Angel/Waiting in the Wings

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Waiting in the Wings
Waiting in the Wings
Season 3, Episode 13
Airdate February 4, 2002
Production Number 3ADH13
Written by Joss Whedon
Directed by Joss Whedon
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AngelSeason Three

Waiting in the Wings is the thirteenth episode of the third season of Angel, and the fifty-seventh episode overall. The gang goes to the ballet, but when Angel that this is that same performance (dancers and all) he saw a hundred years ago, they investigate a conspiracy that flares up emotions between Cordelia and Angel, as well as Gunn and Fred.

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

Guest Starring: Andy Hallett (Lorne), Mark Harelik (Count Kurskov)

Guest Starring (end credits): Mark Lutz (Groosalugg)

Co-Starring: Summer Glau (Prima Ballerina), Thomas Crawford (Manager), Don Tiffany (Security Guard)


Plot Overview

Everyone spends a night at the ballet, but soon Angel realises the dancers are the same ones he watched over a century before. When he and Cordelia go backstage to snoop around, they find themselves re-enacting a passion play between two lovers. Meanwhile, Wesley and Gunn try to move towards Fred with their feelings, but only one is received.


Monster of the Week

  • Count Kurskov: Count Kurskov is a fairly powerful wizard who had a ballet company. After discovering the prima ballerina in an affair with another man, he removes her from time and forces her to make the same performance every night. She is eventually freed when Angel smashes his source of power.

Body Count

# Whom By Whom How Where
1/2 Kurskov's Minions Angel Stabbed Backstage
3 Kurskov's Minion Wesley Stabbed Backstage


Music is listed in order of appearance in the episode:

  • Smokey Robinson & the Miracles - "Ooo Baby Baby"

Arc Advancement


  • Pylea: After freedom was given to the Pylean people in the second season finale, they deposed Groosalugg and set up a people's republic of sorts.


  • Gunn and Fred: Gunn and Fred have their first kiss and presumably begin a much deeper relationship.
  • Groosalugg: Groosalugg, Cordelia's true love from Pylea, has found his way into this plane of reality and caught up with Cordelia.


  • BtVS - 2x19 - I Only Have Eyes for You: Prior to a high school dance at Sunnydale High, there were several instances of the same fight between a boy and a girl occurring where they get into an argument and the boy shoots the girl with a phantom gun. The possession is broken when Buffy takes on the spirit of the boy and Angelus unwittingly takes on the spirit of the girl. He forgives Buffy after being shot and everything goes back to normal.
Angel: Look, I've been possessed by the spirits of old lovers before. Never goes well.


The Show

Behind the Scenes

  • Ratings: On its first airing, this episode scored a 4.0/5 in the overnight Nielsen ratings. It was ranked 6th out of the 18 WB shows which aired that week.
  • Genesis: The idea for this episode came from Amy Acker, who mentioned to Joss Whedon that she used to be a ballerina. Whedon decided to write a dream sequence in which Fred and Wesley dance, replacing the two leads of the ballet. The rest of the episode was built around that one scene. The scene was shot, but was cut from the final episode (much to the chagrin of Whedon). The scene exists as a special feature on the Angel season 3 DVDs.
  • Credits: The guest star credit for Mark Lutz is held until the end of the episode in order to keep Groosalugg's appearance a surprise.

Allusions and References

  • Giselle: The ballet being performed throughout the episode is Giselle, a French ballet about a woman who falls in love with a nobleman disguised as a peasant. When she figures out his deception, she collapses and dies. In the second act, her undying love saves the nobleman from being consumed by vampiric ghosts and the two pledge their love to each other.
  • Spinal Tap: This is Spinal Tap is a mockumentary directed by Rob Reiner about a fictional heavy metal band called Spinal Tap. At one point in the movie, the band is attempting to make it from their dressing room to the stage, but get lost backstage. They spend several minutes going around in circles before finally figuring out where to go.
Cordelia: You wanna wander around backstage like Spinal Tap for the next…ever?

