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(a.k.a. Big Bad to Scoobies: Game on!)

Written by: Jane Espenson & Drew Goddard
Directed by: Nick Marck
Starring: Sarah Michelle Gellar as Buffy Summers
Nicholas Brendon as Xander Harris
Emma Caulfield as Anya
Michelle Trachtenberg as Dawn Summers
James Marsters as Spike
Alyson Hannigan as Willow Rosenberg
Guest Starring: Danny Strong as Jonathan Levinson
Adam Busch as Morphy (posing as Warren Meers)
Tom Lenk as Andrew Wells
Jonathan M. Woodward as Holden Webster
Azura Skye as Morphy (posing as Cassie Newton)
Kristine Sutherland as Joyce Summers (?)
Co-Starring: Stacey Scowley as Young Woman

Plot Summary

A vampire counseled Buffy while Morphy tried to get Willow to kill herself.

Plot Details

At 8:01 p.m. on November 12, 2002, when most Buffy fans in the United States would be at home watching this episode, a band tuned up at the Bronze. In the audience was a very dejected looking Spike. At the same time, Willow studied at a library, Dawn returned home to find money to buy food from the store as long as it was not pizza, and Buffy patrolled a cemetery and found a vampire rising from its grave.

Jonathan and Andrew were back in town. Jonathan was a bit nervous considering what happened to Warren in "Villains." Jonathan also repeated this season's catchphrase, but put a new twist on it by repeating it in Spanish, with Andrew supply an amusing mistranslation.

To nobody's surprise, Dawn got pizza. She accidentally got pizza sauce on one of Buffy's blouses, but Dawn assumed that Buffy would not notice. She passed the time by playing with a sword and crossbow, resulting in a crossbow bolt deeply embedded in the wall. A tall plant was moved to hide the damage. Later, Dawn decided to microwave a marshmallow, causing it to greatly expand.

In the library, Cassie, or someone or something that looked just like her, interrupted Willow. For a moment, Willow forgot that she was in Sunnydale and thought that it was weird to talk with someone who was dead. However, Willow was soon distracted when "Cassie" said that she had a message from Tara.

Dawn was watching a horror movie while eating her microwaved marshmallow and talking to Kat on the phone. She heard a loud thump and found a strong wind when she opened the door. Dawn decided that the best course of action would be to turn off the television. It remained on. She unplugged it with the same lack of result. She then decided that it would be productive to attack the television and a stereo with an ax. She was about to attack the microwave when it exploded. Frustrated, she next went for a radio when Dawn heard her mother's voice coming from it.

Meanwhile, Buffy was fighting the vampire in the cemetery. The vampire looked like it had the advantage when it recognized Buffy as a former Sunnydale High classmate. Apparently, Buffy did not remember him, although, as she pointed out, he did look different in vamp face. They spent time catching up. Holden mentioned going to college as a psych major. Buffy referred to not being connected, which immediately got the attention of the psych major.

Back at the Summers house, Dawn concluded that at least some of the banging was from her mother. She came up with a simple code of one bang for "yes" and two bangs for "no." Through a few questions, the thumper claimed to be Joyce, but said that it was neither alone nor OK.

The new Sunnydale High was about as insecure as the old one, so Jonathan and Andrew were able to sneak in. They were there to find a Seal of Danzalthar and tell Buffy about it in the hopes that they will be forgiven and allowed into the group of main characters. After separating in search of the principal's office, something that looked a lot like Warren congratulated Andrew. They had a brief conversation that included quotes from Star Wars and The Empire Strikes Back.

In the library, Willow wondered why Tara could not come herself. Rather than blame Amber Benson, "Cassie" simply said that Tara simply could not come herself because of what happened in the last three episodes of the sixth season. Still, Tara could hear Willow, which gave Willow the opportunity to claim that she missed Tara.

