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"Becoming, Part One" is the twenty-first episode of season two of Buffy the Vampire Slayer and the thirty-third episode in the series. Written and directed by Joss Whedon, it was originally broadcast on May 12, 1998, on The WB network.


PART 1 OF A HEART POUNDING SEASON FINALE — A web of conspiracy, suspense and heart break surround the second season finale of Buffy the Vampire Slayer. Buffy determines the time has come to destroy Angel and must ascertain if she is ready to sacrifice all she knows to be true to do so, but her decision is further entangled when Willow uncovers the secret that may restore Buffy's former beloved. Elsewhere, Angel chooses to unearth an evil demon that could swallow the earth and all of the beings, rather than return to the arms of his former lover.[1]


A half-demon named Whistler talks about how in every life there are turning points where certain moments help to determine your life's course, with some moments being simple, subtle ones. Key events in Angel's past are interlaced with current events in Sunnydale.

Galway, Ireland 1753: Liam, the man who will become Angel, is kicked out of a tavern along with his friend because they have run out of money. The friend slumps in the snowy road while a drunken, unsuspecting Liam is lured into an alley by a beautiful blonde. She is Darla, who bites Liam and thus sires him.

Sunnydale, 1998: Buffy tries to send a war message to Angel via a vampire, who refuses to do the chore. She stakes him as Angel watches from afar. The next day, Giles has been called to a research lab that has just discovered a large stone block. He discovers an opening in the rock, but he tells the man in charge, Doug Perren, to wait for him to translate its text. Meanwhile, Willow offers to help Buffy study for the chemistry final.

London, 1860: Drusilla is a young Catholic girl who enters a confessional booth just as Angelus kills the actual priest. She talks about her unwanted visions, such as one of a cave-in at a mine that had happened that morning. Angelus, posing as the priest, derides her as a devil child before finally agreeing to let her go with ten Our Fathers and an Act of Contrition.

Sunnydale, 1998: At Crawford Street mansion, Drusilla lets Angel know what she and Spike read in the paper about the obelisk discovered. They decide to pay a visit to the researcher. Meanwhile, Buffy is struggling with Willow's lesson when her pencil slips to the floor beside the floppy disk Ms. Calendar had dropped beside the teacher's desk. Willow pops the disk into the computer and they are shocked when they realize the content — unbeknownst to them, Jenny had just translated the document telling how to curse Angel, and saved it on the disk.

Romanian woods, 1898: The body of a young Romani girl lies on a table next to a fire as an elderly woman recites a curse before an Orb of Thesulah. Angelus runs through the woods towards the camp. The woman completes the Ritual of Restoration and Angelus falls to the ground. His eyes glow and his soul is restored. A Romani elder emerges beside Angelus and rejoices over the suffering he soon endure, as Angelus will soon remember and feel remorse for every vile act he has committed over the previous hundred years.

Sunnydale, 1998: Giles explains that the ritual requires much knowledge about magic, but Willow is undeterred. Xander believes that Angel should die for his crimes and upsets Giles with his comments about Ms. Calendar. Xander thinks Buffy is selfish. She leaves to clear her head and encounters fellow Slayer Kendra, who has returned with information that a dark power is about to rise in Sunnydale. At the same time, Drusilla kills the curator while Angel and his minions steal the statue. Angel returns to tell Spike the story of Acathla, a demon that came to suck the world into Hell. A virtuous knight stabbed him in the heart before he could draw a breath, but someone worthy can remove the sword to awaken Acathla. Angel wants to make history end. Kendra has brought a sword blessed by the same knight who stopped Acathla.

Manhattan, New York 1996: A dirty Angel stumbles aimlessly through the streets, looking like a homeless man, and ends up in an alley lined with trash where he attempts to kill a rat for food. A good demon, Whistler, appears out of the darkness and asks for a chance to show him something so he can make a choice about whether he wants to change.

Los Angeles, 1996: A darkened car stops in front of Hemery High School, and Angel rolls down the window just enough to catch a glimpse of a young Buffy exiting with three friends. She appears to be vain, vacuous, and definitely spoiled. Then a Watcher finds her, Merrick, shocking her with a tale about her destiny fighting vampires. He then observes her in a cemetery staking her first vampire rather clumsily. Angel watches as she goes home, where her father yells at her for being gone without telling them where she was going. Her mother seems a bit more understanding. After watching the whole ordeal, Angel decides that he wants "to be somebody" and help Buffy.

