Gunn discovers a demon gang war is imminent, unless the head of the deceased leader of the Goran Clan is retrieved from Rome so that he may be resurrected. Angel initially tries to send Spike there, but he refuses. Angel then receives a call informing him that the Immortal was found near Buffy, so he immediately leaves. Spike hears of this and decides to come along, much to Angel's chagrin.
Once on the airplane, Angel points out that Spike is going to try and win over Buffy again and Spike says he's doing the same. Angel retorts that he has a girlfriend, but Spike points out that Nina doesn't know that he's traveling all the way to Rome to visit his ex. Spike asks Angel how he knew Buffy was in danger, and Angel mentions "a source". Spike mocks the fact that Angel sent a spy to do his "stalking" for him, but Angel defends himself explaining that he just wanted to make sure Buffy was safe.
Angel and Spike reach Buffy's apartment in Rome, but instead they find Andrew Wells. He explains that Buffy and Dawn have been letting him live here since "that thing happened", apparently a "cultural misunderstanding" that led to the destruction of his house. He asks them what they are doing here and they both bring up Buffy. Andrew explains that she went to meet the Immortal. Angel and Spike decide to go and find her, assuming she's in danger until Andrew reveals that Buffy is actually dating their arch-nemesis the Immortal.
It's 1894, in Italy, Angel and Spike are freed from chains after being kept by minions of the Immortal. They return to Darla and Drusilla to witness a bedroom just after the Immortal had sex with the two simultaneously (something the ladies had never allowed Spike or Angel to do). To make matters worse, the ladies both enjoyed the experience immensely.
Back to current events, Angel and Spike conclude that Buffy must be under some sort of love spell. They question why else would she be dating a dark, centuries-old supernatural creature who may or may not be evil. They then locate and retrieve the requested head of Capo di Famiglia.
The two return to the apartment again, but Andrew informs that Buffy still isn't back yet, but instead at the club. They go to the club and see the girl from a distance dancing with the Immortal. Angel and Spike start to fight over Buffy, as Angel taunts him by saying Spike won't be with her again. Spike admits that he doesn't think he has a chance with her, but he still cares about her and won't let her end up with either the Immortal nor Angel. Angel then says what he and Buffy have is a "forever love", but Spike scoffs that he had a relationship with her as well. Angel retorts that having sex is not a relationship, but Spike points out "it is if you do it enough times." In the midst of their arguments, they leave the demon head in a bag on a table, and it is filched by the Immortal's demon butler.
Angel and Spike fight the minions and hit each other a few times, too. The demon butler gets away with the head and mocks the heroes as he leaves. They unsuccessfully try to get the bag back but again fail. Angel states that they'll just get the head and leave, but that earlier statement is quickly contradicted as they are again at the club, looking for Buffy, only realizing that she already left. Angel laments that the Immortal has Buffy and questions why do things like this always happen to them. Angel and Spike argue over how "if they had all their resources", they would be able to find the head. Spike points out that there is a Wolfram & Hart Rome branch.
Meanwhile, at Wolfram & Hart in L.A., Fred's parents show up and Wesley ushers them into his office. As he is about to tell them she has died, Illyria walks in the door looking and acting like Fred. Later, while her parents are being shown Fred's office, Wesley confronts Illyria. She explains that Wesley's grief is unbearable so she could not bear to witness the grief of Fred's parents as well, and she's capable of appearing in the form that she wishes. After Fred's parents leave, Wesley asks her if she got what she wanted from that experience. Illyria answers "Yes", and Wesley orders her never to do it again.
Angel and Spike go to Rome's Wolfram & Hart offices, which are identical to the LA offices, where they are greeted by the CEO. She says the demon head is being held in a standard ransom situation. Angel and Spike want to fight, but she explains that they have a civilized way to do this. They are given money for the drop, which they exchange with the butler for the bag, which they open as its bomb inside explodes. Spike complains about his jacket being ruined.
