Written by: Steven S. DeKnight , Elizabeth Craft and Sarah Fain
Directed by: James A. Contner

Cast: David Boreanaz, as Angel, Charisma Carpenter, as Cordelia Chase, Alexis Denisof, as Wesley Wyndham-Pryce, Vincent Kartheiser, as Connor, J. August Richards, as Charles Gunn.

Guest Stars: Eliza Dushku, as Faith, Christopher Neiman, as Frotor Demon, Paul Tigue, as the shopkeeper.

Original Air Date – March 12, 2003

Wesley and Faith are at his apartment. She’s all battered up from her fight with The Beast. Wesley wants to bandage her up, as she was nearly killed, but she says all she needs is a shower. He shows her the way to the bathroom and asks her if she’s sure she’s okay. “All sticky,” she replies and heads into the bathroom. She looks in the mirror and sees her bloodied and bruised face before stepping into the shower. Blood spills down her legs as she stands and lets the water run over her. Suddenly, she starts pounding the shower walls with her fists and screaming in frustration. She finally regains her composure and begins washing the blood away.

Meanwhile, Angelus is sitting in a bar, bragging to some of his vamp buddies about how easy it was to lure the slayer into a welcome home from prison party. One of them says he wishes he could’ve seen her face when she saw The Beast. Angelus says The Beast wouldn’t have won any personality contests, but he put on a good show and slapped her around a few times. He says he gave The Beast the shaft once he had Faith all good and tenderized and he never saw it coming. Everyone is laughing, enjoying his story, until a demon turns to Angelus and says, “yeah, soul boy. Nice job bringing the sun back.” The room goes quiet as everyone waits to see what Angelus will do. He gets up and goes over to the bar where the demon is sitting. The demon asks if he can buy Angelus a drink and he says maybe after. The demon wants to know after what and Angelus tells him after he rips out his windpipe so he’ll stop making that talking sound. He grabs the demon around the throat and the demon tries to work his way out of it by saying he has Terretts Syndrome. Angelus says he’s heard of it – it causes uncontrollable impulses, like yanking out throats. He tightens his hold around the demon’s neck, but he pauses when he hears a voice saying “Hello Angelus. It’s time we had that talk.”

“Where are you,” Angelus asks, as he drops his hand away from the demon’s neck. The voice replies that it’s where it’s warm and soft. Angelus moves to middle of the bar and continues taking, but everyone around him just sits and stares – they can’t hear the voice. The voice says it’s angry with him because he killed his favorite pet. Angelus says he thought that might get his attention and the voice commends him for taking the initiative, but says he didn’t really have to because he’s had his eye on Angelus for quite some time. Angelus walks to the back room of the bar to try and find a face to go with the voice, but there isn’t one. He tells the voice that he wants a face-to-face meeting, assuming he has a face, that is. He does and it looks a lot like Cordelia’s. Sitting in her room, holding a glowing orb in her hand, Cordelia tells him not to worry – they’ll meet when he’s ready. Angelus can’t believe he isn’t ready to meet after all he did to make sure the “Brady Bunch” released him, but Cordelia says it isn’t always about him. Angelus then realizes that it was him who made sure Angel didn’t get his soul back and Cordelia says she had to take it because she couldn’t risk the gang putting the soul back into him. She has wonderful plans for him, but Angelus says he makes his own plans and starts to walk away. The voice is angry that Angelus would try and defy him. “Defy who,” Angelus says, “a big scary voice?” He tells the voice he has one of his own and cups his hands over his mouth and says, “You can kiss my vampire ass. That do anything for you?” The voice doesn’t answer because Connor goes into Cordy’s room and she’s forced to drop the orb and return to her normal self. Connor brought her another blanket and asks if she’s okay. She says she’s still feeling woozy. She says it could be because of Angelus nailing her with the crossbow or it could be because of the baby. In the meantime, Angelus is still trying to talk to the voice, but no one answers. One of the vamps lying in the back room looks up at Angelus and says he doesn’t know what he’s on, but he’ll give him the girl in his lap for some of it. Angelus gets disgusted and leaves.

