Buffy is having a nightmare in which she is underwater, with Finch pulling her down by the ankle. She struggles to the surface, only to have Faith shove her down again. She wakes up in her sheep pajamas and goes down the hall, where her mom is watching the news in her bedroom. Finch's body has been found and identified, and the Mayor promises justice.
That day at school, Wesley orders Faith and Buffy to investigate the murder. Giles thinks it's a waste of time, but Wesley says he is their "commander," so it's up to him. Cordelia interrupts, needing books for psychology. Wesley is obviously quite taken with her, thinking she teaches psychology, but Giles corrects him. Amazingly, Cordelia is quite friendly to Wesley. Buffy and Faith go to an empty classroom, where Buffy tells Faith that she can't pretend she doesn't know about the murder, and that they have to tell the truth. Faith disagrees, and tells Buffy she's in just as deep. Faith leaves, and Buffy seeks out Willow, who is obviously uncomfortable. Willow leaves, with the excuse that she is meeting Michael to try to de-rat Amy.
That night in the alley, Detective Stein is questioning a woman who seems to have heard a man scream last night, while other police are gathering evidence. Angel is observing, and remembers seeing the blood on Buffy's hand.
At City Hall, the Mayor is shredding the paper trail of evidence that Finch has left behind, and he wonders if Finch was going to betray him. Trick has good news, though - the coroner's report shows that Finch was killed with a pointed wooden object, which implicates that a Slayer did it. This pleases the mayor.
Later that night, Faith and Buffy sneak into City Hall to check out Finch's office, because Buffy wonders why he was in the alley. She finds that all of his file folders have been emptied. When they start to leave, they see the Mayor and Mr. Trick together. Back on the street, Faith and Buffy get into an argument about the way Faith is dealing with the murder. Faith thinks that they can do whatever they want because they're Slayers, and therefore better than everybody else.
Buffy arrives home to find Detective Stein waiting for her. He questions her - and, separately, Faith - about the murder. He encourages them to come clean if they know anything. Angel is lurking outside Faith's room and watches the detective leave.
Willow is on her computer when Buffy comes over needing to talk. Willow says she needs to talk, too, and proceeds to berate Buffy for her attitude lately. Buffy starts to cry, and Willow thinks she's a bad person for making Buffy cry. Buffy tells her everything, and Willow stresses that she has to go to Giles.
Buffy goes to the library, and starts to confess to Giles, but Faith comes out of his office and instead she says she's been ditching classes. Faith says it's OK, she told Giles that Buffy killed Finch. Giles orders Buffy into his office. Once Faith is gone, he admits that he didn't believe Faith, but felt he should humor her to keep her from doing anything rash. Giles tells Buffy that this kind of accident has happened before, but that he doesn't want to get the council involved (the normal course of action). Wesley is outside the office, eavesdropping, and looks quite upset. He gets on the phone and calls Quentin Travers.
The next day, the gang (minus Oz) is discussing how to help Faith. Buffy rejects the intervention idea, and Xander offers to talk to her one on one, because he has a "connection" with her. In the course of this conversation, the group figures out that Xander and Faith had sex. Buffy doesn't think this will mean anything to Faith, as she doesn't take sex very seriously. Giles assigns him and Willow to do research about the Mayor and Mr. Trick.
Willow goes to the restroom and sobs. Xander sits in the library looking upset, then goes to Faith's. He tries to reason with her, and says he would testify in court for her, but she throws him on the bed, saying she could do anything she wanted to him, including killing him. She proceeds to strangle him, but Angel bursts in and hits her with a bat.
Angel has Faith chained up at the mansion, but he's not making much progress with her. He goes outside, where Buffy is, and says it could take a while. Angel stresses that things are different for Faith now - she's gotten a taste of killing.
At City Hall, the Mayor and Mr. Trick are viewing the security tapes, on which they see Buffy and Faith, and realize that the Slayers saw them together. The Mayor feels that there's not enough evidence to convict them, so Mr. Trick should think of a "more efficient solution."
At the mansion, Angel tells Faith that he knows the exhilaration of taking a life, and that going down that path will ruin her. Faith is not impressed. Just as it looks like she might actually be listening to him, Wesley bursts in with a couple of thugs to back him up. Wesley heads off Angel with a cross, and the thugs trap him in a net and beat him. Wesley takes the chains off of Faith, only to put her into handcuffs of his own. He takes her, "By the order of the Watchers Council of Britain," to face the disciplinary committee.
