Anthony’s house in England

The scenes between Willow and Giles in the episode Lessons were actually filmed on location at Anthony Stewart Head’s house in England. They were directed by Joss Whedon. The place is named as Westbury in the show, but he actually lives near Bath in Somerset. Westbury is in Wiltshire and is famous for a massive horse drawn into a hill with chalk. There were going to be more scenes in England, but bad weather interrupted the filming. Anthony Stewart Head told the BBC about filming in England:

Big Bads

At the end of Lessons, Spike is confronted by various manifestations in the form of previous big bads: The Master, Glory, Warren, Drusilla, Adam and the Mayor. The actors’ names were omitted from the guest stars list in the opening credits so as not to spoil the ending. Mark Metcalf (The Master), George Hertzberg (Adam), and Clare Kramer (Glory) were originally intended to return again by the end of the season, but they were unable to make their schedule work with the show. Harry Groener (The Mayor) filmed his segment three weeks after the other actors in that scene.

Cheesy Istanbul

This was a stage direction in the script for Lessons:

and later in the script:

Dawn’s argyle sweater

Michelle Trachtenberg (Dawn) was adamant that she wanted to wear the argyle sweater she wears in the episode Lessons, but when shooting her scenes the temperature was 110 degrees so she was too hot all the time.

Dawn’s fantasy

The following was Dawn’s fantasy introduction to her class which was deleted from the episode Lessons:

Giles’s horse

Anthony Stewart Head and his partner, Sarah, own the horse which Giles rides in Lessons. Anthony told the BBC that the horse’s name is Otto. He also said in the same interview that he had a problem about riding without a crash helmet:

Halfrek’s season 7 scenes

Kali Rocha (Halfrek) was performing in the play ‘Noises Off’ when season seven was shooting. She was flown in for one day and filmed all her season seven scenes in that day, including those in Lessons and Selfless. Kali filmed her ‘death scene’ on green screen which was super-imposed onto the images featuring the other actors.

Mock Istanbul and cemetary

The scenes of “Istanbul” in Lessons were actually filmed at Universal Studios, and the graveyard shown in the teaser was built indoors.

No newbies

Season seven’s opening credits is the first since the start of the show where there have been no changes to the regular cast. For each of the previous seasons there have been either cast members added or removed at the beginning.

Stunt potential

In Joss Whedon’s DVD commentary for the season seven DVD, he says that the potential Slayer seen at the beginning of Lessons was actually a member of the stunt team. Many fans thought that the character could be a new Slayer, activated when Buffy died in season five.

Sunnydale High mark two

The classroom used in Lessons was the classroom set used in the first three seasons at Sunnydale High. The library set in which we see Willow and Cassie in Conversations with Dead People was the old school library set from seasons one to three.

The final season

Joss Whedon claims that he wrote the last scene of the final episode, Chosen, at the same time as the season opener, Lessons. He knew all along how the season would end, and planned for the seventh season to be the last. He said:

Unisex

When writing the episode Lessons, Joss Whedon deliberately kept the new Principal’s name unisex (Robin Wood) as he wasn’t sure in his script if Robin would be male or female, or good or evil.

Alex Breckenridge

Alex played the Goth girl Kit in Lessons. Alex previously played Charity in Vampire Clan, based on the true story of a group of teenagers who believed they were vampires. She’s also been in Charmed, Freaks and Geeks and Dawson’s Creek.

D.B. Woodside

D. B. Woodside played Principal Robin Wood in season seven. D. B stands for David Bryan. He’s been in The Law and Henry Lee, Murder One, CSI: Miami, Once and Again, The Division and The Practice. Since leaving Buffy, D.B. has played Wayne Palmer in 24, and appeared in CSI and Something More. He told the BBC in an interview about how he got the job on Buffy:

Jeff Denton

Jeff played the vampire in the teaser of Lessons (who crawls from the grave and gets stuck, then attacks Dawn). Jeff was also in the Angel episode ‘Sleep Tight‘ in which he played ‘Lead Guitar’.

