0:00 : Worth repeating here before we start: Innocence aired the night after Surprise, as part of the ‘New Tuesdays’ on the WB, where Buffy was paired up with teen drama Dawson’s Creek. The move paid off, with higher ratings, and Buffy stayed in this slot, remarkably, until it’s conclusion. Innocence is considered the highest-rated episode of the series.

1:07 : Spike’s line here is gold: “Yeah, it’s interesting to me that preparing seems a lot like sitting on your arse.”

1:13 : Spike seems eager to destroy the world here, but as we learn in Becoming, he’s mostly pandering to Drusilla’s every whim at this point.

1:23: Drusilla reels from a vision that isn’t too dissimilar to what Doyle and Cordelia go through, except Dru handles it better.

1:50 : Buffy wakes alone, without Angel present. This becomes something of a thing for Buffy, who will worry about being left alone and ditched the next morning. It happens again in The Harsh Light of Day and it’s the first thing she checks in The I in Team and Love Dares You.

2:13 : Angel, for one brief moment, knows what’s coming and is horrified.

2:17: The woman is played by Carla Madden, who doesn’t seem to have remained in acting.

2:51 : Surprise! Angel turns and feeds off the woman, revealing that his soul is gone. Angelus has arrived – and it’s chilling.

2:55 : It’s not been established onscreen, but there seems to be a general consensus that vampires do exhale and inhale somehow, but don’t breathe air. At least it’s enough for Angelus or Spike to smoke.

5:20 : Despite Buffy and Angel not having contacted them, Jenny, remarkably, is still being quiet about the curse here, although, she really doesn’t know that much. Still, it’s bad information to withhold right this second.

8:21: Spike and Drusilla haven’t seen Angelus in quite some time. From their perspective, it was 1900, but they didn’t realise Angel was already ensouled. We see this in Fool for Love.

9:10 : The Judge declares that there is nothing human left in Angel. It’s not only proof for Spike and Drusilla, but its used to establish the facts for the audience as well: Angel is gone for good.

9:35 : And David Boreanaz, in this moment, reveals that he’s been hiding behind Angel’s face himself, as he displays a ferociously talented skill here. He delivers every line with a fusion of malice and charm, making his very presence in the scene unnerving. It’s easy to see why someone took one look at his performance here and said “Man, he needs his own series!”

10:57 : Angelus’ line is here is brilliant. “She made me feel like a human being. That’s not the kind of thing you just forgive.”

11:22 : Xander’s ‘say hi for me’ seems particularly mean and nasty. We thought he’d gotten passed some of his behaviour in this episode.

11:35 : Willow mentions that Buffy has beaten Willy the Snitch a few times. We haven’t seen Willy since What’s My Line? He’ll next be seen in Season Three’s Amends.

12:30 : Cordelia complains that Xander always seems obsessed with Buffy. She’s not wrong. It’s actually rather annoying. Anya will also complain of Xander’s need to protect Buffy.

13:06 : Willow’s reaction to Cordelia and Xander kissing is sheer bliss. Alyson Hannigan proves she’s got the comedy chops that will take her to sitcom stardom, with a performance that is both sad, heart breaking and funny. The “We Hate Cordelia Club” (of which Xander was a part of) is almost the best line of the episode, but Willow saying that Xander being with Cordelia is against “all laws of God and Man” pips it to the post. Fantastic.

14:27 : Angel’s tattoo can be seen on his back.

14:50 : This scene is the scene. It’s the pivotal moment of the episode, showing that despite her strength, Buffy still yearns for acceptance and happiness and girly-stuff. Using Angel’s treatment of her the night before as the basis for the scene is genius, quite frankly, and you understand Buffy completely in this moment. The two leads are superb. This is the moment the character, and the series itself, grows up.

15:17 : Angelus has already reversed his Claddagh ring, which he shared with Buffy in the last episode.

16:27 : This scene establishes that all Jenny knows is the existence of the curse and not how it works. Enyos explains it here: if Angel experiences one moment of contentment, one moment where his brain isn’t thinking of the guilt and suffering he’s caused, he would revert to Angelus. Which doesn’t seem like sensible punishment… Why bring back the demon to kill again? He also claims that he thought the situation could be stopped, but he mentions that the moment was preordained.

19:22 : Xander’s line is a classic, brave and undefeated: “I’m think I’m having a thought. Now, I’m having a plan. [Lights go out] And now I’m having a wiggins.”

19:30 : Angelus is vamped when he walks into the high school corridor, although Willow doesn’t see his face in the darkness. His tone of voice is enough to warn Xander that something isn’t quite right.

21:09 : In a twisted perversion of What’s My Line? when Buffy did it voluntarily, Angel kisses her goodbye wearing his vamp face.

22:05 : Giles makes a point of saying he wasn’t prepared for Angel turning to the dark side. Jenny has the nerve in the background to placate him – by saying none of them were. Except, you know, her and her uncle.

