Goof: It's been shown before in multiple episodes that only direct sunlight will cause a vampire to burst into flames. Yet, strangely, when Buffy and Faith burst in on the vampires' nest, the one vampire's clothed (and therefore shadowed) arm bursts into flames, yet his fully exposed hand is fine.
Nitpick: The nameplate on the mayor's desk is not straight. Given the fact that Mayor Wilkins is compulsively neat, it seems odd that he would have overlooked this.
Mayors to do list:
* Greeting Scouts, done
* Plumber union reschedule, done
* Call temp agency, done
* Become Invincible, done
* Meeting with the PTA,
Buffy makes a reference to "Prophecy Girl" when she remarks, "I hate when they drown me."
Nitpick: When Buffy meets Angel after Finch's death Angel's breath can be seen. Interestingly Buffy's breath can't be seen!
Originally, the Wesley character was going to be a bit like Michael J. Fox in the Back to the Future movies. However, the writers decided to make Giles look cooler and more rebellious by making Wesley so straight-laced.
Goof: If you look cloesly when Angel comes in after Balthazar says "What is his name?" you can see Angel push a guy away, but not towards the corner. But when the shot changes to the guy Angel grabbed and Angel, there is a guy mysteriously in the corner.
Goof: After Buffy and Faith split up (after killing Finch) and Buffy climbs over the fence, you can see that her shoes are different. They are flat black boots, and not the heeled ones she was wearing earlier.
Goof: When Buffy and Faith are about to hit the metal grate in the police car, you can see that Buffy is behind the driver and Faith is behind the passenger. But if you look really hard when they kick the grate, Buffy and Faith have switched sides (you can tell by the pants and shoes), and when they are out of the car, Buffy is already out and Faith is crawling out from behind the passenger. How would she get out of the car before Buffy if the driver's side door is still closed?
Goof: When Buffy and Faith break into the vampire nest ("Rise and Shine People"), you can see that Buffy is facing Faith and she has her arms crossed, and Faith has her arms down by her sides. But when the camera does a close up of Buffy and Faith, they are both turned the same way, they're in their fighting stances, and they both have their stakes at the ready.
Goof: Right after Buffy pulls her chemistry test booklet towards her the camera angle changes, and she pulls it towards her again.
Goof: In the outside shot of the school (shortly after the credits), you can see that it's the same one (again!!!) from "Bewitched, Bothered, and Bewildered" when Cordeila walks up to the school and gets shunned by Harmony's gang. You can see the same people sitting on the bench on the side, and Harmony in the background. (It is from a different angle, but you can still tell that it's from that episode)
Goof: In the scene with Balthazar, in one shot the light is only a few inches away from his head, then in the next shot it is further away.
Nitpick: Students are only allowed to apply to one college for early admission, especially if it's binding, so Willow wouldn't have gotten 'several' acceptances.
Goof: When Buffy throws the stake at the vampire, it lands on his right region of his back. The heart should be near the left region of the back.
Nitpick: When Buffy is sitting on the sofa with Angel, Wesley walks up and sits down. As he does so you can see a cut on Buffy's right arm ... Where did she get the cut? And why hasn't she cleaned it up before going to the club?
Goof: When Buffy and Faith come down the alley (just before Faith kills Finch) there is a bad editing cut as the film speeds up slightly.
Nitpick: One second after Buffy pulls herself out of the water (in the sewer) her hair is completely dry.
Balthazar: (big gross blubbery demon, addressing Wesley and Giles) You know what I want.
Giles: (snarkily) If it's for me scrub those hard to reach areas I'd like to request that you kill me now. (vampire shoves him) Ow.
Wesley: Are you out of your mind?! This is hardly the time for games!
Giles: Why not? They're going to torture us to death anyway.
Balthazar: Not wrong about that.
Joyce: (After griping about her diet and asking Buffy about brunch) Are you sure you don't want waffles?
Buffy: Yeah...but if you want some I'll help you make them.
Joyce: Nah, that's okay...they only don't have calories if I'm making them for you.
Wesley: Of course, training procedures have been updated quite a bit since your day. Much greater emphasis on field work.
