Note I: The more accurate title for this fic is probably "Spandclex," but that's awkward, and "Spandex" is an actual word, so just go with it.

Note II: This is dedicated to my friend who was upset that my fic "Alexander" didn't have any actual Spander (Spike/Xander) in it. However, this is in no way, shape, or form a sequel to "Alexander," it just has the same characters in it. Doing vastly different things. Borders on sillyfic. Some slight dominance/submission. Unbetaed, feedback appreciated.

"Ow! Watch what you're doing, nance!" Spike glared down at Xander, who was kneeling in front of him, and had just used his teeth a little too sharply on Spike's cock as he tried to deep-throat it.

Xander pulled off and glared up at Spike. "My bad. And I do have a name." Spike only smirked and crossed his arms over his bare chest. Xander jerked his head in the direction of Lex, who sat there watching them stoically, his own cock in his hand. "Maybe I'd be doing a little better if old money bags over there wasn't watching me."

Spike just sighed exasperatedly. "'Old money bags' is the same age as you. He's just vastly richer. And better at giving head, which is why I insist that you practice more. Now, back to work." Spike gave Xander his most menacing leer. Well, as menacing as a leer can be when it's being given by a guy whose erection is begging attention.

Lex just smirked at the pair in front of him. He had invited his friend Spike over for a long weekend, hoping to play a little, and then Spike had asked to bring Xander, his on-again-off-again sex partner. Lex had agreed that more was better, and he was currently greatly enjoying their interaction.

Xander's tanned skin contrasted so sharply with Spike's pale complexion, and his dark hair just looked so adorable when it was slick with sweat. Spike always gelled his bleached hair, so it just got clumpy. Lex wasn't sure how long the two had been together, though he assumed that Spike had been faithful to Drusilla, and Lex had heard that Xander had been engaged to a girlfriend of several years.

But Lex didn't particularly care, since they made an enticing couple. He watched Xander tentatively lick at the head of Spike's cock again, his right hand clamped at the base. Lex wasn't normally into voyeurism, but he wasn't about to turn down his own personal porn movie, especially since it was soon to be interactive.

He watched Spike's eyes roll back into his head as Xander took him in deep again. Spike threaded Xander's hair with one hand, and he used the other to brace himself against the pool table. Lex had several pool tables around the mansion, but he hadn't yet used this one, the one with the blue felt, for sex. He decided that this would be the best way to break it in.

"Oh yeah, Xander, like that..." Xander looked up at Spike, who looked down predatorily, and Lex groaned. He was nearly fully hard himself, and he hadn't touched one of them yet or been touched. Xander started to stroke himself slowly, the motion drawing Lex's hungry eyes.

Spike tightened his grip in Xander's hair and pulled him off of him. "That's good for now. I don't want to finish too soon." Spike gestured to the pool table. "Hop on up then." Xander quickly climbed onto the table, getting himself into position for Spike, straddling the towel placed on the table's surface so the felt wouldn't get stained by ejaculate.

Lex loved watching them interact; Spike was such a perfect top, and Xander seemed to really enjoy being a submissive bottom. Lex wasn't normally into that kind of stuff, and he pretty much equally enjoyed bottoming or topping, but watching Spike and Xander was like watching a play. Spike would probably call it something like "The Vampire and the Wanker."

Xander looked up at Spike expectantly, and Spike looked at Lex and gestured to his side. Lex picked up the lube that sat there and tossed it to the blonde. Spike handed it to Xander.

"Can't you do it, Spike? I like the way you feel inside me. You're all cool, but not too cool. Like Seattle." Spike raised a perplexed eyebrow before he responded.

"If you start, I'll join you in a minute. You know I like to watch you get yourself ready for me, needing me inside you..." Spike leaned over Xander, who was still on his knees and elbows, to whisper into his ear. "I like you all hot and bothered, needing me, relying on me to help you get release. You're at my command, and we both know you like it. So. Start."

Lex could see Xander shudder as he dropped his head. Spike had that effect on people. And he knew how Xander felt. He had had Spike inside him, and though it felt strange, since Spike was only room-temperature, it was also something unique. Riding Spike's cock really was a good time.

As Xander started to slick and spread himself, Spike walked over to where Lex was sitting. "Isn't he fun? You really need to get yourself a playmate, Lex."

"I'm working on it." If trying to not make a fool of himself in front of Clark counted as working on it. "I have someone in mind. I'm just not sure what his reaction will be to any advances I make. I'm nearly certain he wants me. But I don't want to scare him off. Just get him off."

Spike grinned. "Your type hard to find here in Sticksville?" His eyes roamed back over to Xander, who was looking at him plaintively as he worked between his legs.

"You have no idea. Go help your boy before his eyes beg themselves out of his head."

