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(a.k.a. Panicking)

Written by: Joss Whedon
Directed by: Joss Whedon
Starring: Sarah Michelle Gellar as Buffy Summers
Nicholas Brendon as Xander Harris
Alyson Hannigan as Willow Rosenberg
Charisma Carpenter as Cordelia Chase
David Boreanaz as Angel
Seth Green as Oz
Anthony Stewart Head as Rupert Giles
Guest Starring: Kristine Sutherland as Joyce Summers
Harry Groener as Mayor Richard Wilkins III
Alexis Denisof as Wesley Wyndam-Pryce
Mercedes McNab as Harmony Kendall
Ethan Erickson as Percy
Emma Caulfield as Anya
Eliza Dushku as Faith
Co-Starring: James Lurie as Mr. Miller
Hal Robinson as Lester
Adrian Neil as Vamp Lackey #1
John Rosenfeld as Vamp Lackey #2

Plot Summary

The characters attempted to learn what they can about the Mayor's ascension while distracted by Angel's poisoning.

Plot Details

The episode opened with Xander and Cordelia picking up their graduation outfits. Cordelia was upset at the color, but Xander was more distracted by the impending doom of the ascension. Others were more positive. Harmony and Willow signed each other's yearbooks, exchanged compliments, and expressed a desire to see each other over the summer even though Harmony picked on Willow for the last ten years or so.

Buffy was on the more pessimistic side. In fact, she was going to skip graduation until Xander mentioned that the commencement speaker was neither Siegfried, Roy, nor one of the tigers. Instead, it was going to be Mayor Wilkins.

Faith paid a visit to Professor Lester Worth. After confirming that he was alone, Faith pulled out a knife (much less impressive than the one she received in "Choices") and killed him. Mayor Wilkins was pleased when Faith reported back. She was feeling a little uncomfortable, however, because Wilkins wanted her to try on a girly sundress.

Percy proudly showed Willow the B- that he received on his history final. He also thanked her for her help and for not beating him up like in "Doppelgangland." Willow almost pointed out that it was not she who did so but thought better of it. Oz arrived and joked about how the Mayor might kill Percy at graduation before he had a chance to forget everything Willow taught him. Willow was not amused.

Xander arrived late for class. The instructor was a little upset that Xander thought that, with finals being finished, he could come in late for the very important game of hangman. In class, Anya suggested doing something with Xander that weekend. She was hurt by his sarcastic answer, so he agreed to do something with her that weekend. He also mentioned the word "ascension."

While Giles and Wesley were fencing, Buffy pointed out an article on Prof. Worth's murder. She knew that Faith must have done it. Xander came in with Anya who apparently has witnessed an ascension. In an ascension, a human becomes a pure demon rather than a human-demon hybrid like the others that Buffy has fought. Among other differences, pure demons are bigger.

Principal Snyder took Mayor Wilkins on a tour of the graduation area. Wilkins ominously told Snyder that the town was indebted to Snyder and that he will soon be repaid for all of his work in keeping things in order.

Anya believed that Mayor Wilkins was going to turn into a demon different from the one that Anya saw in the previous ascension. Willow and Oz entered with Willow somewhat upset to see Anya there. She, like everyone else, was even more upset when Mayor Wilkins strolled into the library. He was there mostly to shake everyone up and was very successful.

Anya left the library immediately afterward. She decided that the best course of action would be to flee Sunnydale. Later, Buffy got the same idea, but for her mother. After a bit of hesitation, Joyce agreed to Buffy's plan.

Willow was frustrated by her inability to find a spell to stop the ascension. In fact, she had yet to find a way to turn Amy into a human. Oz mocked her. When Willow was upset by his remark, he responded with sarcasm. She was feeling scared and wanted some evidence that Oz cared. Instead, he decided that this was the time for them to have sex.

Buffy investigated Professor Worth's apartment. She found some documents but did not understand them. Angel showed up, which upset Buffy. They continued their conversation outside until an arrow shot through Angel's chest, courtesy of Faith.

