The cemetery is deceptively quiet as Buffy gets a bird's eye view from atop a crypt. Hidden in a new grave, she finds a vampire who she easily slays. Another one of the undead jumps out from behind her, but before she can dust him, Riley jumps out to help, surprising both Buffy and Riley, who thought they were patrolling different areas of the cemetery. Just as Riley slays the vampire, one more climbs out of another new grave. This time, both Buffy and Riley are surprised to see Spike appear and attack the new vamp. Buffy inquires about Spike's anti-vamp activities and he tells her that he just wanted a little violence before bedtime. Distracted by speaking to Buffy, Spike gets floored with a punch. Buffy slays the vampire and warns Spike to keep out of her way. Spike sarcastically remarks that maybe he should stay home and knit sweaters. Riley adds that Buffy is right and that Spike shouldn't be around when Buffy is patrolling. Buffy makes a face at Riley that implies Riley should stay home as well. Spike catches the look and tells Riley that he has knitting needles that he may borrow. As Buffy and Riley leave, Riley tells Buffy that he hopes that he didn't get in her way. She assures him that he didn't but at the same time she isn't crazy about the idea of him patrolling alone. Spike waits where they left him, vowing that he will one day drink the blood of the Slayer.

At school the next morning, Buffy complains to Willow that between her college classes and training with Giles, she's working too hard. Willow agrees to accompany Buffy to her training lesson with Giles. At the magic shop, Giles, Xander, Anya and Tara put the finishing touches on the furniture as Buffy and Willow arrive. Giles and Xander take Buffy to the new training room, and Riley, who hides inside, surprises her with a playful tackle. Impressed, she takes a look around and thanks them for all of their hard work. Later that night, Spike's peaceful evening of watching Dawson's Creek is interrupted by a knock at the door of his lair. A panicked and delusional Harmony rushes in, desperate for a place to hide from Buffy. When Spike seems surprised that Buffy would be looking for her, Harmony informs Spike that she is now Buffy's arch-nemesis. Realizing they now have a common enemy, Spike agrees to help Harmony plan the slaying of the Slayer, but will not take part because of the chip in his head. Meanwhile, Buffy and Riley share an intimate moment in bed.

The next morning, Joyce and Dawn talk about school in the kitchen. As Joyce serves Dawn an omelet, she pauses and becomes disorientated, asking Dawn who she is. Joyce suddenly collapses on the floor and Dawn immediately calls 911. Buffy and Riley rush to the hospital to find Dawn in the waiting room with a doctor. The doctor tells them that they need to run more tests on Joyce but most likely, it's nothing serious. While Buffy talks to the doctor, Dawn uses a borrowed stethoscope to listen to the doctor's heart. She moves on to Buffy's heart, then to Riley's. She is surprised to hear a totally different sound coming from Riley's heart. Another doctor checks Riley out and recommends that he stay in the hospital after finding that he has an excessively rapid heartbeat. Riley refuses, which worries Buffy. He claims that his heart works differently and that everything is fine. Buffy reminds him that he is still human therefore still capable of having a heart attack. Just then, Joyce walks into the room, announcing that she is done with her tests and is ready to go home. Anxious to leave, Riley rushes to open the door for everyone.

Back at Buffy's, Joyce grudgingly rests on the couch as Willow and Dawn baby her. Joyce says that she's fine and that Riley is the one she's worried about. Later on, Buffy, Willow and Dawn discuss Riley's health in Buffy's room. Willow says that Riley seems to be in great shape, but Buffy is not convinced. She surmises that if only they could reach the Initiative, it might shed some light on Riley's situation. Discouraged, Buffy says that it would be almost impossible to find the Initiative since they don't exist anymore and they never claimed to exist in the first place. When Dawn suggests saying something out loud in hopes that the Initiative could somehow hear it, Buffy gets an idea and quickly leaves. She arrives at Riley's place and finds nobody home. Her hunch is that Riley's phone is bugged by the Initiative. Picking up the phone, Buffy hears a couple clicks instead of a dial tone. Instead of dialing, she speaks into the 'empty' line, saying that Riley is in trouble.

Meanwhile, Riley plays an intense game of basketball with some guys at the park. His game is cut short when Graham and two Initiative agents show up. Graham tells Riley that they need to get him into an operating room immediately. Unconvinced, Riley tells them that he is not ready to be put under government control where they can make him unconscious and naked. Graham tells him that they need to take him to a waiting doctor for his own good whether he likes it or not. Riley understands that they mean business and fights his way out of it. After knocking out all three of them, Riley takes off down the street. Later, Graham finds Buffy at school and tells her of Riley's escape. She begs him to tell her what's wrong with Riley, and he eventually gives in, saying that Riley's heart is in trouble, even though he can't feel any pain. Graham informs Buffy that she needs to get Riley to a specialist who is expecting him at Sunnydale General Hospital. She vows to get him there.

