Author: Chris Cook
Rating: NC-17
Copyright: Based on characters from Buffy The Vampire Slayer, created by Joss Whedon and his talented minionators, and all manner of things including the James Bond series by Ian Fleming/Eon Productions, and The Avengers by Brian Clemens. All original material (I'm sure there's some in there somewhere) is copyright 2005 Chris Cook.

London, England
S.M.U.T. Headquarters, Gymnasium
2130 hours

"I just need to get changed," Tara explained, turning towards the changing room and gesturing for Willow to follow her.

"Yep, of course," Willow chirpily replied, "can't go into a briefing all lycra-clad, and sweaty..." '...and flushed from exertion, and gleaming with that sheen of sweat, all over your creamy skin, and my god those legs just keep going, huh...' Willow hurried to keep up as her brain cheerfully drowned in its own mental drool.

"Well, no," Tara agreed, giving Willow an amused grin, "I don't, you know, make a habit of wandering around like this... a-actually, that's why I usually work out late, I prefer having the place to myself." She leant closer to Willow, and added conspiratorially: "I'd get kind of self-conscious with people wandering by, seeing me in an outfit like this."

"Oh, yeah, me too," Willow nodded, "and, again sorry... for barging in unannounced, you know, I wouldn't have if I'd known-"

"That's okay," Tara said, with an enigmatic quirk to the corners of her lips. "You gave me a bit of a start, but, it turned out not an unpleasant one... all's well that ends well, hmm? Just, don't go selling tickets to my workout sessions now that you know my secret," she joked.

"Oh, no," Willow assured her. 'No way! Private show, only one spectator... lots of audience interaction.' She followed Tara into the changing room and stood dutifully outside the cubicle the blonde entered.

"Oops, I forgot," her soft voice sounded once the door had closed, "could you pass me a towel?"

"No problem!" Willow said, turning to the rack of towels on the opposite wall and surveying them critically. 'Now, big decision: big towel or little towel? Little towel means less Tara covered up... but if she wants to be covered, she's not going to appreciate being handed a handkerchief to wear... ohhh, drat. Be a good girl, Willow.' She picked one of the larger towels and handed it over the top of the door to Tara.

"Thanks. Where's my bag, did I leave it-"

"Out here," Willow replied.

"I'm going scatterbrained," Tara's voice chuckled, "drop this in it, would you?" A fold of pale blue fabric appeared over the door, and Willow found herself holding Tara's leotard.

"I so wish I were you," she whispered to the garment, too quiet for Tara to hear, before placing it neatly inside the sports bag.

"Thanks," Tara said, crossing the changing room with the towel looped around her torso, trailing to her thighs, and entering one of the shower stalls. Willow watched spellbound as the towel was hung over the top of the stall, and behind the frosted glass the vague shape that was Tara leant over and turned on the shower, swaying gently back and forth as she washed herself.

Tara wore a confused smile - and nothing else - as the spray gently pummelled her shoulders and back. The source of her confusion was the redhead waiting outside, who she surreptitiously watched through the clouded glass.

'She's right there,' Tara mused, 'not ten feet away... and here's me stark naked, with just this flimsy pane of glass between us. Okay, maybe not flimsy, as such, but one push and it'd open, and then... there I'd be, and there she'd be. Oh for heaven's sake, it's not like this is the first time I've ever used the shower while someone else was in the change room! No-one like that, though... what is it about her? Red hair? She certainly stands out. It's the eyes, isn't it, ever since I told momma about my crush on Stephanie Madsen in the seventh grade she's teased me about me and green-eyed girls.'

Her hands, more or less on their own, let the washcloth drop back on its rail, and moved on their own up and down her torso.

'Okay, I admit, it's not just the eyes... it's the smile. It's the slightly neurotic babble. It's how her hand felt in mine. It's how she looks in a suit... holy mother of god, how does she look that hot in a suit? That's not natural. Women that sexy don't just wander into the gym while I'm conveniently half-naked, and start nervously babbling and checking me out. Was she checking me out? I'm sure she looked at my butt. What possessed me to get a g-string leotard? Thank you, whatever it was.'

