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…
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!
Rack: How did you find me?
Warren Meers: I ran into one of your regulars out on the street. He told me all about you. I bribed him 20 bucks to give me directions to this place.
Rack: You should have haggled. Most of my customers would have brought you here for only five.
Warren Meers: Yeah... I'll try to remember that next time. Look... I tried to do all of us a favor and kill the Slayer this morning, but I think I goofed.
Rack: Killing a Slayer? That's big business for a kid.
Warren Meers: I'm not a kid! I had my own group. The Trio. You ever hear of us?
Rack: What were you? A band or something?
Xander: Yeah, she's really off the wagon, big-time. Warren's a dead man if she finds him.
Dawn: [bitterly] Good!
Buffy: Dawn, don't say that.
Dawn: Why not? I'd do it myself if I could.
Buffy: Because you don't really feel that way.
Dawn: Yes, I do! And you should too. He killed Tara, and he nearly killed you. He needs to pay!
Xander: [nods with approval] Out of the mouths of babes.
Xander: I'm just saying he's... he's just as bad as any murderous vampire you've sent to dustville.
Buffy: Being a Slayer doesn't give me a license to kill. Warren's human.
Dawn: [scoffs] So?
Buffy: So the human world has its own rules for dealing with people like him.
Xander: Yeah, and we all know how well those rules work.
Buffy: Sometimes they do. Sometimes they don't. Look... we can't control the universe. If we were supposed to... then the magic wouldn't change Willow the way it does. And... we'd be able to bring Tara back.
Dawn: [quietly] And Mom.
Buffy: There are limits to what we can do. There should be. Willow doesn't wanna believe that. And now she's messing with dark forces that wanna hurt her. All of us.
Xander: I just... I've had blood on my hands all day. Blood from people I love.
Buffy: I know. And now it has to stop. Warren is going to get what he deserves, I promise! But I will not let Willow destroy herself.
- 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 (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): 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 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).
- 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.