The Countess vs Faith Rating: NC-17 Disclaimer: I own none of these characters; I'm just borrowing them for sexy fun. Background: I was looking through the site of Denise Masino's vampire film Blood and Kisses (Blood+Kisses?), when I realized that there was probably an update at this virtual Faith series site I liked (there was.) And as I was looking at the hot pictures of Denise Masino as the vampire Countess, and the hot pictures of Eliza Dushku as Faith, I suddenly thought: "Damn, a confrontation between these two would be so fucking hot!" So here we are. I always wanted to write a vampire story anyway. All that sucking, heh ... By the way, the Countess and Raven (her cohort and lover) aren't typical Buffyverse vampires (no vamp face) and I kept it that way to keep their unique flavor (they're more like Dracula types, I suppose.) Setting: This is set in an alternate BTVS universe, where Faith never joined the Mayor or killed Allen Finch. Instead, they used the information Allen provided to stop the mayor before he could ascend. Specifically, this story is set in the summer after this alternate season 3. Angel and Cordelia still went to LA, while the rest of the Scoobies temporarily left town for one reason or the other, seeing how vamp/demon activity is so low during summertime (wink wink) leaving Faith to watch over Sunnydale. Now, on with the show!!! Part 1 Night. Sunnydale was deceptively quiet. Too fucking quiet, Faith thought, as she walked along the deserted streets. And no one to talk to either, with B and Fang gone. The Slayer sighed heavily. I am so fucking bored. She grumbled to herself. Unknown to Faith, however, her dull night was going to become far more exciting than she could handle, as a sinister black limo drove through the town limits and proceeded into the town. "So this is the famous Hellmouth. Doesn't seem like much, does it, my Countess?" "It has its own simple charm, I suppose." Raven smirked at the Countess' suave reply, and kept driving. "I hear there is a Slayer in this town." The Countess remarked. "Two, from what I hear. One of them was revived from death." "Interesting, tell me more ... " Part 2 As Faith entered the nearest cemetery to start her patrol, she was unaware of the dark eyes following her every move. "This is her?" "Yes, my Countess, the more inexperienced one." "How absolutely scrumptious she is, I must meet her, tonight." "Without delay, my Countess." Raven replied. Parking the limo down the block, they followed the unsuspecting Faith into the graveyard. "Helloooo!!!! Any fucking vamps out there? Have y'all gone chickenshit or something, Jesus fucking Christ!" Really annoyed now, Faith sat on a headstone, her leather pants crinkling, idly twirling her stake between her fingers. "This is the third graveyard I've hit tonight! Shoulda just left town with B. Maybe I should just give up and head to the Bronze. I'm certainly dressed for it." she muttered, regarding her blue jean jacket, red halter top, black leather pants, and combat boots. Finally deciding on this last course of action, she at last stood up and began walking off when she was startled by a sultry voice from the darkness. "Leaving so soon, my dear?" Faith whirled on the voice as a muscular woman with dark eyes and hair emerged from the night-shrouded tombstones, carrying a whip over her shoulder, an amused and almost inviting smirk on her exotically lovely face. She was dressed in an almost swimsuitish bondage-type outfit, her muscled arms and legs bare. "Just who the fuck are you?!" "The Countess, now tell me. Do you think I'm very beautiful?" "Yeahhh, and I also think you're a fucking vamp." Faith raised her stake threateningly. The Countess grinned as she locked eyes with Faith, and backed her against a gravestone, seriously violating her personal space. Putting her luscious mouth next to Faith's ear, she whispered hotly: "Wouldn't you like to be one too?" The dark Slayer's eyes widened and she shoved the Countess back violently, causing her to topple to the ground. Mmm, I love the fiery ones. The Countess thought with a grin. "FUCK. OFF." Faith almost growled, and launched an attack on the sitting Countess, who nimbly rolled away and leapt to her feet. Meanwhile, Raven looked on, crouching beside a mausoleum, smirking to herself as she fondled her breasts. I love it when she plays with them, she thought in amusement. The girl has no idea what awaits her. Frustrated, Faith sprang after the Countess, exploding in a flurry of punches and kicks, almost growling as she attacked, but the Countess was too experienced for such an overly aggressive style of attack. Faith's every maneuver, no matter how quick or skillful, was parried or dodged with ease, only adding to the Slayer's mounting frustration. She finally overbalanced at one point and fell to the ground. "We certainly have issues, don't we, dear? Let me guess. Neglectful parents?" Trembling with rage, the whites of her eyes almost showing, she launched herself at her leather-clad tormentor, finally catching her by surprise as she tackled her to the ground! Faith tore the stunned Countess's whip