Wesley has Faith cuffed to a bench in the back of a van. When he tells his henchman to tighten her restraints, Faith pins him with her foot and threatens to pop his head open if Wesley doesn't let her go. He does, and she jumps out of the van (after a few good hits to Wesley).
Buffy goes to the mansion and finds Angel still in the net. They go to the library, where Angel tells the gang what happened. As they try to plan how to stop Wesley from taking Faith, Willow questions why exactly they shouldn't let her be punished. Wesley enters, telling them that's not an issue, as she has escaped. Angel and Buffy berate him, then they all split up to find her. Wesley, looking guilty, asks Buffy what he can do to help, to which she replies, "You still got your ticket back to the Mother Country?"
Buffy heads to the docks, where she quickly finds Faith. Faith is resistant to what she sees as attempts to make her more like Buffy. Faith thinks what bothers Buffy is that she's scared of the fact that she's just like Faith, prompting Buffy to hit her. "There's my girl" is Faith's response. As they argue, Buffy spots a falling crate and pushes Faith out of the way, getting pinned by it in the process. As Faith goes to help Buffy out, Mr. Trick and some thugs of his attack her. She throws one into the water. When Buffy gets out, Trick hits her, and they get into it. While Buffy and Trick are fighting, Faith dusts the other two vampires. Trick has Buffy at his mercy and is just about to take a bite (he's heard that once you've tasted a Slayer you never want to go back) when Faith stakes him from behind. Before he disintegrates, he manages to say, "Oh no. No this is no good at all!"
Back in the library, Giles and Buffy are discussing Faith. Buffy says she's not going to give up on her, and Giles thinks she stands a chance, even though she has a lot to face.
At City Hall, the Mayor is getting ready to leave for the night, and opens the door to find Faith. She tells him that Trick is dust. "I guess that means you have a job opening." The Mayor contemplates this, lets Faith in, and closes the door.
- All Girls Want Bad Boys: Faith taunts Buffy about his relationship with Angel. "It was good, wasn't it? The sex? The danger? Bet a part of you even dug him when he went psycho."
- 555: Averted -- The phone number that Wesley dials when contacting the Watcher's Council appears to be a correct one; we clearly see Wesley dialing 11-44 along with the rest of the number.
- Ankle Drag / Bad Dreams: Zombie Finch in Buffy's dream.
- Bad Liar: Giles sees right through Faith's game.
- Bastardly Speech: As Buffy starts to confess to Giles, Faith saunters out from his office. She puts on a sad face and says, "It's okay, Buffy. I told him." Buffy looks like a huge weight has been lifted, but it falls again when Faith says, "I had to. He had to know what you did." Oh, burn.
- Batter Up / Dynamic Entry: As Faith chokes Xander, she hears a sound and looks over to see Angel swinging a baseball bat before the screen goes black. Ow.
- Being Evil Sucks: Faith recieves this sermon from Angel.
- Beware the Superman: Buffy is aggravated by the thought of living with daily memories of the killing, but Faith counters that, as Slayers, they have saved thousands of lives, even saved the world. To her, that puts them "in the plus column." To Faith, Slayers are "warriors" and "better than everybody else."
- Big Damn Heroes: Inverted with Wesley's wetworks team. They pummel Angel to the ground and leave with Faith in tow.
- Bluffing the Murderer: Giles advises against confronting Faith directly, therefore allowing her to believe Buffy's taken the rap.
- Blunt Yes: Wilkins is unfazed at seeing Faith at his doorstep.
Faith: [accusingly] You sent your boy to kill me.
- Book'em, Danno: Wesley recites "By the order of the Watcher's Council of Britain..." when bringing Faith into custody.
- Call Back: Faith tossing Buffy's deception about the return of Angel back in her face. She's obviously still burned from Buffy lying about that.
- The gang sits around an empty classroom to discuss what is to be done with Faith. Buffy foresees a repeat of "that intervention thing" from when she returned from L.A., and wisely rules out that idea.
Buffy: As I recall, Xander and I nearly came to blows.
