Buffy the Vampire Slayer
Season 6, Episode 21
Air date May 21, 2002
Written by Douglas Petrie
Directed by Bill L. Norton
Episode Guide
Sarah Michelle Gellar Buffy
Nicholas Brendon Xander
Emma Caulfield Anya
Michelle Trachtenberg Dawn
James Marsters Spike
Alyson Hannigan Willow
Special Guest Starring
Anthony Stewart Head Giles
Guest Starring
Danny Strong Jonathan
Tom Lenk Andrew
Jeff Kober Rack
Co Starring
Steven W. Bailey Cave Demon
Jeff McCredie Officer
Damian Mooney Patrol Cop
Michael Younger Truck Driver
Brett Wagner Trucker
James C. Leary Clem
Tanoai Reed Flaming-Fists Warrior

"Two to Go" is the twenty-first episode of the sixth season of Buffy the Vampire Slayer, and is the one hundred twenty-first episode altogether. It was written by Douglas Petrie and directed by Bill L. Norton. It originally broadcast on May 21, 2002.

After flaying Warren alive, Dark Willow turns to Jonathan and Andrew—who are still in jail—while Buffy, Xander, and Anya rush to the Sunnydale police station to protect them and try to stop Willow. Dawn convinces Clem to take her to Rack's in order to find Willow. Turns out Willow is already there, has murdered Rack and absorbed his magic in order to become more powerful. After leaving Andrew and Jonathan safe at the Magic Box, Buffy finds Dawn at Rack's with Willow and a fight ensues. Magically, the fight ends up at the Magic Box. Giles appears, to stop Dark Willow.


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Dark Willow runs down her enemies.

In the minutes after Willow's flaying of Warren, Buffy, Xander and Anya run through the woods. As Xander fights the urge to be sick after what he saw, Buffy deduces by Willow's last words ("one down") mean that she's going after Jonathan and Andrew, who are still in jail. Confused, Xander asks why Willow would now try to kill Jonathan and Andrew since they had nothing to do with killing Tara, but Buffy says that Willow has an addictive personality and once she starts something, she won't stop. Anya then brings up the fact that Willow will take some time to get to the jail, even at her magic level. Using her new demon powers, Anya teleports herself to get there first so she can save the boys. Buffy and Xander then talk about Willow with Buffy saying that now that Willow has killed someone, things change. Xander, however, tries to justify Willow's actions by again reminding Buffy that Warren was a cold-blooded serial killer of women just getting started, and that he finally got what he deserved. Despite this, Buffy still doesn't believe that Warren deserved to die for killing Tara, but she and Xander agree that Jonathan and Andrew definitely don't deserve to die since they never killed anybody. Seconds later, Buffy and Xander find Xander's car destroyed, courtesy of Willow, and Buffy runs ahead by herself, leaving a self-loathing Xander behind to complain.


Dark Willow drains and kills Rack.

At the jail, Andrew is still convinced Warren is coming to save them, but Jonathan has a bit of a more realistic view and the two argue. Anya appears in the cell and updates the guys on the events that have happened since they were put in jail. Anya calls to the guard and tries to convince him that he needs to let the guys out because something terrible is coming for them.

Willow arrives outside the police station, puts an officer down with a sleep spell, and uses magic to tear apart the brick wall that keeps her from Andrew and Jonathan's cell. Officers try to stop Willow, but she keeps them all at bay. Anya, who can only teleport herself, is pretty much helpless and can't get the guys out of the cell as the wall breaks apart. Meanwhile, Buffy arrives on the scene and sneaks into the building. Willow floats up to the opening in the wall, but finds that the cell is empty and the bars have been bent apart, courtesy of Buffy. Anya tries to talk to Willow, but Willow knocks her out with a bolt of energy, and lets out a powerful and seemingly endless primeval scream.

Xander steals a police car and gives Buffy, Andrew and Jonathan an escape. Buffy and Xander talk about their plans and question why Willow isn't after them already. They don't have to wait long as a huge semi-truck approaches from behind with Willow on top, controlling the vehicle. Eventually though, Willow runs out of power and the driver stops the truck while Xander and the others escape. Meanwhile, Clem tries to entertain Dawn, but she is focused more on the fact that she is cooped up in the crypt with him and wants to be helping her sister and friends.

In the cave in Africa, Spike reviews the rules of the trial with the demon, and a large man with flaming fists approaches and starts to attack Spike.

Back in Sunnydale, Dawn has Clem lead the way to Rack's moving shop, despite his strong misgivings, where Dawn hopes to find Willow. Meanwhile, Anya helps the others into the magic shop and goes to one of the few books Willow didn't drain, an untranslated book of protection spells. Jonathan tries to help, but Buffy isn't interested and he only manages to let them know that Willow will need a recharge soon; Buffy agrees, and makes sure that Jonathan knows that they are only protecting them for Willow's sake. Buffy and Xander talk about keeping Willow from killing Andrew or Jonathan and what is going to happen when they do actually find her.