They go back to the Rome's Wolfram & Hart, where the CEO laughs, saying criminals always do that to first-timers. She also replaces their damaged clothing with a number of similar jackets. Spike and Angel declare their intention to go home, but return to Buffy's apartment once again. Andrew tells them to let Buffy move on, while he, clad in a tuxedo, leaves the apartment with two Italian women. Frustrated by their inability to contact Buffy and by the demon butler's chicanery on the Immortal's behalf, they decide to go home.
Illyria follows Wesley into his office, still appearing and speaking as Fred. She states that she wishes to explore the relationship further and does not understand why Wesley is angry about it, since he obviously loved Fred. He replies that she is not Fred and that he is sickened by the sight of her. He tells her to be anything as long as it's not Fred. She appears somewhat confused and when he leaves the room changes back into her usual form.
Angel and Spike return home and Angel tells Gunn to start preparing for the gang war, only for Gunn to tell him the demon head is waiting on his desk. Indeed, they find the head with a note signed by the Immortal. Alone in the office, Angel and Spike repeatedly declare their intention to get over Buffy and move on with their lives.
- Absentee Actor: ...sort-of. While Marcus Hamilton wasn't officially a regular, after his premiere in "Underneath", he appeared in every episode except this one.
- The Ace: The Immortal is ridiculously good at everything. He's even written a book and climbed Mount Everest. Several times.
- All Girls Want Bad Boys: Buffy as usual, though Andrew tells our heroes not to worry about it, predicting that she'll break up with the Immortal just as she did with Angel and Spike. Bad boys bring their own issues, after all.
- Always Second Best: The Immortal has been showing up Angel and Spike for centuries; even now he's the one to ultimately resolve the episode's conflict.
- Anything You Can Do, I Can Do Better: Spike and Angel arguing over who's saved the world the most times.
- Back-to-Back Badasses: Angel and Spike in the bar brawl. Parodied, as they end up hitting each other.
- Badass Boast: On being confronted by men with crossbows, Angelus threatens to snatch the arrows out of the air and spend the next fortnight sticking them where the sun doesn't shine. The bowmen rush off. Subverted when an admiring William asks if he could really do that; Angelus replies, "I don't know. I've never tried."
- Bait-and-Switch: Spike and Angel portray the Immortal as an Ultimate Evil who's threatening Buffy's life — turns out all he's ever done is shag their women, foil their Evil Plans and make them look stupid.
- Bar Brawl. Doubles as a Funny Moment. Angel and Spike get into a Slow Motion fight with two thugs in the nightclub, during which Spike accidentally punches Angel leading to a fight between the two of them.
- Bearer of Bad News: Wesley finds himself put in the agonizing position of reporting Fred's death to her parents, who were blissfully unaware of it. Wes is stymied, however, by Illyria shape-shifting in order to resemble her dead host.
- Blatant Lies: Note that in "Becoming, Part II", Angel was not only completely unaware that Acathla was forming a portal behind him, Buffy also told him to close his eyes before driving a sword through his chest.Angel: I stopped Acathla. That saved the world.Spike: Buffy ran you through with a sword!Angel: Yeah, but I made her do it. I signaled her with my eyes.
Spike: Unless he kills you. Which would be sad.
- Spike to Angel:
- Body Double: Actually a hair-double — Buffy is only shown from behind, blonde hair flying as she dances in the nightclub. Which came in handy later; see Canon Discontinuity.
- Breather Episode: Comical mishaps in Italy before the final confrontation with the Circle of the Black Thorn.
- Briefcase Full of Money: After the capo's head is stolen, Spike and Angel have to pay a ransom for its return.
- Buxom Is Better: The CEO of the Italian branch of Wolfram & Hart has a rack to write home about.
Spike: Stop holding on so tight!
- Angel and Spike on a bike is similar to Spike and Andrew in BtVS "Empty Places" and with the same Homoerotic Subtext.
- Fred!Illyria taunting Wesley that he's attracted to the idea of having sex with her is similar to Lilah's taunts about their Dating Catwoman relationship in Season 4.
- To BtVS "Buffy vs. Dracula" where Riley Finn and Spike were jealous over Buffy's attraction to the cool and famous Count.
