I'm not happy, pet.
Angel and the Slayer are still alive.
They know where we are, they know about the Judge. We should be vacating.
Nonsense. They'll not disturb us here.
My Angel's too smart to face the Judge again.
What's Big Blue up to anyway? He just sits there.
I am preparing.
Yeah.
It's interesting to me that preparing looks a bit like sitting on your ass.
- When do we destroy the world already? - My strength grows.
And with every life I take, it will increase further.
So let's take some. I'm bored.
Dru?
- Angel! - Dru? What is it?
Dru!
Darling, do you see something?
Angel?
Buffy!
Oh, no.
Hey.
You OK?
You want me to call 911?
No.
The pain is gone.
- You sure? - Yeah.
I feel just fine.
Morning!
- Morning. - So, did you have fun last night?
- Fun? - At Willow's.
Yeah! Yeah. Fun at Willow's. You know, she's a... fun machine.
- You hungry? - No.
No, I, I'm just gonna go take a shower.
Uh, well, if you hurry, I'll run you to school.
Thanks.
Is something wrong?
No! What would be wrong?
I don't know. You just look...
The bus depot was a... total washout.
And may I say, what a lovely place to spend the night.
What a vibrant cross section of Americana.
No vampires transporting boxes?
No, but a 400lb wino offered to wash my hair.
What's up? Where's Buffy?
She never checked in.
If the bus depot's as empty as the... docks and the airport...
Do you think this Judge guy's already been assembled?
- Yes. - And Buffy could be...
We gotta find him. We gotta go to that place, that, uh...
that factory. That's where they're holed up, right? Let's go.
And do what? Besides be afraid and die.
Well, nobody's asking you to go, Cordelia.
If the vampires need grooming tips, we'll give you a call.
Cordelia has a point. If Buffy and Angel were, were...
harmed, then we don't stand a fair much better.
Yeah? Well, those of us who were born with feelings are gonna do something about this.
- Xander! - No, Xander's right!
My God! 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 goin' in the factory.
- Yeah! - Buffy!
We were just going to rescue you.
- Well, some of us were. - Well, I would have.
- Where's Angel? - He didn't check in with you guys?
- No. - What happened?
- The Judge, is he...? - No assembly required. He's active.
- Damn it. - Nearly killed us.
- Angel got us out. - Why didn't you call? We, we thought...
Well, we, we had to hide.
We got stuck in the sewer tunnels and,
with the hiding, we just split up.
- No one's heard from him? - I'm sure he'll come by.
- Yeah. I'm, I'm sure you're right. - Buffy.
- The Judge, we, we must stop him. - I know.
- What can you tell us? - Not much. I, um...
I... kicked him. That was just like a sudden fever.
- If he'd got his hands on me... - In time, he won't need to.
The stronger he gets, he'll be able to... reduce us to charcoal with a look.
Also, not the prettiest man in town.
I'd better continue researching, must look for a weak spot.
The rest of you should get to your classes.
- Yeah, I'd better go, too. - Buffy, wait up!
I'll, uh, go on the Net and search for anything on the Judge.
- Thank you. - After classes I'll come back
- and help you research. - Yeah. You might find something useful
if it's in "I Can Read Book".
You don't think Angel would have gone after the Judge himself, do you?
No. He'd know better than that.
Maybe he just needed...
I don't know. I just wish he'd contact me.
I need to talk to him.
Are we feeling better, then?
I'm naming all the stars.
You can't see the stars, love.
That's the ceiling. Also, it's day.
I can see them.
But I've named them all the same name.
And there's terrible confusion.
Did you see any further?
- Do you know what happens to Angel? - Well...
He moves to New York and tries to fulfill that Broadway dream.
It's tough slaying, but one day
he's working in the chorus when the big star twists her ankle.
You don't give up, do you?
As long as there's injustice in the world.
As long as scum like you is walking...
well, rolling... the streets, I'll be around.
Look over your shoulder. I'll be there.
Uh, yeah.
Angel, um... look over your shoulder.
- Hurts, doesn't it? - Well, you know,
it kinda itches a little.
