"Becoming, Part 1"
Written and directed by Joss Whedon

The soon-to-be-seen Whistler narrates as we see a town square in Galway, Ireland in 1753. A drunken Angel (well, to be technical, Liam) and an equally drunken friend are thrown out of a tavern, having run out of money, and Angel suggests sneaking into his father’s house and stealing silver. His friend passes out as Angel spots a woman who is seemingly beckoning him to follow her. Of course, he does, and we see that she’s Darla (last seen in “Angel”). He offers to “escort” her, and she asks if he’s up to the “challenge.” He tells her that he’s always wanted to see the world, and she offers to show him. “Close your eyes,” she says, and once he has, she vamps out and bites him, then sires him. In present day Sunnydale, Angelus watches as Buffy fights and kills vamps in a cemetery. She tells one to let Angel know that she’s “taking the fight to him,” but she kills the vamp and says she’ll relay the message herself. She helps Xander, who seems to have been knocked down early in the fight, and he asks if she’s really ready to face Angel. She says that she just wants things over with. Buffy announces that they still have to study for finals and Xander replies, “Why didn’t you let me die?” She points out that everything will be over soon. “Yes, my love,” Angelus says to himself. “It will.”

At the Sunnydale Museum of Natural History, a team led by Doug Perren works with what looks like a large rock. Giles arrives, having been summoned to relay his expertise as an “authority on obscure relics.” He takes a sample from the rock and asks Perren if he’s tried to open it. Perren replies that he didn’t realize it could be opened. Giles asks Perren to wait until he’s translated some texts before opening the rock, so that they’ll know what might be inside. In the cafeteria at school, Xander entertains the other Scoobies by reenacting the previous night’s Slayer/vampire fight with fish sticks and toothpicks. Willow asks Buffy if she’s ready to face Angel, and Buffy assures her that she is. She and Willow agree to study chemistry during sixth period, and Cordelia notes that Willow has grown to love teaching. She and Xander start goofing around and are interrupted by Snyder, who also gets Willow to stop sitting on Oz’s lap. After Buffy talks back to him, Snyder says, “Just give me a reason to kick you out, Summers.” “How about because you’re a tiny, impotent Nazi with a bug up his butt the size of an emu?” Cordelia replies when he’s out of earshot. Buffy mentions patrolling again that night, since she’s not sure when Angelus will turn up next.

In London in 1860, Drusilla heads to confession, not realizing that she’s about to confess to Angelus, who has just killed a priest. She says that she’s been having visions again and foresaw a cave-in in a mine. She says that her mother says she’s cursed, and promises that she doesn’t mean to go against God. Angelus tells her that she’s the spawn of Satan and that she should just give in and be evil. She tearfully says that she wants to be pure and good, and he finally tells her to say some Our Fathers. “God is watching you,” he reminds her. In present day Sunnydale, Dru returns to the mansion from a walk and tells Angelus and Spike (who’s continuing his wheelchair charade - see “I Only Have Eyes for You”) that the moon was whispering to her. She mentions the rock at the museum and says that there’s a “surprise” inside it. Spike tells Angelus she just read it in the morning paper. Angelus is thrilled by the news.

Willow and Buffy study chemistry in Willow’s classroom and Buffy expresses frustration with not understanding what she’s doing. Willow criticizes her for calling herself stupid and Buffy notes that she has turned into a good teacher. Buffy’s pencil rolls off of the desk, landing beside the disk that contains the spell to restore Angelus’ soul (see “Passion”). She picks up the pencil without noticing the disk, but then has a moment of déjà vu and lets the pencil roll to the floor again. This time she picks up the disk and Willow puts it in the computer to see what’s on it. After a few moments, they realize what they have. In Rumania in 1898, Angelus runs through the woods while gypsies lay rose petals on the body of the girl he has recently killed. An elder woman chants over an Orb of Thesulah (again, see “Passion”), and as the orb glows, Angelus’ eyes briefly glow as well. An elder man approaches him, telling him that he may be in pain now, but soon he’ll be in more pain. He’ll soon remember every person he’s killed and will be haunted by his victims. Angelus begins to remember and chants over and over, “No…no…no….”

