Niptick: When Angelus is torturing Gilles, he breathes on his glasses to clean them. But in season 1 final episode, Angel asks Xander to perform mouth-to-mouth on Buffy because vampires don't have any breath.
The yellow shirt that Oz is wearing in the hospital scene has the name "Larry" embroidered on it.
Goof: Willow says that Oz will have to speak Latin during the Ritual of Restoration. However, they are actually speaking Romanian (and some lines of English).
Nitpick: In "Becoming part one" during the attack the library clock says the time is 7:12. At the same time Buffy begins to run from the cemetery to the library. In this episode immediately after arriving at the library Buffy is confronted by two police officers and the same clock now says the time is 8:17. It should not have taken Buffy one hour and five minutes to run full speed from the cemetery to the school. The two are not that far apart.
In this episode after Giles tells Jenny/Drusilla that Angelus's blood is the key to opening Acathla, Angel replies, "My blood's the key that opens the portal. My blood, my life…" You can clearly hear Angelus's Irish accent when he says "life."
Nitpick: When Buffy returns to the library to retrieve the sword, all the bookshelves are standing upright seemingly untouched. However due to the vampire attack in the last episode some of the bookshelves were thrown down including the one that fell on Willow. It is possible to think that the police picked up the bookshelves but would they really put all the books back on the shelves as they are shown to be in this episode?
Nitpick: The officer shot at Buffy when Buffy ran away. A police officer would not have legally been able to use lethal force in this instance because no one's life was in immediate danger.
Goof: We know from "Becoming Part 1", that the police searched the library. In this episode, there are those police tape things around the place. Buffy goes towards the table, and pulls out a bag from underneath, which as we all know contains weapons, as Buffy pulls out a sword. The really strange thing is, how the police did not notice the bag was there!
The vampire that comes to the school tells Buffy to meet Angelus at "the cemetery," but we find out next season that Sunnydale has 12 cemeteries. It must be she and Angelus have a "special" one that they would both know was the correct choice.
Goof: When Spike is strangling Drusilla and she passes out and he picks her up, both of her arms fall in front of him, but as he carries her out and sees that Angelus has Buffy cornered, there is Dru's hand, holding onto to his shoulder - boy, for an unconscious person, she sure can hold on tight.
Goof: Kendra's chalk outline is different from where she died- in "Becoming (1)", where her feet where against the check out desk. Now her outline is somewhat forward.
Joyce: (to Buffy) If you walk out that door, don't even think about coming back!
(Buffy steps out)
Whistler: Bottom line is even if you see 'em comin' you're not ready for the big moments. No one asked for their life to change, not really, but it does. So what, are we helpless? Puppets? No. The big moments are gonna come, ya can't help that. It's what you do afterwards that counts. That's when you find out who you are. You'll see what I mean.
Angelus: Just tell me what I need to know.
Giles: In order to be worthy...
Giles: You must perform the ritual... in a tutu. Pillock!
Buffy: Okay, fine, you're not down with Angel. Why would you ever come to me?
Spike: I want Dru back, I want it like it was before he came back. The way she acts around him..
Buffy: You're pathetic, I lost a friend tonight!
Spike: I wasn't in on that raiding party.
Buffy: And I may lose more! The whole earth may be sucked into Hell and you want my help because your girlfriend's a big ho? Well, let me take this opportunity to not care.
Spike: I can't fight them both alone and neither can you.
Buffy: I hate you.
Spike: And I'm all you've got.
Spike: You have your way with him you'll never get to destroy the world and I don't fancy spending the next month trying to get librarian out of the carpet.
Cop: Do you know this girl?
Snyder: Buffy Summers. If there's trouble, she's behind it.
Buffy: You stupid little troll you have no idea.
Angel: Buffy? What's going on? Where are we? I don't remember.
Angel: You're hurt. (they hug) God, I feel Like I haven't seen you in months. Everything is so muddled.
Buffy: (sees portal to hell opening behind Angel)
Angel: What's happening?
Buffy: Shh... don't worry about it. (they kiss) I love you.
Angel: I love you.
Buffy: Close your eyes. (kisses Angel, and plunges sword through him)
Angel: (in portal) Buffy...
Angelus: Keep out of it, sit-n-spin!
Giles: You're not real.
Xander: Sure I'm real.
Giles: It's a trick... to get inside my head, make me see things I want.
Xander: Then why would they make you see me?
Giles: Right. Let's go.
Whistler: You know, raiding an Englishman's fridge is like dating a nun. You're never going to get the good stuff.
Snyder: These are moments you want to savor. You wish time would stop so that you could live them over and over again. You're expelled.
Buffy: You never ever got a single date in high-school, did you?
Snyder: Your point being?