- Detective Stein is the same detective who interrogated Buffy in "Ted", when Buffy assumed she'd accidentally killed a human.
- Casual Kink: Faith asks Xander if he likes his sex kinky or vanilla.
- Chronic Evidence Retention Syndrome: Narrowly dodged by Trick and the Mayor, as Finch died before he could fork over the evidence.
- Coincidental Broadcast: After Buffy wakes from her nightmare, she skulks miserably to her mother's bedroom, where the TV is tuned to a news segment about the recovery of Finch's body. So much for Faith's "it never happened" plan.
- Corner of Woe: Willow cries in the bathroom as "Wish We Never Met " by Kathleen Wilhoite plays.
- Conveniently-Timed Attack From Behind: Faith staking Trick through the back.
- Description Cut: Giles expositions that Faith saving Buffy's and opting not to skip town bodes well. Buffy and he agree that Faith "stands a chance." Cut to Faith asking the Mayor for a job.
- Double Standard: Faith notes that Buffy had no problem shielding Angel from his crimes.
- Double Standard Rape (Female on Male): Averted. Faith's attempted rape of Xander is portrayed just as seriously as other similar events in the series.
- Evil Laugh: The Mayor starts chuckling when he reads Finch's autopsy report; the idea of a Slayer on trial for murder is "sunshine and roses" to him.
- Evil Tastes Good: Angel talks at great length about the intoxication of killing, and mentions that Faith has "a taste" for it now.
- Exact Eavesdropping: . The girls are sneaking out of Finch's office when they spot the Wilkins and Trick in the hall. The Slayers quickly duck behind the door and hear that Trick and the Mayor are clearly in cahoots.
- Face Heel Turn: Faith. The kicker is that the Scoobies share some of the blame.
- Flat What: Faith's reaction to being unchained from Angel's wall, only to be chained up in a van.
- Foreshadowing: Willow and Buffy growing apart becomes a serious issue in Seasons 4 and 6. Buffy's Dark Side attraction to sex and violence is explored in Season 6 (particularly "Dead Things" which has a number of Call Backs to this episode). The tentative connection Angel establishes with Faith becomes important in the spin-off series Angel.
- Within the episode, when Faith feels guilty looking at the photo Finch has on his desk, one expects to see a photo of Finch's family. Instead it's the Mayor with Finch -- in later episodes Faith will eagerly take on the role of the Mayor's surrogate daughter.
- Faith being able to spell out exactly what Buffy finds so attractive about Angel foreshadows her attempt to seduce him in "Enemies".
- Frame-Up: Feebly attempted by Faith.
- Freudian Slip: Wes introducing himself to comely Cordelia. "In fact, I am... here to watch... girls."
- Also Wes describing Cordy as "cheeky" after watching her walk away from him.
- A God Am I: Angel opines to Faith that "to kill without remorse is to feel like a god."
- The Guards Must Be Crazy: Faith, chained in the back with Wesley and another goon. Faith tests her chains. Wesley smugly notices this, and instructs the goon to tighten them. But that's exactly what Faith wanted, because as soon as he's within range, she pins the goon's head to the floor of the truck with her foot and warns Wesley that if he doesn't let her go, she'll "pop this guy's head like a grape."
- Guilt Ridden Accomplice: Buffy.
- Handy Cuffs: As soon as the Watchers kick in Angel's door, Wesley rushes over to Faith and removes the shackles from her wrists. Wesley then pulls out a set of heavy cuffs and chains, and before she knows it her wrists are bound once again.
- Deadly Change-of-Heart: Faith looks like she's actually on the verge of mending the error of her ways. Naturally, this is Wesley's cue to screw everything up.
- Hired to Hunt Yourself: Buffy tries to protest that Finch's murder is not their "jurisdiction," but Faith smilingly agrees to investigate if that's what Wesley wants.
- I Am the Noun: "You know in your gut we don't need the law. We are the law."
- Implausible Deniability: Faith tries to tell Angel that she and Xander were "just playing."
Angel: [dubiously] "And he forgot the safety word? Is that it?
- Improvised Weapon: Mr. Trick loops his red necktie around Buffy's neck, then starts dragging her around like a dog on a leash.
- Incredibly Lame Fun: Mayor Wilkins in his office, whining that shredding files isn't giving him the "lift" it usually does.
