Season 3 Episode 4

Carpe Noctem

Aired Wednesday 9:00 PM Oct 15, 2001 on The WB
out of 10
User Rating
365 votes

By Users

Episode Summary

An old man casts a body-switching spell on Angel, and enjoys the many pleasures of being eternally young, handsome, and bloodthirsty in Los Angeles while a dying Angel tries to get his body back.

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  • Bodyswapping bad medicine


    The Good;

    Some nice humour, especially over the whole 'Fred' thing and some nice stuff with Lilah

    The Bad;

    Surely Marcus notices that in his new body the heart isn't beating and he doesn't breathe?

    Best line:

    Cordy; "You're a eunuch"

    Angel; "Hey!"

    CC; "Figure of speech"

    Angel; "Find another one!"

    Apocalypses: 5

    Angel Cliches

    Inverting the Hollywood cliche; Much like the handicapped in Blind Date in the Buffyverse old people are EVIL! We don't expect Marcus' spell to affect Angel but it does.

    In disguise; 8

    DB get's his shirt off; 12

    Cordy's tattoo; yes, her two piece purple outfit shows it off to great effect.


    Cheap Angel; 7

    Fang Gang in bondage: yep, Angel

    Cordy: 5

    Angel: 11

    Wes: 6

    Gunn; 3

    Lorne; 2

    Fang gang knocked out: Angel as Marcus

    Cordy: 11

    Angel: 14

    Wes: 5

    Doyle; 1

    Gunn; 1

    Lorne; 2


    Cordy: 5 vamps, 3 demons

    Angel; 28 vamps, 40 and 1/2 demons, 3 humans

    Doyle; 1 vamp

    Wes; 7 demons+1 vamp

    Kate; 3 vamps

    Faith; 16 vamps, 6 demons, 3 humans.

    Gunn; 8 vamps+ 6 demons.

    Fang Gang go evil:

    Cordy: 2

    Angel: 2

    Alternate Fang Gang: Angel/Marcus

    Cordy: 2

    Angel: 7

    Characters killed: the three poor guys Marcus hijacks


    Recurring characters killed;


    Total number of Angel Investigations:

    5, Angel, Cordy, Wes, Gunn and Fred

    Angel Investigations shot:

    Angel: 11

    Wes; 1

    Packing heat;

    Wes; 3

    Doyle; 1

    Angel; 1

    Gunn; 1

    Notches on Fang Gang bedpost:

    Cordy: 3 ?+Wilson/Hacksaw Beast+Phantom Dennis

    Angel: 5; Buffy, Darla and The Transcending Furies

    Wes; 2; Virginia and the bleached blonde

    Kinky dinky:

    Three in the bed sex with 2 beautiful hookers. Well, we've all been there. CC refers to Angel as a eunuch, remember she doesn't know about Darla. CC salivates over the bodybuilders but still thinks 'All men are dogs'. Gunn and Wes argue over who gets to visit the 'First Class Escorts' but CC decides she should go instead. She refers to them as 'Pretty skanky women' (does she mean 'Women who are pretty skanky' or 'Women who are skanky and pretty'? To judge by the extremely attractive girls in the opening scene they certainly live up to their companies' billing). That's a bit rich considering she wanted to prositute herself to Rusell Winters and David Nabbit, has twice been knocked up by demons, twice sold as a slave and is currently having a high old time with her ghost and his loufa.

    The simmering sexual tension between Lilah and 'Angel' finally comes to a head. Much like Kate in 'The Shroud of Rahmon' Lilah finally gets what she secretly always wanted, thrown across the desk to be ravished Viking-style and bitten by Angel. Is this ever mentioned again because Lilah is actually the only one who knows about it and she has no idea it's not really Angel? And what do AI make of Lilah's forgeries plonked on Wes' desk?

    Captain Subtext;

    Marcus thinks Angel is gay (just look at his outfit) and Wes is 'Fred', his boyfriend.

    Know the face, different character; 3

    Parking garages;


    Buffy characters on Angel; 16

    Wetherby, Collins and Smith. Angel, Cordy, Oz, Spike, Buffy, Wes, Faith, Darla, Dru, The Master, Anne, Willow and Harmony

    Questions and observations;

    Amy Acker's remarks about skinny models are weird as she's the thinest girl in the Buffyverse by quite some way, even more so that season 5 Buffy. Angel likes 70s Charlton Heston films, a leftover from the Manilow era? (The Omega Man has vampiric theme, plenty of blood and contains the wonderful line 'Honky paradise brother?'). The 'Nightstalker' is referred to but probably the LA serial killer rather than Kolchak. Marcus/Angel drinks martinis with Lilah, thought she was a whiskey girl?

