Holtz captures Angel in the hotel and starts to talk with him, but believes nothing Angel says. At Wolfram & Hart, Morrow tells Lilah that she is going to be the one who will get in trouble for this whole mess. Since they have gotten no word from their commandos in awhile and have lost visual, Lilah heads over to the hotel to see what is happening, and ends up getting caught by one of Holtz's men, who thinks she's Darla. Lilah tells Holtz that Angel now has a soul and must atone for his past misdeeds, which Holtz treats with more belief. Angel uses Lilah's distraction of Holtz to grab a wayward grenade that had belonged to one of the dead commandos, and he escapes, with Lilah and Holtz suffering no major injuries. Lilah finds the scrolls and brings them back to Wolfram & Hart for study by their scholar.
Holtz thinks upon what Darla and Angel did to his family. When he returned to find their dead bodies, it turned out that they had not killed his daughter. At first overjoyed, Holtz sees bloody bite marks on her neck and realizes the truth... she has been turned into a vampire. He sits, and he thinks, and he sings a lullaby over and over. When the dawn comes, he leaves the house, carrying his daughter, kicking and screaming and begging not to be taken outside. He hurls her into direct sunlight, and watches as she is destroyed.
Meanwhile, at the car, Darla gets frustrated at Wesley's attempts to teach her Lamaze breathing techniques, since she doesn't need to breathe, and hits all of them, knocking them away from her. When they get ready to leave again, they are attacked by Holtz's forces. A fight ensues, but is quickly ended when Darla runs over most of the enemy with the car. Unfortunately, she then drives away, leaving Gunn, Wesley, Cordelia Chase, and Fred with no transportation, just as Angel finally reunites with them. He tells them what just happened to him, and they realize that Holtz was one of the prophesied forces, brought forward in time to kill Angel, Darla, and their son in order to stop the hope of mankind, therefore bringing about the destruction of the world.
Holtz confronts Sahjhan for not mentioning before that Angel has a soul. It means he must hunt him differently. He is not perturbed at killing a being with a soulon the contrary, he realizes that killing a being with a soul will free that soul to suffer damnation for eternity. Sahjhan swears he hasn't withheld any other information, but of course he has not mentioned the pregnancy.
Angel locates Darla on a roof in Los Angeles. The soul of the baby is nourishing Darla, causing her to feel overwhelming love for the baby. She realizes after she gives birth, she will no longer feel love, and will even forget that she ever did love her baby, and she will hurt it. She begs Angel to protect the baby from her, and starts to cry, and Angel comforts her.
Back at Wolfram & Hart, the translator working on the Nyazian Scrolls says that. according to them, there will be no birth, only death.
Angel takes Darla to Caritas, which is due to reopen the next day with a spell to stop violence of any kind within the club. One of the demons, who had been working on the place but was fired by Lorne for stretching out the job to charge more, heads to Holtz and tells him where they are. Back in Caritas things are not looking good for the baby as Darla's contractions have stopped and the heartbeat has weakened. Wesley reasons that Darla, as a vampire, doesn't have a body that is designed to give birth to a child. Angel doesn't understand why the Powers that Be would give him a baby, a true miracle, only to let it die. Gunn suggests that the baby may not have been sent by the Powers that Be but may be the thing warned of in the prophecies, and the Powers that Be are trying to end what could bring about the apocalypse. Angel refuses to believe that the Powers would just kill his unborn son and leaves to be with Darla.
Angel joins Darla in Lorne's bedroom as she rests, and she tells him she's realized the baby is dying. She laments that she can't even offer her son life. Holtz shows up at Caritas, and since no one else knows who he is, they are not alarmed. Lorne hands him a flyer, and Holtz starts to leave singing the lullaby. Lorne realizes Holtz is going to attack and gets everyone out of the main area as a barrel of gasoline and a grenade fall down the stairs. The grenade goes off, and the ensuing explosion completely destroys the bar.
Running to the back area, it's revealed that Holtz accidentally exposed a loophole in the club's magical protection (the spell prevented violence within the club, whereas Holtz attacked from the outside). As the building begins to crumble, Darla is finally told about Holtz's renewed presence. She recalls all she and Angelus did to hurt the man and becomes wracked with guilt saying, "Doesn't seems so funny now, does it?" Outside the club, Darla collapses in the alleyway, knowing that her child is about to die. While the others run to get the car, Angel and Fred remain behind with Darla. She laments that her son is going to die in an alley, and reminds Angel that he died in an alley and wants to say she is sorry and mean it but knows she can't, just as she knows Angel can never forgive her. She tells him they did so many terrible things together, saying they can never make up for any of it. Admitting that creating life with Angel was the only good thing they ever did together, Darla makes sure Angel will relay that to their child, before picking up a piece of wood and staking herself. Darla crumbles to dust, but her sacrifice has left her baby, alive and crying, behind. Angel picks up his son, overwhelmed with feeling when, at that moment, Holtz appears, armed with a crossbow. Cordelia, Wesley, and Gunn drive up, blocked by Holtz. Angel and Holtz share a moment in which their eyes meet, and he slowly lowers his crossbow. Angel, his son, and Fred carefully make their way to to the car. Sahjhan yells at Holtz for not killing Angel, saying he wasn't doing what he swore he'd do. Holtz responds that he intends to follow his promise, and will show Angel no mercy.
