Willow and Tara are lying in bed together very cuddly and perfectly at ease with each other, content to be back together again. Willow is concerned about Buffy who hasn't returned home. She wonders if Buffy has something going on with Spike when Tara opens up and tells her that Buffy and Spike have been sleeping together, to which Willow is absolutely stunned and can barely understand the reasons why. Dawn comes out of her room and is ecstatic to see Tara and Willow together again. Meanwhile Buffy goes to the Trio's old lair and finds the place empty save for a few trinkets left over. She finds a couple of papers that she snatches up when she's suddenly attacked by rotating blades that were booby trapped inside the house with the intention to kill her. Buffy returns home with the news that the Trio's old lair has been evacuated and with the few papers that she managed to salvage. Buffy decides to leave Anya and Xander out of this because she thinks they need some time alone.
Anya is in a bar with a woman crying on her shoulder about her horrible boyfriend. Anya is trying to get the woman to make a vengeance wish on the man but then she gets started on her own rant and can't hear the woman's wish through her own rage. The Trio, in the meantime, have just killed a demon, who's skin they need in order to pass a mystical barrier.
Dawn stops by Spike's crypt on her way to Janice's for a sleepover. He acknowledges that everyone is mad at him and Dawn tells him that everyone DID see him with Anya because there was a camera hooked up in the Magic Box. Dawn asks Spike if he loves Buffy, when he doesn't answer, Dawn says that she doesn't understand how he could hurt Buffy like that. In a cave somewhere, Jonathan puts on the skin of the recently killed demon and passes through the invisible barrier. While Jonathan retrieves the glowing orbs of Mesolakahn, Andrew and Warren plan to get rid of Jonathan. When he returns, he gives the orbs to Warren. These orbs give strength and invulnerability to the bearer. To prove the strength of the orbs, Warren kills a demon without breaking a sweat.
Buffy visits Xander and tells Xander that Anya loves him and that she only did a stupid thing. Xander understands why Anya had sex with Spike, but he doesn't understand why Buffy would ever drop herself to Spike's level. She continues to tell Xander that he would never understand how she feels after having been brought back. She then tells him that her personal life isn't any of his business, but he says that it used to be his business. Xander pushes the point that Spike only has a chip in his head, no soul and would she really trust Dawn with Spike if that chip was gone? Buffy tries to tell him that it's over with Spike but he gets up and heads out for a walk and to a bar. A woman tries to flirt with Xander, but all he can do is gripe about his life. The Trio walks in to the very same bar.
After a late night slay, Buffy heads home, hurt, and aching for a warm bath. Spike walks in on her and tells her that he's sorry, and that he needed for her to hear it. He wants these feelings to stop and he tries to get her to admit that she loves him. She'll admit that she has feelings for him, but she could never ever trust him enough to actually love him. She asks him to stop, but he grabs for her and she continues to push him away. He continues to grip her, pushing himself on her and she bangs her head on the side of the bathtub. Spike wants to make her love him and jumps on her and pulls her bathrobe aside, saying that he'll make her feel it. A crying and scared Buffy finally kicks him off and tells him that she could never love him because she stopped him from raping her. At the bar Warren tries to make the moves on someone's girlfriend. The boyfriend tries to stop Warren but immediately they get into a fight which the boyfriend loses quickly due to Warren increased strength caused by the orbs. Xander steps up to Warren and manages to get punched into a corner of the bar. The Trio leave the bar and Xander returns to Buffy's home. He finds Spike's coat lying on the banister and heruns upstairs to find Buffy crying in the bathroom with a massive bruise on her leg. Willow bursts in with news; she's decrypted the CDs that Warren had at his place, plans to rip off banks.
A rejected and angered Spike returns to his crypt when Clem suddenly shows up. Clem lets Spike open up to him a little and Spike decides he's had enough and that it was never supposed to be this way; the chip won't let him be a monster, and he can never be a man.
Meanwhile Warren attacks a bank truck but Buffy appears, ready to face him. They go at each other violently and Buffy cannot keep Warren down. Hit after hit is made until Jonathan suddenly jumps on Buffy and whispers in to her ear that she has to destroy the orbs. Just when Warren thinks he has Buffy, she reaches for the orbs and smashes them into the ground, destroying them completely. She kicks him hard when he suddenly jets off in a rocket pack. Andrew, in likewise fashion, rips off his jacket to expose a rocket pack. Unfortunately in his attempt to bolt off he hits his head on an overhanging roof and lands on the ground beside Jonathan who's already peeved that he wasn't given his own rocket pack. The cops escort Jonathan and Andrew to the local jail but Andrew stills tries to believe that Warren will come back for them.
On a nearby highway, Spike speeds off on a motorcycle, muttering that things will be different when he comes back.
The next day, Willow and Tara are up in their bedroom, peacefully happy. Xander approaches Buffy outside who's searching for hidden cameras on her grounds. They sit down outside and wonder how they got to this horrible place in their lives. They start to hug when suddenly a very angry Warren appears with a gun and starts shooting at them randomly. One bullet hits Buffy while the other goes through the window and smashes through Tara's chest. Xander runs at Buffy, saying her name repeatedly while Willow is inside, spattered in Tara's blood. She cries incessantly for Tara and when she gets no response her eyes turn bright red and she looks up to the ceiling in pain.
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Tara: "Think that's my cue to put some clothes on.."
Dawn: "No! I'm totally not here! You guys do whatever you want. I'll watch TV. Really loud. In the basement. Where I can't hear.. anything. Oh my god! Oh my god! I love you guys!"
Buffy: "Then you might want to try the not sleeping with my friends."
Spike: "That's not.. I didn't go to Anya for that. I was looking for a spell.."
Buffy: "You were going to use a spell on me?"
Spike: "It wasn't for you. I wanted something.. anything to make this feeling stop. I just wanted it to stop!"
Buffy: "Ask me again why I could never love you."
Spike: "Oh god, Buffy. I didn't..."
Buffy: "Because I stopped you. Something I should have done a long time ago."
Warren: "Say good night, bitch.
Buffy: " 'Good night, bitch.' You're nothing but a sad little boy, Warren. But it's time to grow up. And pay for what you've done."
Xander: "I don't know what I'd do without you and Will."
Buffy: "Let's not find out. I love you. You know that, right?"
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