Buffy the Vampire Slayer
Season 2, Episode 14
Air date January 20, 1998
Written by Joss Whedon
Directed by Joss Whedon
Episode Guide
Sarah Michelle Gellar Buffy
Nicholas Brendon Xander
Alyson Hannigan Willow
Charisma Carpenter Cordelia
David Boreanaz Angelus
Anthony Stewart Head Giles
Special Guest Starring
Vincent Schiavelli Uncle Enyos
James Marsters Spike
Juliet Landau Drusilla
Guest Starring
Seth Green Oz
Kristine Sutherland Joyce
Robia LaMorte Jenny
Brian Thompson The Judge
Ryan Francis Soldier
Co Starring
James Lurie Teacher
Carla Madden Woman
Parry Shen Student

"Innocence" is the fourteenth episode of the second season of Buffy the Vampire Slayer television show, and the twenty-sixth in the series. It was written and directed by Joss Whedon. It was originally broadcast on January 20, 1998.

Because he finds even "one moment of true happiness" in Buffy's arms, Angel's curse is nullified; he loses his soul and reverts to his former self, the vicious super-evil killer vampire, Angelus who teams up with Spike and Drusilla to have the Judge destroy humanity.


After making love with Buffy earlier that night, Angel escapes into the alley with a piercing pain in his heart, clearly in despair to realize he is losing his soul. When a woman tries to help him a few minutes later, he immediately, and gleefully, kills her.

In the factory, Spike and Drusilla are waiting as the Judge gathers his strength. Suddenly Drusilla gets a vision that initially causes her pain, but she then starts smiling as she realizes something good is coming for them.

Buffy wakes up and, finding Angel gone, quickly gets dressed and leaves to find him

In the factory, Drusilla is naming all the stars in the sky when suddenly Angelus enters, much to Spike's surprise and anger. Not knowing about the transformation, Spike quickly sets the Judge on Angel. Spike and Drusilla wait for the Judge to burn him, but nothing happens. Confused, they ask what's wrong and Judge responds that there is nothing to burn… He is clean of humanity. Spike and Drusilla are amazed as they realize Angel's soul is gone and he is one of them again.

The two can barely believe what's happened. Drusilla dances around in celebration at Angelus returning home, and even Spike is pleased to see his mentor is back to his old evil self and makes a remark about how he hated seeing Angel as the Slayer's "lapdog". The couple invite Angelus to join them in using the Judge to destroy the world, and while he's happy to participate he asks them to hold off for a day as he wants to get revenge on Buffy first. Spike realizes that Angelus really wants to make Buffy suffer, and Angelus tells him that she made him "feel like a human… That's not the kind of thing you just forgive."

In the library, the gang are worried about Buffy and Angel since neither reported in the previous evening. Thinking they may have been captured, Willow and Xander tell everyone to prepare to visit the factory before Buffy walks in looking for Angel.


Angelus is back.

While researching a way to defeat the Judge, a demon whom "no weapon forged" can harm, Xander and Cordelia get caught kissing in the library by a crushed and furious Willow, who tells Xander that he'd rather be with someone he hates than her. She runs out in distress.

In Angel's apartment, Buffy finds Angelus and tries to talk to him about the previous night. However, intent on emotionally breaking her, Angelus makes several cutting remarks about the previous night, making it seem like he was just using her, and reminding her that it wasn't his first time. Buffy becomes upset at this sudden change and tries to reach the man she knew, but Angelus just half-heartedly promises to call her. Buffy is left distraught. 

Jenny visits her Uncle Enyos again, who informs her that it's too late: Angel's suffering has ended and his soul is gone.

At school, Willow returns and talks to Xander. She makes it clear she doesn't understand why he's with Cordelia — and doesn't want to — but realizes that there are bigger problems right now. They discuss the Judge and Xander confirms there's no new information.

Suddenly the lights go out and Willow and Xander worry before they see Angelus, hidden in the dark. He sends Xander to get the others and invites Willow to him with the promise of "showing her something". Willow starts to walk towards him, when Jenny arrives and tells Willow to get away. However, Willow doesn't leave quicklyy enough and Angelus grabs her by the neck, ready to kill her. Buffy arrives, and Angelus makes it clear that he's evil now and intends to kill all her friends as a message. However, Xander manages to get behind Angelus and shoves a cross in his face, causing him to let Willow go. Buffy takes the chance to attack in order to save Xander, but Angelus grabs her and forcibly kisses her, promising that things are about to get interesting. He leaves, and Buffy is left devastated over what has just happened.