- Amoral AttorneyHoltz: You said you work for the law.
Lilah: No, I didn't. I said I'm a lawyer. I don't care about the law.
- A Storm Is Coming: It's even foretold!"'For surely in that time, when the sky opens and the heavens weep, there will be no birth, only death.'"
- Bad Boss: Linwood makes it clear that he wasn't supervising the Hyperion fiasco, unlike Gavin and Lilah.Gavin: He's gonna crucify us.Lilah: They don't crucify here. It's too Christian.
- Bad Liar: Darla tells Angel he was better at lying when he was evil.
- Babies Make Everything Better: The baby's soul affects Darla, causing her to feel love and guilt for the first time since she was sired.
- Bait-and-Switch: It appears that Holtz has decided to forgo killing Angel upon seeing the baby, but Holtz has instead seen the opportunity to take a far more terrible revenge.
- Bait-and-Switch CommentHoltz: I swore that I would show no mercy. And I won't.
- Bread, Eggs, Milk, Squick / Too Many MouthsSahjhan: You'll get your money.Arnie: I've heard that one before. You know, I've got mouths to feed. Plus a family. Some of them have mouths, too.
- Buffy SpeakAngel: Attacked? I thought you had double protection sanctorum spells?
Lorne: I do. It's a thing with the door and the stairs and the world and the thing. Never mind!
Gunn: Apparently you can be outside and chuck stuff in.
Lorne: I just said that.
Fred: The Nyazian Prophecies did say that the Tro-Clon was going to be a confluence of events.Cordy: And the sudden appearance of an 18th century vampire hunter in the 21st century does seem pretty confluey.
- Cordelia hasn't forgotten her Sunnydale education.
- Call-Back: Angelus used the Staking the Loved One ploy against Buffy in "Phases". He converted a school friend of hers, knowing Buffy would turn up to investigate the death and be forced to kill her.
- Captain ObviousHoltz: Those men you sent to kill Angelus, they were each of them brave. They fought to the last.Lilah: (looks at the bodies on the floor) Yeah, I get that.
- Car Fu: Darla steals the Angelmobile, running over several Grapplar demons in the process.
- Character Death: Darla.
- Chekhov's Gun: Holtz sings 'Ar Hyd y Nos' for his daughter while waiting for daylight. When he enters Caritas for a reconnaissance he's humming the same lullaby. Lorne hears it and reads his intentions in time to get everyone out.
- Holtz seeing Angel use a grenade and later using one himself.
- Clean Up Crew: Lilah calls one to remove the bodies of the Wolfram & Hart Spec Ops team. Only the bodies though — the Fang Gang are shown in the next episode having to scrub up the gore themselves.
- Comically Missing the Point: Darla makes off in the Angelmobile. Angel turns up to see the gang staring down a deserted alley.Angel: What are we looking at?
- Crucified Hero Shot: Angel is in this position when Holtz's goons restrain him.
- Cut His Heart Out with a Spoon: Averted for once with Lilah; she's too stressed out to bother coming up with inventive threats.Lilah: I have a gun.
- Dark Messiah: It's speculated that Angel's son might be one.Angel: Why is it everyone insists on planning my son's future before he's even born?
- Description Cut: Holtz asks Sahjahn if he's withheld any other important details. Sahjahn replies vaguely that there's nothing he can think of — cut to pregnant Darla.
- Dope Slap: Cordy testing Caritas' magic defences.Gunn: Ow.
- Flashback: To the death of Holtz's daughter.
- Half-Truth: Sahjahn doesn't say anything about Angel having a soul (or Darla being pregnant with Angel's child). To his surprise Holtz is only angry because this will affect Angel's behaviour, as he needs to know these things in order to predict Angel's movements. This way Holtz gets to kill Angel, and has the fringe benefit of his soul suffering for eternity in Hell.
- Heroic Suicide: The child is dying as Darla's dead body can neither nourish it or give birth. The baby's magical protection makes a C-section impossible, so she stakes herself leaving the child intact when she dusts.
- Holy Burns Evil / Game Face: Angel tells Holtz he's changed. Holtz chucks holy water at Angel, causing him to vamp out.Holtz: Really? Somehow things seem the same to me.
- Identical Grandson: Lampshaded re HoltzGunn: Sure it wasn't his great, great, great-grandson?
