
| Episode No. | Buffy the Vampire Slayer Season 3, Episode 15 |
|---|---|
| Directed by | Michael Gershman |
| Written by | Marti Noxon |

0:01 : This Previously on… is the first to be longer than one minute, at one minute and twelve seconds.
1:19 : In the dream, Finch grabs Buffy and tries to keep her under the water. Barring reused footage, this is Jack Plotnick‘s last appearance in the role.
1:40 : Faith pushes Buffy back under in an attempt to drown her – a symbolic version of her betrayal from later in the episode, making this one of Buffy’s prophetic dreams.



2:23 : News reporter Amy Powell is a real life Los Angeles broadcaster. She’ll make another appearance in Goodbye Iowa.
3:27 : Seth Green is absent from this episode, due to his commitments to Austin Powers in Goldmember.
5:10 : A first meeting that will have long-lasting consequences! Wesley and Cordelia meet for the very first time, and the attraction between them is instant!
5:50 : While Faith’s ‘jail bait’ comment regarding Cordy may be harsh, she does raise an interesting point. Doesn’t anyone on campus, security or staff, notice Wesley hanging around the school, unvetted, with no apparent reason to be there?
6:26 : While it may not be intended to be the same room, the classroom Buffy and Faith walk into is a redress of Jenny Calendar’s old computer lab, complete with second door!




6:43 : Faith uses Buffy hiding Angel’s return as a counterpoint, referring to events between Beauty and the Beasts and Revelations.
7:30 : Willow, since the beginning of the season, is still tetchy about Buffy and Faith spending so much time together.
7:58 : Willow mentions that she’s meeting with Michael in yet another attempt to de-rat Amy Madison, who’s been a rat since Gingerbread.
8:21 : James G. MacDonald returns for a third and final time as Detective Stein.
8:21 : The witness tells Stein that she heard the victim screaming, yet as we saw in Bad Girls, Finch didn’t have time to scream.
8:46 : Angel recognises the blood on the garbage can from Buffy’s hand in the previous episode and is putting the whole thing together by himself, practising that detective work he’ll shortly be honing in Los Angeles…
9:06 : The Mayor is surprisingly emotional in this scene, considering how even-keeled he appears most of the time. This will come to the fore in Graduation Day, when Angel realises that strong emotions are his weakness.
9:28 : Then he gets angry as he questions, as we did, why Finch was in the alley way in the first place, annoyed that Finch could have betrayed him. There’s also a strong paper trail linking him to the Mayor’s more unsavoury activities – which the Mayor didn’t know about.
9:47 : Mr. Trick must have friends in high places, as he has the police file. How and who his connections are we never learn, but it’s possibly the reason Stein goes after Buffy and Faith as suspects. The police and the Mayor have been connected onscreen since I Only Have Eyes for You.




11:27 : Buffy also suspects that Finch was in the alley way looking for them, and seemingly confirms this when she realises all his paper work has been taken.
11:50 : Exiting the room, Buffy and Faith spot Mr. Trick and the Mayor together. While this doesn’t expose the Mayor’s end goal, it does reveal to Buffy that he at least associates with the forces of darkness. She’s actually surprised, having been taken in by his act in Gingerbread.
12:28 : Faith once again covers her emotions by telling Buffy that it’s easier not to trust people, since people always let you down. It’s also a clear sign of her abandonment issues.
13:00 : This argument finally puts Buffy and Faith on different sides. Buffy cannot understand how Faith can brush the accident aside with no feeling, while Faith is not worried or bothered by Buffy having feelings about it at all. It all comes down to empathy, and Faith, at this point, has lost hers. As Buffy tells her, they help people be better. Faith says she simply is better.
14:54 : For the third time, after Ted and Becoming, Stein comes to Buffy suspecting her of murder. Fair play, he’s given it a fair go, but he doesn’t make this one stick either.