from her hand and threw it aside, then raised the stake over her head. NO! Raven screamed in her mind. She got up and began to run forward desperately, fire in her eyes. As the stake came down toward the Countess's ample chest, she almost casually caught Faith's wrists, stopping the stake cold. Raven skidded to a halt and dashed behind the nearest gravestone. Struggling, Faith kept trying to force the stake down, but to no avail. It didn't even budge. "No ... vamp ... is ... stronger ... than ... me..." Faith snarled, voice strained with effort. "You have a very high opinion of yourself, don't you, lover?" The Countess commented with a sly grin. She began to squeeze Faith's wrists, tighter and tighter until the stake finally slipped from her nerveless fingers, and then gracefully flipped Faith off of her. She sailed through the air and smacked hard into a tree. Faith bit her lip to keep from crying out. She used the tree to pull herself to her feet and looked around for her foe only to receive a boot to the jaw, bloodying her full mouth. The savage blow nearly spun her around, and then the Countess shoved her up against the tree and punched her in the kidneys repeatedly, then locked in a choke. Faith gurgled as she fought desperately for air, pulling at her adversary's huge arms ineffectually, before finally ramming her elbow into the Countess's steely abs again and again, until she suddenly broke loose with a really savage elbow thrust. She fell to the ground on hands and knees, gulping in precious oxygen. For her part, the Countess circled her foe in amusement. Such spirit, this one. She couldn't wait to make it hers. Allowing Faith to get to her feet, she locked eyes once again with the battered girl. "Show me the real power of a Slayer. No more games." She beckoned Faith with an elegant come-hither gesture. Scrutinizing her carefully, Faith did so, cautiously advancing. She's like some kinda super-vamp. Faith thought. Gotta be careful, feel like went ten rounds with her already. Raven grinned as Faith moved in. Not stupid, this girl, very adaptable. She was perfect for their plans. Feinting to the left and then right, Faith finally hit her foe with a one- two combo, before judo-flipping her to the ground, and jumping over an attempted leg sweep, she kicked the Countess in the face, but as she withdrew her leg, her wily antagonist seized her leg and tripped her, then leapt upon her. She rained a flurry of hammer-like blows to her jaw and Faith attempted to cover-up, before finally bucking the Countess off with an unexpected buck of her shapely hips. They rose to face each other, growing respect for each other in their dark eyes. The battle began in earnest. The two warriors were like a whirlwind, and pity any who stood in the way. Raven watched on in amazement. Her Countess had never faced such a challenge, and it was arousing her to no end. She was literally dripping on the mowed grass. As they battled on, the Countess slowly but surely gained the advantage, as her greater muscle mass helped to nullify the full effect of her opponent's blows, while the slender Faith had no such protection, plus she was already hurting, and gasping for air. The Slayer began slowing down, and as she weakened, her attacks decreased in effectiveness, while the Countess stayed strong. Faith was hit again and again. Her punches ... like jackhammers ... never been hit so hard ... can't give up ... Faith thought tiredly. She tried a variation on her earlier combo, but the Countess seized one wrist and then the other, and then pulled Faith against her. The Slayer struggled uselessly. "You can't fight it, girl. You're mine." The Countess almost cooed. Faith's reaction was to knee her in the gut, but the Countess only snickered, and then with an almost bone-crushing grip, forced Faith to her knees. "Kneel before your Countess, my lover." "F-fuck y-you!" Faith spat. "That is the idea, fucking. A very explicit fucking, of you." Suddenly dragging the injured girl to her feet, she slammed her fist into Faith's stomach with all her vampiric might. Faith's pretty face greened, and when the Countess released her, she pitched bonelessly to the ground on her back. She was fighting unconsciousness. Standing over her conquest, the Countess smiled slyly, before kneeling and undressing her, until she was completely nude, then removed her garments as well. Raven came with a sudden rush, coating her outfit and the grass. Lying beside the fallen Slayer, she suddenly wrapped her hugely muscled legs around Faith's head, and squeezed tightly, her muscled ankles locking. Faith's doe-brown eyes almost popped out of her head, as she vainly tried to pull those thick legs apart, until the Countess grabbed her wrists again. Faith's features ever reddened, as the Countess's deadly legs steadily constricted like a python, muscles bulging. The Slayer's vision began to swim, as she was slowly forced to black out. Just before she did, the Countess released her deadly hold, and stood up. She picked Faith up and held her in the air, before locking her in a Russian bearhug, her powerful arms locked around