Directed by David Solomon
With Buffy gone, the rest of the gang sit around and debate how they are going to deal now that they don't have Buffy making decisions for them. In the midst of their debating and arguing, the power goes out and Faith concludes the power company has left town and taken the power with them. Meanwhile, Buffy watches as people load up their cars and plan to escape the city, then breaks into a house in search of a place to stay. The owner is still there, but Buffy quietly convinces him it's a smart idea to leave town because nothing in Sunnydale belongs to any of them anymore.
At the Gilroy mission, Andrew talks incessantly to Spike while the vampire waits for the sun to go down again. Worried about Buffy, Spike temporarily gets Andrew to shut up and they continue to wait. Down in the Summers' basement, Faith and the others talk about their plan and their enemies. Kennedy pushes for a say in decisions, but Faith steps up and makes it very clear that, now that Buffy's gone, she's the leader they all voted for and they all need to accept that, and the Potential reluctantly backs off. Faith decides they should go after the Bringers to attempt to gain information about the First Evil or Caleb from one of them. Kennedy walks alone down an alley until a Bringer steps out of the shadows and tries to attack her. The Bringer is ambushed by the rest of the Scooby Gang and taken as a captive. Back at the house, they find that the Bringer is without a tongue. Dawn suggests a spell she read about in an old Turkish text used to communicate with the dying that would allow them to hear from the Bringer.
Andrew and Spike return to the Summers residence. When Spike asks about Buffy, Willow tries to explain with an embellished version of what happened the previous night. Spike is not convinced that Buffy would "take a time off" during an apocalypse and realizes that the others turned their back on Buffy by kicking her out. Furious over their betrayal, he snaps at them for being ungrateful after all that she has done for them. When an unimpressed Faith interrupts his speech, Spike physically attacks her, going so far as to taunt her, claiming that she has always been jealous of Buffy's life and demanding to know where Buffy has gone. After admitting she doesn't know, Faith stands prepared to continue, but Spike has lost interest. He steps outside to catch Buffy's scent and follows the trail in search of Buffy.
In the basement, Willow uses a spell to get the Bringer to talk, while Kennedy, Giles, Xander, and Andrew sit around waiting. Andrew begins to talk whilst the group wonders if the spell worked, but they soon realize that he's speaking for the Bringer. He explains that the Bringers are everywhere preparing for battle, taunting them until Giles becomes angry and slashes the Bringer's throat, breaking his spell on Andrew, who complains that it could have magically led to his own beheading.
Spike finds Buffy curled up in a bed at the house she broke into. He notes that Sunnydale has gone to hell, as he didn't even need an invitation. He tells her about the vineyard and what they found: she was right. But Buffy doesn't seem to care anymore and is ready to give up. Spike tries to convince her that she shouldn't listen to what they said, reminding her of everything that ever happened, but she never gave up.
Giles and Faith look over a map as they plan to begin a search through the sewers for the Bringer's hideout and decide to attack there the next day. As Giles leaves, the First in the form of Richard Wilkins appears to Faith. She knows what he is and isn't fazed, but he prods anyway, praising her for kicking Buffy out and warning that Buffy is a dangerous threat.
Meanwhile Spike works to convince Buffy that she is still needed. She talks about how she detached herself from the Potentials and how detaching herself from people is something she's done for as long as she's been the Slayer. Spike talks about how much he admires her but that this wasn't about his feelings. He says that he knows every side of her and in all the years of his unlife she's the only thing that he was always sure of, but she answers she doesn't want to be the one. Spike starts to leave so Buffy can rest, but she asks him to stay and just hold her.
Robin interrupts Faith and they talk about the First's visits with both of them and the effect it had. They express their apprehension about the coming battle, then Faith takes things in a different direction. They kiss and tumble onto the bed.
Willow returns to her room to find Kennedy waiting for her and all of the other Potentials gone from the room. They kiss, but Willow breaks it up, worried that if they let things go too far, she will lose the self-control that she has been working for and something bad may happen. Kennedy convinces her that everything will be okay and she will "anchor" Willow, then the two get back to kissing. Buffy and Spike continue to hold each other, while Anya and Xander, Faith and Robin, and Willow and Kennedy all have sex. The First talks to Caleb about the gang and the knowledge that they are all taking comfort in each others' arms. The priest answers with how he has its strength inside of him and the First's need to feel. The next morning, Faith gives out her orders to the gang, sending some to go find Buffy and others to help her investigate the sewers. Spike wakes up to find Buffy gone and a note left in her absence.