- Inescapable Net: At the mansion, Wesley bursts in with the wetworks gang in tow. They throw a net over Angel and beat him with crowbars for a bit while Wesley unchains Faith. Later, Buffy returns to find Angel trussed up like a Christmas goose on the floor.
- Insult to Rocks: Angel grumbles that lecturing Faith is "like talking to a wall. Only you get more from a wall."
- Interplay of Sex and Violence: Faith throwing Xander on on the bed and straddling him. She kisses Xander forcefully, practically chewing on his bottom lip. " I could do anything to you right now," she says breathlessly as she starts to choke him.
- Just Trying to Help: After getting his ass handed to him by Faith, Wesley slinks back to the library, bruised but unbowed. He asks if there's anything he do to help. Buffy blows past him and snarks, "Still got your ticket back to the mother country?"
- Kirk Summation: Buffy to Faith on the gangplank.
- Klingon Promotion: Faith replacing the late Mr. Trick.
- Last-Second Word Swap: Buffy enters the library, walking as if to the gallows. She calls for Giles, and he comes out to meet her by the check-out desk. As Buffy starts to say, "I know I've kept things from you before," Giles turns his head slightly as Faith comes out of his office, too. "--but, um, but I've been blowing off my classes. You know, in the sense of not attending."
- Let's Split Up, Gang!: Buffy, in a confab with Angel outside the mansion, decides to go pick up some of Faith's stuff. "That way she'll see we're on her side." And leave Angel without any backup. Oh well.
- Lonely Piano Piece: Angel's attempt to coax Faith from the dark side.
- Famous Last Words: Mr. Trick's wide-eyed indignance at the stake in his heart.
Mr. Trick: Oh. No. No, this is no good at all...
- Minor Insult Meltdown: At Willow's house, Buffy wants to talk, and Willow is happy because she's been "letting things fester" and she wants to be "fester-free." Willow then admits jealousy at Buffy and Faith's "Slayers-only" attitude and grouses, "All of a sudden I'm not cool enough for you because I can't kill things with my bare hands." Buffy bursts into tears, shocking Willow, who hugs her close and frantically apologizes.
Willow: "Don't cry. I'm sorry. I was too hard on you! Sometimes I unleash! I don't know my own strength!
- Must Let Them Get Away: Wesley letting Faith go free. Though in fairness, he did attempt to give her a faceful of wrench first.
- My Card: Detecive Stein hands both Slayers his card, in case one decides to flip on the other.
- Never My Fault: While breaking into City Hall, Faith picks up a photo of Finch and strokes the frame. Her hardass facade seems to crack as she quietly muses, "He came out of nowhere." Buffy concurs sympathetically, but Faith's no mood for it and snarls, "Whatever. I'm not looking to hug and cry and learn and grow. I'm just sayin' it happened quick, y'know?"
- Nice Job Breaking It, Hero: Wesley.
- While Wesley's actions are the most obvious example; Buffy, Giles, Xander and Angel's actions all inadvertently contribute towards Faith's sense that she has more in common with the Mayor than the Scooby Gang.
- Not So Different: Angel claims that he and Faith a lot alike.
- Faith challenges Buffy that she's frightened of her, because Faith represents her inner id.
- Nothing Is the Same Anymore: The Mayor and Faith are established as the main villains for the rest of the season.
- Nothing Personal: As Giles barks at Buffy to get in his office, Faith turns on her heels and grunts, "Um...sorry," before beating a hasty retreat.
- Buffy very gently tries to break the news to Xander that Faith doesn't take her paramours seriously; in fact, "They're kind of a big joke to her. No offense."
Xander: Oh no! Why would I take offense to THAT?!
- Out with a Bang: Narrowly averted with Xander.
- Patrick Stewart Speech: Angel delivers one a captive audience: namely, Faith.
"Time was, I thought humans existed just to hurt each other. But then I came here. And I found out that there are other types of people. People who genuinely wanted to do right."
- Pay Evil Unto Evil: "We help people!," explodes Buffy, "It doesn't mean we can do whatever we want!" But Faith is unconvinced; she argues that Finch was a black hat.
