A Buffy-Riley makeout session starts us off this week. They take a breath to confirm that Willow will be out all night, and just as Riley's moving on up under Buffy's shirt, Willow bursts in. She's frantic: a fire-breathing demon just burst into the rec room! Buffy hands Riley a crossbow and gets a stake ready. She opens the door of the dark rec room suddenly the lights turn on, and Buffy's attacked with shouts of "Surprise!"
Giles is regaling Xander and Anya with stories of his youth, but Anya blurts out that she's bored and wants to eat. Xander makes her apologize for her rudeness, but Giles dismisses them and is left alone with his cake. A bit later, a perky Willow comes over, bringing him more cake. He mentions that there are some new faces here; she explains that they're kids from the dorm and a couple of Riley's friends. Just then, a giddy Buffy comes over, dragging Riley behind her. She hugs Giles and introduces Riley as her boyfriend. Riley tries admirably to make small talk, but slips up a bit when he presumes that Giles is retired. Buffy, not noticing the cake that Giles has set down, sends Riley off to get him some. Buffy thanks Giles for the party, but he admits that Willow and Xander planned it; he figures Buffy has enough things jumping out at her in the dark. This reminds Buffy of something Professor Walsh said, and she gushes that Walsh is "absolutely the smartest person" that Buffy's ever met. Giles, thinly veiling his hurt feelings, suggests that perhaps they should have invited Professor Walsh to the party. Buffy disagrees, though, because Walsh is "like, forty. She's got better things to do than hang out with a bunch of kids." To add insult to injury, Riley arrives just then with cake, calling Giles "sir."
The next day, Spike is preparing to leave Xander's basement the gang is apparently going to let him move out on his own. He's thinking about getting a crypt, but Anya points out that he might want electricity to keep his blood fresh in a refrigerator. She suggests a hotel room, and Spike likes the idea, hitting Xander up for money. That's a no-go, but Anya does try to give Spike a lamp of Xander's as a housewarming gift (she read about the tradition). Xander points out that that tradition is for friends, not enemies. Spike wonders why Buffy didn't come say goodbye, and Xander reveals that she had an appointment with someone who's "actually still scary."
Cut to Professor Walsh, telling Buffy that they thought she was a myth. Walsh figures that only their methods differ; with the Initiative using magnificent technology, and Buffy poking them with sharp sticks. Walsh figures that they can learn a lot from each other, and is trying to get Buffy clearance to come into the Initiative. In an effort to impress Buffy, she prompts Riley to share his count of demons he's captured or killed (a whopping seventeen). Buffy feigns being impressed, and Walsh asks, "How many Hostiles would you say you've slain?" Buffy looks around the room...
Giles is dusting his bookshelf, and picks up a book. Flipping through the pages, he suddenly realizes that tonight is "the third new moon after the 900th feast of Delthrox." A moment later, he's on the phone with Willow, telling her that the demon prince Barvain is going to rise tonight, and they can't wait for Buffy.
Buffy and Riley are taking a walk, and she's just finished sharing some of her war stories. Riley is quite in awe, but Buffy reassures him that he'd have a bigger résumé, too, if he'd been fighting since he was fifteen. That impresses him, too, but she reminds him that she does have "that whole preternatural Slayer-strength deal." Still, Riley counters, "I'm not even sure I could take you." Buffy looks up at him coyly: "That all depends on your meaning." Riley smiles.
Walsh is in her office, and is interrupted by Giles. He introduces himself as a friend of Buffy's (and her high school librarian), and wonders if she's seen her. She hasn't, but Giles makes a bit of conversation, commenting that Buffy quotes Walsh a lot, almost sounding like an introductory textbook. Walsh takes offense to this, commenting that she doesn't lecture from the textbook, but does state that Buffy is bright, and only lacking academic encouragement. Giles counters that it's best to let a young person find their own strength, but Walsh dismisses the idea. Giles insists that once you get to know her, Buffy is a very unique girl. Walsh agrees: she is a unique woman, but she's too self-reliant and independent, which are bad qualities in Walsh's book. Walsh feels that Buffy's problems stem from the absence of a strong father figure. Giles is floored by this, and is then dismissed by Walsh.