At the vineyard, the First talks with Caleb about their progress, but the First is impatient, worried that Buffy may get her hands on what they have. A Bringer is tossed down the stairs of the cellar and the real Buffy stands at the top, asking for whatever it is Caleb has of hers. Buffy goads Caleb into attacking her, but instead of taking a beating, she keeps her distance and avoids his blows. In the sewers, Faith and the girls find the Bringer's lair and the Bringers that live there. Meanwhile, as the battle with Caleb dies down, Buffy spots a trap door in the floor and dives through it. The girls battle with the Bringers, eventually disposing of all of them. After the fight ends, Kennedy finds a stairway that leads to an area below the sewers. Buffy finds a weapon embedded in a rock, while Faith finds a locked metal box. Faith breaks open the box only to find a bomb inside, ticking away with a few seconds to go as she tells everyone to take cover.
- Achilles in His Tent: Having been deposed, Buffy mopes in an abandoned house. One pep talk and night together with Spike later, she's back to her old self again.
- Back for the Finale: Harry Groener, reappears as the Mayor to taunt Faith.
- Badass Longcoat: Buffy becomes a Badass Browncoat to fight Nathan Fillion.
- The Bait: Kennedy acts in this role to lure out a Bringer.Giles: Your performance as a disgruntled minion was spot on.Kennedy: I method.
- Bait-and-Switch Comment / What Is This Thing You Call "Love"?: The First talks of how it envies the good people who are all having good sex — it's referring to being able to touch people, because the First would like to be able to snap someone's neck.
- Beautiful Dreamer: Spike watches Buffy when she is asleep in his arms, and Buffy does the exact same thing the next morning; she wakes up before Spike does, and spends a few moments tenderly stroking his hair and watching him sleep. Awww.
- Big Blackout: For once this doesn't herald an attack by the enemy; it's because the employees of the power company have also left town.
- Bilingual Bonus / Hypno Pendulum: According to the shooting script Willow is saying in Turkish while casting the spell on the Bringer, "You are getting sleepy. Very, very sleepy. I do not have a pocket watch but then again, you do not have eyes."
- Book DumbRobin: That's exactly what the First does; finds your Achilles' Heel.Faith: Nah, it just talked to me. What? It does a heal thing too?Robin: Um, it's a phrase. Your weak spot.Faith: Oh, school thing. I was kinda absent that decade.
- Bowdlerise: Some of Willow's/Kennedy's sex scene was cut from broadcast on TV.
- Brutal Honesty:Vi: I don't want to die.Anya: Don't worry. It's far more likely you'll live long enough to watch most of your friends die first. And then you'll die.
- Buffy Speak: Buffy is an attain-a-thon.
- Buffy snarks at Spike that he really has a problem with the word "No", which has been the case throughout their relationship, from Spike's Anguished Declaration of Love in "Crush" to his Attempted Rape in "Seeing Red".
- Faith tells Spike "the time for speeches is over" in reference to Buffy's recent habit of speechifying.
- Willow worries that making love to Kennedy will make her lose control and turn evil. Although the events of "The Killer in Me" are specifically mentioned, the similarities to Angel's SexFace Turn in "Surprise" are obvious.
- Spike notes that he remembers there being quite a bit of "connecting" between him and Buffy, calling back their intensely sexual relationship from the season before.
- The Chains of Commanding: Faith starts to feel them. Buffy lampshades it to Spike when he offers to kill Faith. "That's my problem. I say the word, some girl dies...every time."
- Cliffhanger: Faith and the Potentials raid the Bringer armory, only to find an Incredibly Obvious Bomb ticking down the last few seconds.
- Continuity Nod:
- Darkened Building Shootout: Faith and the Potentials get into hand-to-hand combat with Bringers in a dark room, with the action lit mainly by the torches the girls are carrying.
- Dead Girl Writing: The length of the message Buffy left on Spike's pillow implies that she didn't expect to come back — though we never find out what it says.
- Deadpan Snarker: Spike shows how he loved being on a mission with Andrew.Spike: Bit of fresh air, that one. Thank God I don't breathe.
- Then Faith tells Spike she's not interested in his reason-you-suck-speech, "so save your lack of breath."
- Democracy Is Bad: Things devolve into chaos until Faith elects herself Fuhrer.
- Demonic Possession: The Bringer talks via Andrew's mouth. Andrew isn't happy when Giles cuts the Bringer's throat, as he felt it too."I feel used and violated... and I need a lozenge."
- Devoted to You: Ensouled!Spike firmly cements himself as this for Buffy, being the only one to stick by and support her even when no one else is.
- Dodge the Bullet: Buffy dodges Caleb's first punch by doing a Matrix-style backwards flippy thing.
