Buffy and the gang capture and interrogate Spike and Andrew.

Giles returns to Sunnydale with three potential slayers, whom Buffy must protect from The First. Meanwhile, a ferocious Uber-vampire is released from the Hellmouth and Buffy must kill it before it kills one of the potentials.

Buffy has to keep the ever increasing number of potential Slayers from panicking while Giles and Anya seek answers from the Beljoxa's Eye.

Buffy introduces Principal Wood to the rest of the team. He brings an artifact that transports Buffy to see the origin of the Slayer, but the others must face a powerful demon to bring her back.