Rating: PG-13
Summary: The Marenschadt contains magic secrets Giles doesn't think Willow's ready for.
Disclaimer: These characters belong to Whedon, ME, and Fox. I borrow only for hubristic purposes.
Notes: Set just after "Enemies" (3x17). Summary is a quote from Willow in that episode. Thanks to Zyre for talking me through this. For Gwynnega, part of Mer's Back in the Day ficathon.

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Lemon Candy and the Marenschadt Text
Glossolalia
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There's a lot that Willow's not supposed to know. Not supposed to think about, let alone want to do. Reading Giles's hidden books is a tiny secret by comparison.

Secret.

She likes that word.

Sitting there at the library table, bent over three books at once, Willow holds the word on her tongue like a hard candy. A little sour, a little bitter. Powerful. Pastilles, dusty to the touch, wrapped in wax paper and tucked into bright tins. Giles keeps them in the top lefthand drawer of his desk: orange, raspberry, lemon, and anise.

She holds the word, sucking loosely, swallows the tingles it sends down her throat. Into her stomach, slow sizzling cool, between her legs.

She shifts against Oz's side and he squeezes her shoulder. Kisses her ear when she ducks her head and tells herself to concentrate. The library is hardly the place for feeling like this. No matter how many times one of them found Cordelia and Xander groping at each other, tongues wet like puppies, in the stacks. Definitely not the place, even though *she* made out with Xander here last fall, too.

"Look, this is all we're gonna get tonight," Xander says and thumps closed a quarto that really shouldn't be touched without white gloves and a hovering curator. He scrapes his chair back and shakes out his hair. "Sorry, Englishmen. We've got a sad Buffy and a more evil than ever Faith and a really sleepy Xander on our hands. My vote's for bedtime."

"I'm with the sleepwalker," Oz says and slides his arm across Willow's back. "Also, heard somewhere there's an English test tomorrow morning. This morning. Coming up."

"So early? Really? Well. This is all we can hope for from volunteers, I expect," Wesley says and Willow coughs into her hand. Sticks out her tongue behind her palm and Oz knocks her shoulder gently.

"Yes, Xander, a good night's sleep might do wonders." Giles rubs his forehead and then his neck. He's been looking more worn-out every day since -- probably since Buffy came back from LA. Months and months ago. He's not the pinched, shrunken version he was while she was gone. Then, he reminded Willow of nothing more than wormeaten driftwood, hunched and twisted. No Ms. Calendar, no Buffy, just a group of chattering kids he'd probably never liked much anyway.

Now he's back to regular Giles-size, but he's wearing away. Eroding, kind of, more wrinkles every week in his forehead. Most of them are thanks to Faith, Willow's sure of it, though losing his job and Wesley's mere existence are close for second. His clothes look half a size too big for him, and sometimes his ties don't match his shirts.

"Maybe he's trying out a new look," Oz had said when she mentioned that. Willow just smiled and looked down at the empty can of cream soda in her hand. That wasn't it.

Not that she knows what *it* is, because it's so much, all these threads tangled together and it makes her eyes hurt these days to look at Giles. She's watched him for almost three years now, so she's good at it. She knows how his eyes change, go two shades lighter, when the sun hits them. How the sides of his mouth tighten and half-dimple when he's trying not to snap at Xander. How his hand fits perfectly on the side of her shoulder, like his palm is the socket for the joint.

Since Buffy's birthday, he doesn't touch any of them. Not that Giles was anything close to touchy-feely before, but it's been months since he patted her shoulder. Willow rubs it there now, briefly, before standing up.

"Willow?" Giles says. He's in the doorway to his office, hands in his pockets. He looks casual. His voice doesn't sound casual at all. "A word, if I may?"

Willow swallows and realizes her mouth is suddenly very dry. Oz touches her elbow and nudges his head in the general direction of the parking lot. She nods, grateful that this is *Oz*, who's never going to worry about silence.

When everybody's gone and the library is darker, she finishes stacking up the books they used today, smoothes down her skirt, and takes a deep breath outside the office.

"Giles?"

He turns around in his deskchair and smiles briefly, faintly. "Willow. How are you?"

Willow plucks at the seam of one shirtsleeve and shrugs. She's never going to master that half-liquid, entirely careless shrug Oz can give, but she keeps trying. She shifts her weight from right foot to left, then back again. Giles sounds like he just ran into her after not seeing her for months. Nor does he sound entirely pleased about seeing her.

"Okay?" She coughs, for real this time, and feels her throat close dryly up. "Sorry. Dry mouth. All the book dust, I guess. And the late hour. I get really thirsty when --"

"When you're nervous, yes," Giles says. She can't make out his eyes behind his glasses and that's even more disconcerting than the strained politeness in his voice. "I know. Sit down. Please."