Tara let her head fall back, and the soft jet of water move over her shoulder and down her front. She took a shuddering breath as her sensitive breasts were bombarded with spray, biting her lip at the conflicting sensations - to move out of the water, or arch her back and indulge in more of the liquid massage. She compromised by sliding her hands up over her breasts, shielding her sensitive skin for a moment, without losing the delicious hot water streaming over them, through her fingers.

"Mmmm," she purred, tilting her head into the water for a moment, then leaning back, feeling her wet hair stroke against her back. She leaned back further, forcing her hands down, and giggled as the water once more fell directly onto her breasts and cleavage - it was like a sensuous kind of torture, a test to see how much she could endure in the service of the pleasure it brought. Her nipples stood to attention, the areolas crinkling into pebbled haloes.

"Mmm, shower power," she murmured to herself, leaning back so that her shoulders pressed against the tiled wall behind her, her hips thrust out ahead of her. The shower stream caressed her stomach, the spray on its edges still catching the bottoms of her breasts, and reaching far enough to tickle at the patch of hair gracing her mound.

'Not bad at all,' she thought, 'hundreds of tiny hands at work... hundreds of Willow-hands...' She closed her eyes and grinned. 'You're a naughty, naughty girl, Tara Maclay.' One hand moved tentatively across her thigh, inwards, but then she sighed and stood up straight, reaching again for the washcloth.

"Not enough time," she grumbled quietly to herself, gauging her mood - she knew the difference between a quick bout of self-love, and one of the times her body would make her drag the act out for as long as humanly possible. 'Maybe if I take too long she'll come in to check on me?' she grinned mischievously to herself. Her eyes strayed to the glass, now fogged with steam, leaving Willow a barely-visible patch of steel-blue-grey suit and red hair.

'Please be thinking about me,' she wished silently. 'What was it momma always said? If you want to be noticed, make good and sure you're noticeable.' She grinned as an idea struck her. 'Okay Agent Willow Rosenberg, you are going to notice this!'

Outside Willow shifted her weight from one foot to the other, gazing contentedly at Tara's vague silhouette while her mind entertained all manner of fantasies about being on the other side of the glass. Her eyes widened as Tara's hand pressed against the barrier, noticing that the glass's obscuring quality counted for little when the object on the other side was pressed right up against it.

'My kingdom if you'll just lean up against that glass,' Willow thought to herself. Tara's hand vanished, and Willow shrugged. 'Oh well, can't win 'em all-ahhhh-uh-uh...' Her thoughts trailed to incoherency as the vague flesh-coloured form resolved into Tara's back, flattened up against the glass. Willow's eyes, luckily able to operate without guidance from her brain, traced the expanse of skin from the elegant shoulder blades, down the gentle curve of her spine, her view obscured slightly where Tara's skin lost contact with the glass in the small of her back, to the swell of her hips and her ass. Then just as quick as it had appeared the vision was gone, and Willow was left with her jaw hanging open.

'Guess you've got my kingdom then,' she thought, her brain jolting into action again.

S.M.U.T. A-Branch: Technology R&D
2155 Hours

Willow and Tara entered the Headquarters research labs side by side, Tara now wearing a very smart gun-metal grey suit and pants. The equipment testing centre, on the other side of the complex, and some very thick shatter-proof glass, was as always bustling, and reverberating to the sound of machinery, gunfire on the test range, and occasional small explosions, but the labs themselves were largely empty, with only a handful of technicians at their desks, writing reports or fiddling with experiments. The two agents stood in the doorway for a moment, searching the large room for someone to report to, when the door to the branch Director's office opened and a handsome black man waved at them.

"The Director's ready for you," he said, holding the door open for them as they entered the office.

"Thank you Charles," Director Winifred Burkle said as she stood from behind her desk. Willow, who had spent far less time in the presence of any of the Directors than she assumed Tara would have, looked at her fellow agent for help, but found only matching confusion. Winifred noticed their expressions, and shrugged, glancing down at the skin-tight crimson bodysuit that constituted her entire wardrobe.

"Biometric synthetic polymer," she explained, "we're calling it the Illyria suit. It should be pretty useful, if we can iron out the bugs. Fortunately it needs someone else's help to get in and out of."

"You mean 'unfortunately'?" Tara asked.