In Cordelia’s room, she’s lying on the bed with Connor next to her. She asks if Faith’s okay and he tells her that Wes says she was hurt pretty bad, but she’s a slayer and they’re really strong. Cordy says she can’t believe Angelus killed The Beast and maybe they did the right thing in releasing him after all. Connor sits up and sarcastically says Angelus is a real hero. Cordelia moves up to sit next to him and tells him Angelus can’t fight his true nature, it’s who he is, but by killing The Beast, he’s made the world a little safer. “For our family,” she says, and reaches down to touch her stomach. She says he didn’t have that the first time around, but now he will. Connor says he would never let anything hurt them, either of them, and Cordelia says she knows he wouldn’t. She wants him to remember that no one else needs to know how lucky they are. Connor thinks she’s ashamed of him and she tries to reassure him by saying the only reason she doesn’t want them to know is because they wouldn’t understand. The baby is growing so fast it would scare them and that fear may make them want to kill it, as they tried to do with him. She tells him to trust her because it won’t be long until they all know what’s growing inside her.

Downstairs in the lobby, Fred, Gunn and Lorne are preparing weapons to defend themselves if Angelus show’s up. The sanctuary spell should keep them safe, but they want to be prepared for anything. Gunn gives Fred a dart gun and then starts to head downstairs to make sure Angelus can’t get in through any of the sewer tunnels, but Connor comes down and he stays to find out how Cordy is. Connor says she’s okay, but tired, so Fred thinks she’ll go check on her. Connor stops her, saying he’s going to get her some soup, which causes Fred to question whether Connor and Cordy are at it again. Lorne says it could be the love bug, but he isn’t picking up anything warm or fuzzy. Whatever it is, he can’t get a good reading on it. Fred thinks it may just be because he’s upset about Faith benching him and she wonders if that may have been a mistake. Lorne and Gunn reassure her that it wasn’t a mistake. The feel Faith is their only hope for getting Angel back in anything but a dustpan. Fred tells them that Wes said Faith got pretty banged up in her battle with The Beast and wonders if she’ll still be up to bringing Angelus home.

In the meantime, Wesley is sitting in his apartment zipping up a case full of tranquilizers and needles. Faith comes out and tells him she’s squeaky clean and ready to go. Wesley just looks at her, which prompts her to apologize for the bathroom. He stands and tells her he isn’t worried about the bathroom – he just needs to know she’s in the game – all the way. She grabs her bag and says “5 x 5 boss,” and they leave.

Back at the hotel, Fred is busy trying to transcribe some of the papers on her desk. She goes over to grab a book from the shelf, but she hears someone behind her and turns to find Angelus there. She tells him he can’t hurt her because of the spell, but Angelus waves a charm in front of her and says he can be as demony as he wants to be. Fred doesn’t believe him so he walks over and slams a book into the wall next to her. “How about now,” he says, and she asks him what he wants. He wants the information on The Beast’s master, but Fred won’t tell him anything. Angelus says he’ll figure it out himself and grabs all the papers on her desk. Fred moves closer to him and tells him she does know one thing – he’s way out of his league. She says if he’s going to kill her, get it over with, but then she notices the charm isn’t real. She busts a glass pitcher over his head and runs out after him with the gun in her hand when he flees to the lobby. She shoots, but misses and hits Lorne, who falls to the floor. Angelus jumps to the second floor and she tries to shoot him again, but Angelus holds up the book in his hands and she hits it instead. She’s out of darts in the gun and Angelus says it’s too bad because he was just starting to have fun. “Why stop now,” Connor says as he charges at Angelus from the hallway. Connor runs up and tries to hit Angelus, but the shield appears and knocks Connor down to the lobby floor. “Well, isn’t that interesting,” Angelus says, as he glances down at Connor’s body.

He jumps back down to where Fred is sitting next to Connor, pulls the dart out of the book and tells her it was a nice try. He says he wants her to think about how close she was to stopping him when he’s slaughtering all her friends. He then goes outside, where he runs into Faith and Wes. Faith attacks him, but he grabs Wes and holds him in front of him with his hand around his neck. Faith tells him to let Wes go because it’s between them, but Angelus tells her Wes will always be in the middle. Faith looks down at the weapon on the ground and Angelus asks her if she can get to him before he snaps Wes’ neck. She hesitates, but Wes tells her to do it. Angelus tells her to take her shot and save the world, but Faith just stands there. He tells her it’s all about choices – the ones we make, the ones we don’t and the consequences of both. Angelus continues to taunt her, but Gunn runs out and throws her a gun. She catches it, takes a shot at Angelus as he climbs over the fence but misses. Gunn heads out the gate after him while Faith goes to check on Wesley. He tells her to go after him, but Gunn says it’s too late. Angelus is gone.