Faith's aching kidneys and back. Her embrace tightened and tightened. "My f-f-fucking b-b-ack!!!" "There is only one way to end your pain. Submit to me." "NO!!!" Faith almost screamed. In response, the Countess wrenched her pained back muscles and kidneys. A scream of feminine agony echoed through the boneyard. Every time Faith refused the command of the Countess, every time she resisted or tried to escape, she was remorselessly wrenched, until it felt like her back was broken. She couldn't breathe! SHE COULDN'T BREATHE!!! Tears of pain started streaming down her face. "Do you submit to me?" "P-please ... it h-hurts ... " "Do you?" "Please ... ... .y-y-es ... " Faith gently kissed the Countess on the lips, a kiss of surrender. "Do you swear?" "Y-yes. P-p-please s-s-s-s-to-p-p." "Excellent choice, as I really did not wish to have to kill you." Holding the beaten Faith in her agonizing grip for a while longer, and staring into her eyes again, almost hypnotizing her, she slowly eased up and lowered her to the grass, before sitting on her stomach and smothering her with her huge breasts! Her massive legs grapevined Faith's slender ones, and she rammed her crotch again and again into Faith's aching belly! Completely nude herself, Raven thrust her fingers into her pussy, in time with the Countess's thrusts. There was no escape for Faith. The Countess's spectacular breasts sealed off any hope for air or escape, while her own big boobs were crushed against her chest by the Countess's ripped waist. She pushed pointlessly against those vascular legs that spread her own to an agonizing degree, until her wrists were once again seized and easily pinned to the ground. The Countess teased her by lifting up, and lowering her breasts, again and again, almost sending Faith into helpless blackness, before withdrawing. She almost laughed at the frustrated, helpless, expression on Faith's face, before covering it again with her tits once more. As the Countess lifted up again, Faith pleaded with her. "You've beaten me. Please, no more. Please?" "I know, my dear, just having a little light amusement." Finally sitting up, she turned her head and looked into the darkness. "You can come out now." Faith peered in the direction that the Countess was looking in, and saw a slender dark haired woman, almost as beautiful as the Countess, suddenly emerged from the shadows like a lovely ghost. "How many of you are there?" Faith asked, despairingly. "Just the two of us, lover." The Countess answered. Lowering herself until she lay on top of Faith's body, huge breast to huge breast, she again stared into Faith's eyes. Faith looked at her and then at Raven, who lay beside them. Faith could lose herself in those beautiful eyes. "Why me? Why waste your time on me? Buffy's the real Slayer." Faith's eyes shone with unshed tears, which she fought to keep from falling. "No, my dear, you are. You've always been the true Slayer, ever since you were called, which is why we wanted you first. It occurs to me dear, that I never caught your name." "Faith." "Faith. Such a pretty name, for such a pretty girl. We are going to make you come, Faith, repeatedly, and then we will turn you. I see and hear such pain and loneliness in you. Raven and I will take that from you, forever." Then the Countess and Raven kissed Faith gently, lovingly, slowly slipping their skilled tongues into her mouth, and gently sucking the blood oozing there. Faith found herself returning these deep kisses. The two vampiresses' hands caressed Faith again and again, and their breasts rubbed against hers. Loud groans poured into the air. The Countess kissed down Faith's body, with exquisite slowness, while Raven and Faith sucked on each other's tongues, until Faith started as the Countess found her wet womanhood, and the Countess's experienced tongue swiftly brought her to orgasm, while Raven fondled Faith's breasts, nipping her stiff nipples with her fangs. The Countess and Raven took turns sucking Faith's engorged clit and hard nipples, causing her to cry into the warm night again and again, until the Countess's fangs hungrily sank into Faith's clit, and Raven's fangs sank into one of Faith's breasts. Raven alternated, feeding on one breast and massaging the other. They sucked the Slayer to the point of death, and then cutting their clits gently, let the blood drip into her mouth, and then took turns facesitting Faith until death at last claimed her. The Countess kept sitting on Faith's dead face and said aloud: "I know you can still hear me, my dear, deep, so deep in your core, and when you awaken, here is what I wish you to do ... " Epilogue Three nights later, a loud knock sounded at Willow Rosenburg's door. Annoyed, Willow got up from where she was sitting beside Buffy, watching some weird old movie and answered it. She didn't think much of the unexpected visitor. "What do you want, Faith?" "Hey Red, just need to talk to B and you outside. Kind of an emergency, Slayer stuff, ya know?" Willow turned so Faith couldn't see her rolling eyes, completely missing the fanged grin spreading across Faith's bewitching features ... The End?