- Perp Sweating / Two Scenes, One Dialogue: When Buffy arrives home, she finds a detective waiting to interview her about her activities the night before. Buffy tells him she was out until about one in the morning. The camera pans, and we see the same cop interviewing Faith, who says she and Buffy were "hangin'." They both claim to have been at Faith's watching TV, but their stories don't jive.
- Pre-Mortem One-Liner: Trick makes to bite Buffy, gloating, "I hear once you go Slayer, you never go back!"
- Psycho Strings: Wilkins learning that Finch had wooden splinters in his wound.
- Rule of Symbolism: Buffy sees Trick disappear into dust, revealing Faith standing in his place, foreshadowing her taking over the role of the Mayor's Dragon.
- Run for the Border: Faith still insists that everything is going to blow over; but if it doesn't, she can just skip town on a freighter.
- Save the Villain: Buffy notices a wooden crate which is about to fall on Faith and pushes her out of the way, taking the blow herself.
- Spy Speak: Wesley calls the Council and asks to speak to Quentin Travers. The person on the other end of the phone asks for the password ("monkey"), and then makes him spell it.
- Swiss Cheese Security: Wilkins and Trick watch security camera footage of Buffy and Faith skulking around their offices. Mr. Trick reassures the Mayor that "there was supposed to be a guard..."
- Teach Him Anger: Buffy again tries to talk to Faith, but Faith goads Buffy into punching her. Faith smiles wickedly; "That's my girl." That seems to drive something home to Buffy, who realizes that the line between herself and Faith could easily disappear if she let it.
- Tempting Fate: Angel sits down beside Faith on the floor, and seems like he's finally reaching her. " If you can trust us, Faith, this can all change. You don't have to disappear into the darkness." Cue Wesley.
- That Came Out Wrong: At Faith's motel, Xander asks if he could come in, and after some uncomfortable banter, she accedes. He's got five minutes. "That's all I need," says Xander. "--For conversation!" he quickly amends.
- Too Kinky to Torture: Faith's slight overenthusiasm about being chained up. "Finally decided to tie me up, huh? I always knew you weren't really a one-Slayer guy."
- The Triple: Xander hints that he and Faith have spent some time together lately, and that "she seemed to be, uh, responsive." Buffy asks if they spent time talking. "Not extensively," admits Xander sheepishly.
Buffy: [gets it] Oh.
- Two Words: Obvious Trope: Wes is quite taken with Cordy, describing her "cheeky," but Faith deflates him by commenting, "Uh, first word: jail; second word: bait."
- Sex Equals Love: Xander foolishly thinks that because Faith took his virginity, that they share some kind of connection. This time, she very nearly takes his life (in the same bed, no less).
- Two Part Episode
- Villainous Demotivator: Wilkins explains that Finch left a paper-trail of their nefarious dealings. He fusses about not getting the chance to "scold" Finch for potentially betraying him.
- Trick attempts to soothe Wilkins with his promise that the Slayers won't be much of a threat in prison, but the Mayor feels that they don't have enough evidence to put 'em away. He menaces at Mr. Trick that he had better "come up with a more efficient solution."
- Villainous Rescue: Faith staking Trick before he can chomp on Buffy. They lock eyes for a moment, with Buffy looking grateful and confused.
- Walk in Chime In: As Wesley swallows hard and banters with Cordelia, Giles struts past him like a shark and mutters, "She's a student."
- Buffy, sticking up for Faith (again) protests that Angel was making headway with her; if they can just catch Wesley-- "That's no longer an issue," declares Wesley, entering the library. Buffy gets exasperated with Wesley for ruining things yet again.
- Wham! Line: " I guess that means you have a job opening."
- Who Watches the Watchmen?: A recurring theme in the episode, invoked in a discussion between Buffy and Faith on their responsibility as vigilante superheroes. As it turns out, there's an easy answer: The Watchers do. Duh.
- Wrench Whack: As he goes to untie Faith, Wesley spies a wrench on the floor. Unfortunately for him, Faith sees it, too.
- You Remind Me of X: Buffy seems dispirited and admits she didn't get a "bad-guy vibe" off the Mayor. Faith laughs and tells her she needs to learn about people: "Nine times out of ten, the face they're showing you is not the real one." Buffy snipes that Faith would know a lot about that, what with putting on a light-hearted show about her killing.
- You Have to Believe Me