Buffy found a couch shaped sarcophagus and let Holden psychoanalyze her. It started with Buffy's love life, with Holden suggesting that she is a bit too young to expect to be in a permanent relationship. The conversation moved to a realization that they were going to have to fight. Buffy was certain of the outcome, but Holden actually believed that he had a chance against a slayer. The conversation then moved to her parents' divorce, which Buffy blames more on her father than on her mother, and to Holden's belief that Buffy has a superiority complex. Holden then decided that it would be a good time to attack. He gained the initial advantage, but Buffy soon fought him off. The scuffled and fell into a crypt.

In the Summers house, Dawn confronted the entity that she believed was holding her mother. She saw visions of what looked like a black Gnarl throttling Joyce on the couch where Joyce died. Dawn finally decided to flee the house, but a strong wind and her desire to save her mother kept her in.

Andrew and Jonathan were exploring the Sunnydale High basement looking for the Seal. Andrew saw "Warren" standing by a door and realized that it was where they needed to go. They started to dig.

In the cemetery, Buffy was about to stake Holden, but she stopped at the last moment. Buffy started ranting about vampires and love. Holden concluded the obvious, that Buffy's last boyfriend was a vampire. He decided to manipulate this into convincing her to answer any question he wanted.

In the library, Willow confessed to getting out of control after Tara died. "Cassie" insisted that this meant that Willow had to stop using magic altogether or Willow will end up killing everyone.

In Sunnydale High, Jonathan and Andrew finished digging up the seal. With "Warren" looking over his shoulder, Jonathan indicated that he missed high school and even the people who were and were not friendly with him. Andrew felt otherwise and stabbed Jonathan.

In the crypt, Buffy confessed that she did not want to be loved. In fact, she believed that she deserved to be hurt because she was beneath her friends and unworthy of their love. This led Holden to conclude that she had an inferiority complex about her superiority complex. Afterward, as they were getting ready to fight to the death, she mentioned Spike, a name he recognized. In the crypt, Buffy asked how Holden knew Spike. It appears that Spike introduced himself to Holden before Spike sired him.

While all of the above was going on, a young woman sat next to Spike in the Bronze. Eventually they went for a walk to her home and she seemed to invite him in. He had other plans and ate her instead with no sign of a chip activating.

In the Summers house, Dawn started to cast a spell as the largely unseen entity tried to stop her by shoving her around the room and blowing in all the windows. Eventually, Dawn succeeded and blood spattered on the walls. A glowing figure that might be Joyce appeared. She warned Dawn that when things got bad, Buffy will not choose her.

In the library, Willow protested that she could not stop using magic. "Cassie" had another alternative, one that would allow Willow to be with Tara. Willow then realized that she was not talking through Cassie or to Tara. "Cassie" (presumably Morphy) realized that it went too far by suggesting that Willow kill herself, even if Morphy considered that to be a good thing. It gave the usual villain speech as Willow repeated this season's catchphrase. Morphy claimed to be the "it" that devours and then turned itself inside out in a neat visual effect.

As the band played in the Bronze, Dawn contemplated what she was just told, Jonathan dropped dead and spilled CGI blood over the seal, the woman with Spike dropped dead, and Buffy dusted Holden.

The Good

All four stories worked very well and raised many interesting questions.

If this episode is any guide, the seventh season arc is going in a very interesting direction.

There was great writing, directing, and acting all around, with special praise for Michelle Trachtenberg and director Nick Marck.

The Bad

I have had enough of hearing "From beneath you, it devours."

Once again, the best episode in the season aired early, leaving less to look forward to.

Azura Skye once again gave a great performance. However, the episode really needed Amber Benson. The episode would have been even more powerful if a character with Tara's face and Tara's voice and Tara's mannerisms suggested that Willow kill herself. That being said, I do understand and support Benson's reasons for not appearing in the episode.

Overall Rank: 7

Action: 5

Buffy and Holden had a couple of fights between therapy sessions.

Some invisible entity attacked Dawn.

Comedy: 3

The nerds had a few good lines.

Some of Holden's amateur psychoanalysis was amusing.

