Gremlins by Steven Spielberg, Chris Columbus, WB. Angel by Joss Whedon and Mutant Enemy. Crossover Ep: "Not Fade Away" therefore spoilers for Angel series finale.

The slavering demon army appeared to number in the thousands. They didn't.

The dragon was real.

Most of the ground troops were illusion. Only two hundred of them were real.

The problem was that they were infectious.


The emergency committee of Wolfram & Hart was low on funds. The power flowing to it from the lower beings had slown to a trickle. Worse yet, clients had abandoned the sinking ship by the tens of thousands.

If they didn't exact immediate revenge on Angel and his gang, no future threats from W&H would have any teeth. Personality profiling showed that the souled vampire would stay and face this retribution head on rather than risk them using innocent lives as bait...

Numerous scenarios were run but, while they could not determine how many underlings Angel would recruit in this final stand, nearly everything pointed to Illyria surviving and being right there, by his side.


A storm was picking up, rain was falling in sheets, as Angel's gang made short work of their two hundred attackers.

They stood there, panting, covered in blue goo... Illyria still held the severed spines of several of the ugly demons.

When he had caught his breath, Spike turned and yelled at the thousands of demons that hadn't done much more than growl and nudge each other.

"What are you doing, you bloody tossers? Afraid of taking on a group of real men?" he taunted, and then looked over his shoulder at Illyria. "Uh, no offense, luv."

"The sentiment is irrelevant," she grimaced, as she dropped her bloody trophy and clutched at her side.

She'd just been hit with the mother of all stomach cramps.

Appropriately enough, lighting cracked down from the sky just as the hastily constructed image inducer failed.

When the peal of thunder had rolled away into the distance, the defenders found themselves faced with, instead of a thousands-strong demon army, nothing but empty alleys...


After the initial shock had worn off - for some faster than others - Spike turned and shook his fist at the giant green dragon. "Why don't you just bloody well disappear too?"

"Uh, guys," Gunn stammered. Despite his wounds, he'd outlasted the first wave.

"Yes, Gunn," Angel interrupted. "We know the dragon's actually there. In fact, I think I can remember Buff-"

"No. Look at her," Gunn said, pointing at Illyria.

The blue-haired goddess had begun to break out in scales.


The blue goo that the demons had been filled with contained a set of benign instructions, readable at a chemical level. A template for 'improvements' to the 'virus' that had transformed Fred into Illyria.

Despite Illyria's high image of herself, most of her abilities were basically automated, ruled by her subconscious and unconscious mind. Such was what being stuck in human form had done to her.

The part of her that covered her various physical transformations absorbed this delivered information and put it into practice without consulting with her higher brain functions.

First came the scales and the elongated head, then the claws and the bumps and the ridges.

Then came the drastic changes to her bodily chemistry.

These were especially painful as she was standing in the rain.


The gang crowded around her as she collapsed to the ground, screaming.

Her skin began to bubble and ripple, as if things were growing underneath.

Fog and mist began to pour off of her, obscuring the ground they were standing on.

As the seconds ticked on, she began to look more and more like a sack of frog eggs than anything human...

Each bubble had a tiny blue-scaled thing gyrating in the center of it.

When the bubbles began to explode, throwing their living contents off in random directions, Spike swore fiercely and threw his coat over her back.

"I've seen this movie," he yelled to his uncomprehending friends. "It's the sodding rain!"

Nodding, they donated more clothes to the pile covering her.

It seemed to prevent any more blisters from forming, but did nothing to stop those already in progress.

Mercifully, Illyria had already passed out.


The three standing males did the best they could to stomp the gremlin young before they could fully grow, but for every six they squished, there was one more that had aged enough that the raindrops hitting its skin caused it to bubble and reproduce.

Fortunately, all the gremlins so born were paralyzed by the falling water, unable to defend themselves from the boots of their attackers.

Unfortunately, the rain slowed to a trickle and then stopped completely.

Angel, Gunn and Spike soon found themselves literally buried by an immense wave of biting, kicking, sneering blue pint-size blue creatures that did not know the meaning of a fair fight. All of them retaining a portion of their progenitor's immense physical strength.

Then the dragon swooped in.

It did not care about the ramifications of a gremlin outbreak in Los Angeles.

Its orders were simple.

All it had to do was wait until the defenders were subdued, then return to W&H's emergency committee with the transformed Illyria because, as the Mother Gremlin, she would be a cornerstone of their new power base. She would have no choice in the matter.

The dragon pulled off this snatch and grab successfully.

Though the mass of gremlins was weighing down his arms and legs, tearing into his flesh, Angel was still struggling hard, trying to break free.

He had one last clear glimpse of the dragon and its limp burden flying away, before his eyes were gouged out.


The cavalry arrived shortly, Connor at its head. The general warning to stay away from the thousand-strong army meant little now that the attackers were three feet high. The gremlins that remained perished en masse, but most chose to scatter into the night.

They managed to save Angel and what was left of Spike, though it was doubtful that the bleached-haired vampire would ever walk again. Gunn was lost, his already open wounds having proved too tempting of a target for the horde.

The night was suddenly quiet, besides a single gremlin with excellent stealth who was irregularly pelting the rescuers with garbage.


Angel was being patched up as well as they could when he was struck by a vision. Apparently, the prophetic link he'd been given by Cordelia had been fully reactivated when he'd lost his physical sight.

"Oh, God," he said, clutching his head through the blinding headache. "We are so screwed."