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Buffy Anne Summers
Daniel 'Oz' Osbourne
Alexander 'Xander' Harris
Mayor Richard Wilkins III
Nitpick: When Faith interrupts the demon's apparent attempt at packing he is holding a fish bowl. The fish bowl appears to contain only clean water.
The mayor makes the mistake of thinking that after Angel will presumably kill Buffy another slayer will be called. Since Buffy already died and got a replacement slayer (Kendra, who inturn died and called Faith as the new slayer) Faith is the only one who can get a replacement if she dies.
Goof: When Faith first throws the soul changing potion on Angel's shirt it appears to be in the middle of his chest and down his shirt, but in the next scene it shows red spots near the top left (Angel's left) corner of his shirt.
The movie Buffy and Angel went to see was called Le Banquet D'Amelia. This isn't an existing movie, it was made up for the show.
Goof: There are mysterious spots on Angel's shirt that keep appearing and vanishing when he's talking to Faith (before she does the "spell").
Goof: If Buffy's unconscious when Angel chains her to the wall, how is she standing in the next shot when she wakes up?
Goof: When Angel picks up the letter opener in the Mayor's office, the reflection of his hand can be seen in the Mayor's nameplate.
Mayor: I see you're admiring my letter opener.
Angel: Well, actually, I was thinking of stabbing you through the heart with it.
Buffy: That was... very... artistic.
Buffy: Wasn't what I expected. I've never actually seen... well, uh, from the title I thought it was about food.
Angel: Well, there was food.
Buffy: Right, the scene with the food. So, feel like getting some hot chocolate? Or some cold shower?
Angel: I'm sorry. I wanted to take you out somewhere fun. It's been a long time since I've been to the movies. They've changed.
Buffy: Little scary. And a little not, which is also scary. I'm sorry. I just don't like getting you worked up like that. We can't actually do any of those things. You'd loose your soul, and besides I don't even own a kimono.
Angel: Buffy, you don't have to worry about me.
Buffy: I just don't like to rub your nose in it. Suddenly wondering where that expression comes from.
Angel: Look, I don't need to see movies to get worked up. Just being around you does that just fine. It doesn't mean that I'm going to lose control or that I'm really frustrated around you. It feels nice. Just to feel.
Buffy: It doesn't drive you crazy? When we're close?
Angel: Watch this. (He kisses her) See? Safe as houses. (They continue to kiss)
Angel: You were a real soldier last night, Buffy.
Buffy: That's me. One of the troops.
Angel: I know how hard it was for you.
Buffy: I really doubt that.
Angel: Is there anything I can do to make it better?
Buffy: Look, I know you only did what I asked. And we, we got what we wanted.
Angel: I never wanted it to go that far.
Buffy: I know that. It's not even a question of that. It's just, after ... I need a little bit of a break. Please.
Angel: You still my girl?
Buffy: I went to Angel's last night, and Faith was there. They looked sort of... intimate.
Willow: No way. I know what you're thinking, and no way.
Buffy: You're right, Faith would never do that.
Willow: Faith would totally do that. Faith was built to do that. She's the "do that" girl.
Buffy: Comfort, remember? Comfort here?
Willow: I mean, please. Does Angel come up to Faith's standards for a guy? Let's see. Is he breathing?
Buffy: Actually, no.
Wesley: This demon could be anywhere. If these books are as important as he says, he has good reason to hide. Finding him's going to be extremely difficult.
Xander: Found your demon.
Buffy: Fashion tip, Wes. Mouth looks better closed.
Wesley: The Council isn't entirely aware that I'm letting you work for me. Uh, with me. I don't think they'd be very happy at the idea of the two of us collaborating.
Giles: I wasn't about to burst into glorious song about it myself.
Cordelia: What are you doing Friday night?
Wesley: Uh, uh... As always, my sacred duty as a Watcher prevents me from... why?
Cordelia: I have a paper to write for English, and you're English, so I thought... What? Is it so wrong to be getting an insider's perspective?
Buffy: Well, we have a winner.
Xander: And more importantly, two losers.
Giles: Where did you find that volume?
Willow: In the top of your book cabinet. With the stuff you try to keep hidden.
Xander: Hidden? Are there any engravings I should know about? Frolicking nymphs of some kind?