- Does This Remind You of Anything?: The morning after their night of intimacy, Wood asks Faith how he can help with her plan of attack. Faith brushes him off by telling Wood to stay by the phone. "I'll call you if I need you."
- Don't Sneak Up On Me Like That: Faith to Wood, because Faith has been spooked by her meeting with Mayor!First.
- Double Vision: When Caleb fails to land a punch on Buffy, the First tells him off for lack of focus. Caleb snaps that the First appearing as Buffy at the time isn't helping. First!Buffy disappears with an irritated flash.
- Dramatic Gun Cock: There's a sound when a homeowner brandishes a shotgun at Buffy. It's a hammerless double-barreled type that should not produce such a sound.
- Dynamic Entry: Buffy tossing a dead Bringer down the stairs into the wine cellar.
- Eyepatch of Power: Xander now wears one. Justified given his own nerd credentials; in the Season 8 comics he enjoys comparing himself to Nick Fury.
- Get Out!: Faith to Mayor!First, who needless to say doesn't.
- Getting Crap Past the Radar: Spike says to Buffy that he's not much of a thinker. "I follow my blood, which doesn't exactly rush in the direction of my brain."
- Good Is Not Nice: Buffy evicts a man from his own house just so she can crash there. Ensouled!Spike offers to kill Faith for Buffy (granted, jokingly). Giles cuts the throat of their prisoner.
- Heroic BSoD: Buffy after her friends kick her out.
- Hide Your Lesbians: Averted with the first lesbian sex scene on network television. And it didn't even involve a spell.
- Hive Mind: Turns out the Bringers form one.
- A House Divided: Played Straight until Faith asserts her authority; then the Scoobies and Potentials fight as a well-oiled team. This implies that all they needed from Buffy was some proper leadership without the holier than thou attitude and a plan that made sense.
- Hypocritical Humor: "Please don't mention parliamentary procedure." / "I second that."
- Forbidden Fruit: Buffy assumes this was the reason Spike became fixated on her, which rightfully brasses him off and prompts his Love Confession.
- I Shall Taunt You: Caleb calls Buffy a whore. Buffy cheerfully calls him a woman-hating jerk. Caleb rushes at Buffy in fury, knocking over a wine barrel exposing the trapdoor leading down to the Scythe.
- Indirect Kiss: Anya and Xander share a tub of ice cream using a single spoon. When we cut back to them, they're making out on the floor.
- Indy Ploy: Even Spike's love confessions are made up as he goes along!Buffy: What are you trying to say?Spike: I don't know. I'll know when I'm done saying it.
- Ironic Juxtaposition: Spike's words to Buffy, vs. First!Mayor's words to Faith, show the contrast between a good friend and an evil one.
- It Doesn't Mean Anything:Buffy: People are always trying to connect to me, and I just slip away. You should know.Spike: I seem to recall a certain amount of connecting.Buffy: Oh, please! We were never close. You just wanted me because I was...unattainable.
- It's Not You, It's My Enemies: Buffy says she refused to connect to the Potentials knowing that they might be killed, then realises she's always cut herself off from people.
- Jitter Cam: Used to show the disorganisation after Buffy leaves; the camera gets locked down when Faith asserts her authority.
- Lecherous Licking: Kennedy licks Willow's neck with her studded tongue. From what Willow says in "Chosen", she licked some other places as well.
- Leitmotif: The Spuffy...err Spike/Buffy theme plays during Spike's speech.
- Let's You and Him Fight: Mayor!First tries to set this up between Faith and Buffy. Fortunately Faith doesn't lose her head; she just sends the Scoobies to keep an eye on Buffy under the pretense of protecting her.
- Love Confession: Spike's explains exactly why he loves Buffy.A hundred plus years, and there's only one thing I've ever been sure of. You. (Buffy looks away) Hey, look at me. I'm not asking you for anything. When I say I love you, it's not because I want you, or because I can't have you it has nothing to do with me. I love what you are, what you do, how you try... I've seen your kindness, and your strength, I've seen the best and the worst of you and I understand with perfect clarity exactly what you are. You're a hell of a woman. You're the one, Buffy.
- Make It Look Like an Accident: Spike offers to make Faith's death look like a painful accident.
- Making Love in All the Wrong Places: Anya and Xander have sex on the kitchen floor; justified as the house is crowded, so there's a shortage of bedrooms.
- Meaningful Echo: In Season 6's "As You Were", Riley Finn, having seen his relationship with Buffy collapse because she doesn't love him, returns to find Buffy at a low point in her life. He stated that she's a great woman regardless, that nothing he's seen her do affects that in the least, and concludes by saying "You're a hell of a woman." Here Spike, having seen his own relationship with Buffy end for exactly the same reason, rallies her at a low point with a Love Confession that concludes with the same words.