    Read a good fanfic once where Angel doesn't get his body back in the end but his soul gradually retakes control, Marcus' magic temporary and unstable. Good performace from Rance Howard as Marcus (Ron Howard's dad)

    Marks out of 10; 7/10, always thought I disliked this ep but the humour makes up for a pretty weak story in many ways, actually found myself enjoying the rewatch more than I thought I would.

  • Carpe Noctem

    Carpe Noctem was a really great and entertaining episode of Angel. I enjoyed the story and the characters in this episode. There was lots of character development for Angel, Cordelia and Fred. I thought the story in this episode was interesting and probably a fantasy of some viewers. There was a little bit of action, drama, and humor. I find Fred to be a fascinating character, and you never know what she will say or do next to surprise. I also thought the small parts of the Wolfram & Hart Lawyers Lilah and Gavin were intriguing. Lilah is proving to really be on top of her game, for now. I can't wait to watch what happens next!!!!!moreless
  • Angel the Pensioner

    Carpe Noctem is one of the most unoriginal episodes of Angel. The body swap thing has been done in every fantasy show including BtVS (which did it so much better) and the old man playing Angel was a horrible actor. Yet, David Boreanaz's performance made this episode. He's actually very good at comedy and looked like he was having a great time, which made this episode enjoyable.

    Okay one thing before I start the review properly; is it just me or does Charisma Carpenter get hotter every episode? Even when she's pregnant she's still attractive! OK I'm done.

    The plot of the body swap, as said, is so completely unoriginal. Every fantasy series has done. Xena, Buffy.. you name it, they've done it. Carpe Noctem is hilarious but when compared to the awesomeness of Buffy's one (4.16 Who Are You?) it falls slightly short. It doesn't make it any less enjoyable but it makes you wish they'd have done one where a more important character swaps with Angel. The old man who plays Marcus/Angel was horrible and it never felt like Angel was there. His delivery was off and makes you wish he'd watched an episode before doing it. David Boreanaz however made this episode- his portrayal of Marcus like a kid in a candy store was spot on and he made me laugh several times through it. The shining moment was Marcus-in-Angel's speech to Wesley, thinking he was Fred. It was hilarious and Alexis Denisof's facial expression was spot on. Lilah was excellent as always and her line "Well, here we are at my office. Bye" to Gavin makes me laugh every time for some reason. I like that she's prepared to help Angel, her worst enemy, just to get one up on Gavin. She's such a unique villain and definitely a femme fatale. Gavin is annoying and even makes me wish Lindsey was back, as his talk of building code violations wears thin for me as well. Her and Angel's love scene was shocking- who knew Lilah had a thing for our resident vampire!

    I felt so bad for Fred in this episode. She doesn't need any more emotional damage and to walk in on Angel like, I felt for her. Amy Acker is incredible and portrays Fred excellently- she's perfect for the role. Her hitting Angel over the head with baseball bat at the end was fun though. The end was a small tie in with the end of BtVS 6.04 "Flooded" where Angel finds out Buffy's back from the dead. It's annoying the networks wouldn't allow a cross over which would have been ideal but it was also good it wasn't dwelled on a lot.

    Carpe Noctem is a funny, silly filler episode and one of the few comedy episodes of Season 3. It doesn't have an amazing plot but the dialogue and acting keep it interesting.moreless
  • Freaky Filler!

    Carpe Noctem-An old man casts a body-switching spell on Angel, and enjoys the many pleasures of being eternally young, handsome, and bloodthirsty in Los Angeles while a dying Angel tries to get his body back.