In the library, the gang discuss this alarming turn of events. Willow tries to comfort Buffy, but then she realizes that Jenny knew Angel had turned before he revealed himself. Jenny lies that she saw his face in the darkness. Giles knows that something set off this transformation, and Buffy realizes that it was having sex with Angel that caused him to lose his soul. Buffy, overwhelmed by what's happening, leaves in distress as Willow realizes the two slept together.

Xander tells the others that he has a plan to defeat the Judge but he needs Cordelia's help for it to work. He mentions that they also need transport, and Willow tells him that they can use Oz's van. Xander refuses to tell Cordelia her part in the plan, and they agree to meet later. As for Buffy, Willow and Jenny decide that she needs some time alone. Everyone agrees, hating to think what Buffy is going through.

Buffy returns home and attempts to hold herself together, but after seeing the cross that Angel gave her and his ring still on her finger, finally suffers an emotional meltdown and collapses onto her bed, sobbing uncontrollably. Falling asleep, Buffy has another dream where she's initially with Angel making love before standing in a graveyard with him and Jenny, and Buffy realizes that Jenny knows more than she's letting on. The next day, a furious Buffy confronts Jenny by slamming her on a desk, and although Giles tries to stop her, Jenny shocks him when she admits that she is a member of the clan that originally cursed Angelus. Reluctantly, she confesses that it was a moment of total happiness that caused him to lose his soul. Buffy tells her to curse Angel again, but Jenny explains that the magic is long since lost to her people. When Buffy, Jenny, and Giles visit Enyos for answers, they find that Angelus has brutally murdered him, leaving the message "Was it good for you too?" daubed in blood. Giles tells Buffy that Angelus is trying to make it harder for her, but Buffy feels that he's just making it easier, knowing she'll have to kill him.

After being driven there by Willow and Oz, Xander and Cordelia sneak into a military base. When a soldier confronts him, Xander claims that he's giving Cordelia the "tour," a.k.a. looking to "turn her on" by making out near weaponry. He pretends he's going to tell the soldier's superior that he's not in regulation, and that convinces the soldier to leave them alone for a few minutes. Cordelia asks him where he got all the knowledge he just used, and Xander admits that all the knowledge he gained from turning into a soldier on Halloween is still with him. The two then steal a large box. In the van, Willow asks Oz if he wants to make out. Oz tells her that he is looking forward to kissing her but declines, as he realizes she only wants to kiss to make Xander jealous. As a result, Willow's respect and feelings for Oz grow.

The four return to the library with their "present" for Buffy. When Jenny tries to help, both Buffy and Giles order her to leave, emotionally hurt over the secrets she's been keeping.

After Xander gives Buffy a crash course in how to work her new "present," the gang head to the factory only to find it seemingly empty. Spike is hiding, only because he knows he's no match for them in his weakened state. They realize that Angelus, Drusilla, and the Judge are making their move, but don't know where they're going. They work out the Judge will go somewhere with a lot of people, but can't figure out where. Oz suggests a place: "If were gonna line up [to be massacred], I know where I'd go."


Buffy aims the rocket launcher at the Judge.

Angelus, Drusilla, the Judge, and a gang of vampires arrive at a mall multiplex filled with people. Angelus has the exits sealed, and the Judge starts to burn everyone inside. At the last second Buffy shoots him with an arrow, trying to distract him and temporarily saving the mall-goers. The Judge is unconcerned, and reminds her that "no weapon forged" can kill him. Buffy shows him times have changed and pulls out her "present," which is actually a rocket launcher. Angelus and Drusilla realize what is about to happen and dive out of the way. The Slayer prepares the weapon, and a confused Judge asks "What's that do?" as she fires at him, the projectile blowing him into tiny pieces. Drusilla, distressed, quickly leaves and Angel slips away too. However, Buffy follows Angel, telling the gang to pick up the pieces and keep them separate, just as the mall's sprinkler system starts to go off.

Buffy searches for Angelus, only for him to jump on her. He boasts that he only pretended to love her, but Buffy tells him she knows he isn't the man she loved. Angelus doesn't believe her, noting that she still made him what he is. The two, soaking wet from the sprinklers, fight, and Buffy manages to overpower him. She pulls out a stake, but Angelus tells her that he knows she can't kill him. Buffy knows he's right, and instead knees him in the groin. As Angelus sinks to the floor, Buffy tells him it's only a matter of time.