While Giles and Buffy patched Angel up, Wesley explained that Professor Worth's writings indicated that he found a carcass buried by a volcanic eruption. Giles concluded that, if this is the same demon that Wilkins plans to turn into, Wilkins can be killed in demon form.

Angel tried to stand up and collapsed. It appeared that the arrow was poisoned. Wesley offered to contact the Watchers Council to find a cure. Meanwhile, Buffy called Willow, interrupting a post-coital session.

Faith reported back to Mayor Wilkins just as he was about to eat some of the giant spiders that we saw in "Choices." Faith was eager for more action, but Wilkins suggested that she just rest for the ascension the next day.

Willow sent Xander to get supplies from the magic shop. As he left, Anya approached him and asked him to come with her. He was more concerned with doing what he could to save Angel and stop the ascension. This greatly upset Anya, who told him that he was useless to his friends and would probably die if he stayed. For some reason, Xander walked away without kissing her, much to her disappointment.

Wesley reported that the Watchers Council refused to give any assistance in aiding Angel. The Council wanted Buffy to continue to focus on the ascension, but Buffy decided to quit the Council instead. Wesley was upset by this, but Giles supported her.

Willow discovered a description of the poison, called "killer of the dead." Later, Oz discovered a description of a vampire who was cured by draining the blood of a slayer. Buffy decided that this was good as there was a slayer in town who she would like to see drained. Buffy brought out the dagger that Faith left in "Choices" and prepared herself once Willow discovered the apartment where Faith was staying. Buffy paid a visit to Faith in her apartment. After exchanging a few words, they had a fight that spilled out onto the balcony. Buffy cuffed Faith and they fought some more.

Meanwhile, Giles figured out that Wilkins was probably going to turn into the demon Olvikan, and a vampire minion reported to Mayor Wilkins that there was something going on at Faith's apartment. Wilkins was so upset that he even forgave the minion who interrupted his eating of giant spiders.

Faith and Buffy were continuing their fight. Eventually, Faith was able to break the chain connecting the cuffs. Buffy then pulled out the dagger. After a bit of a struggle, Buffy shoved it into Faith's gut. Faith fell backward off the balcony and onto a moving truck.

The Good

The fight between Buffy and Faith is one of the best one-on-one fights in the entire show.

The Bad

Like the first part of most two-part episodes, this episode is primarily set-up. We do not get the payoff until the Part 2.

Overall Rank: 52

Action: 7

Buffy and Faith had a fight in her apartment.

Other than that, there was negligible action in this episode unless you count what Willow and Oz did.

Comedy: 1

There was an amusing line or two, and Anya provided a bit of comic relief.

Drama: 8

Many of the characters faced what they believed would be their imminent doom.

The characters had a tense confrontation with Mayor Wilkins.

Willow was frustrated at her inability to find a spell to end the ascension.

Buffy had a tense conversation with Angel.

The characters had to rush to save Angel.

Anya was very upset at the idea that something might happen to Xander.

Romance: 6

Anya has expressed an interest in continuing to date Xander. She even wanted to bring him with her when she fled Sunnydale.

Oz cured Willow of her virginity.

Character Development: 5

Mayor Wilkins is apparently going to attempt to become a demon on graduation day.

Anya has seen an ascension and considers it one of the worst things she has ever seen. Self-preservation was high on her list, but she is developing strong enough feelings for Xander to come back for him.

Willow is cured of her virginity. She is also not comfortable with the idea of Anya being part of the group but had to acknowledge that Anya has something to contribute.

Buffy has quit the Watchers Council.

Giles is comfortable enough with Angel to watch over him while he was ailing.

Xander cared enough about Angel to brush off Anya's offer of escape and was even getting impatient as Oz read about how a vampire was cured.

Importance: 7

This episode is important primarily for setting up the season finale.

Buffy has quit the Watchers Council.