Oz: Okay, I pretty much missed out on some stuff, didn't I? Because this is all making a kind of sense that's... not.
Willow: I'm okay.
Xander: You don't look okay. Does she?
Cordelia: You should listen to him. The hair, it's so flat, and the lips...
Xander: Could we stay on topic here, honey?
Spike: What, your Mom doesn't know?
Joyce: Know what?
Buffy: That I'm, uh... in a band. A rock band... with Spike here.
Spike: Right. She plays the-the triangle.
Spike: Drums, yeah. She's hell on the old skins, you know.
Spike: I want to save the world.
Buffy: Okay, you do remember that you're a vampire, right?
Spike: We like to talk big, vampires do. "I'm going to destroy the world." Its just tough-guy talk. Struttin' round with your friends over a pint of blood. The truth is, I like this world. You've got dog racing, Manchester United, and you've got people... billions of people walking around like Happy Meals with legs. It's all right here. But then, someone comes along with a vision. With a real... passion for destruction. Angel could pull it off. Goodbye Piccadilly, farewell Leicester-bloody-Square. You know what I'm saying?
Buffy: Let me clear this up. We're mortal enemies--no time-outs.
Spike: I don't want to hurt you baby. (punches Drusilla) Not that I won't.
Joyce: Have we met?
Spike: Uh... you hit me with an axe one time. Remember, "Get the Hell away from my daughter"?
Buffy: I have had a really bad day, okay? If you have any information worth hearing then I am grateful. But if you're going to crack jokes then I'll rip out your rib cage and wear it as a hat.
Angelus: Now that's everything, huh? No weapons... No friends...No hope. Take all that away... and what's left?
Angelus: Now... tell me when it hurts.
Buffy: Don't worry about me.
Whistler: It's all on the line here, kid.
Buffy: I can deal. (sadly) I got nothing left to lose. (leaves)
Whistler: Wrong, kid. You got one more thing.
Angelus: My boy Acathla here is about to wake up. You're going to Hell.
Buffy: Save me a seat.
Buffy: Open your eyes, Mom. What do you think has been going on for the past two years? The fights, the weird occurrences. How many times have you washed blood out of my clothing, and you still haven't figured it out?
Joyce: Well, it stops now!
Buffy: No, it doesn't stop. It never stops. Do you think I chose to be like this? Do you have any idea how lonely it is? How dangerous? I would love to be upstairs watching TV or gossiping about boys or, god, even studying! But I have to save the world. Again.
Angelus: I want to torture you. I used to love it, and it's been a long time. I mean, the last time I tortured someone, they didn't even have chain saws.
This episode is the second part in a two-part episode, and throughout this series, season 2 is the only season that has three double episodes- the most amount of double episodes to occur in a single season throughout all seven seasons.
In a 2003 interview with Entertainment Weekly, after she announced that she was leaving the show, Sarah Michelle Gellar named this episode, "Becoming Part 2", as one of her all-time favorites. She says that the tragedy of Buffy's realization that she has to kill Angel, the man she loves, is her favorite thing about this episode.
This episode is number seven in Joss Whedon's list of his top ten favorite episodes according to The Last Sundown featurette in the season seven DVD box set.
This is the final episode shot in 16mm. Starting with "Anne", Buffy filmed in 35mm, reducing the graininess of the show's look.
When Spike talks about Joyce waving an axe at him yelling "Get the hell away from my daughter" he was referring to episode "School Hard".
The mansion in which Spike, Drusilla and Angelus have been living since "I Only Have Eyes For You" is on Crawford Street, outside of Sunnydale.
The both times that Angel dies he hears is: "close your eyes". It's the last thing Darla said to him before she killed him and turned him into a vampire in the flashback in the episode "Becoming (1)". And it's also the last thing Buffy says to him before she kills him in this episode.
The "Grr Arg" at the end of the credits was altered for this episode. Instead of the trademark grunt the monster says "Oooh, I need a hug".
Joyce: Are you sure you're a Vampire Slayer? (a few lines later) "Have you tried not being a Slayer?
This is an obvious play on being gay/lesbian. A similar play on words will be made some years after this episode in the movie X-Men 2.
Angelus: Keep out of it sit-n-spin.
The sit-n-spin was like a home version of the carnival teacup ride. You could sit on it and spin by turning the center dial.
British slang meaning roughly "idiot" but somewhat stronger.
Spike: Good-bye Piccadilly, farewell Leicester bloody Square.
From the song "It's A Long Way to Tipperary". The line is also the title of a novel by Arthur La Burn.
Spike: You've got dog racing... Manchester United...
Manchester United is perhaps the most famous football (soccer) club in the world. They are based as a team in England's Premier League, but often play exhibition matches against teams from other countries as well as European teams in the UEFA Champions League.