Meanwhile, Connor goes to Cordy’s room to check on her. She’s coming out of the bathroom when he walks in and he asks if she’s okay. “Sure,” she says, “except for the morning sickness that can’t tell time.” She asks him why she wouldn’t be okay and he says because Angelus was there again. He tells her about Angelus using a fake charm to con Fred and that he wanted to find out whoever The Beast was working for. Cordy is angry, but she tells Connor it’s good for their side that Faith and Gunn chased him off. Connor wants to know why Angelus would want the papers they had. Cordy says she doesn’t know, but it can’t be good. Connor says they’re lucky no one got hurt this time and tells her the sanctuary spell worked.

In the lobby, Lorne is sound asleep on the couch, Faith is sitting with Wesley while he recuperates and Fred is telling Gunn about everything Angelus took. Fred feels stupid because Angelus was able to trick her so easily with the fake charm. Gunn tells her he’s glad it was because he wouldn’t know what to do if anything ever happened to her. Wesley stands up, pulls out a gun and says they’re changing the game. Faith says she thought they weren’t going for the kill, but Wesley says if they get another chance, he wants to slow Angelus down long enough to tranquilize him. Gunn asks if he wants help, but Wes wants him to stay and watch over the hotel. He tells Fred to be careful because the next time Angelus comes, he may be packing the real thing. He and Faith head out and she start’s telling him how she wants to proceed. Wes asks her if she’s going to let Angelus go again, but she defends herself by saying Angelus would’ve killed Wes if she’d gone for him. Wes wonders how many people will die now because she let that make a difference. He says Angelus is an animal and the only way to defeat him is to be just as vicious.

At a local occult shop, Angelus is sitting in a chair next to the fire reading through some papers. He gets frustrated, takes the glasses he’s wearing off and throws them at the shopkeeper laying on the floor. “These aren’t helping,” he says and stands up. He walks over to the shopkeeper and punches his side. He tells him not to make him puncture the other one. All he wants is some information on The Beast’s master and it’s his job to help him. The shopkeeper says he doesn’t know anything, so Angelus starts punching his face. “Angelus,” a voice booms, which causes him to fall back and send the papers flying, “I am not well pleased.” It tells Angelus that he sees his every move before he makes it and he will be punished if he dares to seek him out again. Angelus starts talking to the voice and the shopkeeper sneaks out. The voice says they should be friends, but Angelus says no because he’s evil and he doesn’t have friends. Even if he did have friends, they wouldn’t be living inside his head. “Like your forced to live inside Angel’s,” the voice laughingly says. “Because you’re the voice in there, aren’t you? Just beneath the surface, buried under all that goodness. Fully conscious, fully aware, but trapped. Unable to move or speak. Powerless to act on your desires. So thirsty, so helpless – it must be agony.” Angelus tells him he’s getting bored with this game, so the voice suggests they play a game of show and tell and a jar with Angel’s soul appears on the table next to him. Angelus reaches out to grab it, but it isn’t real. “More smoke and mirrors,” he says, but the voice assures him that at this very moment, he’s holding the real thing in the palms of his very corporeal hands and he will restore it if he doesn’t behave. He tells Angelus that if he doesn’t do what he wants him to do, he’ll bury him so far in Angel he’ll never claw his way out again. Cordy sits in her room, holding the jar with Angel’s soul and smiles when Angelus says, “Alright. What do you want me to do… Master?”

Back at the hotel, Fred and Gunn are preparing for another possible visit from Angelus. Fred says she should’ve had him, but Gunn tells her it wasn’t her fault. He tells her not to do it again if she really feels like she did something wrong – it’s that simple. Fred asks if it really is and she starts talking about what happened with Wesley. She just wants them to go back to the way they were. They kiss and then Gunn decides to go do a sweep.