Drama: 7

For a while, Willow thought that she was communicating with Tara.

Dawn believed that she had to rescue her mother from something.

Buffy talked with Holden about her emotional issues.

Romance: 2

Buffy talked with Holden about her love life.

A woman picked up Spike, but he had something else in mind.

Character Development: 8

Morphy has the ability to take on the guise of different people, or, at least, people who have died. If all the storylines took place simultaneously, then it can imitate multiple people in different places at the same time. It has some access to memories of others, although the memories are not completely accurate. It did remember that Tara compared Willow to an Amazon in "The Body" and sang to her in "Once More, with Feeling," but it misremembered Willow singing to Tara. See Imponderables for more information on how it can imitate other people.

An entity or entities that may or may not be Joyce and/or Morphy can manipulate electronics so that they function or malfunction even if they are turned off or are not even plugged it. It can also create scary thumping, strong winds, spooky writing on the wall, and earthquakes. It seemed to want to keep Joyce from warning Dawn or to make Dawn mistrust Buffy, perhaps with good reason.

Buffy is not feeling particularly connected and was dumb enough to say so in front of a know-it-all psych major. She is frustrated that her romantic relationships have not worked out the way she would like. If forced to make a choice, she believes that her father was responsible for her parents' divorce. She feels guilty about the way she treated Spike and about letting him be with her. She is not even sure that she deserves to be loved. She now knows how to say the plural of the word "nemesis."

Andrew learned the entire Klingon dictionary in 17 or 18 days. He has yet to learn Spanish. He is working at the behest of Morphy, in the guise of Warren, up to and including killing Jonathan.

Jonathan has picked up at least some Spanish during their time in Mexico. He very much wants to avoid jail and would like to be part of Buffy's group. He has come to peace with his memories of high school and with how he was treated. He aspires to being part of Buffy's group. However, he is now dead.

Dawn likes to play with weapons when she is home alone. Depending on whether she believes the entity that looked like Joyce, she might not trust her sister.

Willow, for almost the first time in the seventh season, indicated that she missed Tara. Willow feels guilty for what she did after Tara's death. She does not feel suicidal.

Spike is apparently able to kill without the chip going off.

Importance: 8

The main villain of the season has revealed itself to some of the characters.

There is a seal with an angry-looking goat over the Hellmouth.

Andrew has murdered Jonathan.

An entity that looked like Joyce told Dawn that Buffy will not choose her when things get bad.

Buffy may have received some peace from her psychoanalysis.

Most Valuable Player: Morphy

Morphy gets the MVP for getting Andrew to kill Jonathan and for freaking out Willow even if it did not succeed in getting Willow to kill herself. Morphy may or may not be responsible for freaking out Dawn as well. Xander's absence from this episode means that Buffy will get at least a tie in the race for the most MVPs across all seven seasons of the show.

Who Figured It Out? Willow

Willow gets this award for realizing that she was not speaking to Cassie and that the entity she was speaking to was not carrying a message from Tara, even though I figured that out earlier. Holden does not get credit for his amateur psychology.

Goat of the Week: Holden Webster

Ordinarily, a vampire who meets the pointy end of a stake when confronting Buffy gets a pass simply by being defeated by a superior foe. However, Buffy let down her guard against him many times, yet he failed in his only attempt to take advantage. It was almost as if he were more interested in psychoanalyzing her than in killing her. This cost him his undeath.

Random Commentary

This episode concluded one of the best series of five episodes in the entire show. This streak contained great and near great episodes in "Same Time, Same Place," "Help," "Selfless," and this episode and an episode that was great in some parts and terrible in other parts in "Him." The main competition would be in the second season; with great and near-great episodes in "Surprise," "Innocence," "Bewitched, Bothered and Bewildered," and "Passion" and a mediocre episode in "Phases;" and the final five episodes of the fourth and sixth seasons.

