Buffy heads home after working at the Doublemeat Palace and runs into a vampire in the cemetery. But as soon as he gets a whiff of her greasy smell from the DMP he doesn't want to bother eating her. She stakes him anyway, highly insulted. Before she can enter her house, Spike stops her and she doesn't want to go at it with him by her house but he convinces her to a quickie outside. Afterwards she goes inside, slightly rumpled, and hands Dawn a squished supper from the DMP. Dawn and Willow head out to the Bronze but Buffy won't join them because she's tired. At the Bronze, Anya and Xander are still discussing their wedding plans and they're getting anxious about the event.
Buffy is cleaning at home and falls aslseep, forgetting garbage day. She gets mail telling her that she missed the application date for college an Dawn heads to school that morning while Buffy goes to work. While she's working the cash, Riley shows up, stunning her into silence. Her tells her he needs her to help him track down a demon. She ditches her job to help him, leaving a stunned manager behind. Outside, Riley tells her briefly about the Savolti demon. It breeds and grows constantly; one becomes ten. They quickly find the demon on the streets and chase it into an alley. Unfortunately it gets away too quickly and they jump into Riley's vehicle and track the demon down. Riley hands Buffy some clothes to change into for the fight. While, in the meantime, Anya and Xander get stuck in traffic while headed for the airport to pick up their relatives.
Buffy and Riley track the demon to a plant where they scale down a large fissure. They immediately find the beast and fight it viciously. A woman appears and demands to know what Buffy is doing with her husband. Riley then introduces Sam, his wife of four months, to, a once again, stunned Buffy. The beast attacks again and Buffy kills it quickly. They then reveal that they didn't want it dead. They reconvene at Buffy's house where Dawn is none too pleased to see Riley and Willow vows to Buffy to hate Sam for her. Riley explains that these demons are at the Hellmouth to spawn and they know there's a nest in Sunnydale being protected by someone called the doctor. Willow storms off when Sam mentions that Willow could do a locating spell. Sam later on tells her that she's never met anyone with enough strength to quit using magic. This brings a new hope to Willow.
Buffy and Sam head out for patrol. Sam tells Buffy she's awed by her and that it took Riley an entire year to get over Buffy. Sam then asks if there's any new guys in Buffy's life and Buffy answers no. Buffy, feeling miserable, splits away from Sam and goes to Spike's crypt and asks for some info. She then demands to hear that he loves and wants her. They then go at it and wake up to find Riley barging in on them. Riley then addresses Spike as the doctor and Buffy is humiliated to find Riley catching her in bed with Spike. Riley knows that Spike is the doctor and goes down to Spike's basement. Buffy follows him down where they discover over a dozen eggs in Spike's crupt. The eggs then open quickly and Buffy and Riley are attacked by dozens of spiddery demons. They lunge out of the basement and toss an explosive into the basement, killing all the demons.
Later, outside the Magic Box, Riley and Buffy are talking and Buffy admits that she's sleeping with Spike. Riley tells her that he was terrified of coming back to see her. He tells her that her sleeping with Spike, or her crummy job doesn't touch her, that she was his first love and the strongest woman he's ever known. She tells him that she's sorry for what happened between them. Riley and Sam then say their goodbyes and take off in a helicopter.
After considering what Riley told her, Buffy goes to Spike's crupt and tells him that it's over. He doesn't believe her at first, and she admits that she does want him, but that she's using him. She can't love him and it's killing her. She apologizes and walks out on him.
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Vampir: "What's that smell? Geez Slayer, is that you?"
Buffy: "I've been working!"
Vampir: "Where? In a slaughterhouse?"
Buffy: "D-Doublemeat Palace."
Vampir: "Oh.. Know what? Let's just call it a night. If it's all the same to you, and you've been eating that stuff.. I'm not so sure I want to bite you."
Buffy: "You're dead! You smell like it. How do you get to say I'm the one who's.. stinky?"
Buffy: "Riley."
Riley: "I'm sorry to just drop in on you like this, Buffy."
Buffy: "It's you.."
Riley: "It's me."
Buffy: "You're here."
Riley: "I know."
Buffy: "And.... were you always this tall?"
Riley: "Got big stories to tell you, too. We get half a sec, we can compare and contrast."
Buffy: "Did you die?"
Riley: "No."
Buffy: "I'm gonna win.."
Anya: "I think maybe we died in this car on the way to the airport. And now we're in hell!?"
Buffy: "I.. have a house. And I think it's safe.. Sometimes, you can't even leave!"
Riley: "Hey. You want me to say I liked seeing you in bed with that idiot? Or that blinding orange is your very best color, or that the burger smell is..."
Buffy: "You smelled the smell?"
Riley: "Buffy, none of that means anything. It doesn't touch you. You're still the first woman I ever loved and the strongest woman I ever knew."
Buffy: "I'm using you. I can't love you. I'm just being weak, and selfish.."
Spike: "Really not complaining here.."
Buffy: "..and it's killing me. I have to be strong about this. I'm sorry, William."
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