- Metaphorgotten:Anya: We're all on death's door, repeatedly ringing the doorbell, like maniacal Girl Scouts trying to make quota.
- Mind Screw: The First appears to Faith as the Mayor, the one person he knows will shake Faith up.
- The Modest Orgasm: Willow's is shown by her eyes going very wide.
- Modesty Bedsheet: Faith wears a bra during sex — does Faith even own a bra?
- Mundane Solution: Caleb is trying to get around the old Sword In The Stone problem by having the Bringers drill out the rock around the Scythe.
- Must Be Invited: Spike no longer needs one, which he puts down to the increasing influence of the Hellmouth. There's also the fact that everyone has fled Sunnydale.
- My God, What Have I Done?: If the gang didn't regret ejecting Buffy during the argument, they share did when Spike called them out on it. Faith, who didn't want the leader role to begin with, sends Willow, Xander, Anya and Dawn to discretely monitor Buffy's whereabouts.
- No Mere Windmill: In the previous episode, Giles dismissed Buffy's idea that Caleb was protecting something at the wine cellar as "tilting at windmills". It turns out she was right all along.
- Noisy Guns: There's a Dramatic Gun Cock when Buffy has a shotgun stuck in her face. It's a hammerless double-barreled type that should not produce such a sound.
- The Nose Knows: Spike tracks Buffy by following her scent.
- Not Staying for Breakfast: Spike wakes up and finds Buffy gone and a note for him on the pillow. This is a Call-Back to Buffy's earlier lovers — Buffy woke up to find Angel (because he'd turned evil) and Parker (because he was The Casanova) gone, then Riley Finn ends up staying. This time it's Buffy who slips away the morning after.
- Opposites Attract / Pair the Spares: Faith and...and Wood? After The First appears to Faith as Mayor Wilkins Robin checks on her, explaining how much of a threat she is for the Ultimate Evil to notice her. After trying to comfort her, Faith uses the opportunity to sleep with him.
- The Power of Trust: Buffy inviting Spike into her bed.
- Pre-Climax Climax: The trope was actually the whole basis of the episode, with even a bit of deconstruction by the incorporeal First. Though it was still a few episodes from the final battle, the stress of a half-season-long war resulted in Willow and Kennedy having sex for the first time, Robin and Faith hooking up, and Anya and Xander having sex despite being technically broken up, all at the same time (and rather noisily, too). Averted for Spike and Buffy, as they just held each other through the night. Aw.
- Rant-Inducing Slight: Buffy tells Spike he only wanted her because she was unattainable; this provokes Spike's Love Confession.Buffy: What are you trying to say?Spike: I don't know. I'll know when I'm done saying it. Something pissed me off, and I just "Unattainable." That's it.
- Reality Ensues: Faith, who has no leadership qualities whatsoever, is put in charge. Her first plan leads herself and several Potentials into a Death Trap involving a bomb and several Turok-Han vampires, with the survivors only being saved by Buffy's Big Damn Heroes moment. Several of them decide that the whole ordeal was Laser-Guided Karma for turning against Buffy.
- "The Reason You Suck" Speech: When Spike finds out that everyone deposed Buffy as leader, he really lets them have it.
- Reformed, but Rejected: First!Mayor tells Faith that the Scoobies will always see her as a killer.
- Right Through the Wall: Anya complains to Xander about the sound of Willow and Kennedy having sex; after all they've stopped doing it, so others should have similar consideration. Needless to say they end up having sex themselves.
- Rousing Speech: Spike to Buffy, and Caleb even gives one to the First!Caleb: You're in the hearts of little children. You're in the souls of the rich. You're the fire that makes people kill and hate. The fire that will cure the world of weakness. They're just sinners. You are sin.Buffy!First: I do enjoy your sermons.
- Rule of Threes: Buffy defeats Caleb on their third confrontation.
- Rule of Symbolism: Spike crouches in front of Buffy as if proposing marriage when giving his Love Confession. It also matches imagery of a knight bowing to his lady, which fits with the Courtly Love Spike had shown for Buffy most of the season.
- Buffy invites Spike into her bed with her to hold her for the night. Along with this being the first time Buffy has ever truly invited affection (physical or otherwise) from Spike, the gesture symbolizes her her newfound complete trust in him and marks the resolution of their season-long arc of forgiveness. Likewise, the scene is intercut with all the other couples' Sex Montage to symbolize the extreme intimacy of the moment—which they will both comment on in the next episode.
- Sarcasm Mode: Spike's response to Willow's statement that Buffy took some time off after their 'discussion'.