"Hmm? Oh... yep," Winifred said, casting a devious grin at Charles, "unfortunate, yep. Good to see you again Tara. And you must be our new Bunny?" She shook Willow's hand. "Winifred Burkle, but call me Fred."

"Willow Rosenberg," Willow replied, "I, uh, haven't chosen a codename yet."

"That's okay, you'll be stuck with it forever, best to give it some thought," Fred nodded. She gestured to Charles. "Charles Gunn, head of physical training." He and Willow exchanged hellos, and all four took their seats.

"Take a look at this," Fred said, tapping a key on her laptop. A flat screen on the wall behind her activated, showing two women sitting by a pool-side, one a stunning tanned blonde in a one-piece swimsuit, the other a raven-haired Asian beauty in a bikini, with a translucent skirt tied loosely around her hips.

"-here?" the blonde woman was saying as the scene resumed from being paused. "But, anyone could look over the fence, they might see us."

"So?" her companion countered, leaning closer, her hand reaching for the shoulder strap of the blonde's swimsuit and slowly dragging it down her arm. "Who cares whether anyone sees? I like what I see." Her other hand reached behind her back, undoing the knot holding her bikini top on. "What about you... do you like what you see?"

Fred tapped her laptop again, pausing the playback just as the bikini top began to fall away from the woman's chest.

"Aww," Gunn grumbled, at which Fred shot him a scolding grin.

"Melrose Place: The Next Generation, episode eight," she explained, removing the DVD from her laptop. "Rated R. I'm sure you're wondering why I'm showing it to you."

"I was kinda curious," Willow admitted. Fred nodded and stood up, crossing to a second TV set up on a side table. She slid the disc into it and turned back.

"The exact same scene," she said. The screen flickered on, and it was the same scene... basically. The two women sat by the pool, facing each other, but now both wore full swimsuits extending half-way down their legs, and right up to their necks, and their postures had altered, no longer obviously on the verge of leaping on one another - now they sat primly, with their legs crossed discreetly beneath them.

"Are you sure we should be out here?" the blonde asked. "We could be seen, and it would be quite improper to offend anyone. They might see our knees!"

"I agree," the other said, "we should go inside. What on earth would our hard-working husbands think if they saw us wasting time like this, instead of doing our household chores?"

Fred stopped the playback with a disgusted snort.

"You're kidding, right?" Tara blurted out, then blinked in surprise at herself. "Sorry, I just..."

"I had the same reaction, believe me," Fred nodded. "That television was recovered, at great cost, from an illegal artificial intelligence research base in the Arctic circle three days ago. Inside it is an AI chip that turns any playback the TV processes, no matter how sexy, racy and/or explicit, into something like what you just saw."

"But that's impossible!" Willow exclaimed. "I mean, changing the outfits, the voices, the- everything, all in real-time, during playback, that's-"

"It's the absolute, horrible truth," Fred said flatly. "Radically advanced programming, the work of a genius, or a madman. Probably both, judging by the content. Any material this TV displays will be automatically censored down to a G-rating, and altered to erase any hint of anything even slightly arousing - everything from hard-core pornography DVDs, right down to double entendres on The Simpsons, or any even slightly titillating glimpse of skin, is reworked into ultra-conservative propaganda."

"My god," Tara breathed, aghast.

"Yeah, you ought to see what happened when we put the first episode of The L Word in it," Fred shuddered, "I'm gonna have nightmares. And that's not the worst part."

"There's more?" Willow squeaked, shuddering at the thought of her Angelina Jolie collection being converted into five shelves' worth of The Partridge Family.

"You know how bi-directional digital television protocols were introduced a couple of years ago," Fred explained, "TVs communicate back to the broadcast networks, allowing viewers to select specific programs, viewing options, and so on. If this TV were connected to a network, any network, it would propagate its programming into every other TV connected at the same time. It's a virus - one that could conceivably eliminate liberal sexuality in all its forms on broadcast media within three days of being released."

"How... who?" Willow demanded. "Who did this?"

"That's what we want you two to find out," Fred told her. "Everything we know, which is sadly little at this point, is being compiled into the dossiers you'll be given. We have one lead at the moment - the AI chip is of unknown origin, but the rest of the TV was manufactured by Osbourne Industries."