Willow pays Rack a visit, and the two chat. "Tell me, Strawberry," he whispers, "what on this earth do you want?" Willow quotes Rack back to himself: "Just to take a little tour." She sucks the power, as well as the life, out of the pusher. Minutes later, Clem finally gets Dawn to Rack's place and Dawn goes in to talk with him, but finds Rack dead and a much more powerful Willow waiting for her.

Dawn is frightened by the new Willow, looking paler with black veins running across her face. Dawn asks Willow if she killed Rack, and Willow replies that the killing was a nice clean improvement over Warren. Dawn starts to run, but Willow won't let her leave. Dawn desperately attempts to reason with Willow, but Willow, unmoved and slightly annoyed, simply threatens to turn her back into a ball of energy and end her human existence in order to put an end to her constant whining. Fortunately, Buffy shows up just in time.

At the Magic Box, Jonathan continues to offer help to Xander and Anya as they struggle to translate the book, but Xander suggests he get back to sitting down unless he can do the translating for them. Andrew wonders why Jonathan is helping their supposed enemies and suggests a plan to escape before Willow can get to them. Nearby, Anya and Xander bicker about both the handling of the situation with Willow and the sour turns their relationship took. Xander expresses his guilt about the current situation because he saw Warren's gun before Warren shot Buffy and Tara, but he froze and was unable to do anything. Xander believes that he really is a useless coward, and that he always will be. Anya, who has no intention of helping Xander feel better, says nothing.

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Dark Willow confronts her former best friend Buffy

At Rack's shop, Buffy tries to reason with Willow and get Dawn out safely, but Dark Willow tells Buffy that she got tired of being the old Willow because the only good part of that involved Tara. When Buffy brings up trying to think about positive things, Willow simply criticizes Buffy's hypocrisy, citing all of Buffy's self-destructive habits and depression since she was revived. With a mesmerizing stare, Willow transports the three of them into the Magic Box where Buffy and Dawn collapse to the floor, weakened by the teleportation, and Willow turns her magic on Andrew and Jonathan, hurling bolts of lethal magic at them. However, a protection barrier stops Willow from hurting Jonathan and Andrew because Anya, hiding around a corner, continuously chants a Sumerian protection spell from the book, some of which she had managed to translate.

Meanwhile in Africa, a burned and bloodied Spike finally manages to defeat his challenger by breaking the man's neck. But Spike quickly finds out that that this was only the first of many tests he must pass.

At the Magic Box, Buffy recovers and tries to talk with Willow and stop her from hurting Andrew or Jonathan. But Willow is relentless and, since she is unable to cast a spell on Andrew and Jonathan, instead casts a spell on herself to make herself supernaturally strong intending to beat them both to death. Buffy steps up to physically stop Willow, but she's carelessly tossed aside. Buffy recovers quickly and returns the favor by punching Willow. Xander, uncertain if Buffy can stop Willow, immediately takes the opportunity to get Dawn, Andrew, and Jonathan out of the shop, although Anya needs to be remain behind to chant the protection spell. Willow attempts to follow but Buffy stands in her way and refuses to let her leave. The then begin a huge fight, wrecking the Magic Box in the process, but neither one manage to gain an advantage over the other.

Xander leads the others through Sunnydale trying to find somewhere to hide until Willow can be stopped. Andrew decides that he doesn't want to stay in Sunnydale but wants to escape to Mexico. When Xander obviously objects. Andrew rebels and pulls a sword on Xander, but Jonathan pulls a sword on Andrew himself and forces him to back off, declaring that they are staying in Sunnydale and going back to jail to do their time when the dust settles.

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Giles returns to try and stop Willow.

Buffy and Willow's fight continues until Willow finds Anya hiding and, realizing what she was doing, promptly knocks her unconscious before tossing Buffy aside. Standing over her two bruised and unconscious former friends, Willow boasts in a confident tone that no one can stop her now. Suddenly, a bright green light sends Willow flying across the shop as Giles appears in the doorway, willing to test her unstoppable power.