Jeremy Howard

Jeremy Howard played the dead kid in Lessons who poked Dawn in the eye with a pencil. Jeremy has been in Malcolm in the Middle, Hidden Hills, Just Shoot Me and The Drew Carey Show.

Kali Rocha

Kali Rocha played Spike’s crush Cecily when he was a human, and later went on to play vengeance demon Halfrek. Kali has appeared in Gods and Generals, White Oleander, Meet the Parents, The Object of My Affection, The Crucible, Will & Grace and Becker.

Ken Strunk

Ken Strunk, who played the dead janitor in Lessons, played a Fire Marshall in three episodes of Spike’s favourite soap Passions.

Rachael Bella

Rachael Bella, who played the dead girl in Lessons, has been in Law & Order: Special Victims Unit, ER and Grace Under Fire. She played Becca in The Ring.

Carlos Trejo

Carlos was a student at the new Sunnydale High who ended up being terrorised by a group of zombie ghosts with Dawn and Kit in Lessons. He showed promise as being Dawn’s new friend but was never heard of again.

Kit Holburn

Kit was a shy, goth girl who attended the new Sunnydale High. Kit was trapped in a basement with Dawn and Carlos by some zombie ghosts. She became Dawn’s friend. Dawn was on the phone to Kit when a demon took over her house in Conversations with Dead People.

Principal Robin Wood

Robin Wood was Principal at the newly-rebuilt (and short-lived) Sunnydale High. Wood was the son of a Vampire Slayer named Nikki, who was killed by Spike in New York (seen in Fool For Love). He employed Buffy as a student counsellor at his school, though he knew she was really the Slayer. When he discovered that Spike was the one who killed his mother, he tried to kill him, but Spike overpowered him. Wood teamed up with the Scoobies to fight the final fight, which he survived. He was last seen charming Faith in Chosen.

All about the power

In Two To Go, Willow says to Buffy, “I get it now. The Slayer thing really isn’t about the violence. It’s about the power.” The episode Lessons begins and ends with Buffy saying, “It’s all about the power”.

Back to the start

There are loads of references to seasons one, two and three in Lessons, probably to make the idea hit home that Buffy was going “back to the beginning” (as Joss Whedon said it would before the season started). Xander says, “The last two Principals were eaten. Who’d even apply for the job?” He’s referring to Principal Flutie who was eaten by hyena-people in The Pack, and Principal Snyder who was eaten by the Mayor-demon in Graduation Day (Part 2). Buffy says to Dawn, “Stay away from the hyena-people” (referring again to The Pack), “or anyone who eats athletes or invisible people” referring to Go Fish where the school swim team turned into monsters, and also to Out of Mind - Out of Sight, when Marcie Ross turned invisible and caused trouble. Buffy tells the dead people, “I’m the one who dates dead guys”, referring of course to her past vampire ex-boyfriends, Angel and Spike; Buffy says she missed the heart when she first staked a vampire, which we saw in a flashback in Bargaining (Part 2).

Duck!

In Tabula Rasa, Buffy says, after an unexpected blow, “note to self, learn to duck”. She didn’t heed her own wisdom though - in Lessons, when Buffy discovers crazy Spike, he says “Buffy, duck.” To which Buffy replies, “What? Duck? There’s a duck?” Then she gets hit by the flying dead janitor, thus concluding her ducking lesson.

Get out, get out, get out!

In Older and Far Away, Dawn screams, “Get out, get out, get out!” at Buffy and the gang. She said the same thing to Buffy and Joyce in season five’s birthday episode, Blood Ties. In Lessons, the zombie janitor yells, “get out, get out, get out!” at Buffy.
This phrase is repeated by Glory in The Weight of the World, when Glory is starting to become “more human”:

GLORY: “What’s he doing?”
PRIEST: “I must anoint the key.”
GLORY: “Really don’t. Go.”
PRIEST: “But-”
GLORY: “Out! Get out, get out!”

Perhaps intentionally similar to Dawn’s outbursts?