"Osbourne," Willow repeated, frowning.

"It's tenuous at best," Fred continued, "for all we know the mastermind behind this could have just bought the TV in Wal-mart. But it's all we've got right now. You've both been booked onto a flight leaving Heathrow at midday tomorrow, for New York. You'll meet the CEO, it's being arranged. Aside from that, it's up to you to find out if anything is going on at Osbourne, and if it is, follow it up and get us more information to work with."

"We'll do our best," Tara said, reaching for Willow's hand and squeezing it reassuringly.

"Good," Fred nodded. "Go see Jenkins for your mission equipment. Good luck, Bunnies."

"Have you ever met Anya before?" Tara asked, as she and Willow - somewhat shell-shocked - left Fred's office and headed for the equipment centre.

"Nope," Willow shook her head, "I've only used standard equipment, none of the top-of-the-line Bunny stuff. Up until now, I guess."

"She's a little... eccentric," Tara said carefully, "but brilliant at what she does."

"Buffy and Faith - Leather Bunny and Cheerleader Bunny," Willow corrected herself, "I've worked with them as a specialist a few times - they said her gadgets are unbeatable. But they kind of sniggered when they said it..."

"Yeah," Tara nodded, "just... never mind, you'll see."

"Uh-huh," Willow shrugged. She and Tara both went to open the door for each other, leading to a moment's confusion, and a pair of nervous smiles. In the end Willow got the door open, and couldn't quite keep her gaze from dipping as Tara went in ahead of her.

'Butt looks awesome in suit pants, too,' she grinned silently.

The equipment centre was full of all manner of paraphernalia, from jet-skis to hang-gliders, portable stereos, beach umbrellas, the back half of a Victorian carriage, an expansive wrought-iron candelabra attached to a gas canister, several parked cars, and - Willow happened to glance upwards - a stuffed crocodile hanging from the ceiling. Tara and Willow watched in bemusement as a queen-sized mattress waddled past on six stubby little mechanical legs, followed by a technician with a remote control.

"That's new," Tara said to herself.

"And that?" Willow asked, pointing to what appeared to be a pineapple, hovering on a miniature helicopter rotor.

"Hmm? Oh, no, they've had that for ages," Tara shrugged.

"There you are!" Anya Jenkins said loudly, scrambling out from underneath some kind of oversized stone cherub that was belching smoke from a funnel coming out of its head. She stood up and wiped her hands on her lab coat.

"I've been waiting for you two for five whole minutes," she chastised the two agents.

"Briefing, Anya," Tara said, pointing over her shoulder at the door.

"Oh, right," the head of experimental equipment nodded, "they showed you the TV? Scary. I'm transferring all my home movies to read-only discs, just in case. Now, I guess you're here for the latest and greatest products of my genius, yes? Who're you?" she added to Willow.

"Willow Rosenberg," Willow said, somewhat taken aback.

"Anya Jenkins, pleased to meet you. So you're what, Redhead Bunny? Freckle Bunny?"

"I, uh, haven't decided yet," Willow smiled nervously.

"Undecided Bunny, okay," Anya said to herself, gesturing towards a desk laden with electronic bits and pieces. "Over here. Now pay attention, you two." She rummaged among the miscellany, and found a small object which she displayed proudly.

"State-of-the-art," she explained, "a fully-functional military-grade GPS link, wireless communications module with built-in encryption protocols, laser microphone for long-range snooping, code-key analyser, fingerprint scanner, and automatic security bypass routines. And I've managed to fit in an electromagnetic dampening field projector. This little baby will get you into any secure location, disable surveillance systems, break into any computer, and transmit everything it finds automatically to our satellite network. The batteries are good for forty-six hours continuous use. Plus, it vibrates." She offered the object to Tara, then Willow, neither of whom made any motion to take it. There was a moment of embarrassed silence from the two agents.

"It's a butt plug," Willow said at last. Tara had to hold her hand over her mouth to keep from bursting out laughing.

"Yes," Anya nodded, as if nothing was amiss. "For easy concealment. See, you just slip this little baby in, and nothing short of a full strip search will find it on you. Metal detectors, security guards patting you down, nothing. Plus you don't have to worry about where to carry it."