She perches on the edge of his creaky loveseat and Giles offers her a pastille. Lemon, and she's not sure if he knows that's her favorite or if it's just a coincidence. "Thanks."

She starts to cross her legs, but the couch is so low to the ground that she can't really manage it without basically lying down and throwing her legs up in the air. So Willow steels herself still and keeps her eyes on the bookcase to the left of Giles's desk. Rolling the candy between her palms, as it starts to feel slick and warm, she says, "This is about the Marenschadt volume, isn't it?"

Giles leans back on his elbow and removes his glasses. She was expecting him to take them off for another bout with his tie, but Giles doesn't seem nervous at all. He's almost poured into his deskchair, legs extended and crossed at the ankles. If he sat up straight, he could probably touch her leg.

"You're a very intelligent girl, Willow, you must know that --"

"Thanks."

Giles lifts his eyes and squints at something that might be miles behind her. "I wasn't finished."

Willow clamps her mouth shut and presses her knees more tightly together. The candy's going sticky in her fist and when Giles glances away, she pops it into her mouth and licks the stickiness off her palm.

Giles is looking right at her and Willow's hand drops like Galileo's cannonball into her lap.

"Sorry," she says. Her body feels weird, like helium caught in steel, weightless at the center, but trapped underneath her skin and muscles. "Sorry."

Giles nods and leans forward. "Great intelligence, and an innate talent such as yours, Willow, you must know require care. Caution and a deeply engrained sense of right and wrong."

Willow knows she's blushing. She's never been able not to, not when someone says she's smart, and Giles -- *Giles* -- is doing more than that. Smart *and* good at magic. But he doesn't sound happy about it. He sounds exhausted, angry, and disappointed. He sounds a lot like Ira when he found the Wiccan zines in her knapsack.

One breath, single rush of words. "I'm really sorry, Giles, I shouldn't have looked at the Marenschadt, it's just that --"

Giles holds up his palm. "I'm not asking for an apology."

"But I *am* sorry."

"No." Giles shakes his head. "You're sorry it came out, not that you did it."

Now he's just being patronizing. Willow's wasted way too much time since she met Giles worrying about whether she deserves that. Whether he even knows he's doing it, or if he really is as smug and English as Xander's always claimed.

"But I *helped*," Willow says and swallows the candy half-dissolved. It sticks in her throat and she's really coughing now, white lights switching on and off in front of her eyes, air yanking away from her lungs. She bends over and Giles slaps her back, keeps slapping as she keeps coughing until the candy shoots out and she's hiccuping and tears are springing out from her eyes and she still can't breathe and her chest's getting stabbed again and again with bluehot daggers and pokers.

"Will --" Giles says, urgent, loud, gripping her upper arms and dragging her upright. "Are you all right?"

Willow wheezes as she nods. She'd swipe the tears from cheeks, but Giles won't let go. She swallows again and again, phlegm and lemon-flavored spit and looks right at him.

"I helped," she says. "I was the only one who knew about the ascension reference."

Giles's hands slide down and squeeze her elbows as he nods. "You did, of course you did." He could be patronizing now, but his voice is a little softer. "Are you all right?"

"I'm fine," Willow says and her hands settle on the inside of Giles's elbows. "I want to learn stuff, Giles. I know you don't think I'm ready, I know that magic's some kind of special territory for you and the rest of us aren't allowed inside, we're not supposed to want in, but it's not like that, not for me --"

She shuts her mouth when she realizes she's doing her Willow-thing.

Everyone calls it that, when she can't stop talking and she's probably half-pouting, and supposedly it's cute, but it makes Willow antsy and angry at herself. Like she's no better than she was when she was seven or eight, like all the reading she's done, all the risks she's taken (vampires, werewolves, talking to *Buffy*), all the things that have happened to her (Jesse, Angelus, Spike) don't even matter as long as she's cute.

Giles's eyes are the dark they get when he's concentrating very hard. Reading or working out a strategy. They've never been this dark while trained on her. His arms tremble right underneath hers.

Willow clears her throat. "I'm fine," she says and clasps his biceps more tightly. "Giles. I'm ready."

He drops his eyes first, and starts speaking before she makes a little noise, the size of a pebble, in the back of her mouth. "Oz is waiting for you --" She clucks and finally he looks back. "Just your age when I started making a great many mistakes."

"I know," Willow says and slips her hands over his arms, towards his shoulders. A single layer of fabric between his tattoo and the skin on her palm, and that barrier is *nothing*, she knows that, feels the ink throb and lick as she passes over it. "But I'm not going to do stupid things like that."

