Written and directed by Joss Whedon

In the warehouse, Spike tells Drusilla that Buffy and Angel have an advantage by knowing about the Judge (see “Surprise”). She tells him that Angel won’t be back to face the Judge, who says he’s “preparing.” He tells Spike that he’s regaining his strength, and that killing people will help. Suddenly, Drusilla starts rolling on the floor and saying Angel’s name. Spike grows concerned, but she just smiles. Buffy wakes up in Angel’s apartment (again, see “Surprise”) and is unsure of where he is. Outside, Angel has collapsed and a hooker is asking him if he’s okay. He stands up suddenly and tells her that “the pain is gone.” He then grabs her, bites her, and blows out the smoke from the cigarette she was smoking. “I feel just fine,” Angel, now Angelus again, says.

(Slight detour: You can get info about Angelus’ past from “Becoming, Part 1,” “Amends,” and a number of Angel episodes, but I’ll try to sum things up. Angel was originally Liam; he was sired by Darla in Ireland in 1753. He received the name Angel, or Angelus, when he returned home to kill his family and his sister, thinking he was dead, said that he must be an Angel. Over the next 150 years, Angelus drove Drusilla crazy before siring her, then encouraged her to sire Spike. Angelus, Spike, Dru, and Darla wreaked havoc in Europe until 1898, when Angelus killed a gypsy girl and was cursed with a soul by her tribe. The soul gave him an aspect of humanity and made him remember and regret all of murders he had committed He became known as Angel and stopped killing people for fun. In 1996, he met Whistler, who sent him to Los Angeles to keep an eye on Buffy. When she moved to Sunnydale just before “Welcome to the Hellmouth,” he followed. Anyway, back to the story.)

In the morning, Buffy goes home and keeps up the charade that she spent the night at Willow’s. Joyce notes that something seems different about her, but Buffy denies that anything’s wrong. The Scoobies reconvene in the library, having been unable to find any other boxes that might contain pieces of the Judge. Willow worries because Buffy hasn’t checked in with them yet, and Giles thinks that the Judge might have been assembled already. Xander decides that they should go find Buffy in case she needs their help, but Giles and Cordelia argue that if Buffy and Angel encountered the Judge, there’s nothing they can do to help. Willow and Xander grow frustrated and head off to warehouse, but stop when Buffy arrives. She asks if they’ve heard from Angel, then tells them that the Judge has been assembled. She lies that she and Angel split up when they were running from him. Giles says that as the Judge gets stronger, he’ll be able to kill people just by looking at them. He sends the Scoobies off to class while he continues to research.

In the hallway, Willow asks Buffy if she thinks Angel might have gone after the Judge on his own. Buffy says she doesn’t, but she just wishes he would contact her, since they need to talk. They don’t realize that Jenny has been eavesdropping on their conversation. In the warehouse, Drusilla tells Spike that she’s naming all the stars, despite the fact that they’re indoors and it’s not nighttime. He asks if she can see anything about Angel, who has been lurking outside the door. Angelus tells Spike that, as long as he’s around, Angelus will be there to keep an eye on him. The Judge puts his hand on Angelus’ chest and informs Spike and Dru that he’s “clean” - he has no humanity. Spike and Dru realize what this means, and Angelus confirms, “Yeah, baby. I’m back.”

Angelus tells Spike and Drusilla that having a soul was just a phase, and they express their excitement over being a family again. Spike realizes that they now have four people against Buffy, and Dru invites Angelus to destroy the world with them. He replies that he’s more interested in messing with Buffy, and asks them to give him the night to have a little fun. He promises that, by the time they reveal the Judge, she won’t get in their way. “She made me feel like a human being,” he says. “That’s not the kind of thing you just forgive.” In the library, Willow talks to Buffy on the phone and tries to convince her that Angel’s okay. Xander joins Cordelia in the stacks and apologizes for their brief fight earlier. She says that he was too concerned with saving Buffy and complains that he’d never be willing to die for her (though he replies that he might die from her instead). They start to kiss and, when they pull back, realize that Willow saw them.

Xander chases Willow into the hallway, where she blasts him for being interested in someone he’s supposed to hate. He tells her that they were just kissing and that it doesn’t mean anything, but she says it does - he’d rather be with someone he hates than with her. She runs off again and he lets her go. Buffy heads home, then changes her mind and goes to Angel’s apartment. He emerges from the shower and she greets him warmly, glad to see that he’s all right. He acts calmly, blowing off her concern. She reminds him that he left after they had sex, and he says he didn’t want to hang around. “You got a lot to learn about men, kiddo,” he says. He says that there’s nothing to talk about. The calmer he is, the more hurt Buffy grows, until she tearfully tells him that she loves him and, on his way out the door, he responds with, “Love you, too. I’ll call you.”