At the bar, Faith is bashing a demon’s head against the bar while Wes stands behind her with a gun in his hand. The demon is the one Angelus spoke to earlier and Faith wants him to tell her where Angelus is. He says he doesn’t know, but even if he did, he’d never tell them, so Wes shoots the head off a demon behind him. He says the demon was strong and his face should grow back – eventually. “Think yours will”, Faith asks the demon she’s holding. Realizing they mean business, he tells them about Angelus being there earlier and that he started talking to himself and slipped into the back. Faith and Wesley go to the back room, where they see people lying everywhere. Faith starts to ask Wesley what’s going on, but a vampire attacks her before she has a chance. Faith knocks him off her and Wesley stakes him.

At the hotel, Connor is busy making vamp faces in the mirror. Cordy comes in and talks to him about how he got whacked by the shield when he tried to hit Angelus. Connor says he isn’t a demon and Cordy says she is – partly anyway. Connor says it’s different because she chose it and he doesn’t even know what he is. She tells him she does. He’s a daddy and he needs to take some responsibility and face the fact that their special, just like their baby will be. He says he’s really going to be a father and she says the only thing he ever has to worry about is keeping them safe. Then she tells him to go back downstairs because she’d feel a lot better if she knew everything that was happening.

Down at the bar, Faith is trying to help a woman get out of there. Faith asks one of the vamps what he did to her, but Wesley says she did it to herself. The women shoot up and then the vamps feed off them – use them like a filter. Wes says he heard its quite intoxicating for both of them. Faith grabs the woman, slams her against the wall and asks her about Angelus. The woman doesn’t pay attention so Faith hits her. The woman says she doesn’t know anything and tells Faith she’s hurting her. Faith lets her go and walks away. Wes looks at Faith and then turns around and stabs the woman in the arm. She starts talking, telling Wes everything she knows, and then he pulls the knife out. He says whatever was controlling The Beast has made contact with Angelus and they leave. Faith thinks Wes has lost it, but he says he did what had to be done because she couldn’t. Wes tells her he still remembers what she did to him, but she says that isn’t who she is anymore. He starts taunting her, telling her she’s sick – that she’s like a rabid dog that needs to put down. Faith finally let’s herself go and attacks him. “See, that wasn’t so hard, was it,” he says. It’s what you need to beat him.” She says she can’t risk killing Angel after what he did for her. She says there must be another way and walks away.

Back at the hotel, Lorne is awake and Wes, Connor and Fred fill him in on what happened with Angelus. Lorne knows where the fake charm came from, so they call Wes and let him know. He and Faith then head to the occult shop, where they find Angelus upstairs waiting for them. He tells them a little birdie in his head told him they’d be there then Wes and Faith start the attack. Angelus knocks Faith to the ground, but Wes is still up shooting at him. Angelus grabs the gun, throws Wes over the side and starts shooting at Faith. Faith manages to dodge the bullets, but she falls down the stairs and Angelus comes to stand over her with the gun. He says he remembers the time she tried to get Angel to kill her because she felt so weepy about being a bad girl. He asks her if she still wants to die and she says no. “Cause you’re gonna”, he says and pumps the gun a few times, “but not like this.” Faith realizes he’s out of ammo and kicks the gun out of his hands. They knock each other around a few times and Angelus says it’s disappointing because she never used to bleed this easily. He calls out to Wes, asks him how it’s going in there and says good old Wes is always around to make a bad situation worse. He says look how Faith turned out, but then again, he didn’t have much to work with there. Faith tells him to save it because Wes told her he’d try to mess with her head. Angelus keeps talking, which gives Faith a chance to go at him again. She flings a knife at him and then starts punching. Angelus jumps up on one of the construction supports and Faith walks around looking for him. Angelus said he knew his girl was in there, dying to come out and play again. He says he knows what it’s like to try and bury the pain, but no matter how much you dig, it’s still there. He tells her there’s only one way to make the pain stop and that’s to hurt someone else. He jumps down and the fight begins again. Faith is fighting, but Angelus tells her to come on, it’s like she’s not even trying. He asks her if punishing herself in prison wasn’t enough or does she still need someone to help beat the bad out of her? He tells her he could beat her to death, but it wouldn’t make any difference. Nothing could ever change who she is. Faith is down on the floor in front of him and he just keeps punching her. He tells her she’s a murderer, an animal and she enjoys it – just like him. He delivers one last punch before Faith launches herself at him and gives him all she’s got. Standing over him, she tells him he’s wrong. She’s different now and not like him. He swipes her feet out from under her, pulls her over to him, vamps out and says, “you will be,” then bites into her neck.