Season 3, Episode 3
Angel 3x03
Air date October 8, 2001
Written by Tim Minear
Directed by Fred Keller
Episode Guide
"That Vision-Thing"
"Carpe Noctem"
David Boreanaz Angel
Charisma Carpenter Cordelia
Alexis Denisof Wesley
J. August Richards Gunn
Amy Acker Fred
Guest Starring
Andy Hallett Lorne
Jarrod Crawford Rondell
Khalil Kain Gio
Co Starring
Matthew James Merl
Giancarlo Carmona Gang Kid
Steve Niel Huge & Horrible
Josh Kayne Cowering Demon
Sam Ayers Tough Guy Demon
Heidi Marnhout Fury #1
An Le Fury #2
Madison Gray Fury #3
Julie Benz Darla
Michele Kelly Alonna
Candice Cook Masked Demon

"That Old Gang of Mine" is the third episode of the third season of Angel and the forty-seventh episode overall. Written by Tim Minear and directed by Fred Keller, it was originally broadcast on October 8, 2001 on the WB network.

Harmless demons are suddenly being killed all over LA for no apparent reason. Gunn finds out it is his vampire-hunting former comrades who are doing it for fun, and he now needs to make a choice about where he will stand.


Angel tries to apologize to Merl, the demon who he has long used as an informant, and who he has frequently abused. Merl doesn't feel his apology is sincere. Angel goads him into taking a free punch, but because they are at Caritas, a spell, which prevents any violence by demons, instead causing Merl to be thrown backwards, which just makes him feel that he is being ridiculed. He goes home and, as he settles among his pitiful possessions, he is violently attacked and killed. The next morning, Angel and Wesley investigate the killing and call Gunn to join them—they interrupt him from a nightmare in which he is reliving his killing of his vampiric little sister. Gunn is annoyed at the call, not understanding why they should care about the murder of a demon, even if he was a harmless one.

Gunn heads on over to visit his old crew. As well as reuniting with Rondell he also meets Gio, a new addition to the gang criticizes Gunn for working with a vampire, instead of killing him. Gunn leaves the confrontation angry, feeling his old friends think he's a traitor or vampire-lover. His friends take him aside and, while defending him from the charges of being a traitor, still feel like he hasn't been around and seems to have forgotten his friends from his old neighborhood.

Angel and Cordelia talk about Fred, who is still not coming out of her shell despite three months back in Los Angeles. Angel asks Cordelia to talk with Fred to help her. Cordelia induces Fred to come out with her that night to sing karaoke at Caritas.

As Angel Investigations investigates Merl's killing, they compile a Merl Enemy list, with demons who became Merl's enemies because he snitched for Angel filling out most of the list (Angel is annoyed to find himself at the top of the list, even as Cordelia explains he's only top because it's alphabetical). But as Angel and Wesley visit demons, they find that some others have been killed, seemingly for no reason. In the sewer, a timid, awkward Yarbnie Demon drinks a Big Gulp, and is hunted down, attacked and killed by Gunn's old friends. As Wesley investigates Gunn again wonders why they are bothering to investigate murders of demons. Wesley says that the innocent demons are being killed alongside the guilty. Gunn finds an arrow at the crime scene and recognizes it as belonging to his old crew. He pockets the evidence and then confronts Rondell—he thinks Gio has gone rogue and is doing the killing. Rondell explains that the whole crew was there—they go after anything non-human. Gunn is disturbed by their complete disregard for the lives of non-humans. He goes to see Wesley, and runs into Angel, who believes that the kills demonstrate that the perpetrators are having fun.

Meanwhile, at Caritas, Fred goes onstage to sing. Gunn stops by looking for Wesley, but before he finds him, Caritas is stormed by Rondell, Gio, and friends, who indiscriminately open fire upon all of the demons at the bar, the massacre made all the more horrifying given the harmless surroundings and the complete inability of the demons to do anything violent while there. Wesley rescues Fred, who is frozen onstage. Rondell wants to leave, but Gio confronts Gunn, condemning him for drinking with his demon friends, and accusing him of having a vampire for a best-friend. They go to kill Lorne, but Gunn shields him, and confronts Rondell for the wrongness of killing demons at random. Rondell and Gio hold Wesley, Gunn, and Fred hostage but allow Cordelia to leave so she can bring Angel. He rushes over to the club, but asks Cordelia to visit the Transuding Furies, the ones who placed the anti-demon violence spell at the club in order to get it lifted, so he can fight back.

Gio passes the time by singing a song, which activates Lorne's powers, and Lorne realizes that Gio is on the run from something that he did to a woman in Miami, a woman who trusted him. Tensions continue to mount as Gunn is taunted by both Gio and a demon until Angel finally arrives. Gio demands that Gunn kill Angel, but he refuses. He says he'll never be friends with Angel but he won't kill him. Gio then says that anyone who kills Angel can get out alive. Fred picks up the crossbow to kill Angel because she doesn't want to die, but then turns it around on Gio instead. But she is quickly disarmed. The spell is then lifted and a free-for-all fight ensues. A demon kills Gio, and is in turn killed. The team all get out alive, but damage has been done to their relationships. After severing all his ties with his former gang, Wesley tells Gunn that he understands that he felt divided loyalties, but gives him a stark warning that if he ever withholds information again, he'll be fired. Gunn then speaks with Angel about what he said in the club and apologises, although he meant every word. Angel understands, and when Gunn suggests that this not killing him when he could proves he can be trusted, Angel states that Gunn will prove he can be trusted if he can kill him when he has to.



  • This episode marks the final appearance of the "good" demon Merl, who is killed in this episode.
  • Gunn eventually does prove to Angel that he can trust him when Gunn kills Angel in Hell-L.A. (Although Gunn, currently angry at Angel, was unaware that he was doing exactly what Angel needed him to do). Humorously, the situations are reversed then, with Gunn being the vampire and Angel being human.
  • First appearance of the Furies who will recur later. Genuine characters from Greek mythology they would also appear on Charmed and Xena. 
  • Fred talks to to plants. Illyria, who will take over Fred's body in the fifth season, has the power to communicate with plants.

Body Count

  • Merl, killed by Gio's crew
  • unidentified demons, killed by Gio's crew
  • a Yarbnie demon, killed by Gio's crew
  • two vampires, dusted by Gio's crew
  • seven unidentified Caritas demons, killed by Gio's crew
  • Baby killer demon, killed by Gunn (obligation by Gio)
  • Gio, head eaten by a Nurbatch demon
  • Nurbatch demon, shot with a gun by Rondell

Behind the Scenes


International titles

  • German: Meine alte Gang (My old Gang)
  • French: Le sens de la mission (Sense of mission)



Gunn - "No matter what else, I think I proved that you can trust me when I could have killed you and I didn't."
Angel - "No. You'll prove that I can trust you when the day comes that you have to kill me ... and you do."