Wesley: Oh yes. Not all books and theory nowadays. I have in fact faced two vampires myself. Under controlled circumstances, of course.
Giles: No danger of finding those here.
Giles: Controlled circumstances.
Buffy: Hey! (Jumps into Angel's arms) You're not leaving, are ya?
Angel: I saw you making friends. (Angel looks over to the guys that she and Faith were dancing with)
Buffy: Them? (Buffy looks back at them also) Boys! I like you. What's the matter? (Gets off of Angel) You're not afraid of little me, are ya?
Wesley: Well... looks authentic enough. Of course there are tests to be made before actual verification.
Buffy: How about verifying that your "nearly extinct" cult was out in magnum force last night. Faith and I got into a serious party situation.
Giles: You alright?
Buffy: I had to lather, rinse, and repeat about five million times to get the sewer out of my hair, but other wise I'm of the good. Thank you for asking. (Glares at Wesley)
Wesley: Perhaps there are a few more than anticipated, but I would expect you to be ready for anything. Remember the three key words for any Slayer: preparation, preparation, preparation.
Buffy: That's one word three times. (bell rings) I have a chem test. It's so sad that I'm actually happy about that. Giles, we need to talk.
Wesley: Buffy, I must ask you to remember that I'm you watcher. From now on, anything you have to say about Slaying you will say to me. The only thing you need to discus with Mr. Giles is overdue book fees. Understood?
Buffy: (to Giles) We'll talk.
Giles: Of course.
Wesley: (to Giles) You're not helping.
Giles: I know, I feel just sick about it.
Buffy: Wait, stop, think!
Faith: No, no, no!
Buffy: It's a manhole! Tight space, no escape, six against two, not unlike three against one.
Faith: And there might be more, so come on.
Buffy: You're just gonna go down there? That's your plan?
Faith: Who said I had a plan? I don't know how many's down there, but I wanna find out, and I will when I land. If you don't come in after me, I might die. (Faith jumps into the man hole and Buffy follows)
Wesley: I didn't get this job because of my looks.
Buffy: I really, really believe that.
Buffy: (about Wesley) New Watcher?
Giles: New Watcher.
Wesley: Wesley Wyndam-Pryce. It's very nice to meet you.
Buffy: (to Giles) Is he evil?
Buffy: The last one was evil.
Wesley: Oh, yes. Gwendolyn Post. We all heard. No. Mr. Giles has checked my credentials rather thoroughly and phoned the Council, but I'm glad to see you're on the ball as well. A good Slayer is a cautious Slayer.
Buffy: (to Giles) Is he evil?
Giles: Not in the strictest sense.
Wesley: Oh, God! Oh, God!
Giles: It doesn't seem too promising, does it?
Wesley: Stay calm, Mr. Giles, we have to stay calm.
Giles: Well, thank God you're here, I was planning to panic.
Wesley: What is that thing?
Giles: That would be your demon. You know, the dead one?
Wesley: There's no need to get snippy!
Buffy: Okay, we got ten, maybe twelve bad guys, and one big demon in desperate need of a stairmaster.
Buffy: What about the assignment?
Faith: Tell you what, you do the homework, and I'll copy yours.
Cordelia: That's so cute. Planning life as a loser? Most people just turn out way, but you're really taking charge.
Xander: The comedy stylings of Miss Cordelia Chase, everyone. Who, incidentally, won't be needing a higher education when she markets her own very successful line of hooker wear.
Cordelia: Well, Xander, I could dress more like you, but, oh, my father has a job.
Willow: Rejection I can handle, 'cause of the years of training, but this...
Xander: I feel your pain, Will. Like right now, I'm torn between the fast-growing fields of appliance repair and motel management. Of course, I'm still waiting to hear back from the Corndog Emporium.
Buffy: I hate it when they drown me.
Faith: The life of a Slayer is simple: Want. Take. Have.
Buffy: Faith, you don't get it: you killed a man.
Faith: No, you don't get it: I don't care.
Faith: (eyeing Wesley) New Watcher?
Giles & Buffy: New Watcher.
