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Buffy the Vampire Slayer episode
The climax of the season finale, in which Buffy and Angel, tied by passionate love, are drawn in a swordfight.
Episode no. Season 2
Episode 21 & 22
Written by Joss Whedon
Directed by Joss Whedon
Production no. 5V21, 5V22
Original airdate May 12, 1998 (Part 1)
May 19, 1998 (Part 2)
Guest stars

Seth Green
James Marsters
Kristine Sutherland
Julie Benz
Bianca Lawson
Jack McGee
Richard Riehle
Juliet Landau
Max Perlich
Armin Shimerman
Robia LaMorte
James G. MacDonald

Episode chronology
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"Go Fish" "Anne"
List of Buffy the Vampire Slayer episodes

"Becoming" is the season finale of the WB Television Network's second season of the drama television series Buffy the Vampire Slayer, consisting of the twenty-first and twenty-second episodes. They are also the thirty-third and thirty-fourth episodes of the show overall. The two constituent episodes were split into two broadcasts; "Part 1" first aired on May 12, 1998 and "Part 2" first aired on May 19, 1998. The episodes were written and directed by executive producer/show runner Joss Whedon.

The narrative features vampire Slayer Buffy Summers (Sarah Michelle Gellar) working to prevent Angelus (David Boreanaz) and fellow vampires Drusilla (Juliet Landau) and Spike (James Marsters) from awakening the demon Acathla. As the narrative progresses Spike joins forces with Buffy in an attempt to preserve his love with Drusilla. Buffy also becomes a fugitive after being suspected of murder while Willow Rosenberg (Alyson Hannigan) works to restore Angel's soul. Flashbacks show the past of Angel, from being changed into a vampire in 1753, having his soul restored in 1898 to the year before the series began where he watched Buffy in Los Angeles from afar.

Production of the season finale was different to previous episodes as this was the first time that the show had been filmed outside of the usual warehouses or other locations. A studio was used to create the settings for the flashback scenes set in New York and Ireland. Actors Sarah Michelle Gellar and David Boreanaz undertook training for the climactic sword fight between their characters as Joss Whedon knew the scene was special.



Part 1

Giles visits a museum to examine a big stone block that it has just acquired; he finds an opening in the rock.

Buffy and Willow find the floppy disk containing Ms. Calendar's reconstruction of the curse that gave Angel his soul. They are eager to attempt it. Giles warns that it will be difficult. Xander prefers to see Angelus killed, rather than risk leaving him alive merely so that Buffy can have a chance to get her boyfriend back.

Drusilla kills the museum curator while Angelus and his minions steal the stone block, which contains the demon Acathla, who came to suck the world into Hell. A virtuous knight had stabbed him in the heart before he could draw a breath, but someone worthy can remove the sword to awaken Acathla. Angelus wants to make history end.

Kendra, the new Slayer, returns to Sunnydale bringing a sword blessed by the same knight who stopped Acathla.

Angelus kills a human and uses his blood in an attempt to awaken Acathla, which fails. He then lures Buffy to a battle so that his minions can kidnap Giles, whom he plans to torture for the information he needs. In the library, Willow is attempting the curse when vampires attack. Giles is taken. Willow and Xander are injured. Drusilla hypnotizes and kills Kendra. Buffy arrives too late, and a policeman finds her with Kendra's body.


  • Galway, Ireland 1753: Liam, drunk as usual, is killed by Darla, becoming the sadistic vampire known as Angelus.
  • London, 1860: Drusilla, a pious young woman who has unwanted visions, is psychologically tormented by Angelus.
  • Rumanian woods, 1898: In revenge for killing a Gypsy girl, Angelus is cursed with a human conscience and becomes Angel.
  • Manhattan, New York 1996: Angel, now a derelict, meets a good demon named Whistler who invites him to become a hero.
  • Los Angeles, 1996: As Buffy becomes the Slayer, Whistler points her out to Angel, who is inspired "to be somebody."

Part 2

Principal Snyder remarks to the police that "If there's trouble, she's behind it." Buffy breaks away, becoming a fugitive suspect.

Disguised, Buffy visits the hospital. Xander's arm is broken and Willow is comatose. Cordelia had escaped from the fighting.

Angelus tortures Giles for information and entertainment.

The police tell Joyce their version of events.

Buffy finds Whistler in Giles' apartment and they discuss Angel's reversion to Angelus. He is about to tell her how to stop the demon when Buffy, frustrated, leaves.

Buffy is nearly captured by police, but is rescued by Spike, who offers a temporary alliance. He has no wish to see the world destroyed, and he is jealous of Angelus' attentions to Drusilla; so he will help Buffy stop Angelus if she allows him and Drusilla to leave town. Buffy and Spike go to her house to talk, and meet Joyce, who has been told by police that Buffy is wanted for murder. Buffy is forced to tell her about vampires and her role as Slayer.

Joyce insists Buffy must tell her everything and tries to prevent her from leaving. Buffy tells her mom that she wishes she could be a normal teenager, but that she has to go save the world, again. Joyce tells her daughter not to come back if she leaves the house. Buffy goes.

Xander sits by the comatose Willow and confesses his love for her, asking her to wake up. However, when she does, the first person she calls is Oz.

Willow is determined to try the curse again. She sends Oz and Cordelia after her supplies, which had been left in the library after the attack. She sends Xander to tell Buffy her plans, hoping she can stall until the curse is complete.