22:24 : Buffy makes reference to chatting with Angel at her house. This is a reference to the scene in Angel’s apartment. It was moved from the Summers House to the apartment in later drafts, but the line remained.

23:23 : Cordelia says they’ve hit rock bottom this time. When Xander suggests he has a plan, she sighs and states, absolutely with no tact, “Oh no, here’s a lower place.”

24:38 : Ms. Edith is seen in Drusilla’s arms. She lovingly pokes her eyes out in this episode. Charming.

25:18 : Angelus’ line to Spike is terribly ironic considering the future of the series: “To kill this girl, you have to love her.”

25:35 : The cross Buffy holds is the one Angel gave her in Welcome to the Hellmouth.

26:18 : The exquisitely shot romance scene showing Buffy and Angel’s bedroom antics are very tastefully done. The moans coming from the characters though are not Sarah Michelle Gellar and David Boreanaz. A case of embarrassment saw Joss Whedon unable to ask his actors to do the scene – so he and Supervising Sound Editor Cindy Rabideau did the moans themselves.

27:20 : The figure of Angel in Buffy’s dream seems to be his former self, urging her to see how everything happened… Angel will figure heavily in Buffy’s dreams going forward.

27:49 : Buffy comes storming into Jenny’s classroom through the second door, surprising Jenny and throwing her down onto her desk!

28:23 : And Jenny finally, after forever, reveals that she was specifically sent to Sunnydale to watch Buffy and Angel and to keep them apart. She can be somewhat forgiven, since she doesn’t seem to know the exact specifics (although she figures out Angel and Buffy were intimate before Giles). Quite why she let them fall in love is a mystery.

29:05 : Giles takes his glasses off. We find out in All the Way that he does this to avoid looking at the Scoobies, which in retrospect means he can’t look at Buffy here.

29:17 : Jenny says that the magics that can restore Angel are lost to time. How exactly? And for lost magic, she seems to find it rather easily…

29:33 : Enyos begins talking not looking at the door, but he doesn’t invite Angelus into the room. How does he get in? It could be a hotel, but Passion establishes that Enyos has been in town longer than it seemed.

30:06 : Oz has come along to aid the Scoobies with his trusty van, which is the rather disappointing plain blue this week.

30:52 : The unnamed soldier is played by Ryan Francis. He’d already appeared in Sabrina the Teenage Witch and would go on to appear in various television shows, such as Cold Case and the movie Shriek If You Know What I Did Last Friday the Thirteenth, which also starred Julie Benz and Danny Strong.

31:59 : This is the first time we learn that Xander has remembered the army training he acquired in Halloween. It’s actually rather impressive!

32:40 : This scene with Alyson Hannigan and Seth Green is incredible. The scene was written to test out the character of Oz to decide whether he would return as a regular next season. It clearly worked…

32:40 : …although, in a way, he seals Jenny’s fate. Oz was originally considered to be murdered in Passion.

35:03 : Angel and Drusilla have started their flirtation now, more than ever. It’s only been two minutes, but already Spike feels like, if you’ll excuse the pun, the third wheel. This will actually inspire him to betray Angelus in Becoming.

35:47 : Jenny is officially exiled by the Scooby Gang in this scene, and the relationship between them never recovers. It could have, if Jenny had, once again, opened her mouth and told someone what she was up to!

36:25 : The mall’s real life location was a closed Robinsons Department Store in Los Angeles.

37:14 : The shot of Buffy and the Scooby Gang coming through the corridor to confront the Judge is used for the opening titles in season three and four.

37:36 : This entire moment is epically cool: the camera shot sweeping up, over the Scoobies, to show Buffy with the crossbow. The confused look on the Judge’s face. “That was then. This is now.” The slow motion explosion. “What’s that do?” As a conclusion to an episode, it’s one of, if not, the best.

38:22 : Angelus and Drusilla’s reflections can be seen when they hit the mall floor.

39:15 : This is it! The first battle between Buffy and Angelus. This fight is short, but brutal, and neither comes out as a clear winner.

39:55 : Seth Green‘s delivery when Oz finds a piece of the Judge. He points and simply says “Arm.” Brilliant!

40:00 : The music composed for Buffy and Angelus’ fight sequence is reused again later in Passion.

40:56 : Buffy foreshadows the end of their feud when Angelus taunts her for being unable to kill him. “Give me time,” Buffy tells him.

41:10 : Giles’ car – making an even worse noise than before – is seen again.

42:15 : Giles tells her to prepare for the months ahead, which seems like an impossible task to her. This conversation is a lovely moment between the two, with Giles’ line being an emotional standout: “All you’ll get from me is my support and my respect.” It’s arguably the moment he becomes a father figure to her, if he wasn’t already.

42:36 : The film that Joyce and Buffy are watching is the musical Stowaway from 1936.