16:38 : Angel is already doing that skulking-in-the-shadows thing that he’ll perfect in Los Angeles…
17:54 : This moment is beautiful. Sarah Michelle Gellar is superb as Buffy breaks, but the scene is counterbalanced completely by Alyson Hannigan‘s comic timing as Willow declares that she’s ‘a bad, bad, bad person’.



19:20 : As Buffy prepares to tell Giles, she realises that Faith has gotten there first. This is her proof that Faith cannot be trusted.
19:49 : Faith throws Buffy in the frame for the deputy mayor’s murder, completing Buffy’s dream and her betrayal.
20:33 : Luckily for Buffy, Giles knows her a great deal better, and instantly sees through Faith’s lies. He has no intention of involving the Watcher’s Council…
22:42 : …but Wesley, proving his loyalty to the Council for the first, but not the last time, overhears…




22:52 : Wesley makes a quick trans-Atlantic telephone call to Britain to speak to his superior Quentin Travers, who we met in Helpless.
23:12 : Buffy mentions the intervention the gang held for her regarding Angel in Revelations.
24:12 : Xander inadvertently gives away the fact that he slept with Faith in The Zeppo. The gang are surprised, except Willow, who gets what he’s saying straight away, bless her. It’s yet another thing that Faith has taken from her.
25:13 : Giles asks Willow to try and hack into the Mayor’s database, profiling her computer skills for the first time since Gingerbread. Willow’s exceptional skills were first mentioned in Welcome to the Hellmouth.




25:40 : Singer and actress Kathleen Wilhoite‘s song ‘Wish We Never Met’ is playing when Willow’s in the restroom.
25:55 : One key rule to remember on this series: if Willow cries, we all cry. Alyson Hannigan breaks your heart in this moment.
29:20 : Faith attempts to seduce Xander, just as she did in The Zeppo. However, this time, in what borders on sexual assault, she almost strangles Xander in the middle of her seduction!
30:10 : Angel can enter Faith’s apartment, presumably since it’s a motel room and therefore public domain.
30:16 : Faith wakes chained up to the wall in the mansion by manacles similar to the ones placed on Angel by Buffy in Beauty and the Beasts. They also prove more durable.




32:24 : In a nice little callback, Wilkins and Trick observe Faith and Buffy observing them on CCTV footage from earlier.
33:01 : Angel goes into detail with Faith here about his past and his feelings on murder and death. Much of this conversation will be had again later on in Five by Five, an episode that’s a direct sequel of sorts to this one.
35:29 : Wesley strangely refers to the Watcher’s Council as the ‘Watcher’s Council of Great Britain’ – which seems odd for a worldwide operation.
36:22 : This conversation between Wesley and Faith is another foreshadow for a conversation they will continue to have, in much harsher circumstances, in Angel‘s Five by Five and Sanctuary. Cordelia even mentions Wesley’s actions from this episode.



38:30 : We’re back at Sunnydale Docks, last seen in Surprise.
40:08 : Faith gives it one last go at swaying Buffy over to the dark side and embracing the Slayer within. However, she takes it too far when she mentions Angel…
40:19 : …and gets a punch to the jaw for her efforts, the first Buffy has thrown at her since Revelations.
41:15 : Mr. Trick warned Buffy in the closing moments of Band Candy that he would find time to battle her.



41:38 : Trick manages to get the upper hand over Buffy in her weakened state and strangles her. Faith debates whether to aid her rival or not…
42:00 : Trick is staked through the back, having time to lament his dusting before it happens. K. Todd Freeman makes his last appearance in this scene.
42:00 : In a deliberate bookend to the opening scene of Bad Girls, Buffy is saved from a vampire which is staked by Faith from behind.



42:40 : Faith at least returns to the town with Buffy, resolving to try. Giles believes Buffy’s support will be invaluable. The Slayer believes Faith can be redeemed…
43:06 : …unaware that the time for redemption is over. Faith tells the Mayor that Trick has been dusted – and asks for his job as the Mayor welcomes her in to his office…















