A/N- This was inspired by the scene in "Power Play" where Illyria and Spike are in the abandoned amusement part. This takes place right before that scene. This is just a fun little drabble.

Disclaimer- I don't own anything related to Angel. That belongs to Joss Whedon and WB.


Spike pulled the vehicle along side the sidewalk. Illyria, with her icy blue eyes, stared at him. Smiling, he asked, "What is it, Blue?"

"I am contemplating Wesley," she replied, exiting the car. Spike did the same, walking around to join her on the sidewalk.

"What about him?"

The two made their way towards a half-fallen portion in the metal fencing around the part. Odds are the Boretz demon had made this little entrance for them. They both hopped over it easily.

"I do not understand him. I laid at his feet what he desired above all else…and he brushed it away, as if it were nothing," she said, looking around at her new surroundings.

Spike found it slightly odd that she was so talkative now. He had tried to strike up little conversations with her all the way from the office building to here, but she had ignored him.

"Well, you remember what I said about your most devastating power, don't you?" Spike commented, sniffing the air for signs of their rogue demon.

"Yes. Which confuses me further. I offered him everything. It was something we could have both benefited from," Illyria huffed, pushing a fallen piece of wood out of the way.

Spike gave a small little laugh. "What all did you offer him, Bluebird?"

"I offered him the chance to explore his emotions with Burkle. In thus, he would have been with her…and I would have an understanding of a primal feature humans have had ever since I was young. I have never understood it."

Spike stopped, full on laughing now. "Wait a minute. Let me see if I understood you properly. Did you offer him sex?"


Spike shook his head and stopped in front of the Old One. She stared at him, as if about to order him to move. Instead, she remained silent. It was Spike that spoke.

"I could have told you he wasn't going to take it. Let me tell you something, pet. Human hearts--hell, even vampire hearts--don't work that way. If they truly love someone, they want that person and that person alone. None other will ever satisfy. I should know…I had a, uh, robot situation once," he said.

Illyria cocked her head to one side. "Robot?"

"Look, my point is, I wasn't happy with the Buffy-bot, and Wes wouldn't have been happy with you. In the end, it would have only caused him more pain."

"I understand," Illyria said, as Spike continued his walk through the park. "But…what of you?"

This froze Spike in his tracks. He whirled. "What about me, pet?"

Illyria stepped closer to him. "You loved Fred, but not in the same capacity as Wesley, am I correct?"

Spike's eyebrow lifted. "Yeah, but…"

"Then it would not pain you to teach me of this experience."

Rather consciously or not, Spike backed up a few steps. He was now underneath what appeared to be a roller coaster track. He threw up his hands defensively.

"Look, Blue, I've done some right nasty things in my time. But that was before I got a soul. I couldn't do that with you even if I wanted to. Ol' Percy would have my head," he said.

"But do you desire to do so?" Illyria pressed further.

Spike turned, so that he would not be looking her in the eye. "A part of me has got to admit…sex with a powerful god…could be fun. Hell, I might even develop feelings for you. I always seem to go after the crazy or unstable girls. But the fact of the matter is, I wouldn't do that to Wesley. Maybe…in a different life. But now, it would just be wrong."

Illyria took a deep breath. As she exhaled, she said, "I understand. This is loyalty. Very well."

Spike turned, walking further. "So, this is nice. A little field trip out in what passes in the city for fresh air…"

End Notes: So, what did you think? The idea of a Spike/Illyria relationship has always intrigued me. I was re-watching this episode just today and this idea came to me. If you like this relationship and want to hear more from it--and if you are a Harry Potter fan--I have a couple of fics--first, One No Longer, and now, One is Better Than None--that will have this relationship developing in the background. Anyhow, please review!