Most Valuable Player: Faith

Faith gets the MVP for shooting Angel, which distracted the other characters from looking for a way to stop the ascension.

Sherlock Holmes Award: Anya

This is another episode in which many different characters discovered various important tidbits. It is tempting to give this award to Wesley for figuring out that, by silencing Professor Worth, Wilkins pointed out that Worth had useful knowledge. He gets real credit for discovering the reference to the carcass buried by a volcano. Buffy gets credit for recognizing that Faith killed Professor Worth and shot Angel. Willow discovered that the poison was "killer of the dead" and discovered where Faith was staying. Oz discovered the passage about how draining a slayer cured a vampire suffering from the same poison as Angel. Giles figured out that Wilkins was probably going to embody Olvikan. However, Anya's knowledge about ascensions was probably the most useful finding in this episode, so she gets the award.

Goat of the Week: Mayor Wilkins

Wilkins gets the Goat for sending Faith to kill Professor Worth, which, as Wesley pointed out, might have led the characters toward an important clue in stopping the ascension. He also fixed Faith up with the poison for Angel even though Faith's blood was a cure. He gets a fair amount of the blame for Faith's condition, although I doubt that he would ever acknowledge that.

Random Commentary

The Oz Method of Seducing Women:

  1. Mock the woman's feelings.
  2. Make a sarcastic remark when the woman is hurt by step 1.
  3. Do not answer when asked if you care about her feelings.

I admit that I have never tried this strategy with any woman. This might explain why my (lack of) love life is so boring. In my review of "Amends," I noted that Oz's refusal to have sex with Willow was highly improbable. The most plausible explanation was that he wanted to be the one who dictated if and when they had sex. This episode does nothing to change that perception.

Xander sort of did steps one and two with Anya. It was very possible that, despite skipping step three, he could have scored with Anya as well if he were inclined to do so in this episode. However, unlike Oz, he was concerned with matters at hand. Anya also sort of did steps one and two, so maybe step three is essential or this works in seducing women only.


Is there any reason why Buffy had to wait until night to investigate Professor Worth's apartment? I mean, other than allowing Angel to show up.

Unless new earth creationists or the Flintstones are right, humans never coexisted with dinosaurs. Therefore, a carcass from an eruption new enough to be a human who ascended cannot be old enough to be a dinosaur. Despite the size of the creature, there should be no way that a competent vulcanologist would make that mistake.

DVD Extras

Interview with Joss Whedon Joss Whedon discussed both parts of "Graduation Day." One of the goals of the episode was to wrap up some things such as Buffy quitting the Council and Willow being cured of her virginity. He also talked about wanting to keep Anya as a character. There were major spoilers for "Graduation Day, Part 2" and for the first episode of Angel.

Memorable Dialogue

"I can't believe this loser look. I lobbied so hard for the teal. No one ever listens to me, lone fashionable wolf." Cordelia

"I'm telling ya. I woke up the other day with this feeling in my gut. I just know. There is no way I'm getting out of this school alive." Xander
"Wow, you've really mastered the power of positive giving up." Cordelia
"I've been lucky too many times. My number's coming up, and I was short. One more rotation and I'm shipping stateside. You know what I mean?" Xander
"Seldom if ever." Cordelia

"I'm gonna miss her." Willow
"Don't you hate her?" Buffy
"Yes, with a fiery vengeance. She picked on me for ten years, the vacuous tramp. It's like a sickness, Buffy. I'm missing everything. I miss P.E." Willow
"I think it's contagious. The whole senior class has turned into the sixties, or what I would have imagined the sixties would have been like, you know, without the war and the hairy armpits." Buffy

"Guess who our commencement speaker is?" Xander
"Siegfried?" Willow
"No." Xander
"Roy?" Willow
"No." Xander
"One of the tigers?" Willow

"Everything went smoothly with Professor Worth?" Mayor Wilkins
"Not if you're Mr. Worth." Faith