- Don't just stand there. Burn him! - Gee! Maybe he's broken.
What the hell is going on?
This one cannot be burned.
- He's clean. - Clean?
- You mean he's... - There's no humanity in him.
I couldn't have said it better myself.
- Angel. - Yeah, baby.
I'm back.
- Is it really true? - It's really true.
You've come home.
No more of this "I've got a soul" crap?
What can I say, hm?
I was goin' through a phase.
This is great! This is so great.
Everything in my head is singing.
We're family again.
We'll feed...
and we'll play.
I've gotta tell you. It made me sick to my stomach
seeing you being the Slayer's lap dog.
- How did this happen? - You wouldn't believe me if I told you.
Who cares? What matters is now he's back!
Now it's four against one, which are the kind of odds I like to play.
We're going to destroy the world. Want to come?
Yeah, destroying the world.
Great. I'm really more interested in the Slayer.
Well, she's in the world, so that should work out.
- Give me tonight. - What do you mean?
Lay low for a night.
I guarantee, by the time you go public,
she won't be anything resembling a threat.
You've really got a yen to hurt this girl, haven't you?
She made me feel like a human being.
That's not the kinda thing you just forgive.
OK. No. No, we didn't but I'm sure he'll...
Well, Buffy, he probably has some plan and he's trying to protect you.
Well, I don't know what. I'm not in on the plan. It's his plan.
No! Don't even say that!
- Angel is not dead. - Say hi for me.
Yeah, of course we'll be here. OK. Bye.
- "Say hi for me"? - What's the word?
She's checked every place she could think of.
She even beat up Willy the Snitch a couple of times.
- Angel's vanished. - But he does do that on occasion, no?
Oh, yeah. But she's extra-wigged this time.
I guess 'cause of her dreams.
God, what if something really happened to him?
- Is she gonna join us here? - Yeah, she's just stopping at home first.
Nada!
Did you find anything?
This book mentions the Judge, but nothing useful.
"Big, scary, no weapon forged can stop him."
"Took an army to take him down." Blah blah blah.
We need some insight. A weak spot.
Well, we're not gonna find it here.
Sorry I snapped at you before.
Well, I'm reeling from that new experience.
I was crazed. I wasn't thinking.
I know. You were too busy rushing off to die for your beloved Buffy.
- You'd never die for me. - No, I might die from you.
- Does that get me any points? - No!
- Come on, can't we just kiss and make up? - I don't wanna make up.
But I'm OK with the other part.
Willow! We were just... Willow! Willow!
- Willow, come on! - 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!
- I know it's weird. - Weird?
It's against all laws of God and man!
It's Cordelia! Remember?
The "We Hate Cordelia Club", of which you are the treasurer?
- Look, I was gonna tell you. - Gee, what stopped you? Could it be shame?
- All right. Let's overreact! Shall we? - But I'm...
Willow! We were just kissing. It doesn't mean that much.
No.
It just means that you'd rather be with someone you hate...
than be with me.
- Angel! - Hey.
Oh, my God! I was so worried!
I didn't mean to frighten you.
- Where did you go? - Been around.
Oh, my God.
I was freaking out. You just disappeared!
What? I took off.
But you didn't say anything. You just left.
Yeah. Like I really wanted to stick around after that.
- What? - You got a lot to learn about men, kiddo.
Although I guess you proved that last night.
What are you saying?
Let's not make an issue out of it, OK?
In fact, let's not talk about it at all.
- It happened. - I, I don't understand.
Was it m-me? Was I not good?
You were great. Really. I thought you were a pro.
How can you say this to me?
Lighten up. It was a good time.
It doesn't mean we have to make a big deal.
- It is a big deal! - It's what?
Bells ringing? Fireworks?
A dulcet choir of pretty little birdies?
Come on, Buffy.
It's not like I've never been there before.
Don't touch me.
I should have known you wouldn't be able to handle it.
Angel!
I love you.
Love you, too.
I'll call you.
You know what it is, this thing - vengeance?