- Call-Forward: Angelus says he's never tried catching a crossbow quarrel in mid-air. Angel will catch one fired by Faith in "Five by Five".
- Canon Discontinuity: In the Buffy Season 8 comics, it's revealed that the Buffy involved with the Immortal is a double used so people won't know where the real Buffy is (in Scotland), and Andrew made up her relationship with the Immortal as a practical joke on Angel and Spike.
- The Casanova: Every woman (and some men) who's met the Immortal seems quite satisfied with the experience.
- Character Overlap: Buffy appears in this Angel episode but it is not really her character.
- Continuity Nod
- Gunn makes a snarky comment about "losing the baby with the bathwater", showing he's still angry about Angel's decision in "Time Bomb".
- Angel confuses Spike with his rant about cookie dough.
- Angel's werewolf girlfriend Nina is mentioned again; this foreshadows her appearance in "Power Play".
- Angel says re Spuffy "Sleeping together is not a relationship". Spike replies that it is if you do it enough times — a tongue-in-cheek reference to BtVS Season 6, when Buffy kept denying to Spike they were in a relationship while shagging him at regular intervals.
- Spike's joke that Darla is "glowing" is another reference to his infamous poetry in BtVS "Fool for Love".
- Spike says, "All right, what is it this time? Ubervamps, demon gods, devil robots?"
- Continuity Cavalcade: During their argument over which of them has helped save the world more times, Angel and Spike refer to the events of "Prophecy Girl" and "The Zeppo" (in which Angel helped to close the Hellmouth), "Doomed" and "Chosen" (in which Spike did so), "Graduation Day, Part Two" (in which Angel helped to defeat the Mayor), "Peace Out" (in which Angel Investigations defeated Jasmine) and "Becoming, Part Two" (in which Spike conspired with Buffy so that she could kill Angelus before he could awaken the demon Acathla).
- Conversation Cut: Angel and Spike arguing as they enter the elevator at Wolfram & Hart, to them still arguing on the jet to Italy.
- Cross Counter: What brings the Bar Brawl to an abrupt halt is our heroes punching each other simultaneously instead of their enemies.
- Cut His Heart Out with a Spoon: Lots of this as Angelus and William fume about the terrible revenge they're going to inflict on their Arch-Nemesis.
- Death Glare: Wesley to Illyria after she takes on (dead) Fred's appearance.
- Disproportionate Retribution: Buffy (or her double anyway) discovers Angel's spy keeping tabs and reacts by putting them in hospital.
- The Empath: Illyria makes Fred's parents think Fred is still alive. "Your grief hangs off of you like rotted flesh. I couldn't tolerate it from them as well." Later when Wesley angrily rejects the idea of having sex with Illyria!Fred, she can tell he's partly attracted to the idea.
- Even the Guys Want HimAngel: You're just his lackey.Demon Butler: I should be so lucky. The Immortal does not need men like me to do his business. He is a wild card, a wolf removed from the pack, a stallion without, uh, the bridle.Spike: (sarcastically) What, are you in love with him?Demon Butler: No, no, no, no. Well, OK, yes. But if anything, he's more of a, uh, inspiration, a spiritual guide. Have you read his book? It's a life changer.
- Fate Worse than DeathIllyria: This fate is worse than death. Condemned to live out existence in a vessel incapable of sustaining my true glory. How am I to function with such limitation?Lorne: Have you ever tried a Sea Breeze?
- Flashback: To the Whirlwind's last encounter with the Immortal in Rome, 1894.
- Failed Attempt at Drama
- Angelus and William declare vengeance on the Immortal. Cut to them arguing with a bouncer about how their names aren't on his guest list.
- The demon butler roars through the streets of Rome in his sports car, pursued at a much slower pace by Spike and Angel crammed onto a motor scooter.
- Flashback Cut: Angel asks Spike if he remembers what happened last time they were in Italy. Spike says he remembers it like it were yesterday. Cut to a black-and-white scene of Spike and Drusilla in an ultra-hip nightclub in Italy, dressed in late 1950's fashions, saying nothing but "Ciao" to each other.Angel: Wait a minute. I wasn't in Italy in the Fifties.Spike: Oh, right. Guess you weren't. Really missed out.