Mayor: Well, what are you worried about? Chin up! You don't see me looking disappointed. Heck, no. You know why? Because I know you'll always have me, Faith. I'm the best, the most important friend you'll ever have. Besides, you know, once the Ascenscion starts, the 'in' crowd you're so concerned about? Whoo! They'll be lucky if there's enough left of them to fill a pothole. Promise. Still unhappy? Okey doke. I've got two words that are going to make all the pain go away. Miniature golf.
Xander: Yes, I feel so much better knowing that he broke my face in a good way. It's a good bruise.
Mage: This restores the balance between us, Rupert Giles. My debt to you is now repaid in full. Do not call upon me again.
Giles: I shan't. Peace with you.
Mage: And with you.
Willow: His debt to you is repaid? What did you do?
Giles: I introduced him to his wife.
Buffy: Graduation day. You think we missed anything?
Angel: I think we know everything she knows.
Buffy: May I say something? Psych!
Faith: You played me. You played me!
Faith: Keep dreaming. No one can stop the Ascension. Mayor's got it wired, B. He built this town for demons to feed on and come graduation day, he's getting paid. And I'll be sitting at his right hand. Assuming he has hands after the transformation. I'm not too clear on that part. And all your little lame ass friends are going to be kibbles'n'bits. Think about that when your boyfriend's cutting into you.
Buffy: Faith, listen to me!
Faith: Why? So you can impart some special Buffy wisdom, that it? Do you think you're better than me? Do you? Say it, you think you're better than me.
Buffy: I am. Always have been.
Faith: You get the Watcher. You get the mom. You get the little Scooby gang. What do I get? Jack squat. This is supposed to be my town!
Faith: Everybody always asks, why can't you be more like Buffy? But did anyone ever ask if you could be more like me?
Angel: I know I didn't.
Buffy: Why, Faith? What's in it for you?
Faith: What isn't? You know, I come to Sunnydale. I'm the Slayer. I do my job kicking ass better than anyone. What do I hear about everywhere I go? Buffy. So I slay, I behave, I do the good little girl routine. And who's everybody thank? Buffy.
Buffy: It's not my fault.
Buffy: Faith, listen to me very closely. Angel's a killer. When he's done with me, he'll turn on you.
Angel: She's right. I probably will.
Faith: Yeah? Hunh. Guess we'll just have to keep you around for a while then. Before we get started, I just want you to know, if you're a screamer, feel free.
Buffy: You don't know what you're doing.
Faith: Really? Weird, because something about all this just feels so right. Maybe it's one of those unhappy childhood things. See, when I was a kid I used to beg my mom for a dog. Didn't matter what kind. I just wanted, you know, something to love. A dog's all I wanted. Well, that and toys. But mom was so busy, you know, enjoying the drinking and passing out parts of life, that I never really got what I wanted, until now.
Faith: Bondage looks good on you, B. The outfit's all wrong, but, hey!
Angel: Morning, sleepyhead. You know what I just can't believe? All of our time together and we never tried chains. Well, can't dwell on the past, especially with the future we have ahead.
Xander: You know how some people hate to say I told you so? Not me, I told you so. Angel's back in the really bad sense, and uh, I told you so.
Wesley: Angelus has turned? Xander, this is terribly serious, are you sure?
Xander: Gee, let me think. Kind of hard to tell, last thing I remember was his fist.
Wesley: We must contact Giles immediately.
Xander: Good thinking. Let's waste time with a lively debate, leave Buffy alone, see how dead she gets.
Cordelia: Slow down, Xander, this isn't Wesley's fault.
Xander: Actually, it is. Faith was your responsibility. Guess who's Angel's new playmate?
Willow: Faith and Angel? Together?
Xander: Imagine the possibilities.
Angel: One thing I learned about Buffy, she's so cute when she's sleeping.
Angel: Yeah, I know what you're thinking. Maybe there's still some good deep down inside of me that remembers and loves you. If only you could reach me. Then again, we have reality.
Angel: You know, I never properly thanked you for sending me to Hell.
Buffy: Okay, let's get the books someplace safe. Where are they?
Angel: Actually, there's been a slight change in plan, Buff.
Buffy: Buff? You just called ... What's the matter with you?
Angel: Mmmm. Can't be killed, but you don't like germs?