In present day Sunnydale, Buffy and Willow take the disk to Giles and tell him that Jenny found and translated the spell to restore Angelus’ soul. Xander notes that Angelus killed her before she could tell anyone. Cordelia says that they can curse him again, but Giles replies that the spell requires a knowledge of the black arts that he doesn’t have. Willow says that she’s been studying some of Jenny’s information on the black arts and might be able to do something with the spell. Xander speaks up, asking who actually cares that they could restore Angel’s soul. Buffy says that she does, but he reminds her that Angelus is a killer. Giles says that Jenny’s final wish was to cure Angel, and Xander points out that Jenny’s dead. Giles lashes out at him and Buffy breaks up the fight, saying that she’s not sure what they should do. “What happened to Angel wasn’t his fault,” she points out, though Xander argues that what happened to Jenny was. He accuses Buffy of being willing to forget about Jenny’s murder so that she can have Angel back. Buffy responds by walking out. Angelus and Drusilla head to the museum, where they kill Perren and take the rock.

Buffy rounds up some weapons in her bedroom while she talks to Willow on the phone. She finds her claddagh ring (see “Surprise” and “Innocence”), then heads out to patrol. In the park, she is almost attacked by Kendra (see “What’s My Line, Part 1” and “What’s My Line, Part 2”), who claims that she was trying to test Buffy’s reflexes. Buffy asks if her Watcher told her that something bad was about to happen in Sunnydale and whether she knows what it is. Spike takes in the rock at the mansion, unimpressed, and Angelus fills him in on the story behind it: “Acathla the demon came forth to swallow the world. He was killed by a virtuous knight who pierced the demon’s heart before he could draw a breath to perform the act. Acathla turned to stone, as demons sometimes do, and was buried where neither man nor demon would want to look.” Vampires open the rock, revealing the stony Acathla inside. Spike notes that, if someone (“worthy,” Angelus clarifies) pulls the sword out of the demon, the demon awakens, and “wackiness ensues.” Acathla will achieve his goal of swallowing the world, and everyone will wind up in Hell.

Giles hears from the museum that the rock is missing and Perren has been murdered. The Scoobies are all up-to-date on the story of Acathla, thanks to Kendra’s Watcher, and know that they could be facing a one-way trip to Hell. Buffy tells Willow that she should try the restoration spell, though Kendra is not supportive and says that Angelus should be killed. Buffy assures her that, if she has to, she’ll kill Angel, but if she’s too late or if she doesn’t succeed, she wants Willow to be her plan B. Willow isn’t confident that she can do the job and wants “another hope.” Kendra has it, in the form of a sword blessed by the knight who turned Acathla to stone. Willow says that she needs another day to work on the spell, as well as an Orb of Thesulah, which Giles has - he’s been using it as a paperweight (again, see “Passion”). He says that Angelus has to perform a ritual as well before he can awaken Acathla, so they should have time to stop him. At the mansion, Spike paces around until he hears Drusilla coming and has to hop back into his wheelchair. They head into the main room, where vampires are dragging a man in. Angelus begins his ritual, biting the man and putting some blood on his hand. “Everything that I am, everything that I have done, has led me here,” he says.

In Manhattan in 1996, a now-ensouled Angel is homeless and surviving off of rats, since he can no longer kill humans without feeling regret. A man named Whistler (Max Perlich) approaches him and mocks his condition. He introduces himself and Angel notes that he’s not a vampire; Whistler says that he’s “technically” a demon, but not a bad one. He tells Angel that he can continue to live on the streets, or he can “become someone. A person. Someone to be counted.” He says that he wants to show Angel something and they need to leave now. In Los Angeles, students leave Hemery High School for the day as Angel pulls up in a car with darkened windows. Buffy, who is more like Cordelia than the Buffy she is in the present, talks to her friends about clothes, boys, and an upcoming dance. A man named Merrick approaches and tells her that she needs to come with him because her “destiny awaits.” He tells her that she’s the Chosen One and has to fight vampires.

Confused, Buffy follows Merrick anyway and winds up in a cemetery, where Angel watches as she inadequately tries to fight a vamp. Her stake misses the heart on the first try, but she eventually succeeds in her first slay. “You see your power?” Merrick asks her. Buffy heads home, where Joyce scolds her for not calling to say that she’d be late. After Buffy leaves the room, Joyce and Hank (last seen in “When She Was Bad”) fight about her and Buffy, hearing everything, cries. Angel meets up with Whistler in a sewer and says that he wants to help Buffy and become someone. Whistler warns that it won’t be easy - “the more you live in this world, the more you see how apart from it you really are.” Angel assures him that he wants to learn from him, though he doesn’t want to dress like him. Back in the present, Angelus continues his ritual, saying, “I have strayed, I have been lost. But Acathla redeems me. With this act, we will be free.” He grabs the sword and a light shines out of it.