Uncle, I have served you. I have been faithful. I need to know.
To the modern man, vengeance is a word, an idea.
Payback. One thing for another. Like commerce.
Not with us.
Vengeance is a living thing.
It passes through generations.
It commands. It kills.
You told me to watch Angel.
You told me to keep him from the Slayer. I tried.
But there are other factors.
There are terrible things happening here that we cannot control!
We control nothing. We are not wizards, Jana.
We merely play our part.
Angel could be of help to us.
He may be the only chance we have to stop the Judge.
It is too late for that.
- Why? - The curse.
Angel was meant to suffer.
Not to live as human.
One moment of true happiness, of contentment,
one moment where the soul that we restored no longer plagues his thoughts,
and that soul is taken from him.
Then, if somehow, if...
If it's happened...
- then Angelus is back. - I hoped to stop it.
But I realize now it was arranged to be so.
- Buffy loves him. - And now she will have to kill him.
Unless he kills her first! Uncle, this is insanity!
People are going to die!
Yes. It is not justice we serve.
It is vengeance.
You're a fool. We're all fools.
Will!
Hey.
- Where'd you go? - Home.
I'm glad you came back. We can't do this without you.
Let's get this straight.
I don't understand it. I don't wanna understand it.
You have gross emotional problems... and things are not OK between us.
But... what's happening right now is more important than that.
OK.
What about the Judge? Where do we stand?
On a pile of really boring books that say the same thing.
- Let me guess. "No weapon forged..." - "It took an army..."
Yeah, where's an army when you need one?
- What? - Whoa. Whoa! I...
I think I'm havin' a thought.
Yeah, yeah, that's a thought.
Now I'm having a plan.
- Now I'm havin' a wiggins. - What's going on?
- Let's get to the library. - Willow!
- Xander. - Angel.
Thank God you're OK. Did you see Buffy?
Yeah. What's up with the lights?
I don't know. Listen, I think I have an idea.
Forget about that now. I got somethin' to show you.
- Show us? - Yeah. Xander, go get the others.
OK.
And, Willow, come here.
- What is it, Angel? - It's amazing.
- Willow, get away from him! - What?
- Walk to me. - What are you talking about? It's Ang...
- Don't do that! - Oh, I think I do that.
- Angel! - He's not Angel any more.
- Are you? - Wrong.
I am Angel... at last.
- Oh, my God. - I got a message for Buffy.
Why don't you give it to me yourself?
Oh, it's not really the kind of message you tell.
It sort of involves finding the bodies of all your friends.
- This can't be you. - We already covered that subject.
Angel, there must be some part of you, inside, that still remembers who you are.
Dream on, schoolgirl. Your boyfriend is dead.
You're all gonna join him.
Leave Willow alone and deal with me.
But she's so cute and helpless.
Really a turn-on.
Things are about to get very interesting.
Buffy, are you OK?
Buffy?
And we're absolutely certain that Angel has reverted to his former self?
Yeah, uh, we're all certain. Anyone not feeling certain here?
Giles, you wouldn't've believed him.
He was so...
He came here to kill us.
- What are we gonna do? - Leaning towards blind panic myself.
- Rupert, don't talk like that. The kids... - I'm sorry.
It's just that things are bad enough with the Judge here.
Angel crossing over to the other side... I-I-I wasn't prepared for that.
None of us were.
Are you OK?
Is there anything I can do?
I should have known.
I saw him at the house. He was different.
The things he said...
- What things? - It's private.
But you didn't know he had turned bad?
How did you?
- What? - Well, you knew.
You told me to get away from him.
Well, I saw his face.
If only we knew how it happened.
- What do you mean? - Well, something set it off. Some, some,
uh, event must have triggered his transformation.
Well, if anyone would know, Buffy, it-it should be you.
- I don't. - Well, did anything happen last night?
- That, that might... - Giles, please! I can't...
Buffy! I'm sorry, but we can't afford to...
- Buffy! - Giles, shut up.
This is great. There's an unkillable demon in town,
Angel's joined his team, the Slayer's a basket case -
- I'd say we've hit bottom. - I have a plan.