Giles, Willow and Xander head off to take care of the demon prince Barvain, worried that they're late. They get to the mausoleum where the rising was to take place, but there's no sign of damage. Willow and Xander figure that perhaps Riley and the Initiative got there first, and already cleaned up. Giles is confused it turns out that Buffy didn't tell him that Riley was a commando. Giles is quite perturbed to learn that everyone knew but him, and he's even more upset when they reveal that Walsh is in charge. A depressed Giles sends Willow and Xander on their way and sits down to wait in case the demon rises. He gives up shortly, though, and leaves. After he leaves, Ethan Rayne steps out of the shadows, commenting that something interesting is about to happen. Giles, having heard a voice, comes back in, startling Ethan: "Oh, bugger, I thought you'd gone!" Giles is almost glad to see Ethan, as giving him a thrashing should do wonders for Giles' mood. Ethan holds him off, though, convincing Giles that he has important information about something bad that's coming; something for which Giles will need time to prepare.
Giles and Ethan are in a bar, having ordered a couple of draft beers. Ethan tells Giles that something is harming demons, and they're scared. Something called 314 is scaring them the most "the kind of scared that turns to angry." This new outfit is butting in where it doesn't belong, throwing the worlds out of balance, and Ethan predicts that they're headed for one hell of a fight.
Buffy and Riley are sparring, practicing their moves in what is presumably the college gymnasium. The two admit that they're holding back, and agree to go all out. It only takes a moment for Buffy to get in a kick to the chest that sends him flying across the room. He insists that he's not hurt, though he looks rather pained, and Buffy apologizes profusely.
Back at the bar, Giles is now quite drunk. He begins rambling about Maggie Walsh and her "nancy ninja boys." Ethan gives his number to the none-too-thrilled waitress, and Giles goes on, complaining that he's nothing but "an unemployed librarian with a tendency to get knocked on the head." Ethan tells him he won't have to worry about that for long, as he has poisoned Giles' drink and he'll be dead in an hour. They stare at each other. "Just kidding," laughs Ethan, and the two crack up. Giles comments that he's gonna feel like hell in the morning, but Ethan encourages him to relax the night is still their time; a time of magic. The two toast "to magic" and Giles downs a shot.
Elsewhere, in what we can only assume is Tara's room, Willow and Tara have gotten together at Willow's urging. Willow's idea is for them to do a spell together, in which they will make a rose float, and then use their minds cooperatively to pluck the petals off, one at a time. The spell is a "test of synchronicity," to see if their minds are attuned to each other. The girls close their eyes and hold hands, sitting across from each other with the rose in between them. A breeze begins to blow, and the rose floats up. The girls notice, but when they're about to begin the petal part, the rose begins flying violently around the room, eventually landing on the floor, the petals gone and the stem smoking. The girls wonder what the heck that was about.
The next day, an alarm goes off. Giles, hidden beneath the covers, turns it off and mumbles that he feels like hell. He goes downstairs, and when he reaches the bottom, he spots himself in a mirror he's a large, ugly, horned demon. He hits the wall in frustration, and punches right through it. As he makes his way through the house, he breaks everything he touches, including the phone when he tries to make a phone call probably to find out where Ethan is, as he quickly realizes who's to blame for this. Giles tries to put on a shirt, but rips it, so he throws a blanket over himself and heads out the door, pulling it right off the hinges.