"Anya," Tara said, stifling a giggle, "I think we'd prefer not to, um... have anything along those lines... on our person, while we're on a mission... you know?"

"It's quite comfortable," Anya insisted, "I'm wearing one now."

There was another embarrassed silence. Willow stared dumbstruck at Anya, then looked to Tara for help.

"Could we just have one in a carry-case?" Tara asked, blushing the colour of Willow's hair.

"Well fine, if you want to be boring," Anya shrugged. She dropped the unfortunately-shaped espionage device back on the desk, and motioned for the agents to follow her as she set off across the laboratory.

"Is she..." Willow whispered, then trailed off, unsure of how to finish the sentence.

"Yes," Tara nodded, resigned, "but her equipment is second-to-none. She just has a certain... fixation... but she's the best, nonetheless."

"Oh," Willow said vaguely, "okay..."

"Concealed weapons!" Anya announced proudly, picking up a heavy insulated case and placing it on a vacant table.

"Anya?" Tara interrupted. "Just, before you start... I don't think either of us are comfortable with anything that's explosive, or has an automatic weapon in it, that you hide by... inserting... anywhere."

"Oh." Anya looked crestfallen. "Well, there's still-"

"That goes for flamethrowers too," Tara quickly added. Anya gave an annoyed huff.

"Fine," she grumbled, "but don't come crying to me if you get half-way through saving the free world and fail because you need a stinger missile shaped like a penis, and don't have one." She stared challengingly at the two agents. Willow and Tara exchanged an uncomfortable glance.

"Okay, pack them," Tara muttered unhappily, trying not to meet Anya's eye. "I'm not sure," she added to Willow in an undertone, "if there's going to be anything scarier on this mission than opening the equipment case."

"You won't regret it," Anya said chirpily, oblivious to the sotto voce commentary on her work, "now..." she put the case away and leant forward, studying Willow's breasts.

"Um, yes?" Willow asked nervously.

"You look like you could use some extra padding," Anya said, straightening up, "just come over here."

"I'm quite happy with what I've got," Willow protested, as Anya led them to a sealed glass room occupied by a mannequin wearing a bra that augmented its modest bust quite remarkably.

"But I bet what you've got can't do this," Anya said proudly, picking up a remote control and pointing it at the mannequin. The nipples irised open and a spray of thick black smoke jetted out, filling the room completely in the space of three seconds. Anya nodded with satisfaction and touched another control on the remote, and a powerful ventilation fan began to clear the room.

"For covering your escape," she explained, "there's matching sunglasses with infra-vision so you can see where you're going while whoever's chasing you is blundering around in the fog. I'll have the whole set added to your luggage. You," she turned to Tara and gave her a quick once-over, "actually, those are dangerous enough on their own." Tara crossed her arms over her chest, blushing furiously.

"Okay now," Anya continued, picking through a variety of bizarre, and quite suggestive, devices scattered about the workbenches. "Let's just give you a few things that might come in handy... hmm." She held up an enormous gel dildo and examined it critically.

"What's your size?" she asked Willow and Tara.

"Um," Tara mumbled, reddening again at the sight of the thing.

"Not that," Willow said desperately. Anya shrugged and tossed the phallus into a suitcase.

"Might still come in handy, that's plastic explosive. There's a bullet vibe around here somewhere that's the detonator."

"Oh... good," Tara smiled weakly. Anya smiled, pleased with herself, and went back to retrieving things and dropping them into the suitcase.

"Lemme see... gas-propelled nipple clamp pitons... harpoon tassles... remote-controlled butterfly vibe - it really flies, there's a spy camera in the body... sonic disruptor slave collar... ten thousand volt fur-lined handcuffs... extending spreader bar, that goes out to fifteen metres... satellite antenna riding crop... these stiletto heels have self-adjusting lock-picks in them... oh! My favourite." She held up a complicated assembly of leather straps and gleaming metal studs. "Slave harness."

"What does that do?" Willow asked suspiciously.

"Take your clothes off, I'll demonstrate," Anya began, moving towards her.

"Just... explain verbally?" Willow pleaded.