Faith: Screw that. (She walks away)
Buffy: Now why didn't I think of that?
Willow: Chemistry is fun; it's a lot like witchcraft, only less newt.
Xander: Harvard... Yale... Wesleyan... some German Polytechnical Institute whose name I, uh... I can't pronounce. Is anyone else intimidated? 'Cause I'm just expecting thin slips of paper with the words 'No Way' written in crayon.
Oz: They're typing those now.
Xander: I'm not gonna waste the perfect comeback on you now. But don't think I don't have it. Oh yes, it's time will come!
Wesley: These are all the diaries then, yours included?
Giles: That's everything. Knock yourself out... Please.
Wesley: Ah yes, here's your first entry... "Slayer is willful and insolent..." That would be our girl, wouldn't it?
Giles: You have to get to know her.
Wesley: Hmm... "Her abuse of the English language is such that I understand only every other sentence."
Wesley: Are you not used to taking orders?
Buffy: Whenever Giles sends me out on a mission he always says please. And afterwards I get a cookie.
In the opening sequence, Faith and Buffy are fighting vamps in tandem. Faith doesn't believe that Buffy never slept with Xander in all their time fighting side by side. It is unclear why she is questioning this fact, since Xander made it clear he was a virgin in "The Zeppo" when he said he'd "never been up with people" and Faith assured him not to worry as she would "steer him around the curves".
Doug Petrie said that Balthazar was directly linked to Marvel Comics, since he had always wanted to do a character who was like the Kingpin, especially Frank Miller's version.
Buffy and Faith are dancing at the Bronze -- "Chinese Burn" by Curve
Alyson Hannigan first met future-husband Alexis Denisof on the set of this episode. While they did like each other, Alyson was already dating and the two decided not to get involved while working on the same show. However, some time later Alyson was single again and Alexis had moved away from Buffy and they decided to give it a go. The two were married in September 2003.
This episode marks the first appearance of Alexis Denisof as Wesley Wyndam-Pryce.
At the end of the episode, when Buffy goes to talk to Faith, she was supposed to have discovered Faith dead, having hung herself.
When Xander runs through the list of colleges Willow has applied to, one of them is Wesleyan College in Connecticut, which is also Joss Whedon's Alma Mater.
Anthony Stewart Head and Alexis Denisof both guest starred on the series Highlander. Interestingly, the only way to kill an immortal on that show was beheading, which is how Giles kills one of the Eliminati in this episode.
According to Buffy The Vampire Slayer Magazine #4, Balthazar was referred to as "The Pudding Man" by the makeup people.
Buffy: Okay, we got ten, maybe twelve bad guys and one big demon in desperate need of a Stairmaster.
The Stairmaster is a piece of exercise equipment that is designed to mimic the motion of climbing stairs (without actually getting the user any higher in the building). Buffy refers to the grossly large Balthazar by suggesting he needs to lose weight.
Buffy: I had to lather, rinse and repeat about five million times to get the sewer out of my hair.
Lather, rinse, repeat are the instructions printed on many shampoo bottles.
Xander: The comedy stylings of Miss Cordelia Chase, everyone.
The gimmick of a given stand-up comedian is often referred to as comedy stylings by the host.
Allan: I like to read Cathy.
A long running newspaper cartoon, Cathy concerns the trials and tribulations of a single woman, written by Cathy Guisewite since 1976.
Mr. Trick: Nobody can tell Marmaduke what to do. That's my kinda dog.
The cartoon character Marmaduke is a great dane, created in 1954 by Brad Anderson. He's pretty much big enough to do whatever he wants.
Mayor: I just love the Family Circus! That P.J., he's getting to be quite a handful.
The Family Circus is a long running, single panel cartoon in the daily newspapers, created in 1960 by Bill Keane. The cartoon focuses on the family and especially the exploits of their children (P.J. being the baby).
Buffy: The count of three isn't a plan. It's Sesame Street.
The long running PBS television show Sesame Street teaches children to (among other things) count.
Faith: This isn't a Tupperware Party. It's a little hard to plan.
Tupperware food storage containers are primarily sold via sales representatives who hold parties in their home.
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