The gang prepares to attack the true powers of evil by attempting to take down the Circle of the Black Thorn - a battle none of them expect to survive.
In the series finale, Angel reveals that his questionable moral behavior has been part of a bigger plan: to destroy The Circle of the Black Thorn and show the Senior Partners that the power of good can still make a difference. Wesley struggles with helping Illyria adapt to the world, scolding her for her attempts to take on Fred's form. As Gunn continues his quest of self-discovery, Lorne becomes more aware of the lack of happiness in the world. Harmony attempts to seduce Marcus Hamilton for information, Lindsey makes an important decision regarding his alliance, and Eve continues to deal with being mortal. As Spike comes closer to understanding the nature of heroism, Angel pays a visit to the one person he truly loves. On Angel's bidding, the gang goes out and spends each day as if it were their last...
- Angel briefs his team on his plan to kill all the members of the Circle of the Black Thorn. Marcus Hamilton arrives and sends everyone else out. The then tells Angel to immediately attend to an emergency meeting of the circle. At the meeting, the other members express doubts about Angel's loyalties. Angel proves himself to them by irrevocably renouncing his role in the Shanshu Prophecy, thereby giving up his chance to become human.
At Spike's apartment, Gunn, Wesley, Spike, and Lorne arrive where they find Ilyria bloodied and hardly conscious after her fight with Hamilton who took Drogyn.
Back at Wolfram & Hart, Angel meets with his old enemy Lindsey McDonald and enlists him in the planned attack on the Circle. Angel then goes to meet with his team back at Spike's apartment and tells them they are all killing the members of the Black Thorn tonight. But he first tells them that before they fight they take the day from work off and spend the rest of the day like it's their last because it "probably is." Angel tells them that if they take down the Black Thorn, they will never escape from retribution from the Senior Partners,
Angel visits his son, Connor, whom is now enrolled in college. Angel talks with him more about his work and his romance with Nina a werewolf. Connor reveals that he knows that Angel is his father; his old memories are now "mixed in" with his new ones, and he understands and appreciates why Angel gave him new memories.
Lorne has serious reservations about Angel's plan, and his mood is dark and somber. He spends the day singing "If I Ruled The World" in a Karoke bar.
Lindsey spends the day with Eve, who is suspicious of Angel even though Lindsey now trusts him.
Gunn spends his day helping his old friend Anne Steele at the homeless shelter that she still she maintains move some furniture and boxes to a truck to take them for delivery to another homeless shelter. When Gunn asks Anne if she was fighting a war that she knows she can never win and that every effort is futile, what would she do. Anne replies she would just continue loading the boxes on the truck. Gunn smiles and agrees. It's the answer he was looking for.
Spike goes to a seedy bar and after drinking innumerable shots of "courage", goes onstage to sorrowful recite a poem that he originally recited in 1880 London before his siring as a vampire... his last day as a human. Spike recites the poem to a rough crowd of motorcyclists and street gang members expecting a violent reaction... and a possible one last big barroom brawl for old times sake. To his surprise, the rough crowd goes wild with cheers and applause. A triumphant and relieved Spike, his confidence restored, dedicates his poem to his lost love Cecily. He now repairers to re-site another poem that he wrote which he dedicates to his late mother which he calls: "The Wandom Folly of Me Mum."
Wesley spends his day in his apartment tending to Illyria's wounds, telling her there is nothing else he wants and nowhere for him to be. She offers to comfort him in Fred's form, but he refuses the offer.
That evening, the team meets back in Spike's apartment where Angel tells them that they are taking a divide-and-conquer approach to wipe out the Black Thorn; Gunn is assigned to kill Senator Helena Bruckner and her team of vampire workers; Illyria is assigned to take out Izzy the red devil and three other members; Wesley is assigned to take out the demon wizard Cyrus Vail; Spike is assigned to rescue the infant that Angel gave to the demon Fell Bretheren; Lorne is instructed to meet with Lindsey where they will take out the demon Sahvrin clan; finally, Angel himself will take out the chairman of the Black Thorn, Archduke Sebassis. Once they complete their missions, everyone who survives will meet in the back alley north of the Hyperian Hotel for the expected onslaught of the Senior Partners legion. Lorne tells Angel that after he completes his "last assignment" after he helps Lindsey kill the Sahvrin clan, he is out of the team forever and they can never meet again no matter what happens. Everyone heads off to their jobs... and fates.
