Guest Starring: 
 Kristine Sutherland: 
 (Joyce Summers) 
 Emma Caulfield: 
 Amber Benson: 
 Mercedes McNab: 
 George Hertzberg: 
 Armin Shimerman: 
 Seth Green: 
 David Wells: 
 Sharon Ferguson: 
 (First Slayer) 
  22. Restless.  
  The first Slayer tries to kill Willow, Xander, Giles and Buffy in their dreams.  
  Great quotes:  
The Cheese Guy.
  • Xander: "Apocalypse Now is a gay romp!"
  • Xander: "She [Willow] does spells with Tara." Oz: "I've heard about that." Xander: "Sometimes I think about two women doing a spell and then I do a spell by myself."
  • Buffy: "What else could I expect from a bunch of no-account hoodlums like you? Hoodlums yes! I mean you and your friends, your whole sex, throw 'em in the sea for all I care, throw 'em in and wait for the bubbles. Men with your groping and spitting, all groin no brain 3 billion of you passing around the same worn out urge. Men; with your ... sales!"
  • Willow: "I am very seldom naughty."
  • Giles: "A watcher scoffs at gravity!"
  • Anya: ""I've figured out how to steer by gesturing emphatically!"
  • Xander to Principal Snyder: "You know I never got the chance to tell you how glad I was you were eaten by a snake."
  • Giles to Buffy: "You have a sacred birthright to protect mankind, don't stick out your elbow."
  • Cheese Guy: "I wear the cheese, it does not wear me."
    The first Slayer.
  • Anya: "Quiet! You'll miss the humorous conclusion."
  • Tara: "You think you know, what's to come, what you are, you haven't even begun."
  • Joyce: "A mouse is playing with my knees."
  • Riley: "We're drawing up a plan for world domination. The key element, coffee makers that think."
  • Computer voice: "The demons have escaped, please run for your lives."
  Fantastic moments:  
Xander's imagination is running wild.
  • The cheese guy; just brilliant. Joss Whedon's DVD commentary insists that the cheese guy has no meaning, deliberately done in order to balance against the heavy subtexts of all the other imagery in the show.
  • Whedon has gone to town on the direction of this episode, the use of off centre shots, slow motion and odd angles add to the dreaminess of the show and draw the viewer into looking for deeper meanings. This effect is maximised during Xander's dream, there are several off-colour and over-exposed shots as well as a great sequence where the camera tracks through several different sets following Xander around.
  • Willow and Tara look really sexy in their lesbo-vamp gear. They have an off-camera kiss that goes on for more than 10 seconds.
  • The 'Apocalypse Now' homage is brilliant.
    Spike the action man.
  • In a sequence of black and white shots, Spike pulls lots of action figure poses for photographers. Surreal and entertaining.
  • The fight between Buffy and the First Slayer is action-packed and full of great touches such as slow motion shots and superb incidental music. The isolation and loneliness of the dessert setting add to the dreamlike nature, making everything much more spooky.
  • The reprise of the First Slayer's message to Buffy (through Tara's voice) in the final scene is almost like Joss Whedon winking at the audience, "There's more folks." Look out for the message being repeated by Dracula in the first episode of season 5.
  Duff Bits:  
  • Nothing at all.
  Dean's comments:  
Willow fears her nerdy past, worrying that Tara will leave her.
'Restless' stands as one of my all time favourite episodes of BtVS, it's simply a classic piece of television. Bringing the strands of plot from season 4 together and making sense out of what has been a slightly disjointed season is just the first thing it does, the episode's genius lies in its portrayal of the Scoobies' dreams, giving insight into the state of their characters and minds at this stage in their lives. As Giles says, "It's all about the journey." These dream sequences also give clues about the themes for season 5, relating to Xander's growing up, Willow's continuing sexual experimentation, Dawn's coming, Buffy's examination of her powers and Joyce's illness. Every scene is a gem, a work of genius. Willow's dream is the best of the four, containing imagery alluding to her changing sexual practices (she paints Greek poetry on Tara's back and finds Tara in between comforting red curtains),
Xander worries about the direction his life is heading.
her fear that people wont accept her new life-style choices (people talk about her being 'in costume' and she sees Oz hitting on Tara) and her fear that people still think of her as a nerd (when her 'costume' is removed she's wearing her 'episode 1' gear). In Xander's dream he seems unable to get out of his basement, a metaphor for the way his life has become static. Xander knows that the lives of his friends are moving on while he is standing still (Giles and Anya talk to him in French, showing how he sees himself as becoming intellectually inferior), indeed he is still fantasising about Buffy's mother and still sees his school principal as a major authority figure. There's a lovely moment in his dream when he stands in bright sunlight as Buffy plays in the sand, Xander's life stands at a crossroads. Giles dreams of a crossroads in his life. He sees Buffy as his daughter and is torn between being her watcher and starting a family of his own (Spike tells him to sort his life out and to stop wasting time). With Buffy becoming more independent the chance of having his own life has become a reality. Giles' dream also contains the show's exposition, which he sings in the Bronze "... try not to bleed on my couch I've just had it spring cleaned.". In Buffy's dreams we see the strongest allusions to where the themes of the fifth season will be.
Buffy experiences the mystsical nature of her powers.
Apart from Tara's references to Dawn "Be back before dawn", Buffy is challenged by Riley ("Hey there killer" he says to her), Adam (Buffy says "We're not demons", Adam replies "Is that a fact?") and the First Slayer ("I live in the action of death ... I am destruction, absolute!") to confront the nature of the power she has, is she simply a killer or is her gift deeper than that? The mystical side of Buffy's power is also shown; when she tells Riley she has weapons she produces a bag of clay to put on her face (cue superb negative exposure shots).
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