  •  Anya rebuffs Xander at the Magic Box, cutting him short when he's about to make plans about if things get "really bad", wondering if he will "propose". This is a reference to The Gift, where Xander proposes Anya while the apocalypse is under way.
  • Giles' line, "I'd like to test that theory," is repeated by Willow in The Long Way Home, Part Two against Amy Madison.
  • Willow refers back to the events of "Normal Again", when she says that Buffy considered a psych ward to be a preferable alternative to being the Slayer.
  • Buffy stated that killing someone changed you, followed by "Believe me, I know." This was a reference to both Faith going rogue after accidentally killing Allan Finch in Bad Girls, as well as her assumed belief that she had killed Katrina by accident and the crippling guilt she had to face afterward in Dead Things.
  • Buffy's warning to Willow about not wanting to hurt her, only to be attacked in response and then attacking back, claiming she didn't want to but is still willing is similar to a situation in "Becoming, Part Two" between Spike and Drusilla where in mid-fight Spike says "I don't wanna hurt you, baby" before being forced back at his throat where he then easily manages to release himself from her grasp and punches her, then saying "Doesn't mean I won't".
  • When Clem is performing a taste test on Doritos, Dawn replies that, "As taste tests go, this is definitely one of the better ones I've been to," possibly referring to her culinary experiment in "Flooded" where she asks Giles, "You ever try mixing parts of every cereal you got in one bowl?" She also experimented with peanut butter tortilla chips one time, commenting "remind me never to invent that again," after Willow offers to take her out for real food in the episode "Wrecked".
  • Just before Willow kills Rack, she repeats his exact phrase "just to take a little tour" ("Wrecked").
  • Rack is revealed to have survived being drained by Willow, albeit powerless, in the Season Nine comic series Willow: Wonderland. It was the second time after Eyghon the Sleepwalker that the fate of a character was retconed on the Buffyverse. Contrary to other characters who are returned in a living dead, astral form or resurrected.

Body Count

  • Fire-fisted demon, killed by Spike
  • Rack, killed by Dark Willow



Behind the Scenes


  • Nicholas Brendon does the opening narration "This is what happened this year" which precedes a longer-than-usual recap of all the major events of Season Six.
  • Giles' reappearance was described in the script as "pure Ripper".
  • Anthony Stewart Head is not credited in the opening guest cast list because the writers wanted viewers to be surprised to see Giles back.


  • This episode, and its second part, "Grave", were shown, back-to-back, as a two-hour feature on its original airing in both the USA and UK – consequently, the presentation of this episode on DVD includes credits such as "'Grave' Written by".

Deleted Scenes

  • This line was cut due to length:
Clem: "We don't have a plan. Don't we at least need a plan?"
Dawn: "Buffy and her friends never have a plan. They just sort of...jump in and don't know what they're doing."
Clem: "And this works?"
Dawn: "They never really let me come along. Guess we'll find out... It's okay. I mean they usually come back in one piece."

Pop Culture References

  • Andrew comments that Willow is "like Dark Phoenix up there!" referencing the character and related storyline from the X-Men comics.
  • In the scene right after the opening credits, Andrew tells Jonathan, "Laugh it up, Fuzzball", another Star Wars quote.
  • Before fighting, Spike references Nirvana with the line, "Here we are now, entertain us!"
  • The title of the episode is a reference to the previous one, which ends with Willow saying "One down" after killing Warren. It is also a double entendre as to there being two episodes left in the season (this one and "Grave").
  • Xander tells Jonathan "I think Willow's in a league of her own now," a reference to the film A League of Their Own, a film popular among lesbian viewers.



  • Tara, despite her death, remains in brief scenes that are part of the opening credits.

International titles

  • Brazilian Portuguese: Um Já Foi, Só Faltam Dois (One down, only two remain)
  • German: Da waren´s nur noch Zwei (There were only Two)
  • French: Toute la peine du monde, partie 1 (All of the world's sorrow, part 1)


Andrew - "You think your li'l witch buddy's gonna stop with us? You saw her. She's a truck-driving magic mama! And we've got maybe seconds before Darth Rosenberg grinds everybody into Jawa burgers, and not one of you bunch has the Midi-chlorians to stop her."
Xander - "You've never had any tiny bit of sex, have you?"
Jonathan - "I still can't believe that was Willow. I mean, I've known her almost as long as you guys. Willow was, you know - she packed her own lunches, and wore floods, and was always ... just Willow. Geez it!"
Andrew - "What was that?"
Xander - "Just Willow."
Buffy - "I know this hurts, bad, but Willow, if you let loose with the magicks, it will never end."
Willow - "Promise?"
Buffy - "You don't want that."
Willow - "Why not?"
Buffy - "Because you lose everything. Your friends, your self.... Willow, if you let this control you. then the world goes away. And all of us with it. There's so much to live for. Will, there's too much-"
Willow - "Oh, please! This is your pitch? Buffy, you hate it here as much as I do. I'm just more honest about it."
Buffy - "That's not true!"
Willow - "You're trying to sell me on the world? The one where you lie to your friends when you're not trying to kill them? And you screw a vampire just to feel? And insane asylums are the comfy alternative? This world? Buffy, it's me. I know you were happier when you were in the ground. The only time you were ever at peace in your whole life is when you were dead. Until Willow brought you back."
Buffy - "I don't wanna hurt you."
Willow - "Not a problem."
Buffy - "I said I didn't want to. Didn't say I wouldn't."
Willow - "Buffy, I gotta tell ya. I get it, now. The Slayer thing really isn't about the violence. It's about the power. And there's no one in the world who has the power to stop me now."
Giles - "I'd like to test that theory."