- Flash Step: The demon butler smirks at Angel and Spike as he steals the head, turns to go — and finds our heroes blocking his path.Spike: Where you think you're going with our head, Jeeves?Thug: (Walk-In Chime-In) Anywhere he wants.
- Getting Crap Past the Radar:
Angel: Let me handle this.Spike: I'll bet.
- Angel and Spike knock on Buffy's hotel room door.
William: Violated in succession!Darla: (smiling) Concurrently.Angelus: Concurrently? (frowns) You never let us do that.
- While waiting for the ransom exchange, Angel and Spike wonder what Buffy could see in the Immortal. The demon butler does a Walk-In Chime-In with "Perhaps she likes the cut of his trousers."
- Later on he says, "You give me da money, I give you da head." Angel and Spike look...uncertain.
- Angelus and William the Cuckold are fuming over how both their women have been 'violated'.
- The Ghost: The joke of the Immortal hinges on this, as nothing could actually live up to the mystique.
- The Glomp: Andrew's reaction to seeing Spike again is a big hug.
- Gratuitous Italian: "Ciao" repeated several times in Spike's flashback.
- Good Smoking, Evil Smoking: Ilona smokes a cigarette from an Evil Cigarette Holder. She's high up in Wolfram and Hart, after all.
- Hero Stole My Bike: In order to recover a demon head and stop a bloody succession war, Angel and Spike hijack someone's motor scooter. Maybe they would have been better off running.
- Human Shield: The demon butler, pointing a Beretta at the bag. "One more step, and the head gets it."
- Humiliation Conga: Past and present, Angel and Spike are steadily denied, foiled, and made to look stupid.
- Hypocritical Humor:
- Every time our heroes claim they can't be distracted from their mission, only to Gilligan Cut to them searching for Buffy.
- William smirks over how Darla has cheated with the Immortal, only to find out that Drusilla did also. At the same time!
- Angel and Spike assume that mind control or a love spell is behind the evil Immortal's hold on Buffy. They end up wondering whether they should use these methods to hold onto Buffy themselves, and decide against them not because of any moral problems, but because they realize such attempts are doomed to failure.
- Homoerotic Subtext: As if the presence of Spike and Angel in the same room isn't enough, there's the motor bike scene.
- Iconic Item: Spike fumes when the irreplaceable Badass Longcoat he took off Nikki Wood's corpse gets shredded in the bomb explosion. Cut to Spike getting an identical coat from the Italian CEO, who sent ten more to Los Angeles along with a fine assortment of shoes. It's spoofed when Angel's traditional black threads get replaced by a trendy colourful jacket.
- I Need a Freaking Drink: Angel and Spike try getting drunk on the little airline bottles again. It doesn't work.
- Invincible Hero: Played for Laughs: as far as we are able to determine, in the several centuries and countless encounters that Angelus and Spike have had with The Immortal, there has not been a single encounter where they have not walked away humiliated (and the events of this episode are no exception, either).
- I Resemble That Remark!: Angel re Buffy: "She'd never fall for a centuries-old guy with a dark past who may or may not be evil!"
- Ironic Echo CutAngelus: I think it's time The Immortal found out exactly who he's dealing with. I think it's time for blood vengeance!(Cut to them arguing with a bouncer at a fancy party)Angelus: Blood vengeance. I'm sure we're on the list. Is there anything under blood vengeance?
- Kiss Me, I'm Virtual: Illyria, having revealed that she can adopt the form and memories of her dead host Fred Burkle, offers to do so for Wesley in order to understand intimate relationships. Wes is outraged by this suggestion.
- Know When to Fold 'Em: Spike and Angel finally give up and go home, resigned to the demon war that will ensue. They're even more pissed off to find the demon head waiting for them back in Los Angeles with a 'regards' note from the Immortal.