Hostile Seventeen

Hostile Seventeen was the Initiative’s code name given to Spike after they captured him in the episode The Initiative. Interestingly, Riley told Buffy in A New Man that he had captured or killed seventeen ‘Hostile Sub-Terrestrials’ (or HSTs, the Initiative name given to demons).
In Where the Wild Things Are, Spike goes to a party held by the Initiative boys. Xander calls out, “Hey! What a surprise! hostile 17! Can I get you a drink Hostile 17?”
In Goodbye, Iowa, Riley recognises Spike as Hostile 17. Spike attempts to fake an accent to disguise himself but gives up.
In The Killer in Me, when Buffy has Spike’s chip removed, the Initiative soldier calls Spike Hostile 17. In Lessons, Adam refers to Spike as “Number 17″.

Missed the heart

In Becoming (Part 1), we see Buffy kill her first vampire in a flashback to when she was in L.A. Buffy misses the heart on her first try. She tells this story to Dawn in Lessons.

Mobile danger

In Lessons, we see that the Scoobies have finally cottoned on to the fact that mobile phones are a good idea for people who are regularly in danger. Buffy and Dawn now have matching mobile phones. Xander also has a cell phone, and Buffy has his number on speed dial.

Not Buffy at all

At the end of each credit sequence there is a long close up of Buffy just before the episode starts. The close up at the end of seasons six and seven is not really Buffy at all. In season six, it’s actually the Buffybot from The Gift and in season seven it is the First Evil in Buffy’s form from Lessons.

Manifest spirits

In Lessons, manifest spirits haunt Buffy, Dawn and the others. A manifest spirit is like a ghost but is able to take a physical form such as (in this case) rotting dead bodies. Manifest spirits are raised from the grave using a talisman - made of bone, twigs, feathers and string. Buffy figures that by destroying the talisman she will send the manifest spirits back where they came from, so she asks Xander to do this. It’s unclear who summoned the spirits to Sunnydale High, and why.

Bangers and mash

In Lessons, Willow tells Giles, “But there’s this look that they get. Like I’m going to turn them all into bangers and mash or something. Which I’m not even really sure what that is.” In Checkpoint, Xander says of Giles, “Because if they deport him, they’re not just destroying his career, they’re condemning the man to a lifetime diet of blood sausage, bangers and mash.” Bangers and mash are sausages and mashed potato - if you’re wondering!.

Britney Spears

Pop starlet Britney was supposedly due to play April the robot in I Was Made to Love You. She backed out at the last minute. Adam Busch (Warren) told Zap2it, “But then Britney backed out in the last minute and they got this other actress.” Coincidentally, Shonda Farr, who ended up playing April, appeared in the movie Crossroads, which starred Britney Spears.
There were rumours again that Britney was due to play another character in season seven, but Sarah Michelle Gellar apparently said no, as she felt the show wouldn’t benefit from the kind of publicity which follows Spears.
Britney is referenced in Life Serial, when the construction site foreman calls Buffy “Britney”. In Lessons, Dawn tells her class, “I love to dance. I like music. I’m very into Britney Spears’ early work before she sold out, so mostly her finger painting and macaroni art. Very underrated.”
In Sleep Tight, Angel says, “Yeah, and you look like hell. Not the fun one where they burn you with hot pokers for all eternity, but the hard core one. You know, Nixon and Britney Spears.”

Fantastic Four

The Marvel comic Fantastic Four is referenced a few times in Buffy the Vampire Slayer and Angel. In The Witch, Xander says about Amber’s burning hands, “Like the Human Torch, only it hurts.” This is a reference to Johnny Storm, the Human Torch, a character in the Fantastic Four. In the Angel episode ‘In the Dark‘, Cordelia says “It’s daylight, you’re ringless, and unless you changing the act to Human Torch, I don’t think so”.
In Lessons, Willow’s Wicca teacher is named Miss Harkness. There was a witch named Miss Harkness in the Fantastic Four. In Bring on the Night, Andrew mentions the supervillain Dr. Doom from the comic.