"Hey, listen, thank you. I mean for helping me, being so patient, and, also, for not kicking my ass like you did in the Bronze." Percy
"You know, Percy, that was actually... for your own good." Willow

"Men like sports. I'm sure of it." Anya
"Yes, men like sports. Men watch the action movie. They eat of the beef and enjoy to look at the bosoms. A thousand years of avenging our wrongs and that's all you've learned?" Xander

"Faith has you at a disadvantage, Buffy" Giles
"'Cause I'm not crazy or 'cause I don't kill people?" Buffy
"Both, actually." Giles

"About 800 years ago, in the Kaskov valleys above the Urals, there was a sorcerer who achieved ascension, became the embodiment of the demon Lohesh. I was there cursing a shepherd who'd been unfaithful. His wife had wished that all his sheep would lie..." Anya
"Can we cut back to the chase." Buffy
"Sorry, Lohesh was... It decimated the village within hours. Maybe three people got out. I've seen some horrible things in my time and life. I've been the cause of most of them, actually, but this..." Anya
"I'm sorry. Lohesh was a four-winged soul killer, am I right? I was given to understand that they're not that fierce. Of all the demons we've faced..." Wesley
"You've never seen a demon." Anya
"Excuse me, killing them professionally four years running." Buffy
"All the demons that walk the earth are tainted, are human hybrids like vampires. The ascension means that a human becomes pure demon. They're different." Anya
"Different?" Giles
"How?" Buffy
"Well, for one thing, they're bigger." Anya

"You've done a great job here. I know things are, well, different here in Sunnydale. We've both seen all sorts of things. What's important is we keep it under control, and that's what you've done." Mayor Wilkins
"I believe in order." Principal Snyder
"Sunnydale owes you a debt. It will be repaid. Yes, sir, we'll mark that invoice 'Paid in Full.'" Mayor Wilkins

"How come evil girl's in the mix?" Willow
"Anya witnessed an ascension." Giles
"OK, then." Willow

"I'll tell you, you know, it's just nice to see that some young people are still interested in reading in this modern era. So, what are kids reading nowadays? 'The beast will walk upon the earth and darkness will follow. The several races of man will be as one in their terror and destruction.' Oh, that's kind of sweet. Different races coming together." Mayor Wilkins

"Graduation is a pointless ceremony where you sit around and listen to a bunch of boring speeches till someone hands you a piece of paper that says you graduated, which you already know, and maroon does nothing for my complexion, so don't argue, OK?" Buffy
"What, is some terrible demon going to attack the school?" Joyce

"Are you mad at me for being around too much or for not being around enough?" Angel
"Duh, yes." Buffy

"You gotta give me something to do. There's no way I'm sleeping. Don't you need anyone dead or maimed? I could settle for maimed." Faith

"When I think that something could happen to you, it feels bad inside, like I might vomit." Anya
"Welcome to the world of romance." Xander
"It's horrible! No wonder I used to get so much work." Anya
"Well, I'm sorry I give you barfy feelings." Xander

"That humanity thing's still a work in progress, isn't it?" Xander

"Fine. You know what? I hope you die? [Xander walks off] Aren't we gonna kiss?" Anya

"Wesley, go back to your Council and tell them until the next slayer comes along, they can close up shop. I'm not working for them anymore." Buffy

"This is mutiny." Wesley
"I like to think of it as graduation." Buffy

"Come on, guys. The suspense is killing Angel." Xander

"My God, what a feeling. The power of these creatures, it suffuses my being. I can feel the changes begin. My organs are shifting, merging, making ready for the ascension. Plus these babies are high in fiber, and what's the fun of becoming an immortal demon if you're not regular? Am I right?" Mayor Wilkins

Characters in Peril


Evil Escaped

Departed Characters Remembered

Buffy and the Law

Spoiler Questions

Highlight the space after each question to find the answer. It is strongly recommended that you do not do so if you have not seen episodes through the episode indicated.

This page was last modified on November 18, 2012