- Ironic Nursery Tune: Holtz comforts his vampirized daughter by singing 'Ar Hyd y Nos' (All Through the Night), a Welsh song that later became widely used as a lullaby in England.
- It's Personal: Holtz isn't just a Vampire Hunter; his Roaring Rampage of Revenge is motivated by revenge for Angelus killing his family, and he doesn't care in the least if Angel is reformed.
- Killed Off for Real: Julie Benz, who delivered the first line spoken in Buffy the Vampire Slayer, finally gets 'poofed' for good.
- Manly Tears: Holtz on realising his daughter has been turned into a vampire.
- Mathematician's Answer: Lilah asks her translator about the Scroll.Lilah: What does it say about the birth?Translator: Well, actually, it's funny... it doesn't.Lilah: What do you mean, it doesn't? But you said it did.Translator: Yes, I did say it did.Lilah: But it doesn't.Translator: In a way.Lilah: I have a gun.
- Mundane Solution: Caritas is protected by spells preventing any demon or human from committing violence inside the club. Holtz stands outside the club and rolls a drum of fuel down the stairs, then tosses in a grenade.
- Meaningful Echo: Darla referring to her child as "darling boy", as she did Liam. Also her telling Angel "I'm sorry" — when Angel used those words in "Epiphany" she realised he still had a soul.
- Mêlée à Trois
- Oh, Crap!: Lorne realising from Holtz's humming what's about to happen.
- Pin-Pulling Teeth: After being immobilised by Holtz's demon mooks, Angel kicks a grenade (lying in the hand of a Spec Ops corpse) into the air so he can grab the pin with his teeth, then shakes his head violently to free the pin.
- Please Wake UpSarah: Mommy won't wake up.
- Power Walk Out of the Inferno: A crossbow-wielding Holtz at Caratis.
- Prophecy Twist: "There will be no birth, only death."
- PunDarla: I'm sorry. I don't know what got into me.
- Redemption in the Rain / Redemption Equals Death: Darla finally accepts responsibility for the evil she's done over the centuries, including turning Liam into Angelus. She then stakes herself to save her child. She appears in a later episode as a ghostly messenger of the Powers That Be, implying that she has achieved true redemption.
- Red Eyes, Take Warning / The Mole: The zombie electrician.
- Rule of Symbolism: The producers employ some deliberate Christian imagery. Of Wolfram & Hart, Lilah says: "They don't crucify here. It's too Christian," and the camera then switches to Angel, being held in a crucifixion pose by Daniel Holtz.
- Screaming Birth: Wesley tries to show Darla the Lamaze method of breathing, only for Darla to shriek, "I...DON'T...BREATHE!" and knock the entire Fang Gang flying. Then she breaks down in tears.Cordy: Well you know what they say — birth, painful.Wes: Yes, but generally for the mother, not the bystanders.
- So Was X: When Holtz points out that Angel now has a soul, Sahjhan snarkily remarks that Atilla the Hun had one, too."Not to mention a heart as big as all outdoors when it came to gift-giving..."
- Spiky Hair: Another Angel hair jokeHoltz: He's not the same vampire.Sahjhan: Of course he is! His hair is a little shorter, a little spikier. He's using product. But it's the same guy.
- Staking the Loved One: Holtz returns to his home to find that Darla and Angelus have killed his wife and baby. His daughter Sarah appears to have miraculously escaped until Holtz sees the bite marks on her neck. He waits till daylight then, seeing Sarah is hiding from the sun, throws her out into the open so she burns up.
- Stuff Blowing Up: And right after Lorne finished remodeling. Guy can't catch a break.
- Talking to Herself / Tender Tears: Pregnant Darla
- Tested on Humans: Cordelia and Fred test the magical defences by slapping Gunn.
- The Only One Allowed to Defeat You: Holtz says that W&H's Spec Ops men were brave, but he'll kill anyone they send against Angel. "No one will have him but me."
- There Was a Door: The Fang Gang escapes from Caritas by using Angel's Super Strength to rip a hole in the wall.
- Trash the Set: Caritas gets destroyed (for the third time on the show, and for the second time that series).
- Undead Child: Holtz's daughter, Sarah, was turned into a vampire by either Angelus or Darla, forcing Holtz to slay her afterwards.
- Villainous Demotivator: The Wolfram & Hart translator says that translating the Nyazian Scroll should be fun.Lilah: No. This shouldn't be fun — what it should be is done by morning. Or I'll have your family killed.
- Why We Can't Have Nice ThingsTranslator: You highlighted an ancient Nyazian Scroll?
Lilah: In yellow.
- Would Hurt a Child: Darla knows that if the child is born she'll stop loving it, because she'll no longer be influenced by its soul.
- You Must Be Cold: Angel tears off his coat to cover Fred in the rain; she later takes it off to cover the baby.