Giles drives Buffy home and she feels awful for putting her friends in serious danger. Giles assures her that, although she did act irresponsibly, it is obvious that she and Angel loved each other. He warns that the next few months will be hard on them all, but reassures her that she still has his support and respect.

Later, Buffy is watching a movie, and her mother sits down next to her, presenting her with a birthday cupcake. She promises that she'll take Buffy out shopping soon. Joyce asks Buffy what she did for her birthday, and Buffy simply answers that she got older. Joyce lights the candle on the cupcake and reminds Buffy to make a wish, however Buffy chooses not to and instead leaves it to burn before cuddling up in the arms of her mother.


  • The Big Bad for season two has appeared and Buffy accidentally made it happen.
  • This is the first instance where Xander reveals he has retained military knowledge after the events of "Halloween".
  • Willow learns of Xander and Cordelia's relationship.
  • The rocket launcher will be used once again in Buffy's attempts to kill Principal Wood, in the season seven episode "Him".
  • Although Buffy gets the drop on Angel when she first learns he is a vampire ("Angel"), and tries to goad him into fighting her when she comes back from visiting her father in L.A. ("When She Was Bad"), it is not until he reverts to Angelus in this episode that they engage in their first actual battle with one another.
  • Jenny's past and ulterior motives for being in Sunnydale are revealed.
  • Drusilla refers to Angel as "Angel" rather than Angelus. In Angel episodes, Drusilla almost always refers to him as "Angelus".
  • "Innocence" is the only episode of the series to focus on the current Big Bad.
  • It is established that Sunnydale has its own army base, which will reappear in later episodes.
  • We learn that there are various degrees of evil in vampires. Angelus does not have enough humanity for the Judge to burn him in this episode, but Dalton had enough in the previous episode.
  • When Angelus tells Spike "To kill this girl [Buffy]… you have to love her," it's an unintentional foreshadowing the future relationship between Spike and Buffy later in the series.
  • Oz joins the Scooby Gang in this episode, aiding them in stealing the rocket launcher and joining them in going to the factory and the mall. In the previous episode, Willow told Oz the truth about Sunnydale.




Organizations and titles


Weapons and objects

Death count

  • Unidentified woman, bitten by Angelus.
  • Enyos Kalderash, killed by Angelus.
  • Unidentified man, burned by the Judge.
  • The Judge, blown to pieces by Buffy with a rocket launcher.

Behind the scenes


  • Asked about his decision to turn Angel evil, Joss Whedon said that he feels it was necessary to keep the story fresh. Although the fan base wanted Buffy and Angel to be together romantically, Whedon said "What people want is not what they need."[1]
  • The rocket launcher was originally going to be a tank, but that turned out to be too expensive.
  • In the flashback scenes of Buffy and Angel consummating their relationship, it's not actually David and Sarah's breathing we can hear, but rather Joss Whedon and supervising sound editor Cindy Rabideau. Apparently Joss was too embarrassed to ask the actors to provide this particular voiceover.
  • Filming had to be halted for 25 minutes after Sarah Michelle Gellar's big crying scene for the actress to compose herself.
  • According to James Marsters the original idea was that Angel would become Angelus and kill Spike to have Drusilla to himself. However the character of Spike had become so popular with the cast, crew and fans he was instead preserved to serve as Angelus' 'jealous little brother'.


  • This episode was the highest rated episode of Buffy ever, scoring a 5.2 Nielsen rating and a 6.7 overnight rating, with each ratings point representing 980,000 households. In millions of viewers, this episode scored the biggest of the series (8.2 million).
  • "Innocence" marked the show's permanent move from Mondays to Tuesdays. As a result of the switch, the episode originally aired just one day after "Surprise".

Deleted scenes

  • This exchange was cut for length:[2]
Gypsy Man: "You! Evil one!"
Angelus: "Evil one? Oh, man, now I've got hurt feelings."
Gypsy Man: "What do you want?"
Angelus: "A whole lot. Got a lot of lost time to make up for. Say, I guess that's kind of your fault, isn't it? You Gypsy types, you go and curse people, you really don't care who gets hurt. Of course, you did give me an escape clause, so I gotta thank you for that."
Gypsy Man: "You are an abomination. The day you stop suffering for your crimes, you are no longer worthy of a human soul."
Angelus: "Well, that pesky little critter's all gone. So we can get down to business… Don't worry, it won't hurt a bit… after the first hour."