    Another mediorce episode with ony a few interesting parts but a dry plot. It looked like David was having fun playing horny, pimp-esqe, jacka$$. But I wish I had fun watching him, but I really didn't. The whole body switching storyline is like the most common plot device used in fantasy show, yet the Angel writers couldn't make decent episode out of this one. While David put a lot into his new role while Rance Howard just bores while playing Angel and his constant escape seen are boring to watch. Fred was great as usual with her cute little crush for Angel, which is crushed by the stomachache inducing make-out session between Marcus/Angel. I don't care what kinky fetish you have for vampires Lilah, NEVER AGAIN! Poor Fred, her reaction and crying scene was so sad. There are some funny scenes like Marus mistaken Wesley for being gay and Fred hitting an unconsicous Marus with Angel screaming in Marcus' body:

    Angel: "His out Fred, his out!"

    Besides that, that's about it! All and All, a boring episode which is one of the usual lite filler Angel episodes that are made.moreless
  • Alii permutat anima kimota! An old geezer does a body swap with Angel and proceeds to hit on every female at Angel Investigations, and then some. Hilarity ensues.

    Absolutely loved this episode! Finally Season 3 delivers a show that made me care about what was happening to the characters. Sure, this is prety much a stand alone, since it doesn't do much to further an storyline for the season. But it was darn funny! Nice to see the team back in sync that they are able to figure out just what happened to Angel and get to the retirement home in time to save him.

    So many great scenes, it's hard to pick the best, but they would have to include when Marcus-as-Angel thinks Angel might be gay looks at himself and says "Obviously." Loved Marcus-as-Angel making out with Lilah and then Fred walking in, and then Fred telling Cordelia about what she'd seen.

    Fred finally becomes part of the Angel team when she goes along to help save Angel-as-Marcus at the retirement home. Despite all the bad things that have happened to her since she got back to L.A., she's really going to come out of her shell now.

    Great acting by David Boreanaz playing a completely different person inside of Angel's body and needing to interact with the other characters as though he was a complete stranger. He's great at this sort of comedy.

    Overall, a fun episode, with a bit development in terms of character interactions, and a breath of fresh air for the season after three fairly disappointing episodes.moreless
Rance Howard

Rance Howard


Guest Star

Paul Benjamin

Paul Benjamin

Retirement Home Resident

Guest Star

Misty Louwagie

Misty Louwagie


Guest Star

Stephanie Romanov

Stephanie Romanov

Lilah Morgan

Recurring Role

Daniel Dae Kim

Daniel Dae Kim

Gavin Park

Recurring Role

Trivia, Notes, Quotes and Allusions


  • TRIVIA (2)

    • On her business card, Cordelia is listed as a "Senior Associate" at Angel Investigations.

    • When the gang beats Marcus in Angel's body to the floor in the retirement home, he falls face down, with his head toward Angel in Marcus' body. However, when Fred gives him an extra whack to the head, not only has he turned face up, but reoriented himself to have his feet toward Marcus. No one had time to move him and he is knocked out.

  • QUOTES (15)

    • After watching Angel eat a burrito
      Cordelia: Um... why are you eating?
      Marcus-in-Angel: 'Cause I'm hungry.

    • Marcus/Angel: Hey. How're you doing?
      Wesley: Alright.
      Marcus/Angel: So, we gotta talk. The thing is, I've got nothing against you personally. It's just (Wes looks at him) ...Oh, this is gonna be harder than I-I thought. I just don't know how to spit this out.
      Wesley: Angel. Whatever it is, you know I'm here for you.
      (Wes goes to touch Angel's knee)
      Marcus/Angel: (Marcus/Angel gets out of the chair before Wesley touches him) Yeah. That may be the problem. I mean, whatever we... had... whatever we... did. I just think that we should keep that... behind us. Start from scratch. You know, two men working side by side. But, you know, none of that funny stuff (Wesley looks at Angel oddly). Shake on that?
      Wesley: I guess.
      (Wesley takes Angel's hand, who gives it a hearty shake, then pulls Wesley into a hug.)
      Marcus/Angel: Hey, all right. Gimme a hug.
      Cordelia: Wesley, food's here.
      Wesley: Okay.
      Marcus/Angel: Wesley?
      Wesley: Yes?
      Marcus/Angel: Do you know where Fred is?
      Wesley: Um up in her room I'd expect.
      Marcus/Angel: Her room. Right. Somebody say something about food? I could eat a horse.

    • Cordy: Are you alright?
      Angel/Marcus: I gotta pee.

    • Marcus: You! You don't deserve that body!
      Angel: Funny. I was gonna say the same thing to you. I tell you why you have a weak heart, Marcus. You never use it.

