Diagenetic illite is one of two major porosity occluding cements in the Unayzah sandstone reservoirs (Permian-Carboniferous) of Saudi Arabia. The other is diagenetic quartz. This article focuses on the origin of illite and its timing. Illite has been formed by a reaction of detrital K-feldspar and early diagenetic kaolinite as temperatures increased due to burial. When either of the two reactants is exhausted, illite ceases to precipitate. There is no evidence that hydrocarbon emplacement, deep brine migration, or unique thermal events are factors in illite precipitation. Modeling of illite precipitation as a kinetically controlled reaction using burial histories of the samples studied generally yields a reasonable match between measured and modeled ages and amounts of illite. This lends further support to the gradual formation of illite over a time-temperature interval. Although quartz overgrowths and diagenetic illite may occur in the same thin section, they appear to be mutually exclusive locally. Quartz overgrowths do not occur on detrital quartz grains that are coated with diagenetic illite, and illite is rarely observed on quartz overgrowths. Therefore, it appears that not only does diagenetic illite inhibit nucleation of quartz overgrowths but quartz overgrowths may also inhibit precipitation of diagenetic illite. The two cements appear to compete for surface area on uncoated detrital quartz grains.