Some of the biggest know-it-alls in the world are undergraduate, upper-division psychology majors. When I was taking abnormal psychology I can remember sitting with classmates diagnosing friends with the various maladies we were learning in class. At the time, we did not realize how little we knew and how unqualified we were to make diagnoses. Holden's diagnoses of Buffy have to be taken in the same light. There is absolutely no way he can tell all that much about Buffy's psyche through the brief conversation he had with her. Still, he made sweeping conclusions about her based on random comments. He spent much of the "session" talking rather than listening to her.

It is possible for someone who does not know what he (or she) is doing to still stumble on a correct interpretation. However, I do not believe that Holden did so with one exception. With my Ph.D. in psychology and my experience observing Buffy across 129 episodes, I tap my inner undergraduate and conclude the following.

None of this should be interpreted as criticism of the episode. If Holden were an experienced counselor or if he were even an advanced graduate student, I would have an issue because such a person should know better. However, he was nothing more than a know-it-all undergraduate who would not know better.

In my review of "Lessons," I wrote about the direction I thought the seventh season was going based on that episode and my opinion of that direction. By this episode, I had very different opinions.

Most of the main season villains had an evil plan and viewed Buffy and the other characters as simple nuisances to be shooed away. In nearly every case, the villain underestimated what the characters were capable of doing and paid the price. This villain appears to view the characters as the target rather than an impediment. It wants to break up the group and cause it to self-destruct. This is a welcome change.

A major reason why previous villains underestimated Buffy and her friends is that the villains were set up to be more powerful than the regular characters. For example, Adam toyed with Buffy, and Glory was a god. If such villains took the main characters seriously, they would kill the characters and end the show. The current villain is different. It does not want the characters dead, or, at least, it does not want to kill them itself. Instead, it wants the group to self-destruct. This suggests an interesting season.

Amber Benson and "Conversations with Dead People"

Originally, Amber Benson was asked to appear as Morphy when that entity haunted Willow in "Conversations with Dead People." However, Benson refused to do so in part because she contacted at the last minute and had other commitments but also because she believed that using Tara's face, voice, and mannerisms to hurt Willow would have been too painful for her fans. Instead, Azura Skye was called in to play Morphy in Cassie's guise. Even though Skye did a great job in her role, I believe that the episode could have been even better if Benson returned. However, I believe that she made the right choice.

One area where I disagree with Benson is in assuming that her fans were homogenous on this issue. Instead, they could probably be divided into at least two groups.

Buffy Fans The first group, which I will call "Buffy fans," are those who were fans of the show originally and would have watched the show even if Tara never became a character. Still, these people were impressed by Benson's work, believed that she enhanced the quality of the show, and became fans of hers as a result. Seeing a character use Tara's face, voice, and mannerisms to hurt Willow would be painful for these fans. However, it is not as if the show was light and pain-free when, say, Angel killed Jenny Calendar.

Long-term fans are used to pain and do not see it a bad thing. For these people, the increased drama of having someone who looks like Tara would make a great episode even better. Azura Skye deserves a lot of praise for her performance in both "Help" and in "Conversations with Dead People." However, Cassie does not have the history with Willow or with the show's fans that Tara has.

In many of Benson's roles, including her best performances, she seems to play some variation of Tara. For example, in King of the Hill (1993), she played a likeable, shy, socially awkward, young woman who occasionally stuttered and who had a pet kitten. In an episode of Cold Case, she played a likeable young woman who dressed like a hippie and was eventually murdered. In the fifth season of Angel, a familiar actor played a very different character over the final seven episodes. She was so good that she ended up topping many critics' lists of actors who deserve Emmy nominations even though they will not get one. Amber Benson had the opportunity to do the same here. David Fury has said that the original plan was to have Amber Benson be the primary face of Morphy, so she would have had an opportunity to show off what she was capable of doing as an actress. As a Buffy fan, I regret the missed opportunity.

