Writer:

David Fury

Director:

James A. Contner

Regulars:

Sarah Michelle Gellar as Buffy Summers

Nicholas Brendon as Xander Harris

Alyson Hannigan as Willow Rosenberg

Marc Blucas as Riley Finn

James Marsters as Spike

Anthony Stewart Head as Rupert Giles

Guest Stars:

George Hertzberg as Adam

Emma Caulfield as Anya

Amber Benson as Tara

Leonard Roberts as Forrest Gates

Bailey Chase as Graham Miller

Jack Stehlin as Dr. Angleman

Conor O'Farrell as Colonel McNamara

Lindsay Crouse as Maggie Walsh

Cast:

Bob Fimiani as Ward

Jordi Vilasuso as Dixon

This episode — in terms of direction and cinemtagrophy — appears to have been at least somewhat influenced by The Matrix, the 1999 effects extravaganza starring Keanu Reeves. The bit that's most striking to viewers is Uber Buffy's "resistance" to Adam's bullets.

Demon Forrest

Blown up by Riley in the Initiative

Demon Angleman

Life source tubes pulled out by Riley in the Initiative.

Demon Walsh

Life source tubes pulled out by Riley in the Initiative.

Adam

Uranium power source pulled out by Uber Buffy in the Initiative.

Colonel McNamara

Attacked by a demon in the Initiative.

Many demons and Initiative soldiers

Killed by various methods and persons in the Initiative.

Total: A lot

Anya: Xander! You said you wanted to check the board at the unemployment office this morning. (Looks under the covers at Xander.) You can't go like that. They won't even interview you if you're naked.

Buffy: Xander!
Willow: Oh, wonderful Xander!
Buffy (while giving a group hug): You know we love you, right?
Willow: We totally do.
Xander: Oh God, we're gonna die, aren't we?

Willow (to Colonel McNamara as he's searching their equipment): It's a gourd.
Giles: A magic gourd.
Colonel McNamara: What kind of freaks are you people?

More quotes from this episode...

• Spike (about Willow and Buffy): "The little witch gives her the info and pop - Alice heads back down the rabbit hole."

This is a reference to the 1865 Lewis Carroll book Alice's Adventures in Wonderland, where a day-dreaming Alice spots a hasty rabbit in a waist-coat and follows him down a large rabbit hole into Wonderland.

• Spike (to Buffy): "Look at little Nancy Drew."

Nancy Drew is the title character in a series of books called Nancy Drew Mystery Stories beginning with The Secret of the Old Clock in 1930, but has spun off into other series. The Nancy Drew books, aimed at a young teenage girl audience, are about a teenage girl who "could solve any mystery in 180 pages, with pluck, determination, and sharp wits." (quote from the Nancy Drew Official Site)

• Giles: (about Adam's plan): "The Trojan Horse."

The Trojan Horse was a large hollow wooden horse used to win the battle of Troy according to Greek mythology. Delivering the horse to the Trojans as a peace offering, the Greeks had hidden thirty of their best men inside of it. After being brought into the city and waiting for nightfall the warriors came out of the horse and led a surprise attack against Troy.

• Spike (watching the Scooby gang on security cameras): "It's Must See TV."

Must See TV is NBC's dubbed name for its Thursday night line-up. It consists of Friends at 8:00, a varying sitcom for which it wants to attract viewers at 8:30, Frasier at 9:00, another varying sitcom for which it wants to attract viewers at 9:30, and E.R. at 10:00.

• The Yoko Factor

  Since this is a two-parter, there's plenty of references to last week. If you missed the first part, we strongly recommend that you check out the episode guide for it.

• Halloween and Dead Man's Party

  The picture of herself, Willow and Xander that Buffy looks at is the same one she found in the basement in "Dead Man's Party," and the same one that Xander (as a soldier) saw in "Halloween."
        "Halloween" caught by Adam.

• The Freshman through The I in Team

  Professor Maggie Walsh is again mentioned (Adam calls her Mother) and then seen, reanimated — she was Buffy's psychology teacher as well as the head of Initiative Headquarters until she was killed by Adam, her pet project.

• Season Three, culminating in Graduation Day Part Two

  Xander wonders if anyone misses the Mayor, who just wanted to be a big snake — that about sums up the Mayor. His ascension into pure demon took place in GD2; Buffy and the gang blew him (and the high school) to smithereens.

• The I in Team and Goodbye Iowa

  Dr. Angleman, Walsh's cohort in the Adam project, was first seen in "The I in Team" and was skewered by Adam in the next episode, "Goodbye Iowa."

• When Anya comes to visit Xander, his blanket repositions itself several times (from high on his chest, to low, to high, etc.).

• In the same scene, Anya's hand moves around a bit on Xander's chest when it shouldn't.
        Spotted by Vickie.

• When Buffy pulls Adam's uranium core out, she holds it horizontally. In the next cut, she's holding it vertically, and then horizontally again.
        Spotted by Heather Shaw.

• From the script, the translation of the spell Uber Buffy incanted:

  Sha me-en-den. Gesh-toog me-en-den. Zee me-en-den. Oo-khush-ta me-ool-lee-a ba-ab-tum-mu-de-en.

  We are heart. We are mind. We are spirit. From the raging storm, we bring the power of the Primeval One

  
  When Adam shoots at her, resulting in the air rippling:
  
  

  Im-a-sheng-ab

  Boil the air

  
  

        Thanks to Rayne, owner of The Buffy Shooting Script Site.

Jeremy:

Well, being the computer nerd that I am, the main problem I have about this episode is the self-decrypting disks. Willow should have known that there was something wrong just because of that. It's like saying to the cracker "OK, you've worked hard enough on this, I guess I'll let you see the info." That being said, I realize that the reason for this was so that Adam could be assured that she got the info, but assumed that it would self-decrypt while she was letting her computer run a bunch of keys at it. What she really should have done is build a nice little Beowulf cluster... Wait, I think I'm losing you guys here. This was a good final action climax and the rebuilding of the gang after a stressful first year of college was really nice. The large battle inside of the Initiative was superbly done. Kudos goes to Jeff Pruitt, the Buffy stunt coordinator, who sadly won't be with the rest of the crew next season. The Uber Buffy spell was a great way to rebuild the gang and a great way to beat some demonoid butt. Oh, I just remembered one other thing I didn't like — the reanimated Angleman and Walsh. What the hell was growing out of Walsh's butt anyway? (Rewatch when they first show her and you'll know what I mean.) (8.5/10)

Jamie Marie:

Well, let me just say, Gladiator is one kick-ass movie. If you haven't seen it yet, run along and fork over the eight bucks. If you have, then run along and see it again. And Russell Crowe... mmm, don't get me started. Oh, wait... I'm reviewing the wrong thing. Sorry about that. Okay, so... well, the whole Uber Buffy thing was truly cool. I quite enjoyed that whole part of the episode, including the plot and the effects. Indeed, the plot of the whole episode was good, and I'm not the least bit perturbed by the clean wrap-up of the Initiative storyline, like some people are. I like a clean ending. What I did have a problem with was the Forrest-Walsh-Angleman thing. Not the plot, really — I suspect I would enjoy the script or a novelized version greatly. But somehow, seeing it just didn't play right for me. It was a bit cheesy, mainly in the way Walsh and Angleman looked and the way Forrest acted. I guess it was Leonard Roberts' acting I didn't love, or perhaps the direction he was given. It just bugged me. Overall, the great balanced with the not-so-great to create a good episode. I am a bit glad it's not the finale, though. (8/10)