"Oh, fine," Anya huffed. "What you do is, you put this on your girl of choice - or guy, it adjusts - and then you've got over fifty connection points for restraints, straps, decorations and so on. So for instance, if you wanted someone bent over and-"

"I think what Willow means," Tara interrupted quickly, "is, what does it do, in terms of espionage?"

"Oh!" Anya nodded, understanding dawning. "Nothing. But it's really useful though, you wouldn't believe the stuff you can do with one of these!"

"I'm sure I wouldn't," Willow nodded hesitantly, "I think we can do without it."

"I'll work on it," Anya said thoughtfully.

"What does that do?" Tara asked, unable to stop herself, staring in slightly horrified fascination at an eccentrically-shaped sex toy that was quietly whirring away by itself on the workbench. Various rounded protrusions were gyrating in cycles around the main shaft of the thing, which shortened and lengthened rhythmically.

"You can't have that!" Anya insisted.

"It's not tested yet?" Willow guessed.

"No, it's mine. Next, your cars," Anya crossed to a roller door and opened it. Two vehicles gleamed inside, a sedan and an open-topped sports car.

"Cars, plural?" Tara asked. "I-I'm sure we can both fit into the same car."

"I'm sure you can," Anya grinned lasciviously over her shoulder. "But according to Fred, your first port of call will need a very businesslike cover story, hence the sedan. Aston Martin Vanquish, the best of the best-"

"It's always an Aston Martin," Tara noted, leaning to murmur in Willow's ear. Willow gave her a wink, and privately shuddered at the feel of the blonde's breath against her earlobe.

"Well, I get to take these home on weekends," Anya said defensively, "you think I'm going to go cruising in some mass-produced junk-pile? All the usual refinements, laser-guided missiles, multi-vector homing tracker, satellite uplink, land mines, turbojet booster... oh, and I've pre-loaded the in-car movie system with some favourites of mine, I'm sure you'll love them. Now," she turned and picked up a rounded silver cylinder from a workbench.

"What's that for?" Tara asked suspiciously.

"It circumvents the steering and speed controls, in case you need to use your hands for something else. Plugs into the driver's seat - you know about steering with your knees? Well this is for driving with your-"

"No thanks!" Tara interrupted quickly.

"Phooey," Anya grumbled, tossing the phallic control over her shoulder. "Oh, but the best thing - watch this!" She opened the Vanquish's door, got in, closed the door - and disappeared. Willow and Tara both leant over to peer in through the windows, but the car was quite empty.

"Cool, huh?" Anya's disembodied voice emerged. "Holographic displays overlaid onto light-emitting polymers in the windows. Whatever you're doing inside, no-one will be able to see you."

"For stake-outs?" Willow suggested.

"Huh? Oh... yeah, I guess you could use it for that too." The windows flickered, revealing Anya inside, pressing a button on the dashboard.

"Most of the same gear in this," she said, getting out of the sedan and pointing to the sports car beside it, "DB9 Volante, seeing as you'll need a flashy sports car."

"Why do we need a flashy sports car?" Willow asked. Anya stared at her as if she was insane.

"You need a flashy sports car," she repeated sternly. "What are you, nuns or something? Guaranteed to pick up the man or woman of your choice within two minutes of them first laying eyes on the car - believe me, I've tested that feature extensively. A couple of things to bear in mind: the submarine mode will work with the roof down - breathers are in the glove compartment - but the holographic system needs the roof and windows up, so if you want to drive around topless, the car can't be. Any questions?" She looked expectantly at the two agents.

"Does it transform into a giant dildo, or something?" Willow asked with morbid curiosity. Anya looked thoughtful.

"Tricky," she mused, "not for this mission, but give me a few weeks, I'll see what I can do. I like you, you have good ideas."

"Sorry I asked," Willow murmured to Tara, who gave her a sympathetic smile.

"The seats vibrate," Anya added brightly. "I've been working on them in my spare time, and if I may say so myself, they're damn near perfect - I guess you girls would use them for distracting carjackers, or something equally mundane. They'll go from zero to orgasm in fifty seconds."

"You're joking," Tara spluttered, while Willow's eyes widened. Anya glared at her.

"I never joke about my work, Agent Shy Bunny," she said levelly.