Willow and Tara Fans The second group of fans, which I will call "Willow and Tara fans," are those who watched the show specifically because of the relationship between Willow and Tara. Although I hate to stereotype, I would guess that the vast majority of these fans are people who are lesbian or gay (or at least questioning) and who were attracted to the show to see people like them in a healthy relationship and treated like normal people. These fans were the ones who were most devastated when Tara died and who spent a lot of time talking about how killing gay and lesbian characters has become a cliché.

As the book and film The Celluloid Closet make clear, many gays and lesbians grow up starving for depictions of people like them in the media. Often they latched onto even the subtlest (albeit intentional) subtext in films like Ben-Hur (1959). At least until early in the sixth season, these people had nearly everything they could possibly dream of in Willow and Tara. The show had two attractive characters who were not merely labeled as "lesbians" but were actually in a relationship. These two characters were fully developed and were integrated into the plot rather than simply token characters. Many people have approached both Amber Benson and Alyson Hannigan to say that Willow and Tara helped them accept being gay. For these people, watching someone with Tara's face, voice, and mannerisms hurting Willow would be twisting the knife, pouring salt in the wound, or whatever cliché phrase one comes up with.

Admittedly, many of these people quit watching the show after Tara died, but some remained and others may have returned if they heard that Amber Benson would be back without knowing the context. Being fans more of the relationship than of the show, the pain caused by having Morphy take on Tara's image rather than Cassie's would not have been something they would want from the show, and it would have been too painful. Benson's decision benefited this group.

Conclusion Even though I consider myself a Buffy fan rather than a Willow and Tara fan, I support Amber Benson's decision not to return to the show given what she was asked to do. Although I believe that her presence would have made the show even better for people like me, I sympathize with those for whom her presence would have been too painful and am glad that she took their feelings into account.


One very big question in this episode is why Morphy appeared as Cassie instead of Tara. There are two explanations.

The simple explanation is that Morphy's goal was not to get Willow to give up magic. Instead, the goal was to get Willow to kill herself. The original suggestion of giving up magic was made simply to present Willow with an impossible situation so that she would be more likely to accept suicide as a compromise. One reason why Willow would commit suicide would be to be with Tara. If Morphy appeared as Tara, Willow would be able to counter with the argument that she can already be with Tara without committing suicide. However, if Tara is unable to visit Willow, then Willow might have been motivated to kill herself to be with Tara.

The other explanation involves the method by which Morphy is able to imitate various characters. To do so, Morphy requires the cooperation of the character's double from another dimension. In some cases, such as when Morphy imitated Warren, it did so with the full cooperation of that double. In other cases, such as with Joyce (if Dawn really saw Morphy instead of Joyce), the double probably did not know what it was being asked to do. It would be impossible for Morphy to imitate Doyle from Angel because Doyle's double, like Doyle, is also dead. With Tara, the double knew what was being asked and flat out refused to cooperate. Without Tara's double's cooperation, Morphy was forced to take a different guise.


Jonathan may be the character who was most like me during the high school years in that I too was on the outside of things. I was not bullied much in high school, but I doubt that I am remembered much either. In fact, I am probably less connected than Jonathan is because I have no contact with anyone from my high school (unless you count my brother), whereas he had Andrew. Still, I occasionally think about people I knew in high school and have looked up profiles on classmates.com even though I know that very few of my classmates think about me and very few have visited my profile. On the other hand, I had no interest whatsoever in attending my high school reunions.

Jonathan was a very useful character in part because it was easy to relate to him and also because he could provide a different perspective of the characters. His death in this season was a big sign to me that this would be the last season of Buffy because I did not see the show killing off such a useful character if it were planning to continue indefinitely. Jonathan leaves the show with two MVPs, no Sherlock Holmes Awards, and no Goats.

Danny Strong was originally cast because he was very good at doing a bug-eyed look when Jonathan was scared. However, he was a good enough actor to earn more prominent roles in "Earshot," "Superstar," and throughout the sixth season.