- Oh, no! Here's a lower place. - I don't know what's up with Angel,
but I think I may have a way to deal with this Judge guy.
- What do we do? - I think, um...
I think I may need Cordelia for this one.
- And we may need wheels. - Well, my car is...
- It might have to be bigger. - No problem. I'll get Oz.
He has a van.
Good. OK.
Care to let me in on the plan I'm a part of?
- No. - Why not?
Because if I tell you, then you won't do it.
Just meet me at Willow's house in half an hour and wear something trashy...er.
I'm not sure what we should do about Buffy.
Well, assuming they don't attack tonight I think we should just let her be.
- I agree. - I-I-I can imagine
what she's going through.
No... I don't think you can.
You should've seen her face. It was priceless!
- I'll never forget it. - So you didn't kill her, then?
Course not.
Now, I know you haven't been in the game for a while, mate...
but we still do kill people.
It's sort of our raison d'etre, you know?
You don't wanna kill her, do you?
You want to hurt her...
just like you hurt me.
- Nobody knows me like you do, Dru. - She'd better not get in our way.
- Don't worry about it. - I do.
Spike... my boy!
You really don't get it, do you?
You tried to kill her, but you couldn't.
Look at you, you're a wreck!
She's stronger than any Slayer you've ever faced.
Force won't get it done.
You gotta work from the inside.
To kill this girl...
you have to love her.
I love you.
You have to know what to see.
Buffy?
- Buffy! - What do you know?!
- Should I get the principal? - No, I-I-I'll deal with this.
Y-y-you're, you're all dismissed!
Did you do it? Did you change him?
- For God's sake, calm down. - Did you know this was gonna happen?
- You can't go around accusing everybody... - I didn't know... exactly.
I was told...
Oh, God.
I was sent here to watch you.
They told me to keep you and Angel apart.
- They never told me what would happen. - Jenny...
I'm sorry, Rupert.
Angel was supposed to pay for what he did to my people.
And me? What was I supposed to be paying for?
I didn't know what would happen until after.
I swear I would have told you.
So it was me. I did it.
I think so.
- I mean, if you... - I don't understand.
The curse.
If Angel achieved true happiness, even just a moment of...
he would lose his soul.
B-b-but h-h-how do you know you were responsible f-for...
Oh.
- If there's anything that... - Curse him again.
No, I can't. Those magics are long lost, even to my people.
You did it once. It might not be too late to save him.
It can't be done.
I can't help you.
Then take me to someone who can.
I knew she would bring you.
I suppose you want answers.
Not really.
But thanks for the offer.
Right face, hu! Double-time, hu!
Left! Left! Left!
Left! Left! Left! Left...
Wait here. When you, guys, see that window open,
get out the ladder, come up. We'll pass you the package, OK?
- OK. - Be careful.
The security here really is a joke. I should, uh, report it.
- Who am I supposed to be again? - You're supposed to be a girl.
Think you can handle it?
Halt! Identify yourself right the hell now!
Uh... Private Harris with the, uh... 33rd.
33rd are on maneuvers.
Right. Uh... I'm on leave... from them.
You always spend your leave snoopin' round the armory, pal?
- And who is she? - Hi.
I'm not a soldier.
Right?
Look, I... I just wanna give her the tour. You know what I'm sayin'.
- The tour. - Well, you know the ladies.
They like to see the big guns. Gets them all hot and bothered.
Can you cut me some slack? Give me a blind eye?
- And why should I? - Well, if you do,
I won't tell Colonel Newsome that your boots ain't regulation,
your post wasn't covered and you hold your gun like a sissy girl.
- You got 20 minutes, Nimrod. - I just need five.
Uh... forget I said that last part.
OK. What was that? And who are you?
Remember Halloween? I got turned into a soldier?
- Yeah. - Well, I still remember all of it.
I know procedure, ordnance, access codes, everything.
I know the whole layout for this base
and I'm pretty sure I can put together an M-16 in 57 seconds.
Well, I'm sort of impressed.
