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Buffyverse Wiki

"Becoming, Part Two" is the season finale of the second season of Buffy the Vampire Slayer television show, and the thirty-fourth episode in the series. Written and directed by Joss Whedon, it originally broadcast on May 19, 1998, on The WB network.


PART 2 OF A HEART POUNDING SEASON FINALE — The suspense continues as hell prepares to swallow the world and Buffy is left alone to stop it. With Giles in the hands of the enemy and Angel primed for destruction, our slayer is forced into some treacherous alliances and faced with life-changing decisions.[1]


The two policemen grab Buffy as she pleads for them to let her check on friends. They accompany Buffy outside the library as Principal Snyder arrives with more cops. Buffy hopes that Snyder will tell the police that she was not involved in the attack, but he tells the officers that if there is trouble around, Buffy is behind it. She calls him a "stupid little troll." To escape being arrested for Kendra's murder, Buffy strikes the cop holding her and flees, becoming a fugitive from the law.

Disguised, Buffy finds Xander in the hospital and they enter a comatose Willow's room. Cordelia arrives, admitting that she had run away from the fighting to save herself. Buffy learns that Willow may wake up from her coma, but the longer she stays unconscious the less likely her recovery becomes. They all realize that Giles is missing.

Angel wakes Giles, and announces his intention to torture him for information concerning the ritual to awaken Acathla, although hoping that Giles resists so Angel can torture him.

The police visit an incredulous Joyce, informing her that Buffy is a wanted fugitive for Kendra's murder. Joyce tries to protest, insisting that there is some mistake. She mentions that Buffy is supposed to be with her friend Willow, and the police tell her that Willow is one of the other victims. They also remind Joyce of Buffy's violent history, and ask Joyce to contact them if she hears from her daughter.

Buffy finds Whistler in Giles' apartment and they discuss Angel. He tells her no one foresaw Buffy, that Angel was supposed to be stopping Acathla, not bringing him forth, but that was before Buffy erased his soul. He asks her what she intends to do about this, and tells her that in the end, she's all she's got. As she leaves, he tells her blessed sword is not enough, that she must know how to use it. As she walks down the street, a policeman recognizes her and tries to arrest her, but Spike shows up and knocks him out. After a exchanging punches, he strikes a deal with her: he will help stop Angel if she allows him and Drusilla to leave town. Spike explains that while vampires may love to talk about destroying the world among themselves, he prefers the world as it is. Moreover, he cannot stand the way Drusilla acts around Angel. While Buffy is unimpressed by his speech, he reminds her that they have her Watcher, Spike is all she has got, and that neither of them can fight both Angel and Dru alone.

Buffy accepts the ceasefire and decides to talk with Spike inside her home, but she is intercepted in the driveway by her mother, who demands to know what is going on. Spike is surprised and amused to discover that Joyce has no idea that Buffy is the Slayer. When Joyce demands to know what is going on, Buffy tries to cover by saying that she and Spike were in a band together. However, the three are attacked by a vampire sent by Angel to follow Spike, and Joyce watches in shock as Buffy slays the creature. After this display, Buffy is forced to explain her destiny as the Slayer to her mother, who has significant difficulty accepting the truth.

In the hospital, Xander tells a comatose Willow that he loves her. She wakes and asks for Oz, who appears in the room. She tells him that her head feels "big" and asks him if it is, in fact, big, and he responds, "No, it's head-sized."

Back at the Summers home, there is an awkward silence between Joyce and Spike. Joyce recognizes him from somewhere and asks him about it. Spike, cheerfully, says she hit him on the head with an axe once. Both are very happy when Buffy shows up, getting them out of their awkward silence. Buffy says she'll accept Spike's offer, although she is hesitant to let Dru walk because she killed Kendra. Spike expresses surprise and pride that Dru "bagged a Slayer," but then realizes that this is probably not the best thing to say in front of Buffy. He insists that Buffy will get no help from him if Dru is harmed, and she accepts these terms but she warns that Drusilla only walks if Giles survives. Spike leaves the house and in a dramatic argument, Joyce insists Buffy must tell her everything, and tries to prevent her from leaving. Buffy tells her mom that she wishes she could be a normal teenager, but that she has to go save the world, again. Joyce tells her daughter not to come back if she leaves the house. Buffy looks shaken, yet leaves without hesitation.

On her hospital bed, Willow, despite protest from Xander, decides to try the curse again. She sends Oz and Cordelia after her supplies, which had been left in the library after the attack. She sends Xander to tell Buffy her plans, hoping she can stall until the curse is complete.