Sunnydale, 1998: Angel kills a human, spreads blood on his palm, then recites an incantation in Latin, and tries to pull out the sword unsuccessfully. Spike is amused, but Drusilla is not. Angel decides to pay a visit to an old friend to find out what he should do to complete the ritual. The next day, Buffy and Willow are taking an exam when a vampire walks to the front of the classroom and self-immolates, telling Buffy as she is killed by sunlight that she must meet Angel. The Scoobies fight about whether or not they should perform the restoration. Xander wants Angel killed, but Buffy wants him to be restored, though she has accepted she might have to kill him. Buffy asks Willow to perform the restoration as a safety measure and asks Kendra to stay behind to protect her friends. Willow says it will take around a half of an hour to perform the ritual, and something called an Orb of Thesulah. Giles tells her he has one and that he's been using it as a paperweight. Willow tells Buffy she should fight to delay Angel.

Buffy finds Angel at the cemetery and they start fighting. However, Angel has used the same ploy he used before, diverting Buffy while a group of vampires attack her vulnerable friends. Willow is knocked out and trapped under some fallen bookshelves, and Xander ends up unconscious on the upper level. Cordelia is the only one able to escape. Drusilla enters and hypnotizes Kendra before slitting her neck. She falls to the ground, motionless. Drusilla says they should take what they came for, and leave. At that, the vampires drag away an unconscious Giles as Buffy bursts into the school. She rushes to the Library, finds Kendra's body, and takes her hand. She reaches to Kendra's face with her other hand and strokes it gently. As Buffy mourns her fellow Slayer, a police officer appears and tells her to freeze.


  • This is Darla's first appearance since her death in the episode "Angel."
  • Liam being sired by Darla marks the first siring on camera. The details surrounding Angel's siring are further expounded upon in the Angel episode "The Prodigal."
  • Buffy and Willow discover Jenny's disk containing her translation from the episode "Passion."
  • Spike is shown to finally be fully healed from his ordeal in "What's My Line? Part Two," now able to walk and with his face rid of any wounds.
  • When Giles reveals he has an Orb of Thesulah, he mentions that he's been using it as a paperweight. In "Passion," the Dragon's Cove owner told Jenny that he usually sold the relics to tourists as New Age paperweights.
  • Drusilla kills Kendra in a manner reminiscent of the way the Master killed Buffy, by hypnotizing her ("Prophecy Girl").
  • Kendra's death activates a new Slayer, Faith ("Faith, Hope & Trick").
  • Buffy and Xander's fight about whether or not Angel should be killed for his crimes is much like the one they'll have about Anya in "Selfless," only the roles are reversed.
  • A flashback shows Angel seeing Buffy for the first time, marking the beginning of their intertwined fates, and setting in motion the predestined "evolution" that they were supposed to complete (The Hero of His Own Story).
  • This episode marks the second time a vampire is killed by immolation in sunlight, the first being Collin in "School Hard."
  • In a flashback, Buffy misses the heart the first time she tries to stake a vampire, as she'll tell Dawn while training her in "Lessons."
  • Whistler jokingly says that Buffy was "prettier than the last one"; the Master said the same thing when first meeting her in "Nightmares."
  • When Buffy realizes that Angel has lured her away from the library so that Giles can be captured, he points out that she falls for it "every single time." In "When She Was Bad," she followed a deceptive lead, allowing Willow and Giles to be kidnapped for the Master's restoration.
  • When Willow proposes to try to perform the spell, Giles warns her that she may be opening a door that can't be easily closed. Indeed, she will begin practicing magic seriously ("Dead Man's Party") and eventually turn into a very powerful witch ("Bargaining, Part Two").



Organizations and titles[]





Rituals and spells[]

Death count[]

  • Liam (Angel), sired by Darla in Galway, Ireland (in flashback).
  • Two vampires, staked by Buffy.
  • Unidentified priest, bitten by Angelus at a church in London, England (in flashback).
  • Old man, bitten by Drusilla (only mentioned).
  • Doug Perren, bitten by Drusilla.
  • Unidentified man, sacrificed by Angel.
  • Robert Berman, staked by Buffy in a cemetery in LA (in flashback).
  • Unidentified vampire, immolated herself in sunlight.
  • Vampire, staked by Kendra.
  • Kendra, throat slit by Drusilla.