But let's just find the thing and get out of here.
OK.
So does looking at guns really make girls wanna have sex? That's scary.
Yeah, I guess.
Well, does looking at guns make you wanna have sex?
I'm 17. Looking at linoleum makes me wanna have sex.
I wish they'd hurry.
So, do you guys steal weapons from the army a lot?
Well, we don't have cable, so we have to make our own fun.
I get you.
Do you wanna make out with me?
- What? - Forget it. I'm sorry.
Well, do you?
Sometimes when I'm sittin' in class...
You know, not thinkin' about class, 'cause that would never happen...
I think about kissin' you...
and it's like everything stops. It's like, it's like freeze-frame
Willow kissage.
Oh, I'm not gonna kiss you.
What? But... freeze-frame.
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 kissin' you...
you're kissin' me.
It's OK.
I can wait.
We're up.
Oh, my God.
He's doing this deliberately, Buffy.
He's trying to make it harder for you.
He's only making it easier. I know what I have to do.
What?
Kill him.
- I am ready. - About time.
- Have fun. - Too bad you can't come with, huh?
Be thinkin' of you.
I won't be in this chair forever.
- What happens if your girlfriend shows up? - I'm gonna give her a kiss.
Don't you look spiffy!
Spiffy?
Happy birthday, Buffy. I hope you like the color.
Giles, we go to the factory first, but they might not be there.
If they're on the offensive, we need to figure out where they'd go.
Agreed.
This is good.
Do you, uh...
Is there something I can do?
Get out.
I just wanna help.
She said, 'Get out.'
- Do you want me to show you how to use it? - Yes, I do.
I knew it.
We haven't a bead on... where they would go.
I don't know. Uh...
Somewhere crowded, I guess. The Judge needs bodies, right?
- The Bronze? - It's closed tonight.
There's not a lot of choices in Sunnydale. It's not like people are gonna line up
- to get massacred. - Uh, guys?
If I were gonna line up, I know where I'd go.
Lock the exits, boys.
It's all yours.
Everybody keep back. Damage control only.
Take out any lesser vamps if you can. I'll handle Smurf.
Oh, goody.
Who dares?
- Think I got his attention. - You're a fool.
No weapon forged can stop me.
That was then.
This is now.
What's that do?
- Best present ever. - I knew you'd like it.
- Do you think he's dead? - We can't be sure.
Pick up the pieces and keep them separate.
Pieces? We get the pieces.
Our job sucks!
You know what the worst part was, huh? Pretending that I loved you.
If I'd known how easily you'd give it up, I wouldn't have even bothered.
It doesn't work any more. You're not Angel.
You'd like to think that, wouldn't you? It doesn't matter.
The important thing is you made me the man I am today.
Uh... arm!
Not quittin' on me already, are ya?
Come on, Buffy.
You know you want it, huh?
You can't do it. You can't kill me.
Give me time.
It's not over. I suppose you know that.
He'll come after you... particularly.
His profile, uh, well, he...
He's likely to strike out at the things that made him the most human.
- You must be so disappointed in me. - No.
No. No, I'm not.
This is all my fault.
I don't believe it is.
Do you want me to wag my finger at you and tell you that you acted rashly?
You did, and, and I can.
I know that you loved him.
And he... has proven more than once that he loved you.
You couldn't have known what would happen.
The coming months a-are gonna, are gonna be hard...
I, I suspect, on all of us, but...
If it's guilt you're looking for, Buffy, I'm not your man.
All you will get from me is... is my support...
and my respect.
# Good night, my love
# My moment with you now is ending...
# It was all heavenly holding you...
Did I miss anything?
Oh, just some singing and some running round.
Oh. I'm sorry I didn't have time to make you a real cake.
No. This is good.
But we're still going shopping on Saturday.
So what did you do for your birthday?
Did you have fun?
I got older.
You look the same to me.
Happy birthday.
I don't have to sing, do I?
No.
Well, go on. Make a wish.
I'll just let it burn.
# Good night, my love
# Remember that you're mine
# Sweetheart
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