Spike, back in his wheelchair, discovers a frustrated Angel on the verge of killing Giles, who has withstood extensive torture without revealing his knowledge of the ritual. Spike, who must keep Giles alive so that Buffy will let Dru leave, uses reason to persuade Angel not to kill Giles. Spike suggests another way of getting the information and asks Dru if she wants to play a game.

Buffy returns to the library to retrieve Kendra's sword, where she runs into Snyder, who expels her, even though he knows that she is not the murderer. She insists that the truth will be revealed, and he points out that the law enforcement authorities in Sunnydale are "deeply stupid." Buffy pulls Kendra's sword out and says: "You never ever got a single date when you were in high school, did you?" After she leaves, Snyder calls the Mayor with "the good news" of her expulsion.

Drusilla uses her psychic powers to read Giles and discover his weakness. She cajoles the information she wants by hypnotizing him so that she appears as Jenny in his eyes. He reveals that Angel must use his own blood, not someone else's, to awaken Acathla. Angel orders Giles killed, but Spike is able to put this off by claiming he could be lying. Angel agrees and compliments Spike on his seemingly clever thinking.  

Buffy, now wearing the crucifix Angel gave her when they first met, returns to Whistler to ask him about how to defeat Acathla, who tells her Angel's blood will send both evil beings back to hell. Blood opens it, blood closes it. He says with great significance that the quicker she kills Angel, the easier it will be. She says it will be no problem — she has already lost everything. After she leaves, Whistler says she's got one more thing to lose. On her way to the mansion, Xander arrives with Willow's message, but decides to tell Buffy that Willow said to "kick his ass." Buffy asks him to free Giles while she deals with Angel. Chaos reigns inside the mansion as Spike leaves his wheelchair and attacks Angel with a crowbar, but Drusilla subsequently attacks him while Xander rescues Giles.

During the fight, Angel recovers before Buffy can defeat his vampire lackey and successfully removes the sword from Acathla. He and Buffy begin to duel, both going for the kill, with Angel eventually gaining the upper hand. As Acathla starts to awaken, Spike knocks a dismayed Drusilla unconscious and is carrying her from the fray. On his way out, Spike sees Angel approaching an unarmed Buffy with a sword and believes that Angel is actually going to kill Buffy. He shrugs and leaves. Angel notes that Buffy is all alone, with no weapons and no friends. He asks her what is left, and thrusts his sword at her head. Eyes closed, she stops the blade with her hands. She opens up her eyes and says: "me." At the same time, a weakened Willow is performing the restoration ritual and falls into a trance. Her friends watch as she starts reciting with ease.

Spike embraces Drusilla while he drives away in his car. Buffy fights ferociously, and quickly backs Angel up against the statue just as Willow finally succeeds with the Ritual of Restoration; the Orb of Thesulah glows and vanishes. As Buffy is about to land the killing blow, suddenly Angel's soul is restored. He is confused and doesn't understand what is happening. However, the ensoulment has come too late; Acathla opens his mouth and a vortex begins to expand outward. Angel hears something behind him, but Buffy reassures him that everything is fine. After a final kiss, Buffy tells Angel to close his eyes. When he complies, she stabs Angel into the vortex. Angel says "Buffy?" and extends his arm. She watches as he is sucked into Acathla's dimension and the vortex closes behind him, then she begins to weep.

Joyce finds a note on Buffy's bed, noticing that her clothes have been strewn everywhere and her closet emptied. The Scooby Gang gathers in front of the school speculating on what happened between Buffy and Angel, as all they know is that Acathla was stopped. Unbeknownst to them, Buffy is watching from a distance. She turns and boards a bus. As the bus leaves, a road sign reads: "Now leaving Sunnydale. Come back soon!"