Behind the scenes[]


  • "Becoming, Part One" pulled in an audience of 3.8 million households on its original airing.[2]
  • Galway, Ireland in 1753, and Manhattan, New York in 1996, were both created in a studio. This episode was the first time the cast ever shot at a "real studio", as revealed by Joss Whedon. Previously they had shot in warehouses or on location, but never in a proper studio.

Deleted scenes[]

  • This line was cut for length:[3]
    Whistler: "There are three kinds of people that no one understands: geniuses, madmen, and guys that mumble."

Pop culture references[]

  • The Scoobies' table at the school cafeteria has a box of Barnum's Animals Crackers biscuits, a bottle of Fiji water, a juicebox of Hi-C, and Arizona iced tea.
  • Giles says "Quod perditum est, invenietur", in the library when beginning the curse. This is Latin for: "What was lost, will be found".


  • In the 1996 flashback, the reflection of Angel's hand on the steering wheel can be seen in the side mirror.



  • "Becoming, Part One" won an Emmy Award as Outstanding Music Composition for a Series (Dramatic Underscore).[4]

International titles[]

  • Armenian: "Վերափոխում (Մաս 1-ին)" (Transformation (Part 1))
  • Czech: "Proměna (1. část)" (Transformation (Part 1))
  • Finnish: "Tulevaisuuden avaimet, osa yksi" (Keys of the Future, Part One)
  • French: "Acathla — Partie 1" (Acathla — Part 1)
  • German: "Wendepunkte" (Turning Points)
  • Hungarian: "Méltóvá válni, 1. rész" (Becoming Worthy, Part 1)
  • Italian: "L'Inizio della Storia (1ª parte)" (The Beginning of the Story (1st Part))
  • Japanese: "変貌 パート1" (Transformation Part 1)
  • Polish: "Tożsamość Buffy (1)" (Buffy Identity (1))
  • Portuguese (Brazil): "Metamorfose — Primeira Parte" (Metamorphosis — First Part)
  • Romanian: "Devenire (Part 1)" (Becoming (Part 1))
  • Russian: "Становление (Часть 1)" (Becoming (Part 1))
  • Spanish (Latin America): "Renacer (Parte 1)" (Reborn (Part 1))
  • Spanish (Spain): "La Transformación (I)" (The Transformation (I))
  • Swedish: "Att Bli, Del Ett" (To Become, Part One)



Promotional stills[]

Behind the scenes[]



Willow: "This means I won't be able to help you study for tomorrow's final."
Buffy: "Ah, I'll wing it. Of course if we go to Hell tomorrow I won't have to take 'em. Or maybe I'll be taking 'em forever."
Kendra: "In case the curse does not succeed, this is my lucky stake. I have killed many vampires with it. I call it Mr. Pointy."
Buffy: "You named your stake?"
Kendra: "Yes."
Buffy: "Remind me to get you a stuffed animal."
Spike: "Let me guess, someone pulls out the sword..."
Angel: "Someone worthy."
Spike: "...the demon wakes up and wackiness ensues."
Drusilla: "He will swallow the world."
Angel: "And every creature living on this planet will go to hell. My friends, we're about to make history... end."
Angel: "I wanted to say goodbye first. You are the one thing in this dimension I will miss."
Buffy: "This is a beautiful moment we're having. Can we please fight?"
Angel: "I didn't come here to fight."
Buffy: "No?"
Angel: "Gosh, I was hoping we could get back together. What do you think? Do we have a shot? Alright. We'll fight."
Whistler: "Bottom line is, even if you see 'em coming, you're not ready for the big moments. No one asks for their life to change, not really. But it does. So what are we, helpless? Puppets? No. The big moments are gonna come. You can't help that. It's what you do afterwards that counts. That's when you find out who you are."
Officer: "Freeze!"
Whistler: "You'll see what I mean."


  1. "The Mortuary." Buffy.com. Archived from the original on June 9, 2001.
  2. "Nielsen Ratings for Buffy's Second Season." Nielsen Ratings for Buffy the Vampire Slayer, Angel, & Firefly. Archived from the original on April 13, 2008.
  3. Christopher Golden and Nancy Holder. The Watcher's Guide, Volume 1. New York: Pocket Books, 1998.
  4. "Buffy the Vampire Slayer." Television Academy. Retrieved on July 28, 2019.