The gang return to the Hyperion but find themselves trapped there by the various factions seeking Angel's child. Meanwhile Holtz recruits a like-minded protegee to help him in his mission of revenge.
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- Action Girl / Fiery Redhead: Justine
- All Your Base
- Ascended Fanboy: Wesley and Gunn discuss what action hero they feel like imitating. Wes is John Wayne in Rio Bravo. Gunn is Austin Stoker in Assault on Precinct 13 (the same premise updated to modern times). Cordy tells them to sell their DVD players and get a life.
- Attack Hello: The gang greeting Lorne.
- Badass Normal: Holtz killed 378 vampires over nine years while pursuing Darla and Angelus.
- Bad Boss: Holtz poisons his Grapplar demons because he's not willing to trust Mooks who fight for the highest bidder.
- Baby Talk: Angel and Linwood.
Linwood: (watching baby on the bug cam) That's a cute little baby. Yes, you are. And your daddy is a vampire with a soul. And sometimes he reverts to a creature of pure, malevolent evil, who could rip your tiny throat out. Yes, he does.
Gunn: "We need a plan."
Angel: "Ah-ha! I think I figured it out. (Everyone looks at Angel expectantly. He pulls a diaper out of his coat pocket) He wet himself."
- Beard of Evil: Holtz
Justine: "Nice goatee. Kind of rounds out the whole creepy stalker look."
- The Big Board: The trusty whiteboard is brought out again, to list everyone who's likely to be after Angel's child.
- Bluff the Eavesdropper: The Fang Gang pretend to argue over Angel running off with the baby, leaving them behind to fight as a mere distraction. In truth Lorne has picked up the humming of the bugs planted by Wolfram & Hart, and the entire conversation is for their benefit. The baby is actually back at the Hyperion, and Angel is leading his pursuers into a trap.
- Bread, Eggs, Milk, Squick: Linwood as usual.
"I like kids. The Senior Partners took mine before I really got to know them."
- Call Back: To the original premise of Buffy the Vampire Slayer with Holtz watching Janice fight a vampire in a graveyard.
- Captain Obvious
Gavin: "We have to get that baby."
Lilah: "He has a knack for stating the obvious, sir."
- Car Chase: The Wolfram & Hart Hummers, the biker gang, and the vampire cult all go chasing after the Angelmobile. The usual rapid-fire scene-cut Montage gets them out of the city and into the boondocks.
- Casual Danger Dialogue: Angel talking to the baby while being rammed by a Wolfram & Hart Spec Ops Hummer.
- Chekhov's Gun: The piece of paper Lorne tucks in Angel's pocket. The teddy bear.
- Circling Monologue: Holtz and Justine in the graveyard.
- Deflector Shield: A magical 'forcefield' is placed around the Hyperion.
- Description Cut: From Holtz's name on the whiteboard to the man himself.
- Lilah re Holtz: "So what we're dealing with is a single-minded vengeance machine with a bloodlust to match. That's just...awesome." Cut to Holtz watching Justine fighting a vampire.
- Doorstopper: Lilah asks for all the information Wolfram & Hart has on Angel. The records clerk hands over a huge ring binder. As Lilah staggers off with it, the clerk points out that it's only the reference key to the full Angel file -- which takes up 35 filing cabinets.
- Double Meaning: When Lilah asks how the records clerk knows about the baby already, she replies, "I'm Files and Records. It's my job." It turns out to be literally true -- she has the entire contents of Files and Records stored in her head.
- Electronic Eyes: The eyes of the records clerk flicker and chatter like a card-sorting machine when she's looking up something in her Photographic Memory.
- Enhance Button
- Famous Last Words: "It's a--"
- Holtz recruits the first of his team of vampire hunters.
- Angel threatens to come after Linwood if anything happens to Connor. He carries out his threat in "Forgiving".
- Fred asks if anyone else is going to come after Connor. Angel replies, "We're safe for the time being." There will be several breather episodes before Holtz makes his move.
- Fire-Breathing Weapon: Wesley makes good use of the flamethrower Gunn provides. It's about time.
- Game Face: Having tried milk, lullabies, teddy bears and pulling faces to get his son to stop crying, Angel finally morphs into his vampire face. The kid stops instantly, staring fascinated at him.
- Hey, Catch!: Angel tosses the baby to his pursuers, then escapes up an elevator shaft. A mook grabs the child, only to find the teddy bear clutching an Incredibly Obvious Bomb which is ticking down from 002, 001...