Harry Potter

The popular book series Harry Potter by J. K. Rowling is referenced a few times in Buffy. In Real Me, Dawn says, “I’m not going to Hogwarts”. This is a reference to Hogwarts is the school for wizards that Harry attends.
In Lessons, Willow wonders why Giles went “all Dumbledore on me”, referring to the Head Master at Hogwarts school. In Bring on the Night, Andrew says, “An evil name should be something like Lex or Voldemort.” He’s referring to Superman’s nemesis Lex Luthor and Voldmort, who appears in the Harry Potter books.
In Potential, Andrew plays with the snakeskin for the spell, and says “at your ssservice, Missss Rosenberg, sssir”. This is also a reference to Harry Potter - Harry can speak to snakes, and does so in film Harry Potter and the Chamber of Secrets, which is when the snake says “at your ssservice, Mister Potter, sssir”.
In Empty Places, while Anya is giving her talk about the Turok-Han in the basement, Kennedy goes up to the kitchen where Faith asks, “Shouldn’t you be at Hogwarts?”
In Belonging, Lorne says “This reading room - to die for. Raked stage, rocking chair, fabulous colours. I’m tempted to just show up tomorrow morning with Harry Potter”.

James Bond

In the episode Ted, Cordelia states Buffy should have ’special rules’ when it comes to the subject of murder to which Xander replies, “What? A license to kill?” This is the title of the 1989 James Bond movie starring Timothy Dalton.
In The Prom, Cordelia says that Wesley would look “way-007 in a tux”, referring to Agent 007 - James Bond. In Flooded, the nerds can be seen playing 007 Golden-Eye on their Playstation. In Out of My Mind, Buffy says, “You’re like my fairy godmother and Santa Claus and Q all wrapped up into one… Q from Bond not Star Trek“.
In Life Serial, Jonathan, Andrew and Warren discuss the different actors who have portrayed James Bond. Warren likes Sean Connery, Jonathan favours Roger Moore and Andrew’s favourite is Timothy Dalton. They mention the movies Dr. No, Moonraker, Licence to Kill and The Living Daylights.
In As You Were, Buffy says to Riley, “you still carry around all that James Bond stuff.” They later abseil down a giant dam, 007-style.
In Lessons, Dawn says, “Check out double-oh Xander”, referencing James Bond. In Showtime, Andrew tells Dawn she has a “License to Kill” and in Villians, Buffy, Xander,and Dawn are talking about what to do with Warren and Buffy says, “That doesn’t give me a license to kill.”

R.E.M.

In Lessons, Halfrek says of the singing couple, “Oh look at them with the shiny happiness”. ‘Shiny Happy People‘ was an R.E.M song from their album ‘Out of Time’.

Twilight Zone

In Older and Far Away, Xander says, “the only thing missing is a cornfield”. This could be a reference to an episode of Twilight Zone called ‘It’s A Good Life‘ which starred Billy Mumy as a little boy called Anthony, who wished people into a cornfield when they made him mad. The episode was adapted from a short 1953 horror story by Jerome Bixby.
In Lessons, Dawn says, “To serve humans is a cookbook”. This is from a short story by Damon Knight called To Serve Man, made into an episode of the Twilight Zone - in which a group of aliens claim to trying to help humans. They write a book called To Serve Man which is later discovered to be a cookbook. In the Angel episode Peace Out, Gunn says, “To Serve Man! It’s To Serve Man all over again.”

Seen at 28.09 minutes:

During Buffy’s fight scenes she seems to be wearing trainers - but before and afterwards she’s wearing high heels.

Seen at 31.15 minutes:

Joss Whedon points out in his DVD commentary for Lessons that Buffy’s clothes don’t have any pockets, yet she manages to put her phone into an “invisible” pocket at the back of her trousers a couple of times. At one point she tucks it into the back of her trousers but in the next shot it’s gone. In most shots of Buffy’s back, the phone is not there at all - where is it?

Seen at 38.17 minutes:

In the final scene of Lessons, we see the First take the form of previous Big Bads. Drusilla/the First briefly moves Spike’s hair, but we discover later that the First can’t touch anything.