Willow and Tara stroll through campus and discuss getting a pet cat that they would share. As they hold hands, their smiles indicate that they feel perfectly comfortable with one another. They meet Buffy, Riley, Anya and Xander at Giles' house to discuss demon activity. They can't explain why Buffy is finding almost zero activity on her patrols. Giles thinks that Adam must have something to do with it, but their discussion is cut short when the door swings open to reveal Oz. Without any explanation as to where he's been, he tells Willow that he'll meet her at her place later to talk. When Tara sees how speechless Willow is, she decides to leave herself. That night on patrol, Buffy and Riley come across a tentacle-headed demon that they make short work of. Afterwards, Buffy tries to explain to Riley the complications of Willow and Oz's relationship. When he finds out Oz is a werewolf, he asks why Willow would be stupid enough to fall for someone who tries to eat her once a month. Buffy is appalled and calls him a bigot for being insensitive to the complications of love. Meanwhile, Oz shows up at Willow's room. He brings her outside and points to the sky. Willow looks up to see a full moon. She hugs him joyously and asks what he did to change back to a human. He tells her that he'll explain later, he has something more important to discuss. Since Xander told him that Willow doesn't have another guy, Oz was hoping he could try to mend their severed love for each other.

Out in the cemetery, three members of the Initiative are attacked by a fast-moving enemy that manages to floor them instantly. Before it takes off, one of the men looks up to see that it is a werewolf. The next morning, after talking all night, Oz gives Willow a blanket he acquired on his world travels. He explains that in Tibet he met a Warlock that trained him how to quell the werewolf within him and be free of its full moon powers. Oz invites Willow to sleep next to him for a while, but Willow decides she would rather go to a more friendly breakfast. While she freshens up in the bathroom, Tara comes to the door. When Oz answers, she decides to leave and come back later. Meanwhile, in Riley's room, Buffy wakes up still upset about Riley's comments the night before. She tries to explain to him that there are different variations of demons and believe it or not, some are good. Riley is beginning to understand her when Forrest shows up. He announces that Willys died and Graham can barely walk after the werewolf attack. Buffy goes home to find Willow sitting on her bed alone. She asks how it went with Oz and Willow tells her it's complicated. Without saying it outright, she announces her romantic feelings for Tara. Buffy at first feels weird about her friend's new revelation, but is quickly supportive. Meanwhile, Spike wakes up in a tomb with Adam standing over him. After punching him in the stomach to no avail, Spike realizes Adam has him beat. The human-demon hybrid explains to Spike that he has come to help him. Back at UC Sunnydale, Willow shows up at Tara's and tells her that nothing happened between her and Oz the night before. Tara says she'll stay friends with her no matter what happens. Willow tearfully embraces her, confused about just who she wants to be with.

When Oz runs into Tara later in the halls, he tells her he's coming back to school. Before Tara can excuse herself, Oz smells Willow on her. His werewolf instincts tell him instantly that they are emotionally involved in some way. As Oz gets angry, he suddenly begins to transform into a wolf. Before it takes his body over completely, he warns her to run. Tara ducks into an empty lecture hall with Oz in wolf form, hot on her heels. As he lunges at her something knocks him out of the air. Riley, Forrest and other members of the Initiative rush in, having just shot Oz with a tranquilizer. Before Tara can explain to them that it's a human, they haul it back to the base. Back at the tomb, Adam offers to remove the chip from Spike's head if he helps him get to Buffy. He just has to help them out a few times to build their trust, and then set them up for a trap. Meanwhile, everyone meets at Giles' to come up with a plan to liberate Oz. In the headquarters of the Initiative, Oz wakes up trapped in a steel cage. He is put back to sleep and wakes up again strapped to an operating table. As Initiative scientists run tests on him, Riley tries to convince them to take it easy. He is finally escorted out of the room for his sympathies. When an electric shock turns Oz back into a werewolf instantly, they determine that negative stimulation causes his transformation. Back at Giles', Buffy decides to infiltrate the headquarters with Xander and Willow. Suddenly Spike shows up and announces that he can show them the back way into the compound. Meanwhile, Oz wakes up naked in a cell, bruised and beaten from the tests. In an unexpected turn, Riley shows up and gives him some clothes. As they try to escape, a squad led by Forrest stops them before they can even get up the stairway.

Riley is put in a cell and approached by a Colonel. He tells his soldier that ever since he started going out with the Slayer, it has made him a traitor. The Colonel tells him that if he doesn't help the Initiative take out Buffy and all of her friends he will go to the grave in disgrace. Meanwhile, Anya and Giles cut the power to UC Sunnydale, including the Initiative compound, while Spike shows Buffy, Xander and Willow the secret entrance. They catch the sleeping Colonel off guard and force him to lead them to Riley and Oz's cells. By using him as a hostage, they are able to march right through the compound and release their friends. Back outside, Riley and Buffy go to the bombed out remains of Sunnydale High for shelter. When Riley admits he was wrong about Oz, Buffy tells him there's more he needs to know. She begins the complicated task of explaining her relationship with Angel. Meanwhile, Oz tries to sort things out with Willow in his van. The only thing that can make him upset enough to turn into a werewolf is her. Since Willow is happy with Tara, he knows that the best thing for both of them is if he takes off again. They share a tearful embrace and Willow leaves. She shows up at Tara's room with a candle to light the still powerless dorm room. To Tara's shock, Willow tells her that Oz is gone and they can finally be together uninhibited. As Willow blows out the candle, the two Wickens embrace.

Episode Synopsis by: Zack Peacock