Angelus tries to pull the sword out of Acathla, but is unsuccessful. “Someone wasn’t worthy,” Spike sings. Angelus realizes that he must have done something wrong, and decides to “turn to an old friend” for help. In class the next day, Buffy is visited by a vampire who tells her to meet Angelus in the cemetery (uh…which one?) that night at sundown, or more people will die. Everyone is shocked when the vampire catches on fire and combusts into nothing. In the library, Buffy tells Giles that she has to go, and Kendra offers to go with her. Buffy tells her that she wants Kendra to stay with the other Scoobies and points out that, if she’s with Angelus, he can’t perform his ritual. Willow still needs a little time before she’s ready for her spell, so Giles tells Buffy to stall Angelus until they’re ready. He assures her that if the spell is successful, she’ll know. Kendra gives Buffy her stake, Mr. Pointy, as a lucky charm. “Remind me to get you a stuffed animal,” Buffy replies upon learning that Kendra named her stake.

Buffy and Angelus meet up in the cemetery and he greets her with, “Hello, lover.” He claims that he wanted to say goodbye (“you are the one thing in this dimension I will miss”), but she’s impatient and replies, “This is a beautiful moment we’re having. Can we please fight?” He tells her that he didn’t come to fight and jokes that he wanted to get back together with her, but will accept fighting as an alternative. The Scoobies begin the restoration spell as Buffy and Angelus fight. Suddenly, a vampire attacks Xander and more enter to battle the Scoobies. Willow and Cordelia try to make a run for it, heading for the balcony, while Giles, Xander, and Kendra try to fight. Willow is knocked out by a falling bookcase and the vamp Xander is fighting breaks his arm. As Giles is knocked out, Xander yells for Cordelia to run and she takes off. Buffy and Angelus continue to fight, and she becomes determined to just finish things one and for all. “You never learn, do you?” he asks. “This wasn’t about you. This was never about you.” She realizes that she was set up and takes off.

Kendra tries to battle a bunch of vampires, who stop fighting when Drusilla enters the library. Dru gets the better of Kendra and uses her fingers to hypnotize her. As Buffy makes a mad dash for the school, Drusilla slits Kendra’s throat with a fingernail, killing her. Dru’s henchvamps grab Giles and drag him out of the library. Buffy finally arrives at the school and runs down a hallway in slow motion as Whistler narrates again. Buffy gets to the library and, seeing that Kendra is dead, kneels next to her body. Suddenly, a police officer appears, pointing a gun at her and ordering her to freeze.

MORAL, or CRAMMING COMPLEX ISSUES INTO A NUTSHELL: When performing a spell, watch out for vampires.

R.I.P.: Kendra

GRADE: B+ The flashbacks bring so much together, and it feels like the whole season has been leading up to this episode.


MEMORABLE QUOTES - “There’s moments in your life that make you, that set the course of who you’re gonna be. Sometimes they’re little, subtle moments. Sometimes…they’re not. I’ll show you what I mean.” - Whistler’s first monologue

Xander: “‘Tell Angel I’m gonna kill him! No, wait. I’m gonna kill you! (makes one fish stick stab another with a toothpick) Die! Die! Die!’ ‘Aah! Mother!’”
Cordelia: “Is that it?”
Xander: “Yeah. That’s it. Scene!”
Buffy: “That’s exactly how it happened.”
Oz: “Well, I thought it was riveting. Uh, I was a little unclear about some of the themes.”
Buffy: “The theme is Angel’s too much of a coward to take me on face-to-face.”
Xander: “And the other theme was ‘Buy American,’ but it, uh, got kind of buried.”

Cordelia: (re: Willow teaching) “I think it’s great to do that before you go out and fail in the real world. That way you’re not falling back on something. You’re falling…well, forward.”
Xander: “And almost sixty-five percent of that was actual compliment. Is that a personal best?”

“Hi! For those of you who have just tuned in, everyone here is a crazy person.” - Xander to Scoobies

“Yeah, Xander was pretty much being a…Willow! Where did you learn that word? … You kiss your mother with that mouth?” - Buffy

“It’s a big rock. I can’t wait to tell my friends. They don’t have a rock this big.” - Spike

Willow: “This means I can’t help you study for tomorrow’s final.”
Buffy: “Ah, I’ll wing it. Of course, if we go to Hell by then, I won’t have to take ‘em. Or maybe I’ll be taking them forever.”

“I will drink…the blood will wash in me, over me, and I will be cleansed. I will be worthy to free Acathla. Bear witness…as I ascend…as I become.” - Angelus’ ritual

“Bottom line is, even if you see ‘em coming, you’re not ready for the big moments. No one asks for their life to change, not really. But it does. So what are we, helpless? Puppets? No. The big moments are gonna come. You can’t help that. It’s what you do afterwards that counts. That’s when you find out who you are. You’ll see what I mean.” - Whistler’s second monologue

Back to Buffy episode guides

Back to Fun and Games