The gang discover Angelus feeding on Lilah. After Angelus escapes Wesley says he will take care of the body, while Connor vows to kill his father. Lilah's spirit haunts Wesley until he decapitates her fully, keeping his anger well hidden. He then pays Faith a visit and tells her about everything, she smashes her security glass and escapes with Wesley. Angelus and the Beast hear about Faith's arrival and lure her and Wesley to a place where they can meet. Some vampires keep Wesley busy, while Angelus and The Beast take on Faith. Just as The Beast is about to kill Faith, Angelus stabs him and sunlight returns to Los Angeles.

It is secretly revealed that Cordelia was controlling The Beast. As the sun sets, Cordelia confronts Connor and tells him that she is carrying his child.