The gang congregates that night at Giles' shop to figure out where Riley might be. Buffy tells Xander and Anya to check the docks. Willow and Tara offer to check out a burned out school that Riley had once used as a hiding place. Buffy figures that maybe Riley could be hiding out in the Initiative caves, but she is not very familiar with them. Giles suggests that he has an associate who knows those caves like the back of his melanin-deprived hand: Spike. Disgusted, Buffy reluctantly agrees to deal with Spike. At Spike's lair, Spike and Harmony play twenty questions when they hear someone trying to bust open the door. Fearing that it's Buffy out to get her, Harmony jumps into a coffin for cover. Spike sits on top of the coffin as Buffy finally manages to open the door. She offers Spike a cash bribe if he can find Riley in the Initiative caves and bring him to the waiting specialist. When he tells her to give him half of the money up front, Buffy tears the bills in half and hands him one of the halves.

At the hospital, the specialist asks Graham when Riley will arrive. He expresses his concern that it might already be too late for Riley. Much to Graham's relief there is a knock a the door, but when he opens it, it's not who he expects. Harmony pushes an unconscious guard into Graham knocking him out. Armed with a crossbow, Spike barges in and informs the doctor that he now has a new patient. Spike and Harmony force the doctor into a medical lecture room on campus. Spike tells the doctor to remove the chip in his head, and the doctor gives the excuse that he can't because they are not in a proper medical facility. They threaten the doctor, leaving him no choice. As she explores the empty halls of the Initiative, Buffy finds an upset Riley punching a wall. She tries to convince him to see the doctor, but Riley tells her that he doesn't trust the Initiative's doctor and fears that they will take away his superpowers. He fears that if he loses his superpowers, he'll be just like everyone else and thinks that Buffy won't be interested in him anymore. Buffy tearfully confides to Riley that she loves him with or without his superpowers, and that she needs him and will take him to the doctor no matter what. Riley finally agrees.

Back in the lecture hall, Harmony chats mindlessly to the doctor while he tries to remove the chip from Spike's brain. Buffy and Riley reach the hospital only to find that Spike and Harmony have kidnapped the doctor. Buffy swears that when she finds Spike, she'll rip his head off. Meanwhile, the doctor successfully removes the chip, delighting Harmony. Spike expresses his happiness as well, stating that now he can do what he's wanted to do for a long time - kill the Slayer. Just as the doctor finishes stitching him up, Buffy and Riley show up. As Spike informs Buffy about the removal of the chip, Harmony accidentally fires the crossbow, burying the arrow in Riley's leg. This sparks an all-out brawl in the lecture hall. Spike quickly gains an upper hand on Buffy, but as he goes to bite her, he grabs his head and recoils in pain. Riley quickly moves to subdue Harmony, but stops mid-punch and clutches his heart. As Riley falls to the floor, Spike discovers that the doctor duped him and did not actually remove the chip. Knowing they have no chance, he and Harmony run off. Later that night at the hospital, the doctor checks on Riley's heart and stitches up his leg, telling him that he should be fine. Buffy makes sure that Riley is better before leaving to go check on Joyce. After his recovery, Riley walks down the hall with Graham. Graham tells Riley that there's nothing for him in Sunnydale. He adds that Riley once had a mission and now it seems that his mission is only to be Buffy's boyfriend. As Riley storms off, Graham reminds him that he still belongs to the Initiative.

At his lair, Spike's peaceful evening is once again interrupted by a visit from a furious Buffy. She tells him that she is going to do something that she should have done years ago and pulls out a stake. Offering Buffy his bare chest, Spike invites her to go ahead and put an end to his torment. A shocked Buffy hesitates, her stake in mid-air. Unexpectedly, Spike takes a firm hold of Buffy and kisses her ravenously. She returns his kisses but pulls away confused. Both are surprised at their actions and just stare at each other. Buffy then forcefully grabs Spike and covers him with kisses, telling him that she wants him. In the heat of the moment, he tells her that he loves her and wants her too. Abruptly, Spike wakes up from this dream shaken, sweaty and in utter disbelief.

Episode Synopsis by: Michelle Albuquerque