Mayor: Uck, ew, awful things, unsanitary. But my question is, now that Faith has brought you back, what are your intentions?
Angel: Well, gee, sir, I thought I'd find that Slayer that's given you so much trouble and torture, maim, and kill her.
Mayor: You see, I'm what you might call impervious. Can't be killed, or harmed in any way. And that's just a cornerstone in my plans for this great town of ours.
Cordelia: I'm in Wesley's group.
Giles: There is just the one group.
Cordelia: Yes! And I am in it.
Wesley: Our enemy has us at a disadvantage. We seem to be consistently one step behind him. Now he has the Books of Ascension. We must take definitive action.
Cordelia: You have the greatest voice. Have you ever thought about doing books on tape?
Angel: I should have known you'd like it on top.
Faith: You want to listen or you want to die?
Angel: As long as you're there, I mostly want you to wriggle. But I'm listening.
Angel: Thanks, so much. It's good to have the taste of a Slayer back in my mouth. It's like cigarettes, you know, just when I thought I'd quit. No, don't get up. It's good to be back in Sunnydale. Nice climate, plenty to eat, no tortured humanity to hold me down. But you know what bothers me? You don't seem to be getting the big picture here, Faith. Now I don't know why you turned me, but I'm just glad you did.
Faith: Look, I'm not so good at apologies. Mostly because I think the world's out to screw me so I'm generally more owed than owing. But I've been thinking about last night and I want you to know I was really sorry.
Buffy: I'll remember to mention that.
Faith: Mention what? Where we going, girlfriend?
Buffy: Actually, I can handle this one solo.
Faith: Why should you get to have all the fun? Share, share, that's fair, right?
Wesley: Wait for Faith.
Buffy: That could be hours. The girl makes Godot look punctual. I'll just go myself.
Faith: I'm scared. Scared of what I am, what I'm turning into. Cold-blooded straight up killer.
Demon: Ow! Ooh! What are you, nuts? Going around punching people?
Demon: So what, I'm a demon. That makes it okay?
Faith: Check out the lust bunnies.
Mayor: Now, then, Angelus... may I call you Angel?
Angel: Well, actually, I'm thinking more along the lines of you calling me Master.
Mayor: You know, Angelus, attitude may get you attention, but courtesy wins respect.
Giles: Demons after money. Whatever happened to the still-beating heart of a virgin? No one has any standards anymore.
Buffy: I'll remember to mention that.
Buffy: I never knew you had so much rage inside you.
Faith: What can I say? I'm the world's best actor.
Angel: Second best.
Faith: In case you haven't noticed huh Angel's with me.
Buffy: And how'd you get him Faith? Magick. 'Cause in the real world Angel would never touch you and we both know it. You had to tie me up to beat me. There's a word for people like you Faith. Loser.
The Mayor is over 100 years old, not human, and apparently he intentionally "built Sunnydale for demons to feed on."
The horned demon looks like a younger relative of D'Hoffryn (the demon Anyanka wanted help from) in "Doppelgangland".
Did the voice of the horned demon sound familiar? Michael Manasseri (who played the demon) portrayed Wyatt on the TV series Weird Science.
Oz' hair returns to blonde in this episode. Presumably Seth Green had finished filming Austin Powers 2 shortly before filming this episode.
Buffy: The girl makes Godot look punctual.
This is a reference to the play Waiting For Godot by Samuel Beckett. In the play two characters, Vladimir and Estragon, wait by the side of the road two nights in a row (that we see) for Godot. It was originally written in French and was translated into English by the author and is one of the most famous and most accessible works in post-modern literature.
Faith: It's just a matter of time before this demon guy is gonna spill. Then Buffy and the Superfriends are gonna ...
Superfriends was a television show of cartoon superheroes. Faith uses the term to refer to Buffy's friends who are more commonly called the Scooby gang, another cartoon reference.
Faith: And all your little lame ass friends are going to be kibbles 'n' bits.
Kibbles 'n' Bits is a brand of dog food. Faith isn't sure of the details but at least hints that the people of Sunnydale will literally become food for the demons if the Ascension occurs.
Mayor: Not that I read much poetry except for those little ones in the Reader's Digest.
Reader's Digest is a magazine which collects and abridges articles from other sources. The poetry that exists in the Reader's Digest is most often in such a short form that it should be considered a quote from the larger work.
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