DVD Extras

Commentary by Director Nick Marck, Writer/Co-Executive Producer Jane Espenson, Writer Drew Goddard, Danny Strong & Tom Lenk started off without the awkward silences that are typical of group commentaries, mostly because Espenson and Goddard had a lot to say. Afterward, there were more silences, with Strong and Lenk doing some of the talking themselves. However, it was clear that everyone had fun. There are major spoilers through the tenth episode of this season, minor spoilers for the fourteenth and sixteenth episodes of the season, and a discussion of a theme of the final episode of the show. Insights include:

Memorable Dialogue

"Of course I'm scared. Last time we were here, 33.3 bar percent of us were flayed alive." Jonathan

"I didn't like it there. Everybody spoke Mexicoan." Andrew
"Coulda learned it. You learned the entire Klingon dictionary in two and a half weeks." Jonathan
"That had much clearer transitive and intransitive rules." Andrew

"'Desde abajo, te devora.'" Jonathan
"'It eats you starting with your bottom.'" Andrew

"Anchovies, anchovies,
You're so delicious.
I love you more
Than all the other fishes." Dawn

"It's kinda weird because we never really met." Morphy
"Or, kinda weird 'cause you're really dead." Willow

"A lot of kids thought you were dating some really old guy or that you were heavy religious. Scott Hope said that you were gay." Holden

"We find it. We alert the Slayer. We help her destroy it. We save Sunnydale. Then, we join her gang and possibly hang out at her house." Andrew

"Do you think maybe Willow could kill me too?" Andrew
"Hey, don't worry. If Short Round pulls off his end of the bargain, we'll both become gods." Morphy
"'That boy is our last hope.'" Andrew
"'No, there is another.'" Morphy
"Wait, really, who's our last hope?" Andrew
"I was just going with it. It was a thing. No, he's our last hope." Morphy

"I commit. I'm committed. I'm a committee." Buffy

"I think you're confusing me because you're evil." Buffy
"I just think you're in some pain here, which I do kind of enjoy because I'm evil now." Holden

"Hey, wouldn't it be cool if we became nemeses?" Holden
"Is that how you say the word?" Buffy

"Buffy, I'm here to kill you, not to judge you." Holden

"Are you killing me 'cause I'm evil or because you opened up?" Holden

"See, this is what I hate about you vampires. Sex and death and love and pain, it's all the same damn thing to you." Buffy

"Oh, my God!" Holden
"Oh, your God, what?" Buffy
"Oh, well, you know, not my God, because I defy him and all of his works. Does he exist? Is there word on that, by the way?" Holden
"Nothing solid." Buffy

"A lot of people grieve. They don't make with the flaying." Willow

"Time goes by and everything drops away: all the cruelty, all the pain, all the humiliation. It all washes away. I miss my friends; I miss my enemies. I miss the people I talked to everyday. I miss the people who never knew I existed. I miss 'em all. I want to talk to them, you know? I want to find out how they're doing. I want to know what's going on with their lives." Jonathan
"You know what? They don't want to talk to you. Those people you just mentioned, not one of them is sitting around going, 'I wonder what Jonathan is up to right now.' Not one of them cares about you." Andrew
"Well, I still care about them." Jonathan

"I thought I was diabolical, or, at least, I plan to be. You do have a superiority complex, and you've got an inferiority complex about it. Kudos." Holden

"I cast you out with every prayer from every god that walks the earth and crawls beneath!
I cast you out with the strength of those who love me!
I cast you out with the strength I have inside me!
And I cast you into the void!" Dawn

"Things are coming, Dawn. Listen, things are on their way. I love you, and I love Buffy, but she won't be there for you." Joyce?
"What? Why are you..." Dawn
"When it's bad, Buffy won't choose you. She'll be against you." Joyce?

"You don't know hurts. This last year is gonna seem like cake after what I put you and your friends through, and I am not a fan of easy death. Fact is, the whole good versus evil, balancing the scales thing, I'm over it. I'm done with the mortal coil. Believe me. I'm going for a big finish." Morphy
"'From beneath you, it devours.'" Willow
"Oh, not it, me." Morphy

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 January 7, 2013