In her uncle Enyos’ hotel room, Jenny receives a lecture about vengeance. Enyos says that Angelus’ curse has been lifted and that Buffy will have to kill him, if he doesn’t kill her first. Jenny calls her uncle a fool for not supporting justice. Willow returns to the school and tells Xander that she’s still upset with him, but that they need to focus on the Judge. They discuss the “no weapon forged” and “it took an army” aspects of defeating the Judge, and Xander suddenly gets an idea. However, he quickly gets “a wiggins” when the lights go out. Angelus appears and says that he needs to show them something; he tells Xander to get the others and summons Willow towards him. Xander heads towards the library, then stops and goes back, sensing that something is wrong. Jenny suddenly arrives and tells Willow to get away from Angelus, but she’s too late. Angelus grabs Willow by the throat and Jenny informs her and Xander that he’s not Angel anymore. Buffy arrives and he tells her that he’s going to kill all of her friends. Xander manages to fend Angelus off with a cross, getting him to let go of Willow. He grabs Buffy, tells her that things are going to get interesting, and kisses her one last time.

The Scoobies return to the library, where they discuss Angelus’ sudden return. Buffy says that she should have known something was different about him by the way he treated her at his apartment. Willow asks Jenny how she knew that Angel had turned, and Jenny lies that she saw his face. Giles wonders what caused the change and asks Buffy if she knows, since she would be the most likely to. She runs out and Willow, realizing what happened, tells Giles to leave her alone. Xander announces that he has a plan, which doesn’t inspire much confidence in Cordelia, and says that Cordelia may play a key role in it. Willow is hurt, but she offers to ask Oz if they can use his van. Angelus brags about his encounter with Buffy to Dru and Spike, the latter of whom wonders why he didn’t just kill her. Drusilla says that he doesn’t want to - he wants to hurt her. Angelus tells Spike that Buffy is stronger than the Slayers he killed and that one has to “work from the inside. To kill this girl…you have to love.”

Buffy heads home, sadly taking off the claddagh ring that Angel gave her in “Surprise.” That night, she dreams about having sex with Angel on her birthday. Later, they’re at a funeral, where he stands in the sunlight and says, “You have to know what to see.” She looks over to see Jenny lifting up a veil from her face. Buffy stalks into school the next morning, heading straight for Jenny and slamming her down on a desk. She demands to know if Jenny changed Angel as Giles tries to get her to calm down. Jenny admits that she didn’t know exactly what was going to happen, but she did know that something could happen. She says that she was sent to watch Buffy, keep her away from Angel, and ensure that Angel suffered for killing the gypsy from her tribe. Giles is shocked to hear her confession. Buffy confirms that she was the cause of Angel’s change, but it takes Giles a minute to understand what she means. Buffy asks Jenny to curse Angel again, but she says that she can’t - she no longer has access to the proper magicks. Buffy demands that Jenny take her to someone who can help her. Enyos hears the door to his hotel room open and, assuming that Buffy and Jenny have arrived, says, “I knew she would bring you.” He’s shocked to see that his visitor is actually Angelus.

Oz’s van pulls up outside an Army base and Xander and Cordelia get out. Xander cuts through a fence and he and Cordelia sneak towards the armory, but are caught by a soldier. Xander pretends to be a private on leave who wants to take his girlfriend in to see the weapons and have sex. He proves himself by pointing out flaws in the soldier’s clothing and manner. Inside the armory, he explains to Cordelia that he still remembers some things from when he was a soldier on Halloween (see “Halloween”). In Oz’s van, he and Willow have an awkward conversation and she asks if he wants to make out with her. He tells her that he does, but that he won’t, because he thinks she wants to kiss him just to make Xander jealous. He wants to make sure that, when they do kiss, she’s kissing him and not thinking of Xander. He gets out to help Xander with what they’ve come for, and Willow smiles. Buffy, Giles, and Jenny go to Enyos’ hotel room and are horrified to see that he’s dead. On the wall, “Was it good for you” is written in blood. Giles tells Buffy that Angelus is just trying to make things harder for her, but she says that he’s actually making things easier. She knows what she has to do - kill him.

The Judge informs Spike that he’s ready, and Spike, unable to tag along because he’s still in a wheelchair, wishes him, Angelus, and Drusilla a good time. Angelus tells the Judge that he looks “spiffy” as they head out. Xander and Oz unload their stolen goods in the library as Buffy says that they’ll go to the warehouse first to see if the Judge is there. Jenny arrives and asks if she can help; Buffy tells her to leave. She tries to plead her case, but Giles repeats Buffy’s order. The Scoobies head to the warehouse and, seeing it empty (save for Spike, who they don’t see), try to figure out where Dru might have taken the Judge. Oz speaks up, saying that he knows where they might go to find a large group of people. Angelus, Drusilla, and the Judge arrive at the mall and the Judge warms himself up (pardon the pun) by burning someone. Angelus tells his henchvamps to guard the exits and encourages the Judge to get the show on the road.

