Season 3, Episode 16

Written by Joss Whedon

Directed by Joss Whedon

Original Airdate: 23 February 1999

"For a thousand years I wielded the powers of The Wish. I brought ruin to the heads of unfaithful men. I brought forth destruction and chaos for the pleasure of the lower beings. I was feared and worshipped across the mortal globe. And now I'm stuck at Sunnydale High. Mortal. Child. And I'm flunking math."
Anya

REGULAR CAST

• 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 Daniel "Oz" Osbourne

• Anthony Stewart Head as Rupert Giles

GUEST CAST

• Harry Groener as Mayor Richard Wilkins III

• Alexis Denisof as Wesley Wyndam-Pryce

• Emma Caulfield as Anya Jenkins

• Ethan Erickson as Percy West

• Eliza Dushku as Faith Lehane

• Armin Shimerman as Principal R. Snyder

CO-STARRING

• Jason Hall as Devon MacLeish

• Andy Umberger as D'Hoffryn

• Corey Michael Blake as Bartender

• Michael Nagy as Alfonse

• Megan Gray as Sandy

• Norma Michael as Older Woman

• Jennifer Nicole as Willow Body Double

SYNOPSIS

• A powerless Anya, the former demon known as Anyanka, begs D'Hoffryn to create a temporal fold in time and allow her to go back and retrieve her amulet. D'Hoffryn denies her request and she vows to get the amulet back with or without his help. At school, Willow practices floating a pencil while Buffy does sit-ups in preparation for Slayer testing. When the topic of Faith comes up, Willow looses her emotional control over the pencil and it goes flying into a tree.
  
  Principal Snyder tells Willow that she is going to be tutoring one of the basketball team stars, Percy West, in history. Later at the library, Giles asks Willow to re-attempt breaking into Mayor Wilkins' files. Faith and Wesley come in after training on the obstacle field and Wesley is a bit tired. Faith finds out about Willow searching through Mayor Wilkins' files and informs him of it. Mayor Wilkins presents Faith with a brand new, fully-furnished apartment and then tells her that he plans to have some vampires kill Willow so she is out of the way and unable to access his computer.
  
  Back at school, Oz meets up with Willow and informs her about a gig the Dingoes had the other night that she didn't know about. When Willow confronts Percy about tutoring him, she finds out that Principal Snyder's real intentions were for her to do all of his work for him. Buffy and Xander ask her if she recorded "Biography" for them the other night, and Willow gets upset that she is considered "Old Reliable," and then storms away.
  
  Anya finds Willow and asks her to help her with a spell, which she does. The two perform the spell in a empty classroom and, as it's working, several scary images from the Bizarro Sunnydale flash before their eyes. When the spell is over, and unsuccessful, Willow is very frightened by what she saw and refuses to try the spell again. In an abandoned warehouse, the Willow from the Bizarro Sunnydale universe has appeared instead of the amulet.
  
  The Vampire Willow walks through the streets of Sunnydale and is very confused by this world where people walk the streets happily at night. She enters the Bronze where Percy finds her and orders her to finish his paper, but instead she attacks him. Xander breaks up the fight and Vampire Willow recognizes him from her world only to be disappointed by the fact that he's not the same. Buffy is surprised by the new leather look for Willow and even more surprised when she finds out that Willow is a vampire.
  
  Later that night, Vampire Willow is attacked by two vampires, but they don't expect her to fight back and kick their asses. She holds one down and finds out who he works for by breaking his fingers. Finally, he acknowledges that he works for her. Buffy and Xander return to the Library and inform Giles about Willow and the three just sit there depressed until the real Willow shows up. A cross has no effect on her which convinces them that this is the real Willow, and then all three, including Giles, hug her. Willow is terribly confused and scared by the fact that there is a vampire walking around town looking exactly like her.
  
  Anya tries to get a beer at the bar, claiming that she's 1120 years old, but she gets carded and she settles for a coke. Angel shows up, asking Oz if he's seen Buffy, and then Vampire Willow and her minions break in, taking over the Bronze. Angel leaves to get Buffy and Oz watches as 'Willow' demonstrates the good and bad of cooperating with the vampires by killing a girl. Oz tries to talk to her, but then Anya walks up and presents the idea of getting back to Vampire Willow's world.
  
