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Season 3, Episode 15
Airdate February 25, 2002
Production Number 3ADH15
Written by Mere Smith
Directed by James A. Contner
← 3x14
3x16 →
Sleep Tight
AngelSeason Three

Loyalty is the fifteenth episode of the third season of Angel, and the fifty-ninth episode overall. Wesley wrestles with his loyalty to Angel and his knowledge that Connor will be killed by his father.

Starring: David Boreanaz (Angel), Charisma Carpenter (Cordelia Chase) (credit only), Alexis Denisof (Wesley Wyndam-Pryce), J. August Richards (Charles Gunn), Amy Acker (Winifred "Fred" Burkle)

Guest Starring: Stephanie Romanov (Lilah Morgan), Laurel Holloman (Justine Cooper), Jack Conley (Sahjhan), Wendy Davis (Aubrey Jenkins), Enrique Castillo (Doctor)

and Keith Szarabajka (Daniel Holtz)

Co-Starring: Susan Martino (Mother #1), Annie Talbot (Mother #2), Marci Hill (Nurse), Chris Devlin (Holtzian Man), Thom Scott II (Holtzian Man #2)


Plot Overview

Haunted by the revelation that Angel is prophesied to kill his son, Wesley investigates in hopes that it isn’t true, or at least find a way to prevent it. Meanwhile, Holtz’s revenge plan mounts, but an impatient Sahjhan resorts to reaching out to Lilah for a much more productive course of action.


Monster of the Week

  • There is no monster of the week in this episode.

Body Count

# Whom By Whom How Where
1/2 Vampires Gunn Staked Carousel
3 Vampire Fred Staked Carousel


No licensed music is used in this episode.

Arc Advancement


  • Wolfram & Hart: Beyond their international firms, Wolfram & Hart also apparently has branches in other dimensions. They remain one step ahead of Sahjhan and don't officially help him because of a standing policy to let Angel live until his death is useful. Lilah does, however, help him off the record.
  • The Prophecy: In an attempt to figure out if Angel will really kill his son, Wesley spoke to the Loa, which said that Angel will kill his son after a great earthquake, followed by fire, followed by blood staining the sky. All of these occurred in this episode.


  • Holtz: Holtz's army has grown to about a dozen people. He has used one of them to set up Angel's employees, which tipped them off to the army that he is amassing.


  • 3x14 - Couplet: While on a stakeout, Gunn and Fred were captured by a plant demon who used the internet to lure unsuspecting men to the park and trap them underground so that it could use them as energy.
Fred: As long as we're not smooching on the job, or, you know, being sucked underground by a plant demon.


The Show

  • M.I.A.: As suggested in the previous episode, Cordelia does not appear in this episode due to being on vacation with Groosalugg. This is the first episode in which she does not appear.

Behind the Scenes

  • Ratings: On its first airing, this episode scored a 3.5/5 in the overnight Nielsen ratings. It was ranked 6th out of the 18 WB shows which aired that week.

Allusions and References

Memorable Moments


  • Gunn: I wanna know how he does it. No last name, no bank account. How you ordering stuff off the web?
Fred: It's not that hard, really. All you gotta do is hack into the shipping database, find somebody who’s ordering what you want, then substitute your information. (off their looks) Except that would just be high-tech robbery.
Angel: I memorised Cordelia's credit card number.
Fred: Oh. Low-tech robbery.
  • Gunn: Some kind of boomerang vamp stake?
Angel: No. They're itty bitty hockey sticks.
Gunn: Oh.
Angel: (pulling tiny hockey jersey) Check this out. How cute is this? Huh? Seriously.
Gunn: Seriously, I'd say you got way too much time on your hands.
Fred: Oh, come on. You think it's adorable.
Gunn: Well, yeah, but at least I'm manly enough to deny it.
  • Angel: You know, hockey's a great sport.
Gunn: You realise this is the whitest sport known to man?
Angel: True. But the games are indoors and they usually play at night.
Gunn: Got you.
  • Holtz: Things aren’t always black and white, Justine. Good and evil.
Justine: What about Angelus?
Holtz: He's evil.
  • Sahjhan: Love the whole chained, undead look you got going on. Really sets off your fern.
  • Lilah: (after Sahjhan teleports in) You don't have an appointment.
Sahjhan: That's it? No, "Wow, how'd he do that?" No screaming in terror? You twenty-first century types are so jaded.
Lilah: You're Sahjhan, aren't you? I may be jaded, but I do my homework. And there's a girl downstairs, she's got records on everything that ever happened. My company rocks.
  • Sahjan: I have a plan. But for it to work, I require a very rare and valuable ingredient. Getting it will be difficult, if not impossible. I need the blood of Angel's son--
Lilah: Got it.
Sahjan: Got it? What do you mean got it? How'd you get it?
  • Fred: We should be getting back.
Gunn: Hang on! I'm getting a tingle.
Fred: Um, I thought we were gonna try to keep that out of the workplace.
Gunn: Not that kind of tingle.
  • Loa: Your insolence is displeasing.
Wesley: You try chatting with a cranky hamburger.
  • Sahjhan: (to Lilah) Would it impress you if I told you I invented daylight savings time?
  • Wesley: If it's a sacrifice you require, take me. Angel's no more responsible for the crimes of Angelus than I am.
Holtz: Really?
Wesley: Yes.
Holtz: And was it your hands that held down my beloved Caroline as she was violated and murdered? That wrapped themselves around my son's neck and snapped it like kindling? Where yours hands that clutched at my daughter as she was turned into a creature damned for all eternity?
  • Holtz: You don't believe me?
Wesley: Hmm. Not sure really. It could be the low scary voice that's giving me trouble.
  • Holtz: When I put my son's body into the ground, I had to open the coffin, just to know that he really was in there. You also may discover that a child's coffin, Mr Wyndham-Pryce - it weighs nothing.
  • Fred: What if Wesley makes us choose?
Gunn: I've been fighting vamps and demons since I was a kid. That sense of doing good, of waking up in the morning and making the world safer, better... I've always had that. But I never had a Fred before. If we have to, I choose you.
  • Angel: I love my son.
Wesley: Love can be a terrible thing.
Angel: I used to think that. I thought love was something that swallowed you whole, ripped you up inside, but, you know, what I feel for Connor - even that fear – Wes, it’s... it's not terrible. It's beautiful.
  • Angel: What's so funny?
Wesley: Life. Life is funny. Listening to stupid people talking to hamburgers is funny. Worrying about things that will never... It's all so incredibly funny and beautiful.