- Meaningful Echo: Wesley asks Illyria if she'll go to the lab for more tests. She responds indignantly, "I do not bend to your wishes!" At the end of the episode, Wesley tells her to take the form of anyone but Fred, then flees the room. Illyria!Fred morphs back into her blue-haired self and says quietly, "As you wish."
- McGuffin: The demon capo's head, carried around in a bowling bag, is the cause of the episode's conflict.
- Must Be Invited: Spoofed when William and Angelus turn up at a fancy party looking for payback on the Immortal, only they can't get in because they're Not on the List.Angelus: Blood vengeance. I'm sure we're on the list. Is there anything under blood vengeance?Bouncer: You're not in here. You're not going in there. Piss off!
- My Sensors Indicate You Want to Tap That: Wesley claims to be sickened at the idea that he could explore love with Illyria!Fred. She taunts him by saying in Fred's voice, "Oh, lord. We both know that ain't true."
- National Stereotypes: Italian cliches are strewn about with gusto.
- Nice Girl: Ilona Costa Bianchi, despite being both a vampire and the head of the Roman branch of Wolfram and Hart, is incredibly helpful and friendly to Angel and Spike, even gifting a dozen designer jackets (eleven of Spike's iconic leather dusters and one gaudy jacket for Angel) and luxury shoes to them in lieu of nothing.
- Noodle Incident
William the Bloody: You remember Frankfurt? He hatches the Rathruhn egg personally and just decides to give those nuns safe passage.Angelus: Those were my nuns!
- Andrew is staying in Buffy's apartment because his house burned down due to a "cultural misunderstanding".
- The duo's prior humiliations at the hands of the Immortal.
- Not Quite Dead: Apparently when a Goran demon becomes heavy with the age, his head-a sag and drop off like a ripe-a fig. Team-a Angel must-a get head of da Capo to Los Angeles subito, so his family can conduct ritual so new-a body hatch-a out-a, else big-a demon war for succession ensue-a.
- Not So Dire: Angelus finding Darla lying facedown on the bed. Turns out she's just bathing in the afterglow.
- Not Big Enough for the Two of Us:Man: His benevolence The Immortal wishes to convey his regrets at having detained you, but your recent actions against his concerns merited stiff reprimand.William: His concerns?Angelus: This is our city. We were here first.
- Oh, Crap!
- Angel picks up the phone. "It's Buffy." Cut to the Title Sequence.
- Trish and Roger Burkle make an unexpected visit to see their daughter.
- Angel and Spike push through the crowd to get to Buffy, then realise they've left the head behind. Which is being carried off by the demon butler.
- Angel and Spike turn out of a side street in their Vespa to find the demon butler's car bearing down on them.
- Angel and Spike open the bag at the ransom exchange to see an Incredibly Obvious Bomb ticking down the last few seconds.
- Offhand Backhand: Angel punching a mook during the ransom exchange.
- Olive Garden: Even the demons have comical Italian accents.
- On Second Thought: Spike is teasing Angel about seeing Nina."I just wanna see you happy. Well, not too happy, 'cause then I'd have to stake ya. (smiles) Second thought, have at it."
- Percussive Therapy: Spike and Angel have had enough of Italy and start working off their frustrations on the Immortal's mooks.Demon Butler: Oh, look. The Americans are relying on violence to solve their problems. What a surprise.
- Race Against the Clock: They have 26 hours to bring the head back to Los Angeles, or the demon capo can't be resurrected and a war for succession will ensue.
- Remember the New Guy?: A long time of the narrative of this episode goes into showing how The Immortal has been the Sitcom Arch-Nemesis of Angelus and Spike for many years. There has never been any mention of this guy before in the show.
- Retraux Flashback: The brief scene in black-and-white of Spike and Drusilla in an Italian jazz club resembles the style of Italian modernist films from the early 1960s, by the likes of Federico Fellini.
- See You in HellAngelus: Your master send you to do his dirty work? Ferry us to hell, then. We'll save a spot for him — next to the fire!
- Shapeshifter: Illyria takes on Fred's form, even down to her voice and clothes.