  Angel tells Buffy and the gang about Willow being dead before he notices she's standing right next to him. They all leave to go stop what's going on at the Bronze, but Willow goes back for something and instead gets caught by the Vampire Willow. The two banter back and forth before finally Willow shoots her evil double with the dart gun and locks her up in the library cage. At Buffy's suggestion, the two Willows switch clothes in order to save the people at the Bronze. Willow, uncomfortable in the leather attire, does her best to pose as the Vampire Willow while the rest of the Scooby Gang waits outside.
  
  Cordelia arrives at the library, dressed up for Wesley, and finds Vampire Willow locked up in the cage. Before unlocking it though, she opts for the chance to discuss Willow stealing Xander away from her. After a long lecture, the Vampire Willow is nearly out of her mind and apologizes. Finally, when let out of the cage, she reveals that she's a vampire and chases Cordelia through the school, finally ending up in a bathroom. Wesley, having heard Cordelia's screams, shows up, convinces the vampire to leave and is rewarded with a hug from Cordelia. She asks what he's doing that night.
  
  After Willow's not-so-convincing act at the Bronze, Anya convinces the other vampires that their leader is a fake and then the party is crashed by Buffy and Angel, who start taking out vampires left and right. Willow and Oz escape off to the side, just in time for Vampire Willow to show up and attack. She throws Oz out of the way and then starts choking Willow. Buffy breaks it up, but is stopped just before she can stake the vampire. Willow wants to send her back to the other universe and doesn't want to kill her. They do just that and Vampire Willow goes back to her reality, just in time for Oz to push her up against the broken piece of wood. She manages to say, "Oh, fu..." before combusting into dust.
  
  The next day, Buffy asks Willow if she'd like to go out that night, but she can't because of all the homework she has. Percy shows up, and before Willow can apologize for not doing his work, he presents her with two papers on both President Roosevelt's. Vampire Willow scared him good, thus freeing up Willow's schedule.

TRIVIA

• Andy Umberger, who plays the recurring role of Anya's boss D'Hoffryn, makes his initial appearance in this episode. Andy also appears in the other Whedon series: he also played Doctor Ronald Meltzer in the Angel episode I Fall To Pieces, and he played the Dortmunder Captain in Firefly's Serenity (Part 1).

• Ethan Erickson, who plays Percy, started out as a gymnast before turning to acting. Joss Whedon gave Ethan his role on Buffy after he performed a back-flip at auditions.

CONTINUITY

• Early on in the episode when Mayor Wilkins is introducing Faith to her new digs, there is a red-wrapped fruit basket on one of the tables. Obviously in a nod as to what kind of "father figure" Mayor Wilkins is and what kind of presents Faith will be getting in the future, inside the fruit basket are stuck two daggers.

• When Vampire Willow is at the Bronze, she bites a girl named Sandy. Sandy later appears in season five as a vampire, so Vampire Willow must have turned her. This makes Sandy unique in the series: sired by a character who's not a vampire in the regular universe.

• Willow is seen floating pencils, heard of previously in Gingerbread. She offers to teach Anya the trick, seen again in Choices.

• Willow mentions that her vampire double is 'kinda gay.' This is obvious foreshadowing of Willow's coming out in season four.

GOOFS

• When Percy is handing Willow the school work, the binders change colours between shots.

• When Vampire Willow throws Willow over the counter, she lands on her right side, but in the next shot, she's on her left side.

• How did Wesley get into the bathroom before Cordelia and Vampire Willow? He was running towards them in the hallway, but somehow got in there first and came from behind Cordelia.

Anne | Dead Man's Party | Faith, Hope and Trick | Beauty and the Beasts | Homecoming

Band Candy | Revelations | Lover's Walk | The Wish | Amends | Gingerbread

Helpless | The Zeppo | Bad Girls | Consequences | Doppelgangland | Enemies

Earshot | Choices | The Prom | Graduation Day (Part 1) | Graduation Day (Part 2)