  • Xander's lie, telling Buffy that Willow said: "Kick his ass," instead of that Willow was trying to curse Angel again, remains unrevealed to Buffy and Willow for years until a discussion in "Selfless."
  • Willow restoring of Angel's soul marks the beginning of her practicing witchcraft ("Dead Man's Party"), something that will eventually turn her into a very powerful witch ("Bargaining, Part Two"). As Giles predicted in "Becoming, Part One," performing such a ritual did affect her on a deep level.
  • In "Becoming, Part One," Darla told Angel, "Close your eyes," before siring him. In this episode, Buffy tells him the same thing before skewering him and sending him to hell.
  • Angel will not lose his soul again until the episode "Awakening" on Angel. Willow will be summoned to curse him once more in "Orpheus" as the only living person to have restored Angel's soul.
  • Buffy invites Spike into her home. He routinely takes full advantage of this invitation ("Lovers Walk") until Willow and Tara perform a revoke invitation ritual in "Crush."
  • Joyce asks Spike if they have met before, and he tells her: "You hit me with an ax one time; you know, 'Get the hell away from my daughter'," referencing their interaction at Parent-Teacher Night in "School Hard." Spike and Joyce later develop something of a friendship ("Lovers Walk," "Crush").
  • Spike plays a role in saving the world, marking the first alliance between him and Buffy. He will aid her again in prevent the apocalypses in "Doomed," "Primeval," "The Gift," and so on.
  • Joyce finds out that Buffy is the Slayer in this episode. As it'll be revealed in the episode "Normal Again," this is the second time Buffy told her about her Slayer destiny; the first time was after she slayed her first vampire, seen in the flashback in "Becoming, Part One."
  • Snyder takes advantage of the murder and assault accusation against Buffy to expel her. She will be reinstated following "Dead Man's Party" when Giles threatens Snyder and school board overrules him.
  • It is revealed that Snyder is acting in league with the Mayor of Sunnydale, who will be the next Big Bad the Scoobies will face ("Graduation Day, Part Two").
  • Buffy's friends are left to ponder the events that took place during the fight. Giles will ultimately convince Buffy to share these events in "Faith, Hope & Trick."
  • Whistler appears to Buffy after discussing his plans with Angel in flashback of "Becoming, Part One." He will ally himself with Angel to continue his plans in Riley: Commitment Through Distance, Virtue Through Sin and during the Angel & Faith series.



Organizations and titles[]





Rituals and spells[]

Death count[]

  • Two vampires, staked by Buffy.
  • One vampire, beheaded by Buffy with a sword.
  • Angel, stabbed with a sword and sent to Acathla's dimension by Buffy.

Behind the scenes[]


  • The "Grr, Argh" monster says, "Ooh, I need a hug" instead, the first time a variation was used for Mutant Enemy Productions's slate.


  • "Becoming, Part Two" pulled in an audience of 4.2 million households on its original airing.[2]

Pop culture references[]

  • Spike's description of the end of the world as "Goodbye Piccadilly, farewell Leicester bloody Square" is a paraphrase of lyrics from the song "It's a Long Way to Tipperary" by Jack Judge and Harry Williams.


  • When Xander enters the mansion, he punches the vampire with his broken wrist.
  • When Xander meets Buffy outside the mansion, he says that he's the "Calvary" when what he means is he is the "cavalry." Calvary is the hill that Jesus was crucified on. Cavalry are reinforcements.


International titles[]

  • Armenian: "Վերափոխում (Մաս 2-րդ)" (Transformation (Part 2))
  • Czech: "Proměna (2. část)" (Transformation (2nd part))
  • Finnish: "Tulevaisuuden avaimet, osa kaksi" (Keys to the Future, Part Two)
  • French: "Acathla — Partie 2 (Acathla — Part 2)
  • German: "Spiel mit dem Feuer (Playing with Fire)
  • Hungarian: "Méltóvá válni, 2. rész" (Becoming Worthy, Part 2)
  • Italian: "L'inizio della storia (2ª parte)"  (The Beginning of the Story (2nd Part))
  • Japanese: "変貌 パート2" (Transformation Part 2)
  • Polish: "Tożsamość Buffy (2)" (Buffy Identity (2))
  • Portuguese (Brazil): "Metamorfose — Segunda Parte" (Metamorphosis — Second Part)
  • Romanian: "Devenire (Part 2)" (Becoming (Part 2))
  • Russian: "Становление (Часть 2)" (Becoming (Part 2))
  • Spanish (Latin America): "Renacer (Parte 2)" (Reborn (Part 2))
  • Spanish (Spain): "La transformación (II)" (The Transformation (II))
  • Swedish: “Att Bli, Del Två” (To Become, Part Two)



Promotional stills[]

Behind the scenes[]



Buffy: "You never ever got a single date in high school, did you?"
Snyder: "Your point being?"
Buffy: "I lost a friend tonight, and I may lose more. The whole Earth may be sucked into hell and you want my help 'cause your girlfriend's a big hoe. Well, let me take this opportunity to not care."
Buffy: "Do you think I chose to be like this? Do you have any idea how lonely it is, how dangerous? I would love to be upstairs watching TV, or gossiping about boys or, God, even studying! But I have to save the world. Again."
Giles: "In order to be worthy... you must perform the ritual... in a tutu. Pillock!"
Angel: "Alright, someone get the chainsaw!"
Giles: "It's a trick. They get inside my head, make me see things I want."
Xander: "Then why would they make you see me?"
Giles: "Oh, right. Let's go."
Angel: "Now that's everything, huh? No weapons... No friends... No hope. Take all that away and what's left?"
Buffy: "Me."


  1. "The Mortuary." Buffy The Vampire Slayer. 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.