Giles ran a hand down Xander's back as he watched the boy go down on the
former demon.  Leaving the bed for a moment, Giles retrieved the tube of
lubrication and the box of condoms from his bureau.  He returned to the
bed immediately, opening the tube and squeeze some of the gel onto his
fingers.  He watched as Xander inserted a finger into Anya and he smiled
with that finger made Anya moan loudly.

Gently smacking Xander's backside, Giles moved behind him.  He smiled when
Xander rose up onto his knees.  Moving his fingers to the cleft of Xander's
ass, Giles coated the small bud with the lube and gently slipped a finger into
the boy.  He heard Xander moan, which was accompanied by Anya's moan.
As he withdrew his finger and then slipped it back in with another finger, he
looked up and saw that Anya's body was tense.  He was guessing that she
would orgasm soon.

Hooking his fingers within Xander, Giles explored until he heard Xander's
yelp.  There it was, that was the spot that could make Xander come if
manipulated correctly.  Moving his fingers within Xander in a circular
motion, Giles waited until Anya cried out in orgasm to withdraw both
fingers.

Anya's thighs tightened around Xander's head and he figured he was doing
something right, so he kept right on flicking his tongue back and forth over
the tiny bundle of nerves.  He slipped another finger into her as her hips
started thrusting faster and her moaning became constant.  Pulling her
clitoris between his lips, Xander sucked forcefully and felt a supreme
satisfaction when she yelled out his name.  Moisture ran down his chin and
over his fingers.  He continued to suck gently until her legs fell away from
his head.

He felt Giles remove his fingers.  Sitting up, Xander twisted to see Giles,
just smiling at him.  The former Watcher leaned in for a quick kiss and
pressed a condom into Xander's hand.  Pulling back, Xander tore open the
package and heart Giles do the same.

Once his condom was in place, Xander leaned over Anya, lowering himself so
that his cock pressed against her heat.  "Ready?" he asked against her lips.

"Xander," she whispered.  "I had an orgasm."

He smiled, pride filling him once more.  "I know.  Do you want to interlock
now?" he asked with a smile.  When she nodded, Xander lifted his hips and
moved a hand down between their bodies, guiding his erect cock to her
entrance.  Slowly, he pushed through, stopping when he saw her face
scrunch up.  "You okay?"

Her eyes opened as she nodded.  "I'm good, you?"

"Really good."  Thrusting his hips gently, Xander buried himself with in her.
He pulled back, then moved back within her.  Giles' hands on his hips
stopped any further thrusting and Xander waited until his lover was
completely inside of him to start moving again.

When Xander did start moving, he started moving with Giles.  The older man
set the pace that Xander followed.  When Giles thrust into him, Xander
pumped into Anya, making the girl clutch his shoulders even tighter.

Xander was lost in the sensations of both being within Anya's tight vagina
and having Giles be in his tight entrance.  He was operating on auto pilot due
to the fact that his mind was refusing to function.  He just kept thrusting
into Anya and back against Giles.  As the head of the cock within him
nudged and pressed against his prostate, Xander felt that it was becoming
harder and harder to hold off his climax.

Wedging a hand between his body and Anya's, which were tightly pressed
together, Xander moved it to where they were joined.  With his middle
finger, he rubbed her clit, wanting only to bring her off before he came.
"Giles," he breathed out harshly.  "You have to. . .stop or else. .."

Realizing what Xander was thinking, Giles slowed he pace and allowed Xander
to concentrate on Anya.

Anya's breathing was coming in short, shallow breaths as she tried to
contain herself.  Her body felt like it was on fire and the only thing she
could think about was Xander's cock creating the most interesting
sensations.  As he pumped into her, she rocked with him, driving herself
harder onto his cock and into his hand.

Finally, Anya opened her eyes.

She watched as Xander moved above her, a deep look of concentration
etched on his features.  His eyes caught hers and suddenly, he smiled.
Leaning down, he pressed his lips to hers.  When the kiss ended, he did not
pull away, he moved up and kissed her forehead, then moved back down,
resting his forehead against hers.  "Xander," she whispered, not really
knowing why.

It was then, when they were so close and their eyes were fixed on each
other, that Anya came.  Her body tensed up as she let out a small moan.
The inner muscles squeezed Xander, forcing him to close his eyes.  "God,
Anya," he breathed out as her body relaxed.

Giles took the opportunity to quicken the pace again.  He wanted Xander to
still be in Anya when he came.  The former Watcher held Xander's hips
tightly and moved them back as he thrust forward.  Xander grunted and by
the way Xander's muscles tightened, Giles knew that he was close.  A few
more thrusts and Xander moaned and grunted at the same time, signaling
his orgasm.

Satisfied that both Anya and Xander had climaxed and desperately needing
his own, Giles continued to pump into his lover quickly.  His own orgasm
came quickly and Giles let out a ragged breath before pulled out of Xander
and removing the condom.

Xander pulled out of Anya, but instead of taking off the condom, he flipped
over onto his back and just laid there.  Giles smiled down at the boy and
removed the condom himself, tying it off and throwing it and his own
condom into the trashcan by the bed.

Giles laid down, pulling Xander's head onto his shoulder.  Xander, in turn,
pulled Anya to him.  She was lying on her side, with one leg and one arm
draped over the younger male.  "Wow," she whispered.

"I second that," Xander said in a sleepy voice.

"Yes," Giles said.  "It was very. . ."

"Want to do it again?" Anya said, her energy rebuilding much faster than
the males'.

Both Giles and Xander lifted their heads and gave her a look.  "Again?"

~**~
The End.