Giles's entire face wrinkles and tenses all at once, and Willow can feel the anger and determination running like girders beneath his skin start to contract and pull him in.

She licks her lips and glances down at his hands. His fingers digging into her flesh like bread dough. For some reason, the sight makes her smile and Willow realizes she has less than half a clue about what's going on.

"You can't goad me," Giles says. His accent thickens with each syllable and his voice drops down the scale. "Although you are, of course, welcome to try."

"No goading," Willow says and watches her thumbs work in little half-moons against his suspenders. "I don't need your permission, Giles. Just want you to know that."

Her own voice is dropping, going hoarser, and this is not the library whisper she learned well before kindergarten.

So when Giles starts to smile -- and she hasn't seen him smile since well before Buffy's *last* birthday, the Angel one -- Willow tightens her hold and thinks, *you better not be laughing at me*. Out of everyone, it would only be worse if Oz laughed at her.

Giles isn't laughing at her, however. Or, if he is, it's not as if he's making fun of her. Almost like he's --

"Enjoying yourself?" she whispers and he nods, vigorously, his eyes nearly invisible given the width of his smile, the deep grooves curled into his cheeks, and when Willow kisses him she tastes his laughter first.

Like hard cider, rolling fizzy and sharp over her tongue, but then Giles clasps her shoulder so hard, so suddenly, that she squeaks before she knows what she's doing, and then his mouth is all the way open. Working like laughter and hunger against hers, slick and fast.

Willow's learned a thing or three with Oz and with Xander, and she cups Giles's neck, her fingers in the short, dry curls on the side of his head, thumb on the hinge of his jaw, all of them stroking in time with her tongue over his tongue and teeth and palate, pushing deeper, pulling back, and when Giles whispers half a moan, Willow's smile is as broad as his just was.

They pull back together, inhaling together, and Giles's face is blurred. Softer, almost relaxed. Almost happy. Fuller, certainly, flushed and not half as dry and pale as it just was. Willow licks her lips, tastes the last of the candy and the dark, smoky tea Giles brews only when Wesley's not around.

She knows him, she thinks, better than anyone else.

There's a kind of power there.

"You'll help me, right?" she whispers and glances at the secret books again. Her whole body is tingling, miniscule lightning strikes at each and every pore, and inside, deep inside, something darkly bright is trembling and making her dizzy and happy all at once. "With the magic."

Giles strokes back a lock of her hair behind her ear and rubs her cheekbone lightly with his thumb. "Getting longer," he murmurs. His eyes are unfocused, almost foamy, dark gold and green and chestnut boiling together. "Of course, Willow. I'll try my best. That's the best I can do."

She wants to kiss Giles again. Her lips ache, buzz low and threatening, but it's not the right time for that right now. So she nods and thinks about asking Oz to cut her hair again.

"Thanks. I just want to get better." She tugs her skirt down and leaves her fingers curled in the hem. Excited and scared and her brain's breaking down into elementary-school level thinking. Oz is waiting. She just kissed Giles. She's going to learn magic. Real magic, no more secrets.

Giles is still looking at her, fondly, the soft velveteen-rabbit expression he gets sometimes when Buffy's at her Buffiest.

"I'll work hard," Willow says. Blinking fast, twisting her fingers against the fabric. "I --"

Giles straightens up and passes his palm over his face as if there's a film of something, clingy, unwanted, all over his skin. "You're far too good to be a dilettante or an amateur, Willow."

"I won't let you down, Giles. Promise." She can barely get the words out, but she wants and needs to say them. She's buzzing with so many feelings, gratitude and excitement and worry and ambition, that she thinks it's going to be weeks before she's able to sort them all out.

"That's not a promise you can make." Giles rubs the base of his throat, swipes his knuckles over his lips, and twitches a small, sad smile in her direction. "Go. Oz is waiting."

Willow bounces to her feet and shakes her too-long hair out of her eyes. Squeezes Giles's shoulder and kisses his forehead. "Thank you. Thank you."

She's running down the hall so fast, she's almost at the back exit when she remembers that she left her cool new vintage coat in the library. But she can't stop, can't turn around, the momentum's got her and she loves this feeling, running, finally, towards something. Not away. Gasping silver clouds and propelling herself forward, she hits the parking lot at a full-out run and Oz throws open the van's side door so she can leap inside. Giggling, so happy, she can't speak.

He looks down at her as Willow wriggles on the floor of the van, laughing, trying to explain -- carefully, no kissage, just the conversation that bookended the kissing -- and finally, finally, when she needs a breath, Oz nods once. Kisses her lightly and he tastes like rosemary and patchouli.

He leans across her and pulls the door closed as he says, "Gonna be one badass Wicca."

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The End
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