Returning to the library to retrieve Kendra's sword, Buffy encounters Snyder, who gleefully announces that she is expelled.

Spike returns to the mansion, concealing that he has healed (from his injuries in "What's My Line") enough to walk. To keep Angelus from killing Giles, Spike suggests that Drusilla use hypnosis. She appears to Giles as Jenny, and he tells her that Angelus must use his own blood, not someone else's, to awaken Acathla.

Buffy returns to Whistler, who tells her that if Angelus has awoken Acathla, only Angelus' blood can again defeat him, in the process sending both evil beings to hell. On her way to the mansion she meets Xander, who decides not to tell her about the curse; instead he says that Willow said to "kick his ass."

In the mansion, Buffy announces her arrival by decapitating a minion, before Spike surprises Angelus from behind, knocking him down. As Spike and Buffy fight against Angelus, Drusilla and the remaining minions, Angelus succeeds in removing the sword from Acathla. He and Buffy then duel. Xander frees Giles. Spike knocks a dismayed Drusilla unconscious and escapes with her in his car.

At the hospital, Willow starts to weaken as she tries to restore Angelus' soul. Just as she appears close to fainting, she suddenly regains strength, apparently possessed and incanting in Latin instead of English. She succeeds in restoring Angel's soul, but Acathla is already awake: he opens his mouth, creating an expanding vortex. While Angel is disoriented, and oblivious to the vortex opening behind him, Buffy kisses him and then drives her sword through him into the vortex. The world is saved but Angel, bewildered, is sucked into hell.

Buffy, feeling her life shattered, leaves a farewell note for her mother, and boards a bus to leave Sunnydale.



Special guest

Guest starring


  • Shannon Welles as Gypsy Woman
  • Zito Kazann as Gypsy Man
  • Ginger Williams as Girl
  • Nina Gervitz as Teacher
  • Susan Leslie as First Cop
  • Thomas G. Waites as Second Cop

Production details



  • Spike's description of the end of the world as "goodbye Picadilly, farewell Leicester bloody Square" is a quote from the song "It's a Long Way to Tipperary" by Jack Judge and Harry Williams.[1]

Joss Whedon

  • The flashback to Los Angeles is taken directly from Joss Whedon's original script for the Buffy feature film. It is later published in comic format.

Mutant Enemy

  • After the end credits, the Mutant Enemy (perhaps reacting to the episode's melancholy ending) says "Oooh, I need a hug." This is the first instance (and one of only two) where he does not say "Grr, argh."


  • Buffy had no way of knowing that Drusilla killed Kendra, as there were no conscious witnesses.
  • When Buffy realizes that Angelus has lured her away from the library so that Giles can be captured, he gleefully points out that "she falls for it every single time!" This is a reference to the season's first episode, When She Was Bad, in which Buffy followed a deceptive lead, allowing Willow and Giles to be kidnapped for the Master's restoration.
  • As the episode ends, the gang is left to ponder the sequence of events that took place at the fight. Although they are fairly confident that Angel's soul was restored (Willow "felt something flow through her" when performing the spell), they know (through Buffy's note to her mother) that Buffy has survived, and they know that the world has not ended, they know nothing else about the fight: whether Angel has survived, Spike's influence on the fight, or even whether or not Acathla was ever awakened. Giles would ultimately force Buffy to reveal these in Faith, Hope & Trick.

Arc significance

  • The story of Liam's turning is told in greater detail in the Angel episode "The Prodigal."
  • Joyce finds out that Buffy is the Slayer in this episode.
  • Angel will not lose his soul and become Angelus again until "Awakening", although he does experience happiness brought on by a synthetic drug in "Eternity".
  • Xander refrains from telling Buffy of Willow's attempt to restore Angel's soul, instead dishonestly telling her that Willow said to "Kick his ass." His lie will not be alluded to until Season 7's "Selfless", when, during an argument over Anya, the subject of Xander's lie is briefly raised.
  • Willow pulls off the restoration spell in another development of her budding abilities as a witch, a crucial plot through the rest of the series.
  • Buffy invites Spike into her home, despite knowing that he is a vampire and has proven to be a dangerous enemy. He routinely takes full advantage of this invitation, particularly during Season 5, until Willow and Tara perform the disinviting spell in "Crush". However, he earns himself a re-invite before the end of that season.
  • Spike and Joyce meet for the second time in this episode. She asks him if they have met before, and he tells her, "You hit me with an ax one time; you know, 'Get the hell away from my daughter,'" referencing their interaction at Parent-Teacher Night in "School Hard".[1]
  • In this episode, Spike plays a role in saving the world, marking the first alliance between him and Buffy.
  • Principal Snyder is seen asking to speak with the mayor Richard Wilkins, who becomes the Big Bad in the next season.
  • Kendra lends Buffy a distinctive-looking stake nicknamed "Mr. Pointy." Though Buffy uses the nickname in a few future episodes, the stake itself never appears again.


  • French title: "Acathla - 2ème partie" ("Acathla - Part 2")
  • Italian title: "L'inizio della storia - II parte" ("The beginning of the story - Part 2")
  • German title: "Spiel mit dem Feuer" (German idiom; "Playing with Fire")
  • Japanese title: "変貌 パート2" ("Henbō Pāto 2" - "Transfiguration, Part 2")
  • Hungarian title: "Méltóvá válni - 2. rész" ("To Become Worthy - Part 2")


External links


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