At Lex's words, Spike moved back over to the pool table and gracefully climbed onto it. He pulled Xander's head up to kiss him chastely before slicking up his own fingers, kneeling behind Xander, and going to work. Xander rested his head on his arms, his body moving along with the thrusts of Spike's fingers.

Lex just stared at the sight before him: Xander mewling, his muscles flexing, Spike's mouth open, reveling at the heat that Xander could provide. As Lex watched, Spike drew out his fingers and replaced them with his cock, slowly pushing in. Xander's expression tightened and he clenched at the edge of the table as Spike relaxed and let his head loll back.

"Oh, yeah, Xander..." Spike moved faster, his hands digging into Xander, and Xander just clawed at the edge of the table, his eyes shut tightly. "Lex, jump on in..."

Lex, who was only waiting for a good moment, finally strolled over to the table to stand in front of Xander. He cupped Xander's cheek in his hand and bent down slightly. He commanded softly, "Open your eyes. And your mouth."

Immediately Xander opened his huge brown eyes and looked up at Lex as he opened his mouth. Eyes locked with Xander's, Lex guided himself into Xander's mouth, forcing himself to wait as Xander adjusted. Lex used his hand to push Xander's head down as far as it would go, burying himself as deep as he could. Lex groaned as he balanced himself a little better, the sheer act of Spike pounding into Xander from behind adding more to the act than just normal fellatio.

Lex let his eyes fall half-shut, and couldn't decide whether to watch his cock penetrate Xander's mouth, or Spike as he thrust into Xander. Spike made a decision for him when he leaned over and pulled Lex to him with one hand, drawing him into a kiss. Lex's eyes fell all the way shut as Spike's tongue slid into his mouth, the sensation relatively cool and just that much better because of it. Spike had had more than a century to practice his kisses, and Lex enjoyed knowing that Spike used all of his knowledge with him.

Lex's hand played with Xander's hair and he used his other to brace himself against the pool table as he reached into Spike. He groaned into Spike's mouth as Xander was able to work his cock in a bit deeper, and Spike pulled back to bite his lip, bracing one hand on Xander's back.

Spike licked at the small drops of blood that pooled on Lex's lip. "God, Lex, you've never tasted like anyone else..." Spike plunged his tongue into Lex's mouth once more. Spike shifted his weight, changing his angle of penetration, and Xander groaned around Lex's cock. Lex tried to reach further to dominate Spike's mouth, their tongues warring for the privilege of control over the sloppy, open-mouthed kisses that they both enjoyed.

And then Clark walked in.

Clark walked through the halls of the mansion, trying to find Lex. He was returning a book that he'd borrowed, and he didn't want to return it to the wrong library, since Lex was anal-retentive about a lot of things, but his books and cars were tied for first.

He checked the most used rooms, but couldn't find Lex. He didn't want to use his X-ray vision, because the first and last time he'd done that he'd caught Lex in a compromising position with Victoria. And that was something he never wanted to see again. If Lex was going to be naked with someone, he wanted it to be with him. And preferably touching him as well.

So, Clark wandered through the mansion, trying to listen for Lex, even though he was probably reading or typing, which wouldn't be easy to catch. Then he remembered that Lex had recently refurnished a new lounge, and maybe he was in there.

He heard low voices as he neared the room, so he pushed through the door and walked in. On what was probably the most erotic thing he'd ever seen. Even still, he brought the book he was carrying up in front of his eyes, a reaction to shield himself from disturbing stimuli that he'd never quite gotten around. Which really is pointless when one has X-ray vision that works on its own sometimes, so he lowered the book and just watched.

Three naked men together, one of them Lex, moving with each other, a bleached-blonde topping a brunette, as the brunette sucked off Lex, as Lex and the blonde kissed deeply over the brunette's back. All three had their eyes closed. Clark was hard instantly, and it was all he could do to not go over and grab Lex's naked ass the way he did in his dreams and fantasies.

Clark rubbed himself through his jeans, the book forgotten as it slipped out of his hand to crash onto the floor. The blonde and Lex finally opened their eyes and turned their heads in Clark's direction, their temples pressed together and their eyes clouded with passion. Sensing the change in motion, Xander opened his eyes and pulled off of Lex, one of his hands wrapping itself around his own cock to stroke it slowly.

Finally Lex spoke, his smirk much more pronounced in his words than it normally was. "Clark. If you're not going to join, then would you mind giving us some privacy? I can talk to you when we're done."

Clark closed his eyes, the sultry look Lex was giving him not lost. He squeezed himself through his jeans. He opened his mouth to reply, but he couldn't think of anything to say. His mouth was too dry for anything to come out, anyway.