    • Cordelia: I'll interview the hookers. Are there any men who aren't just dogs?
      Marcus/Angel: Not very many, I'm afraid. (to Wesley) You know a woman is more than a piece of meat. I'm sorry. That's just how I feel.

    • Lilah: (to Marcus/Angel after he bites her) That's the closest you'll ever get to me.

    • Wesley: (finding out where Marcus/Angel had sex) I don't believe it, on my desk?
      Gunn: Well, it did used to be his. Maybe he was just kind of...reclaiming it?
      Wesley: How? By marking it? This isn't like him.
      Cordy: What? This is totally like him, doing the mystery dance with some cheap blonde.
      Fred: Brunette, she was a cheap brunette.
      Cordy: You're right, this isn't like him.

    • (to every woman in the episode)
      Marcus/Angel: Have I ever told you, you're a very beautiful woman?

    • Fred: It's like something out of Fitzgerald, the man who can have everything but love. In some ways I guess you're better off. Love is... well in a way it's everything. But it's also heartache and disappointment. And those are good things to avoid.
      Cordelia: Angel, Willow's on the phone... She's alive! Buffy's alive!
      (Angel jumps up and runs after Cordelia into the hotel)
      Fred: Buffy?

    • Marcus/Angel: Now what did I do with the darn case file...?
      Cordy: (quietly) You gave it to me yesterday.
      Marcus/Angel: Ha, must be getting old.

    • Cordy: (about Fred) She's got the big puppy love. I mean, who wouldn't? You're handsome, and brave, and heroic, emotionally stunted, erratic, prone to turning evil and, let's face it, a eunuch.
      Angel: Hey, how can you... I'm not a eunuch.
      Cordy: Angel, it's just a figure of speech.
      Angel: Find a better one.

    • Fred: (about her "date" with Angel) And even though he didn't talk a lot, it was still okay. It was comfortable. It wasn't that awkward kind of quiet. You know that awkward kind of quiet?
      (there is a moment of silence)
      Wesley: No, that's never happened to me.

    • Cordy: If Julia Roberts ever makes a realistic movie about being an escort; I think it should be called "Pretty Skanky Woman."

    • Angel: (to Marcus in Angel's body) You may have the attitude and you may have the power, but… there's one thing you don't have and never will; friends, four of them, standing behind you with big heavy things.

    • Angel: You may not know this, Fred, but certain friends and coworkers have been known to accuse me of being the quiet, stay at home, sulky one.

  • NOTES (5)

    • Tim Isle was nominated for the 2002 Golden Reel Award for "Best Sound Editing in Television - Music, Episodic Live Action" for this episode.

    • This episode contains a group scene of the gang that is used in the opening credits of Seasons 3 and 4. The clip is of the five of them walking out of the retirement home after getting Angel his body back. The clip is the last one played before the "Created by Joss Whedon & David Greenwalt" Angel alley walk comes up.

    • Music:
      Plays in the club -- "Galaxy Bounce" by The Chemical Brothers

    • In a subplot that was cut due to episode time constraints, Angel as Marcus has an awkward reunion with estranged daughter Madeline. After a couple of attempts to reconnect with the woman, Angel realises that she's better off without her father and tells her as much.
      Angel (As Marcus): ...You need a family and you'll make one, I know. I'm not a part of that. I don't wanna be.
      (She starts to tear up, and laugh a little at the same time.)
      Angel: What?
      Madeline: It's just, I've been trying so hard all these years to forget you and now you're saying...
      Angel: You should.

    • This episode is very similar to the Lois & Clark episode "I've Got You Under My Skin", which was written by Angel writer Tim Minear.


    • Fred: It's like something out of Fitzgerald - the man who can have everything but love.
      Fred compares Angel to one of the protagonists of novelist F. Scott Fitzgerald, author of The Great Gatsby.

    • Cordeila: If Julia Roberts ever makes a realistic movie about being an escort, I think it should be called Pretty Skanky Woman.
      Cordelia imagines a more true-to-life version of the film Pretty Woman, which launched Julia Roberts' career into super-stardom.

    • Lilah: Don't go all night stalker on me.
      A reference to the 70's TV movie, Kolchak: The Night Stalker, which featured a vampire in Las Vegas, or the subsequent TV series that featured vampires (in L.A.), werewolves, demons, and more.