A giant worm-like creature begins stalking a young woman. As the gang begin to investigate, they realise it's appearance in Sunnydale may be linked to Anya.



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Episode complete credited cast:
Rupert Giles (as Anthony Stewart Head)
Kaarina Aufranc ...
Principal Robin Wood (as DB Woodside)
Tess Hall ...
Punk Girl
Young Woman
Jack Sundmacher ...


As Buffy awakes from a bad dream with the warning, "From beneath you, it devours.", Xander meets a young woman whose dog was eaten by a creature that burrowed up out of the ground. Spike offers his assistance, but the group is still uneasy about having him around. The gang soon discovers that the source of the monster is closer to them than they thought. Meanwhile, Willow has mixed emotions as she prepares to leave England and return to Sunnydale. Written by Alex

Plot Summary | Plot Synopsis


TV-PG | See all certifications »




Release Date:

1 October 2002 (USA)  »

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Technical Specs


Sound Mix:


Aspect Ratio:

1.33 : 1
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Did You Know?


Robin warns Buffy not to be a friend to the students she is mentoring in her new job or they would "eat you alive". She responds, "you heard about principal Flutie, right?" This is a reference to season 1 Ep 6 "The Pack", when students possessed by demon hyenas ate Principal Flutie. See more »


(24:25) When Xander and Nancy survey the damage to the flooring in the corridor, the hole that the demon rose from is now only about 30cm deep and lined with black polythene. See more »


Buffy: I don't know what your game is, Spike, but I know there's something you're not telling me.
Spike: You're right, there is. But, we're not best friends anymore. So, too bad for me. I'm not sharin'. We've been through things, the end of the world and back. I can be useful, 'cause, honestly, I've got nothing better to do. You can make use of me if you want.
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References Run Lola Run (1998) See more »


Von der Tiefe
by Stillste Stund
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User Reviews

One of Marster's Finest Moments
25 July 2006 | by (United States) – See all my reviews

Definitely an improvement over the previous episode. While a lot of fans have complained at the character Spike's hijacking of the final season, this remains one of his best performances in the series. In it, we get a little insight as to what has been going on in Spike's head since receiving his soul back and it ain't pretty.

There is a basic plot about a jealous guy getting turned into a burrowing worm-like creature and trying to get back at his ex-girlfriend but, the phrase from beneath it devours becomes a central theme now and it ain't the poor worm guy. Anya gets some good scenes with Xander (surprise, Anya can reverse a vengeance wish!)

But Marster's final moments, shirtless (and gorgeous) and weeping as he begs to be understood by the woman he loves are what drives this episode. His speech is bloody wonderful as is the revelation that Spike indeed wanted his soul back so that Buffy would love him but, that in retrieving his soul he has also retrieved all the pain and suffering he has inflicted on others throughout his undead life.

One of the best episodes of the season.

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