The Scoobies arrive with the stolen crate and Buffy tells them that she’ll take care of the “Smurf.” The Judge prepares to burn a bunch of people at once, much to Dru’s delight, but he’s interrupted when Buffy shoots him with a crossbow bolt. Xander hands her the stolen weapon - a rocket launcher - and she turns it on. Angelus and Drusilla, sensing that they should get out of the way, start to skedaddle as the Judge asks, “What’s that do?” Buffy responds by firing a rocket at him and making him explode. She tells the Scoobies to pick up the pieces and keep them apart, causing Cordelia to complain, “We get the pieces. Our job sucks!” Buffy chases after Angelus as the sprinklers come on and drench everyone. Angelus launches a surprise attack on Buffy and they start to fight. He tells her that the worst part was pretending that he loved her, but she says that he’s not Angel. Oz, uncertain about being a Scooby, finds a piece of the Judge and announces, “Uh…arm.”

Angelus gets the upper hand on Buffy and taunts her about wanting to beat him. She finally gets the better of him but pauses before staking him. “You can’t do it,” he mocks. “You can’t kill me.” Instead, she knees him in the groin. “Give me time,” she says as she walks away. That night, Giles drives her home, warning that Angelus will come after her again. She says that he must be disappointed in her, but he says that he isn’t. She didn’t know what might happen, and he doesn’t want her to blame herself for Angel’s change. He says that things are going to be rough for everyone, but that he’ll support her throughout it all. Later, Buffy and Joyce watch an old movie on TV and Joyce brings in a cupcake with a candle in it. She tells Buffy to blow it out and make a wish. “I’ll just let it burn,” Buffy replies. She rests her head on Joyce’s shoulder as a character in the movie sings, “Sleep tight, my love / Goodnight, my love / Remember that you’re mine, sweetheart.”

MORAL, or CRAMMING COMPLEX ISSUES INTO A NUTSHELL: After your boyfriend turns evil, keep an eye on him to make sure he doesn’t decide to try to destroy the world.

R.I.P.: Enyos, the Judge

GRADE: A Both heartbreaking and entertaining. That’s hard to do. Plus, Angelus rocks.


MEMORABLE QUOTES - “…You people are all…. Well, I’m upset, and I can’t think of a mean word right now, but that’s what you are, and we’re going to the factory!” - Willow to Giles, Cordelia, and Jenny

Xander: (to Giles) “After classes I’ll come back and help you research.”
Cordelia: “Yeah, you might find something useful if it’s in an I Can Read book.”

Drusilla: “I’m naming all the stars.”
Spike: “You can’t see the stars, love. That’s the ceiling. Also, it’s day.”
Drusilla: “I can see them. But I’ve named them all the same name. And there’s terrible confusion.”

Willow: “I knew it! I knew it! Well, not ‘knew it’ in the sense of having the slightest idea, but I knew there was something I didn’t know. You two were fighting way too much. It’s not natural!”
Xander: “I know it’s weird….”
Willow: “Weird? It’s against all laws of God and man! It’s Cordelia! Remember? The, the ‘We Hate Cordelia’ club, of which you are the treasurer.”
Xander: “Look, I was gonna tell you.”
Willow: “Gee, what stopped you? Could it be shame?”

Angelus: “I got a message for Buffy.”
Buffy: “Why don’t you give it to me yourself?”
Angelus: “Well, it’s not really the kind of message you tell. It sort of involves finding the bodies of all your friends.”
Buffy: “This can’t be you.”
Angelus: “Gee, we already covered that subject.”
Buffy: “Angel, there must be some part of you inside that still remembers who you are.”
Angelus: “Dream on, schoolgirl. Your boyfriend is dead. You’re all gonna join him.”

Cordelia: “This is great. There’s an unkillable demon in town, Angel’s joined his team, the Slayer is a basket case…. I’d say we’ve hit bottom.”
Xander: “I have a plan.”
Cordelia: “Oh, no, here’s a lower place.”

“Just meet me at Willow’s house in half an hour. And wear something trashy…er.” - Xander to Cordelia

Cordelia: “So, does looking at guns really make girls wanna have sex? That’s scary.”
Xander: “Yeah, I guess.”
Cordelia: “Well, does looking at guns make you wanna have sex?”
Xander: “I’m seventeen. Looking at linoleum makes me wanna have sex.”

Oz: “So, do you guys steal weapons from the Army a lot?”
Willow: “Well, we don’t have cable, so we have to make our own fun.”

Oz: “Sometimes when I’m sitting in class…you know, I’m not thinking about class, ‘cause that would never happen. I think about kissing you. And it'’ like everything stops. It’s like, it’s like freeze frame. Willow kissage. Oh, I'm not gonna kiss you.”
Willow: “What? But, freeze frame!”
Oz: “Well, to the casual observer, it would appear that you’re trying to make your friend Xander jealous or even the score or something. And that’s on the empty side. See, in my fantasy, when I’m kissing you, you’re kissing me. It’s okay. I can wait.”

Joyce: “So, what’d you do for your birthday? Did you have fun?”
Buffy: “I got older.”

Enyos: “You! Evil one!”
Angelus: “Evil one? Oh, man, now I’ve got hurt feelings.” (from the original script)

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