aired on: December 19, 2000

written by: Tim Minear and Shawn Ryan

directed by: James A. Contner

Gunn brings a wounded Angel back to the office. Angel says Darla is dead, but he can save her. Wesley says he must act fast; by nightfall Darla will rise again. Angel says he can stop that. He goes to find Lindsey at his apartment, but when he gets there, everything's gone - Lindsey's moved out.

Drusilla, meanwhile, is at a plant nursery, watching over Darla, who lies dead, soon to be reborn. Drusilla is thrilled to become a mother - to her own vampire grandmother.

Back at the office, the team figures out that Drusilla would want the ritual to happen close to the stars, and that she sees it more as a birth than burial. They realize it must be at a nursery, and Angel is on his way there. He creeps in and finds Darla, buried in a box of soil, and brushes the dirt back from her face. As he prepares to stake her, Drusilla appears - and hits him on the head with a shovel. While they fight, Darla awakens.

To celebrate this family reunion, Darla grabs Angel by the throat. She's not fond of reunions, apparently, and a three-way rooftop battle ensues. Darla knocks Drusilla away, and Angel turns to Darla, again ready to stake her. But before he can, Drusilla comes at him once more. While they fight, Darla leaps from the rooftop.

Back at the office, Angel tells the team to grab something sharp. He doesn't know where Drusilla or Darla have gone, but he has an idea. They head to Wolfram & Hart.

There, Lindsey and Holland talk. Drusilla is there in Lindsey's office, worried about Darla. Moments later Darla appears at the door. She takes a sniff of Lindsey, then tosses him aside. When Drusilla and Darla run out the door, Holland calls security and tells them to let the two leave the building without incident.

Meanwhile, as Angel and the gang race over to Wolfram & Hart, Cordelia has a vision - and it's in the other direction. Angel turns the car around.

In another part of town, Darla and Drusilla fight. They pause in the middle of the street, where Drusilla says she thought that's what Darla wanted, to be saved. When a man comes honking at them to get out of the way, Darla turns vamp and has the first feeding of her new life.

Cordelia's vision leads the gang to a kid who's planning on sacrificing himself to a demon. Angel steps in and stops it, and is ready to leave - he's got more important things to do. Gunn suggests that maybe The Powers That Be sent him there to keep him from tracking down Darla and Drusilla. But Angel is not deterred.

As Darla and Drusilla go on a shopping - and killing - spree, they get a call from Holland. He's heard about their spree, and he suggests a massacre.

Angel breaks through the window of Holland's office, looking for answers. Holland introduces himself as the senior partner in charge of special projects, and explains that Darla isn't the special project - Angel is. Then security arrives, and Angel is escorted out of the building and to a police car, where Kate is waiting for him in the back seat.

Kate explains that two women have been spotted leaving a crime scene, one matching Darla's description. She doesn't think she can stop them. She sets Angel free from the cuffs, and lets him out of the car.

Meanwhile, Holland is hosting a party, and in his wine cellar, he speaks to the assembled guests about the big plans the firm has. As he's thanking Lindsey and Lilah for their hard work, Darla and Drusilla appear. Holland's wife invited them in - and they've already fed on her. "I believe you said something about a massacre," Darla says.

Angel goes to check out the crime scene, where he finds one survivor. She tells him Darla and Drusilla were talking about a party - a tasting. He races to Holland's, where he finds Drusilla and Darla surveying a roomful of potential victims. Lilah and Holland beg for help - people are going to die, they say. "And yet somehow, I just can't seem to care," Angel says, echoing Holland's own sentiments from just hours before. As Angel closes the door and walks away, Darla takes a bite into Holland's neck, and the massacre begins.

Later, at the office, Angel tells Wesley, Gunn and Cordelia what he did. They tell Angel they think he went too far, and that they're worried about him. Wesley says that they are all that stands between him and real darkness.

Angel says he understands. Then he tells them they're all fired.