Buffy and Willow are having breakfast, and Willow comments on how fun she is when she has a new boyfriend. Buffy wonders where Willow was last night, and Willow lies that she was in the chemistry lab by herself. She does tell Buffy about the rose spell, remarking that it seemed as though there was some powerful "dark majicks energy" blocking the spell. Buffy thinks perhaps she'll tell Walsh about it, as she is interested in the mystical side of things, but Willow advises that she go to Giles. Willow explains that Giles is feeling neglected and "out of the loopy," due to not having been told about Riley and the Initiative. Buffy, who thought that she did tell Giles, promises to make it up to him tomorrow, as she's spending today with Riley. Buffy tells Willow about how she kicked Riley across the room, and Willow thinks that Buffy should never hold back with Riley or pretend that she's less than she is. Buffy agrees, but admits that she was still holding back a little.
Giles heads over to Xander's, and enters the basement from outside. Xander's still asleep, much to Giles' surprise (it's 10:30 a.m.). Giles tries to wake him up, telling him not to be alarmed when he opens his eyes, because Ethan has turned him into a demon. Xander wakes up to find a demon above him, speaking in garbled demon language. Xander begins to shout and throw pots and pans at Giles, while Giles shouts that it's him, Giles. Xander hears only demon shouting, though, and Giles finally runs out. As he runs through the neighborhood, neighbors scream at the sight of him.
That evening (we can only presume that Buffy was occupied at school and/or that Xander had to work that afternoon), the gang heads to Giles to seek advice about the demon that "attacked" Xander. However, they find his front door removed, his house a disaster, and him not home. They conclude that the demon has been there, too, and must have taken Giles. Anya, seeing Giles' ripped shirt, opines that that demon may have "ate him up."
Giles is walking through the cemetery when he happens upon Spike, who's measuring a crypt (potential living quarters). Giles prepares to fight him, talking to himself, but Spike understands him. Spike reveals that Giles is a Fyarl demon, and that he's therefore speaking Fyarl, which Spike happens to understand. Giles explains that Ethan did this, and agrees to pay Spike $200 to help him find Ethan. Spike offers to go tell Buffy what's happened, but Giles wants to get this taken care of without Buffy ever knowing that anything happened.
Over at Giles' apartment, the gang hears a gate squeak outside, and Buffy stands at the door, stake ready. Riley enters the Initiative's tap into the 911 system made them suspect demon action here, as neighbors had called about the ruckus at Giles' place. Buffy explains that Giles is missing, and Riley tenderly reassures her that he and the whole Initiative will help.
Spike is driving Giles around in his Citroen, and Giles is shouting at Spike, who's having a bit of trouble with the beat up old car. Spike tells Giles that Fyarl demons are very strong, and that they have paralyzing, hard-as-rock mucous (but not sizzling eye beams, as Giles hoped). Giles growls, grumbling that he feels as though he's filled with anger, rage, and the mindless need to destroy. Spike encourages him to go with it, but Giles refuses he's a human with a conscience. Suddenly, Giles interrupts his lecture on morality, ordering Spike to stop the car. He does, and Giles jumps out he's spotted Professor Walsh on the street, and he proceeds to roar at her and chase her screaming down the street.
The gang finally finds a picture of Xander's demon in a book, and Willow proceeds to describe them. Riley gets a call on his cell phone, while Willow reads that the demon can be killed with a weapon made of silver. Riley hangs up, and announces that the demon jumped out a gray Citroen and attacked Walsh. The gang concludes that, oddly enough, the demon stole Giles' car. Buffy reasons that someone must be controlling the demon, and Willow agrees that if someone was using magic to do so, that could have caused her rose spells to go wrong, as she mentioned earlier. Buffy orders Willow and Xander to stay there, and she and Riley head to the magic shop to see if anyone got supplies for such a thing. Buffy first grabs a silver letter opener with which to kill the demon.
At the bar, Spike coaxes the waitress to whom Ethan gave his number to tell him where Ethan was staying.