Memorable Moments


  • Wesley: Honestly, have you ever seen anything lovelier? So graceful. So full of life. And those eyes. Make you feel like you're the only man in the room.
Cordelia: Plus six breasts. Any man's got to love that.
Wesley: Fred doesn't have six breasts... right?
Cordelia: Sorialus the ravager. And yeah, she's the one from my vision.
  • Cordelia: I was the ditsiest bitch in Sunnydale. Could've had any man I wanted. Now I'm all superhero-y and the best action I can get is an invisible ghost who's good with a loofa.
(awkward silence)
Wesley: I'm sorry. I missed that last part.
Cordelia: You are a gentleman.
Angel: Who's doing what with a loofa?
  • Cordelia: So, you went with the dark colours today.
Angel: Ask me why I'm smiling.
Cordelia: I will because it's scaring me.
  • Angel: I saw their production of Giselle in 1890. I cried like a baby. And I was evil!
  • Angel: Gunn, these guys are tight and you're gonna be tripping out.
Gunn: Don't be using my own phrases when we've lost the trust.
  • Fred: I love the ballet. I mean, I haven't seen that much but my family used to go to The Nutcracker every Christmas and I had my first sexual dream about the Mouse King.
  • Lorne: Can't fight Kyrumption, Cinnamon Buns. It's fate. It's the stars. Kyrumption is...
Angel: Stop saying that. And stop calling me pastries.
  • Lorne: You're a man of many limitations, Angel. But you're a man. You got a heart. And Cordelia is a hell of a lady. I mean, if I thought she'd like to wear green, I'd be elbowing you out of the way. But she's out of my league. She's a champion, Angel, old school. And besides, we all know you got a thing for ex-cheerleaders.
  • Wesley: (referring to Fred) Isn't she a vision?
Gunn: A lot of that going around.
Cordelia: Thank you, but no thank you. There will be no visions tonight.
Angel: How can you be sure?
Cordelia: I had a vision.
  • Angel: Back in the day, I'd always get box seats... or just eat the people who had 'em.
Cordelia: Don't let's reminisce. We're here. Enjoy.
  • Gunn: I'll say it once, and gloat all you want. These guys are tight and I am trippin’ out.
  • Angel: No, I mean, nothing's changed. These are the same dancers I saw before.
Fred: That's impossible. We're watching the exact same troupe you saw in 1990?
Gunn: Uh, I think he said 1890.
Fred: Oh. Okay, that's much more impossible.
  • Angel: So, somebody want to tell me how we're watching a show starring people who should have died sixty years ago?
Cordelia: Well, it's a puzzler. Are there snacks?
  • Wesley: So what are we thinking, vampires?
Cordelia: Well, they're not a deeply tanned bunch.
Gunn: That would explain the precision and the athleticism. I mean, some of those jumps were... You know, I was cool before I met y'all.
  • Wesley: (to Cordelia) How will the dancers keep time without your rhythmic snoring?
  • Cordelia: (about the security guard) You want I should distract him? Make with the nice-nice while you slip by?
Angel: Don't be stupid. I'm that guy and the most beautiful woman I've ever seen is making eyes at me? It's either a bachelor party or a scam.
Cordelia: What did you just call me?
Angel: I'm sorry. You're not stupid.
Cordelia: No, after that.
  • Angel: I think I'm just gonna have to go with my patented sudden burst of violence.
Cordelia: Hey, hold on. I think I might have an approach that's a little more subtle.
(smash cut)
Cordelia: Say, do you like bribes?
Security Guard: Do I ever.
Cordelia: Well we really want to go backstage.
Security Guard: Yeah, okay. But this isn't so much a bribe as it is a tip. And since I'm not parking your car, there's really no way—
(Angel knocks the guard out)
Angel: Okay, that's how we do it.
  • (Cordelia has her back against Angel)
Cordelia: (moaning) Open the damn door.
Angel: It's kind of hard...
Cordelia: I kinda noticed.
  • Lorne: (singing) Go to sleep/ lullaby/ you've been fed and you're sleepy/ you'll be with/ Uncle Lorne/ who in no way resents not being asked to go to the ballet/ and is certainly/ not thinking/ of selling you to the first vampire cult that makes him a decent offer...
  • Cordelia: It's a clue! Those spirits or energy or whatever are still in there so we can figure out what happened. We have to go back in!
Angel: I'm marvelling at the wrongness of that idea.
Cordelia: You wanna wander around backstage like Spinal Tap for the next... ever?
  • Cordelia: All we have to do is play the scene. Get in, get out, no one gets happy.
Angel: What if there is no more talking in that scene?
  • Cordelia: Up to his ass in demon gore, fine, but ask him to mack on a hottie and he wigs. My champion, ladies and gentlemen.
  • (hearing moaning)
Wesley: Someone’s in pain.
Fred: Either that, or someone’s in fun.
  • Cordelia: We gotta move.
Angel: You think they're not dead?
Cordelia: You just looked really hot doing that.
Angel: Oh.
Cordelia: Yeah.
Angel: Run.
  • Wesley: Who’s laughing now? Well, you, but I still win.
  • Prima Ballerina: I don't dance. I echo.
  • Count Kurskov: She was my love. She danced only for me.
Angel: Yeah. You love her that much? (punches him) Start a website.