- In the Hood / Ominous Latin Chanting / Evil Sounds Deep: Lilliad demons.
- Improvised Weapon: Gunn picks up a surgical saw left behind by the Cleanup Crew.
Gunn: "I don't even wanna know."
Fred: "You think you could throw it?"
Gunn: "I guess. Why?"
Fred: (points past him) "There!"
(Demon charges in waving a scimitar. Gunn throws the saw and kills it.)
- Incredibly Lame Pun: Lorne tries to calm the baby with song, but it doesn't work.
Lorne: "He doesn't like Smokey Robinson and the Miracles? I thought you said this kid had a soul."
- Ironic Echo: Lampshaded.
Angel: "I promised his mother. No one is gonna put their hands on this child. No one."
Linwood: (watching Angel on a surveillance monitor) "'No one is going to put their hands on this child'. Is this meant to be ironic?
- Let's You and Him Fight: The factions chasing the baby spend just as much time fighting each other.
- Literal-Minded: Fred begins to erase the whiteboard list of enemies when Angel declares they have to wipe them out.
- Macho Masochism: Angel has been hogging the baby, refusing to let anyone else help him. Cordelia takes Angel out to the nice sunny garden, pointing out there's some things he can't do. What if he had to take the baby to hospital now? Angel holds his hand out in the sunlight and lets it smoulder.
Angel: If he has to get to the hospital at noon on the sunniest day of the year, he'll get there (looks at Cordy, his hand still smoldering in the sunlight) even if I don't."
- More Dakka: Angel asks Gunn to get more firepower for them.
- Oblivious Mockery: After seeing how the Hyperion has been trashed, Wesley gripes about the bastard who blew a hole in the lift. Angel admits that the bastard is him.
Wesley: "Oh. Well...not like we ever use it."
- Offhand Backhand: One of the Grapplar demons proves resistant to poisoning and charges at Holtz, who stabs him without taking his eyes off Sahjahn.
- Oh Crap: The vampire cult member rushing in to warn his master that Angel is getting away, only to find his charred body and a smiling Wesley toting a flamethrower. The mook who unwraps the baby only to find a teddy bear clutching an Incredibly Obvious Bomb.
- Only One Name: The boy's father is Geraldo Angel, pet psychiatrist. He fights crime.
- Papa Bear: Angel
- Power Walk: The Fang Gang walk out the hospital at the end pushing a baby carriage.
- Prophecy Twist
Linwood: "Clever loophole. We could use some of those Nyazian Scroll writers in Contracts and Negotiations."
- Red Shirt: The Fang Gang accuse Angel of using them as an expendable distraction to slow down his enemies so he can escape with his child.
- Run or Die
- Running Gag / Ambiguously Gay
Cordy: "You (Angel) don't have a woman's touch...whatever your taste in clothing may indicate."
- Shadow Archetype: Staid English mentor teaches snarky California girl how to fight vampires, while not understanding her popular culture references. Sound familiar?
- Sink or Swim Mentor / Conveniently-Timed Attack From Behind: Holtz only intervenes when Justine is about to be killed by the vampire, because he wants to get an idea of her fighting style, or lack of same.
- Stealth Pun: Baby Boomer
- Stuff Blowing Up
- Teach Me How to Fight
Holtz: "You fight well and lack strategy. Your passion works against you."
Justine: "And you're here to teach me about passion."
Holtz: "I'm here to teach you how to fight."
Justine: "What are we talking about. Some kind of Karate Kid, Mr. Miyagi groove thing? Wax on, wax off."
Holtz: "You'll find your references to modern popular culture tend to be lost on me."
Holtz: "Your life has been ruined. You can't sleep. Instead you wander the streets, making others pay for what happened to your sister. That's where I can help. I see your talent. And I see your hate. And I know that I can shape and hone you into an instrument of vengeance."
Janice: "Sounds like fun."
Holtz: "It won't be."
Holtz: "Your punch could have been quicker...without so much to drink."
Justine: "It's kind of a trade-off, because without that much to drink (head-butts Holtz) hurts a lot more."
Sahjahn: We don't need some deep, dark plan for Angel. You put a stake in him, you watch him go poof! It's a classic.
Holtz: Step one is getting rid of these minions.
Sahjahn: No. Step one is poof. And then there are no more steps.
- Would Hurt a Child: Gavin declares they'll get the baby dead or alive. When Lilah protests, he snarks over her squeamishness re harming a baby. Lilah replies that it would be better if they captured it alive for dissection. Linwood smiles in approval at her correct corporate attitude.
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