First Aired: May. 14, 2002 on UPN
Summary: In the aftermath of the vengeful Warren's assassination attempt, Buffy tries to recover from a severe gunshot wound, while Tara is also hit and dies. Willow, consumed by wrath and rage over Tara's murder, consumes herself with deadly black magic from the Magic Box which physically…
Xander: You've got to stop doing this. This dying thing's funny once, maybe twice.
Willow Rosenberg: You're going to die tonight, Warren.
Warren Meers: [nervous] Why? What'd I ever do to you?
Willow Rosenberg: That shooting spree this morning?
Warren Meers: [remembers] Oh... that. It was an accident, you know? You have to belive me. It really was an accident.
Willow Rosenberg: Oh? So you're saying that instead of killing my best friend, Buffy, you happened to kill my girlfriend, Tara.
Warren Meers: It... it wasn't personal.
Willow Rosenberg: Well, this is!
Willow Rosenberg: How can you say that? Tara is dead!
Buffy: I know, I know. And... I can't understand anything. Not what happened, and... and not what you must be going through. Willow, if you do this, you let Warren destroy you, too. Kill him and you become him.
Xander: In any case, you said it yourself, Wil, the magic's too strong. There's no coming back from it.
Willow Rosenberg: I'm not coming back.
Buffy: Wil, please. Please, we'll get through this together.
Willow Rosenberg: No, we won't. Not your way.
Buffy: Please, just... let's go home. We'll talk about what...
Willow Rosenberg: [interupting] No! No more talking. Warren murdered Tara. For that he's going down... for good.
Buffy: Willow, don't! I'm begging you, don't do this!
Willow Rosenberg: It's done!
- Goof (errors made by characters, possibly deliberate errors by the filmmakers): Buffy mentions a couple of times that, "We don't kill humans." But, in season 5, "Spiral" is when the Knights of Byzantium attack Buffy and friends on the bus, and she kills a number of them. They were humans.
- Goof (revealing mistake): In the shots of vines ensnaring Warren's legs, you can see a leaf-strewn tarp shifting around underfoot in place of an actual forest floor.
- Goof (revealing mistake): When Willow is walking through the forest tracking Warren, ropes can be seen pulling the trees back as she walks by.
- Goof (continuity error): The blood spatters on Willow's shirt change thickness and pattern throughout the entire episode.
- When Rack tells Warren that Buffy is the least of his problems, he sarcastically responds "You're right. I'm sorry. Let's talk about my skin troubles", an ironic foreshadowing of his death.
- SPOILER: When Willow says "Bored now" before exacting her revenge, she is making a reference to the alternative universe vampire Willow, who used this as her catchphrase (possibly hinting at the new Willow losing her conscience and being more like the vampire alter-ego).
- Anya says to Xander, "I'll help. But I'm helping Willow," showing her finally thinking of Willow as a true friend. Their friendship took longer to develop, as they were often at odds throughout the series because Willow did not think Anya would change from being a demon. This is Anya's way of showing she understands as a scorned woman what Willow is going through and that their friendship is still as strong as ever.
- Although "Seeing Red" is generally believed to have been Amber Benson's last episode of BtVS, she appears briefly in this episode, playing the corpse of Tara. When filming was done, Joss Whedon and the cast presented Benson with a tombstone-shaped cake to commemorate her final scene.
- SPOILER: While everyone believed Warren was dead, he was kept alive by Amy Madison in the comics. This has led many to question The First taking on Warren's form to which Joss Whedon himself has said he may have made a mistake.