- Sharp-Dressed Man: Andrew in a tux.
- She Is Not My Girlfriend: Angel re Nina. Spike quips that she never will be if Angel keeps taking it as slow as he has been.
- Shipper on Deck: Trish Burkle drops a strong hint that her daughter should get together with the handsome unattached Englishman who's escorting her around. Wesley struggles to keep the pain off his face.
- Shirtless Scene: William has his shirt off while strung up, though strangely not Angelus.
- Spike and Angel request a helicopter, an assault team and "Guns, lots of guns" for taking on the Immortal, a clear riff on The Matrix, while the pair of them on a motor scooter is a Ho Yay twist on the Romantic Comedy Roman Holiday.
- Andrew wears a Strongbad T-Shirt, following up on his Trogdor reference in Buffy the Vampire Slayer.
- Soundtrack Dissonance: "Take Me in Your Arms", sung by Dean Martin, plays during the Slow Motion Bar Brawl.
- Spiteful Spit: The head of the Italian branch spits whenever Gypsies are mentioned. "We shall mention them no more!" (which she does anyway).
- Stalking Is Love: Angel has a 'source' keeping an eye on Buffy.
- Stealth Pun: Angelus calls Darla his "sweet death" — an Unusual Euphemism for orgasm, but also appropriate for a beautiful undead murderess.
- Super Toughness: Angel and Spike are blown up by a bomb, and appear after a commercial break surrounded by debris and complaining about their ruined clothes.
- Talking to Plants: Not any more.Illyria: I can no longer hear the song of the green.Lorne: (to Wes) You think that includes me?
- Tantrum Throwing: Angel and Spike moping and whining about The Immortal showing them up.
- Teeth-Clenched Teamwork: Angel and Spike, as usual. By the end of the episode their mutual Humiliation Conga does allow them to bond a little.
- Tempting Fate: "This isn't over yet, Immortal! This'll never be over!" According to the various Noodle Incidents mentioned by Angel and Spike, the Immortal has indeed been making them look like fools ever since.
- That Came Out WrongAndrew: I part my threshold ... I mean my apartment.
- Toplessness from the Back: Darla changing from a bedsheet to her dressing gown. During shooting the sheet kept getting caught on the camera dolly
- Three-Way Sex: In addition to reportedly having a herculean physique, the Immortal has the stamina of a racehorse, as Darla and Drusilla can attest. (To Spike and Angel's vast annoyance, as Darla and Dru never let them do it 'concurrently'.)
- Too Kinky to Torture:
Angelus: Did he hurt you?Darla: (smiles naughtily) Not until I asked him to.
- Angelus is shocked to find his girlfriend left naked and ravished by the Immortal.
Drusilla: Will you hold me under the water?Darla: If you wish. (both giggle)
- Darla and Drusilla go off to have a bath together.
- The Triple:
"Oh, come on. Have you seen him? With the eyes and the chest and the...(sighs blissfully) immortality."
- Darla is purring over the wonders of the Immortal.
- Spike griping about the Immortal.
- Twisted Echo CutAngelus: (1894) This isn't over yet, Immortal! This'll never be over!Spike: (2004, re Spuffy) It's over. Just like that.
- Before finding out Buffy is involved, Angel tells Gunn to send Spike to Italy. Cut to Spike saying, "Bugger that!"
- The Unseen: We never see the Immortal or Buffy, except for a brief glimpse from behind on the dance floor of the nightclub.
- Unwilling Suspension: William and Angelus are kept hanging from chains in the Room of Pain.
- Villain Decay: The Immortal turns feared Softspoken Sadist Angelus into a Butt-Monkey, Spike having already decayed into that a long time ago.
- Violence Is the Only Option: The Italians ridicule our heroes' belief that they can solve everything by throwing their fists around. They prefer using bombs.
- We Will Meet Again
- Why Did It Have to Be Snakes?: Spoofed when Angel enters the nightclub. "Dancing. Why'd it have to be dancing?"
- You Have No Idea Who You're Dealing With: But the Immortal does know. He's dealing with a couple of clowns.