Instead, he slowly kicked off his boots, and stripped out of his jeans and boxers. He didn't know what he was doing, but he couldn't look away from the gleaming men in front of him, and he certainly didn't want to leave, and if Lex was involved in this triangle, then it meant he liked guys, and that meant that maybe Clark actually had a chance with him. And Clark didn't want to ruin any future chances with Lex, since that might kill him.

Spike still stroked lazily inside of Xander, clearly amused by the interplay between Lex and Clark. He looked down and could see Xander had pulled off of Lex. Catching Lex's eyes, Spike and Lex had a silent conversation, and Lex backed down from Xander. Xander whimpered, until Spike thrust sharply into Xander, reminding him of who he belonged to.

Clark stood next to Lex, his face flushed. "Um... what do you want me to do?" His voice was much scratchier than he wanted it to be, and he defintely wasn't being anywhere near as suave as he wanted to be.

Lex just smirked. "Take off your shirt. Come here. And let Xander suck you." He watched Clark's eyes bug out as he complied. "Trust me, it feels good." Lex looked pointedly down at his own erection, now purple with its strain for release. Clark pinched himself, trying not to finish too soon, even though he knew he wasn't going to last long anyway. Especially not if Lex kept looking at him like that.

Clark swallowed loudly as he stepped over to Xander. Xander smiled encouragingly, or at least as encouragingly as he could given the circumstances, and reached out with one hand to grip Clark's cock, which was straining into Xander's reach. Clark cried out as Xander swallowed him down, and braced both hands on the pool table, one on each side of Xander's head.

Lex watched Clark give himself over to pleasure, Clark grimacing in ecstasy as Xander bobbed over him. Spike had slowed again, choosing to watch Clark closely. He smirked as Clark's hands clenched tighter, and caught Lex's eyes again. "Lex. Come. Join us. Cum," Spike requested, gesturing with one hand.

Lex returned Spike's smirk as he stalked over behind Clark. He ran his hands up Clark's back as he licked along the back of his neck. Clark started breathing heavily through his mouth as Lex slid his tongue over the nape of his neck and his cock slid along his ass.

"Oh God, Lex... I'm not gonna last much longer... can't..."

Lex murmured against Clark's shoulder, "Neither will I..."

"Lex, lemme... lemme... let me suck you..."

Surprised, Lex climbed onto the table and stepped over Xander, bracing one leg on either side of him, so his cock was in Clark's face and his ass in Spike's. Clark raised his head and licked along Lex's cock, eventually taking the head between his lips. When Lex moved back, his sensitive skin was greeted with Spike's tongue.

Lex and Xander moved between Clark and Spike, all four of their bodies undulating as best as they could in the positions they were in. Lex clenched both of his hands tight in Clark's hair, eyes nearly closed but open enough to watch Clark eagerly try to take him in deeper. Spike tightened his grip on Xander with one hand and the other tightened on Lex's hip, the thumb spreading Lex a bit so his tongue could reach more. Xander rocked back onto Spike and forwards onto Clark's cock and into his own hand, not able to decide which he liked better. Clark was afraid he'd cum if he moved, so he let Xander do what he wanted as he tried to swallow as much of Lex as he could.

And then, Xander started to swallow around him, and it was too much, and he came down Xander's throat. The sensation of climax caused him to scrape his teeth along Lex's shaft as Lex rocked back against Spike's tongue, and Lex shot hard into Clark's mouth, then his face and Xander's back as he pulled out.

Spike and Xander came at almost the same time, their rhythms well-practiced, and Spike pulled out of Xander and sat back on his feet as Clark dropped against the table's edge onto his elbows. Lex stepped over Xander and fell to his knees. He reached over and gripped Clark's chin, pulling him up to kiss him and wipe off his own cum.

Clark pulled back and stared into Lex's eyes. "Oh. God. Lex. That was so intense."

Spike ran a hair through his own hair. "Indeed that was. We're going to have to try that again at some point, mates." Spike leered at Clark. "Especially with the greenhorn. I'd really like to get my fangs into him."

Clark looked up at Spike through his bangs, but didn't say anything. All he wanted was to have a few minutes with Lex, and find out what the hell had just happened.

Lex watched Clark as he surveyed them all. All he could see was a tangle of skin covered in a sheen of sweat. "Clark... we'll talk later. For now, let's just keep it at I know you wanted this, on some level, and I wanted it, and I hope we can do this again sometime." He looked over at Xander, who was now sitting back against Spike, his eyes only half open. He looked back at Clark. "Perhaps alone."

Clark languidly reached out to Lex, who leaned into the touch. "I'd like that, Lex." He also glanced over to Spike and Xander, Spike resting his head over Xander's shoulder, their heads pressed together, his arm wrapped around Xander's torso.

He pulled Lex over to kiss him. "Yeah. I'd like that a lot."