Back at the offices of Wolfram & Hart, Angel arrives where he is confronted in his office by Marcus Hamilton who knows he intends to kill Archduke Sebassis. Earlier, Hamilton had seduced Harmony and learned about Angel's plan. Angel is thrown out of his office window and lands in the building lobby. Harmony approaches Angel where he tells her that he knew that she would betray him, but didn't know when. After firing Harmony for her betrayal who leaves the building (after getting a letter of recommendation), Angel turns to confront Hamilton. But Hamilton is much too strong for Angel and he flings him across the lobby of the building. Hamilton taunts Angel and calling him "gutter trash" and mocks him for not being able to save his closest friends (Doyle, Cordelia, and Fred) and asks if he would really get away with killing Archduke Sebassis. Angel replies that he already has.
In a brief flashback explained by Angel, he tells Hamilton that he poisoned Sebassis servant, knowing that Sebassis drinks blood from his servants. A quick cutaway scene shows Sebassis as his mansion taking a bubble bath where he is served a glass of his demon servant's blue-colored blood. After taking one sip, Sebassis finds the blood awful tasting, but when his servant drops dead, he realizes (too late) that his has been poisoned. Sebassis drops the glass to the floor as he dies in the bathtub.
Angel tells Hamilton that he knew that Harmony would tell him that his plan so he could face Hamilton himself for he feels that the fight with him would be "more interesting". Hamilton, impressed but angry at Angel's ploy, attacks him.
At Senator Bruckner's campaign office, Gunn arrives where he immediately begins fighting with her vampire workers while she casually talks on the telephone at her desk, slandering her political opponent for the upcoming election. Gunn throws an ax at the Senator, killing her, but he is still faced with about a dozen of her vampire bodyguards.
At the Fell Brethren's living quarters, Spike enters disguised as one of them wearing a long flowing brown robe. He finds the infant in a ceremonial bassinet and lifts the baby out of it when he turns around and is confronted by several Fell Bretheren demons who angrily order him to place the baby back in it's bassinet. Spike immediately goes into battle, with a battle sword in one and, and the baby in his other.
Meanwhile, Illyria ambushes Izzy the Devil and three of his colleagues as they are getting into their car in side road after leaving a restaurant and kills them and wrecks their car with ease.
At the apartment of the demon Sahvrin clan, Lindsey arrives with Lorne where they begin fighting the Sahvrin demons. After killing all of them with apparent ease, Lindsey talks with Lorne as they rest and about Angel's plan for Lindsey. Suddenly and without warning, Lorne takes out a pistol and shoots Lindsey in the chest twice which he reveals as his "one last job" for Angel. The fatally wounded Lindsey drops to the floor and asks why, and Lorne replies: "You're not part of the solution, Lindsey. You never were." As Lindsey dies, he spats on Lorne, expressing disappointment that it wasn't Angel who was to betray and kill him but Lorne whom Lindsey addresses as a "flunky". When Lindsey is dead, Lorne, disgusted with himself over killing a human, drops his gun to the floor and walks out, saying his parting words: "good night, folks."
At the mansion residence of Cyrus Vail, Wesley arrives while Vail is having dinner by himself. Wesley feigns a desire to kill Angel so that Vail will refer to him as Angel's replacement in the Circle of the Black Thorn. After a few minutes of conversation, Wesley surprises Vail by attacking him with violent magic. But Vail quickly recovers and launches a counter-attack against Wesley. When Wesley tries to stab Vail with a knife, the demon magician manages to levitate Wesley where he removes the knife and stabs Wesley just before he unleashes a stream of magic, knocking Vail out. Illyria arrives at the mansion after her assignment at killing Izzy where she finds Vail unconscious and Wesley dying from his knife wound. Wesley asks Illyria to be Fred one final time. Illyria morphs into the late Fred Burkle where she comforts Wesley as he dies. When Vail regains conciseness, he sees Fred kneeling before Wesley's dead body. Not knowing who Fred really is, Vail taunts her by telling him to "give her best shot". Fred then morphs back into Illyria who punches Vail and shatters his head with a single blow.