Pop culture references

  • Smurf: Buffy clearly means to insult the Judge, having already told Giles that the demon was not "the prettiest man in town."
  • Quest for Camelot: When Buffy battles Angelus in the mall's movie theater, posters for this 1998 Warner Bros film can be seen on the walls.
  • At the end, the movie Buffy and her mom are watching is Stowaway, a 1936 musical starring Shirley Temple, Alice Faye, and Robert Young. The song "Goodnight, My Love" is being sung by Faye and Young.

Goofs, bloopers & continuity errors

  • You can see Drusilla reflecting off of the brass plate behind her when the explosion takes place.
  • After Angelus reveals himself at the school, Xander tells Cordelia to meet him at Willow's house in half an hour. However, the heist does not actually take place until the next day (in between the two scenes, Buffy falls asleep and confronts Jenny the next morning). Joss Whedon has acknowledged this error, and suggested for the sake of realism that he and Cordelia simply met up with Willow and Oz to go over the plan before going through with it the following evening.[citation needed]
  • The explosion of the rocket actually begins slightly before impacting the Judge. Joss' commentary explains it as necessary because "We had to mask the rocket bouncing off of the statue."


  • Alice Faye — “Goodnight My Love” (Plays as Buffy and her mom watch the movie at the end of the episode.)
  • Christophe Beck — “Yesterday on Buffy”
  • Christophe Beck — “Spike My Boy”
  • Christophe Beck — “What's That Do?”
  • Christophe Beck — “Get Out”
  • Christophe Beck — “Moment of Happiness”

International titles

  • French: “Innocence — partie 2” (Innocence — part 2)
  • Finnish: “Enkeli vai Paholainen?” (Angel or Demon?)
  • German: “Der gefallene Engel” (The Fallen Angel)
  • Portuguese (Brazil): “Inocência” (Innocence)
  • Spanish: “Inocencia” (Innocence)


  • Joss Whedon has listed "Innocence" as his favorite episode. Whedon said of the episode: "The scene where Angel has become Angelus but is pretending he's not and that he's just had a one-night stand with Buffy and that destroys her. When he came to her and said, 'Why are you making a big thing out of it?' When he acted like a guy. I wrote that scene and thought, 'I might be a worse person than I ever imagined because I am able to write this scene.' I think I just tapped into somebody really horrible and it came rather easily. Ugh."[citation needed]
  • Kristine Sutherland told BBC that this is her favorite episode as a fan. She had the most fun shooting "Band Candy".
  • This episode is Angelus-centric.
  • This episode is included in The Slayer Collection: Angel DVD.
  • In traditional vampire lore, roses are actually supposed to repel vampires. That does not seem to be the case in Buffyverse, although Drusilla does not seem to care for them.




Dru - "I'm naming all the stars."
Spike - "You can't see the stars, love; that's the ceiling. Also, it's day."
Dru - "I can see them, but I've named them all the same name, and there's terrible confusion."
Spike - [to Dru] - "Do you know what happens to Angel?"
Angelus - "Well, he moved to New York and tries to fulfill that Broadway dream, it's tough slaying but one day, he's working in the chorus when the big star twists her ankle."
Oz - "So, do you guys steal weapons from the army a lot?"
Willow - "Well we don't have cable so we have to make our own fun."
Cordelia - "So does looking at guns make you wanna have sex?"
Xander - I'm 17. Looking at linoleum makes me wanna have sex."
Willow - "My God! You people are all - well, I'm upset, and I can't think of a mean word right now, but that's what you are, and we're going to the Factory."
Xander - "Whoa, whoa! I-I think I'm havin' a thought. Yeah, yeah, yeah, that's a thought. Now I'm havin' a plan." [the light go out] "And now I'm havin' a wiggins."
Willow - "I knew it! I knew it! Well, not 'knew it' in the sense of having the slightest idea, but I knew there was something I didn't know. You two were fighting way too much. It's not natural!"
Xander - "I know it's weird…"
Willow - "Weird? It's against all laws of God and Man! It's Cordelia! Remember? The, the 'We Hate Cordelia' club, of which you are the treasurer."
Xander - "Look, I was gonna tell you."
Willow - "Gee, what stopped you? Could it be shame?"
Oz - "Uh… arm!"


  1. "The Man Behind the Slayer"
  2. "The Watcher's Guide, Volume One"
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