After sucking all the energy out of Giles, a powerful Willow sets off to destroy the world.



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Episode complete credited cast:
Rupert Giles (as Anthony Stewart Head)
Jeff McCredie ...
Damian Mooney ...
Patrol Cop
Michael Younger ...
Truck Driver


The Scoobies continue to try and stop Dark Willow, who is now intent on destroying the world. After Dark Willow neutralizes Buffy, though, Xander is the only one left who can save the day. Meanwhile, in Africa, Spike completes the demon trials and gets his reward. Written by katieorse295

Plot Summary | Plot Synopsis

Plot Keywords:

hero gone bad | See All (1) »


TV-14 | See all certifications »





Release Date:

21 May 2002 (USA)  »

Company Credits

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Technical Specs


Sound Mix:


Aspect Ratio:

1.33 : 1
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Did You Know?


In the DVD commentary for this episode, director James Contner says that while filming the scenes with Willow and Xander on the cliff, the wind churned up dust, which blew into Alyson Hannigan's eyes. Because of the dust, Hannigan removed her black contacts and her eyes were blackened digitally in post-production. See more »


After Xander says "They must have skedaddled. Those little weasels." and he nearly slips in the hole, you can see someone holding onto the belt loop on his pants. See more »


Xander: The first day of kindergarten you cried because you broke the yellow crayon and you were too afraid to tell anyone. You've come pretty far; ending the world, not a terrific notion, but the thing is, yeah. I love you. I loved crayon-breaky Willow, and I love scary, veiny Willow. So if I'm going out, it's here. You wanna kill the world, well then start with me. I've earned that.
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References The Wizard of Oz (1939) See more »


Buffy the Vampire Slayer Theme
Performed by Nerf Herder
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User Reviews

simply awful..
9 December 2011 | by (boston) – See all my reviews

Somehow after "Once more with Feeling" this show not so much ran off a cliff and sank in the mud. In theory this should have a fantastic season, as it had years of set up. Willow as dark phoenix had some merit, but they took too long with too many episodes of gloom and bad writing to get to he point.

The dialog between Willow and Giles is a good example of this.

Willow, overflowing with pain, having found an addiction to have the love of her life killed senselessly, standing before him with endless rage, is told "I'm sorry about Tara" in the most bland uninterested voice as if they were discussing toast. I remember watching, and when Willow started to slap Buffy around, realizing that I was on the villains side.

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