Buffy breaks into the magic shop downtown, and Riley scolds her he has a master key that opens every shop on Main Street. Buffy quickly finds a receipt showing that Ethan Rayne was there, and figures that he's gotta be behind this. Riley makes a call to have Ethan's name compared with local hotel registrations, but then tells Buffy that Walsh gave him strict orders not to take Buffy with him when the demon was located. "Oh," says Buffy, and she heads for the car anyway. Riley insists that he can't take her with him, but she puts him in his place: "You're not taking me with you. I am going and I am letting you come along." She will not be dissuaded, and Riley can only follow her out to his car.
Giles and Spike head for Ethan's motel, when suddenly two Humvees appear behind them. They realize that it's the Initiative, and Giles panics, breaking the car window. Giles orders spike to slow down so he can jump out, figuring the Initiative will keep following Spike. Spike's not too keen on that idea, but Giles offers him another hundred dollars; at the next corner, Giles rolls out, and the Humvees keep after the car. A moment later, Giles bursts through the door of Ethan's hotel room, interrupting his packing. Giles attacks, while Ethan tries to talk him out of killing him. Buffy and Riley arrive just then, and Ethan tells Buffy that the demon killed Giles.
Meanwhile, Spike's maneuvering the Citroen quite well, looking as though he might be able to lose them. But as he looks at them in his rearview mirror, he crashes the car at the end of an alley.
Back at the motel, Riley takes on Ethan while Buffy goes at it with Giles. Buffy gains the upper hand, straddling Giles and raising her letter opener. "This is for Giles," she declares, and she brings down the letter opener, shoving it into his chest. As she does, she looks into his widened eyes and realizes that it's Giles. She apologizes profusely and begs him not to die. He speaks ("Actually I feel quite well"), and though she doesn't understand him, she thinks he's OK. "Is this thing real silver?" she wonders.
It's a bit later, and Giles has been turned back, although he still looks strange, as he's wearing a rather loud shirt of Ethan's. Buffy asks if Giles is OK; he tells her that he's mostly just embarrassed (and that Ethan's shirt isn't helping). He wonders how Buffy knew it was him, and she reveals that his eyes proved it no one else could look that annoyed with her. Ethan decides it's time for him to go, and since Buffy can't kill a human, he figures she has no choice. Just then, some military police enter, cuffing Ethan and taking him into custody "by the authority of the U.S. Military… pending a determination of [his] status." Riley states that they'll take Ethan to a secret detention facility in the Nevada desert, where he'll be "rehabilitated." A practically giddy Giles goes out to watch them manhandle him, and Buffy thanks Riley for his help. Riley tells Buffy that she's really strong, and that she's in charge; no one gives her orders. "I'm the Slayer," Buffy shrugs. "I like it," confirms Riley though he predicts that he'll be able to take her down after a week or so of preparation. The two smile at each other.
The next day, Giles is hooking up his new cordless phone, commenting pointedly that one could call him on it and tell him any information that he needed to know. Buffy apologizes for not having told him about Riley and the Initiative, insisting that she thought she did, and promises to tell him everything in the future. Giles shares his concern that Ethan may not be wrong about the Initiative, and Buffy points out that she's dating Riley, not the Initiative, and she wonders if Giles' comments arise from the fact that he hates Walsh. Giles insists that that's not the case, though he does admit to hating her. He just wants Buffy to keep her eyes open and make sure she knows what she's getting into.
Over at IHQ (Initiative Headquarters), Walsh complains that the rules all broke when Buffy entered the picture, and Riley confirms that. Walsh warns Riley that Buffy reacts on instinct, in undisciplined, and has uncertain loyalties. Riley argues that Buffy's good at what she does (plus, she has the truest soul Riley's ever known, which gets an actual laugh out of Walsh). Walsh admits that Riley's probably right that Buffy will work out in the Initiative, and he walks away. Walsh uses an id card to get into a secured door, and walks to another secured door, letting herself in with the card and a security code. She enters, and we can see a metal contraption, along with what could be a covered body on a gurney. The door falls shut behind her, and we see the number stenciled on the door: 314.