Back at Wolfram & Hart, Angel is loosing his fight with Hamilton who is too strong and keeps throwing Angel through walls, support columns, and glass windows. Hamilton pauses for a minute and asks the battered and bloodied Angel why he keeps fighting for he just signed away his part in the Shanshu Prophecy to become human once evil on Earth is vanquished and will now gain nothing, win or lose. Angel tells Hamilton that his fight is not about winning anything, it's about fighting; standing up for what he believes in the greater good. Angel tells Hamilton that evil people like him will never understand the people who do believe in good. Unimpressed, Hamilton replies: "yes... but we won't care!"
As Hamilton grabs a broken stake of wood and prepares to kill Angel once and for all, Conner suddenly appears and kicks Hamilton away from his father. Teaming up for the last time, both Connor and Angel attempt to take on Hamilton together in a major fistfight with no weapons, but even with their combined strength, the cannot inflict a single bruise onto Hamilton. Connor is punched repeatedly and thrown against a wall and is knocked out. Angel is again punched and thrown across the lobby. Hamilton approaches Angel and tells him that he cannot be defeated for the power and might of "the Wolf, the Ram, and Hart" runs in his blood and there is nothing Angel can do. Angel defiantly staggers to his feet and states: "can you pick out the one word there that you probably shouldn't have said?" Angel morphs into his vampire form and lunges at Hamilton and bites his neck, drinking some of Hamilton's blood before he is pulled off. After another minute of fist-fighting, Angel knocks the weakened Hamilton to the floor, who still manages to hit Angel back boasting that he will never defeat the Senior Partners even if he kills him. Angel punches Hamilton a few more times and breaks his neck, killing him at last.
As soon as Hamilton is dead, Connor regains consciousness when suddenly the entire building around them begins to shake and crumble. Angel replies that the Senior Partners know that Hamilton, their liaison, is dead and they are now "taking the boxing gloves off". Angel tells Connor to go home for this his fight and there will be a swift counterattack from Wolfram & Hart over the elimination of the Black Thorn. Connor wants to stay to help, but Angel refuses. Connor worries that Angel will die, but he tells Connor as long as he knows he is alive, they can't. Connor runs out of the collapsing building, leaving Angel to his fate. Angel then goes to his office where Eve is there having taken refuge. He tells her that it looks like the Senior Partners are "kicking them out of the garden". When Eve asks about Lindsey, Angel tells her that he will not be coming for her, and she immediately realizes that Angel had Lindsey killed. Angel then grabs a sword off his weapons rack and runs out of the building, while Eve stays behind as the building collapses all around her, knowing that with the Senior Partners coming after all of them, there is nowhere to go.
Armed with his sword, Angel goes to the alleyway where it is pouring rain. Angel finds Spike already there, with his rescue of the baby successful and its safe return to it's real mother. Gunn arrives seconds later, armed with a large battle ax, having claimed to have slain all of the Senator's vampire bodyguards, but he is severely wounded. Illyria arrives where she tells them about Wesley's death and wishes to do more violence. Just then, they all look forward and at the end of the alley, the vast demon armies of the Senior Partners arrive to attack the four survivors (The demons resemble Orks from the 'Lord of the Rings' trilogy). There are demons of all shapes and sizes including a 100-foot tall giant, and a flying dragon. Illyria states that they will have 10 minutes at best before they all die. Gunn defiantly staggers to his feet with his battle ax and claims to make their last 10 minutes memorable. Spike asks Angel if he has any plan, and Angel says, "well personally... I kinda want to slay the dragon."
As the vast demon army of Wolfram & Hart attacks, Angel swings his sword against the first of the attacking demon warriors as he says the series last line: "let's go to work".