- Scare Chord: Faith suddenly confronted by Mayor!First.
- Screaming Warrior: Amanda fires at a Bringer and misses, reaches for another quarrel only to come up empty. She screams and charges at the Bringer, bashing him with her crossbow.
- Security Cling: Spike is about to leave so Buffy can get the sleep she wants, when Buffy invites Spike into her bed just to hold her — a major gesture of trust and forgiveness, given his near Attempted Rape last year.
- Sex Montage: All the couples—Willow/Kennedy, Xander/Anya, Wood/Faith—consummate their relationships, except Buffy and Spike, who very pointedly do not have sex or even kiss. Instead, they do a Security Cling for the night, and it's framed as just as intimate.
- Shaped Like Itself:Willow: I think we're wasting time arguing about how to argue.
- She's Back: After spending most of the second half of the season in denial about all the people she was going to lose going up against the First, and being deposed as leader of the potentials and kicked out of her own house by her sister, Spike pulls Buffy together and she decides she's going to take the Scythe from Caleb.
- Shut Up, Kirk!: Spike starts telling off everyone, only to be cut off by Faith. "The time for speech-giving is over, Bat Boy." Spike agrees, and the two promptly slug it out.
- Single Tear: Buffy during Spike's Rousing Speech slash Love Confession.
- Slashed Throat: Giles cuts the throat of a Bringer they've taken prisoner once he's given the information they want. The Bringer was psychically linked to Andrew at the time, who complains loudly and demands a lozenge.
- Sleep Cute: Buffy asks Spike to hold her until she falls asleep, and they end up spending the night like that.
- Something That Begins with "Boring": The Resident Badass and Resident Nerd are holded up in the mission, waiting for nightfall.Andrew: I spy with my little eye something that begins with a T.Spike: Tapestry.Andrew: Hey, good one. How did you?Spike: Tapestry's the only thing in the whole bloody room.
- Stealth Pun: The title. Faith, Wood, Kennedy, Willow, Anya and Xander all get a little touch.
- Surpassed the Teacher: Spike confronts Giles with words along these lines, saying that one of the reasons that Giles turned on Buffy was that he was jealous that Buffy had surpassed him in her abilities.
- This Is Something She's Got to Do Herself: Buffy leaves Spike's bedside to fight Caleb alone. This had a lot to do with regaining her self-confidence; her first confrontation with Caleb alongside the Scoobies and Potentials was a disaster, and she was ousted as their leader.
- Tongue Trauma: The Bringer can't talk because his tongue has been torn out. Dawn comes up with the idea of using a spell used to talk to the recently-deceased. The Bringer ends up using Andrew as his 'voice'.
- Verbal Backspace:
- Faith tells Giles to get everyone ready around 7 am, then realising she's got to appear more decisive, changes it to "seven sharp".
- Wood says how he just wanted to be hugged when the First appeared in the form of his mother, then quickly adds, "In a manly way."
- Spike mentions he hit Faith a few times. Buffy perks up somewhat. "Really? I mean, not that I'm glad..."
- Wall Jump / In a Single Bound: Buffy defeats Caleb by using her surroundings to her advantage, so he can't land a punch.
- What Could Possibly Go Wrong?: Andrew says this re Buffy when Spike is fretting about being stuck in the mission during daylight. Well aware of the consequences of Tempting Fate, Spike just growls at him.
- What the Hell, Hero?: Spike has this reaction upon hearing that the Scoobies kicked Buffy out.Spike: You sad, sad ungrateful traitors. Who do you think you are?!Willow: [stammering] We're her friends. We just want-Spike: Oh that's ballsy of you! You're her friends and you betray her like this?!Giles: You don't understand-
- You Are Better Than You Think You Are:Spike: When I say, 'I love you', it's not because I want you or because I can't have you. It has nothing to do with me. I love what you are, what you do, how you try. I've seen your kindness and your strength. I've seen the best and the worst of you. And I understand with perfect clarity exactly what you are. You're a hell of a woman. I don't exactly have the reputation of being a thinker. I follow my blood, which doesn't exactly rush in the direction of my head. So I've made a lot of mistakes. A lot of wrong bloody calls. A hundred-plus years, only one thing I've ever been sure of. You.
- You Called Me "X"; It Must Be Serious: In his anger with the group (and Giles' attempt to rationalize their decision), Spike, after a beat, calls him "Rupert", right before invoking the Surpassed the Teacher trope listed above.
- You Fight Like a Cow: Faith vs. Spike.Faith: You're pretty sweet on her, aren't you? (kicks Spike in the face) I think it's cute...the way she's got you whipped.