Buffy is running through the campus grounds, the students walking on the paths not noticing her. She is being chased by a vampire. Once they are away from the populated areas she stops running and fights it, knowing they are safe dfrom being watched. She puns him before she stakes him and is a little annoyed that the puns she works so hard on are not appreciated by her prey.

Spike is standing on the top of a nearby building (like in In The Dark) and is about to start his monologue when he is tasered and carried off my the mysterious commandos.

At the Bronze the gang are talking about being in college and non-college and wondering why they are still hanging out at the Bronze when they could be going to more suave places. Their train of thought is interupted by the arrival of Giles who's come to watch the band. Tonight Vercua's band ' Shy' start to play and all the guys are mesmerised by her singing, much to the girls (especially Willow's disgust).

The next morning Willow wakes up in Oz's bed (with Oz) and they talk about how tonight is the night before the full moon and how Oz will have to be locked up. Oz says that he hates being apart from Willow on those three nights and Willow agrees with him. She tells him that she won't be able to keep an eye on him for the next three nights because an on-campus Wiican group are having a meeting and she wants to join up.

After her lecture, Professor Walsh is handing out marked essays and she asks Buffy to lead a discussion group on the essay topic. Willow is really pleased that Buffy did so well, but says that she is academically jealous, but only for a couple of minutes. Buffy complains that she will have to do more work.

Veruca is sitting outside and when Oz walks past invites him to join her and they start talking about music. Willow joins them and is thrown by the terminology embarrasing herself in the process. Oz and Veruca both make hasty exits leaving Willow sitting there. Buffy joins her and Willow worries at her. Buffy tells her not to worry about Oz, he loves her.

That night Oz locks himself in his new cage which is in a crypt. But its not as study as the old bookcage and Were-Oz manages to break the door down and escape.

Back on the campus, Walsh is leaving for the night and is walking down a hedge-lined path when she hears a noise in the bushes. She is about to investigate when Oz jumps out and faces her. Another werewolf, a blonde one appears from out of the darkness and goes for Oz. While they are distracted Walsh goes and hides in the bushes.

The next morning Oz wakes up in the woods (again) but this time he's not alone as Veruca wakes up next to him. They sneak back to the camous and creep into the Dorm laundry room where they borrow some clothes. Veruce appeals to the animal inside Oz tells him to stop locking himself up and run with her. Oz tells her that he won't, that he doesn't want to hurt anyone and leaves her in the laundry room while he goes home.

Willow turns up at Oz's house and is hurt when he gives her the cold shoulder. Upset that he's acting so strange she leaves.

Buffy overhears Walsh telling Riley that she was attacked by big wild dogs and goes to tell Giles that there are a pair of werewolves on the loose. Then she goes to find Oz, who tells her that he doesn't remember anything of the night before.

Confused about Oz, Willow goes to Xander's to get a male perspective on the Oz's behaviour. Xander being qualified to talk about male feelings, tells her that he's the wrong person to be talking to and that she should talk things out with Oz. He also tells her not to worry.

Meanwhile Oz is at his place on the phone to Veruca and they arrange to meet up at the crypt before the sun goes down. He wants her to lock herself in the cage with him so there is no chance of anyone getting hurt. Finally he persuades her to get in the cage and he locks the door.

The next morning Willow walks down into the crypt with breakfast for Oz and is shocked and horrified to see Oz and Veruca lying curled up together, naked.

Veruca tries to tempt him back to her, but in a rare fit of emotion orders her out Oz gets dressed and tries to explain what happened to Willow. She asks him whether he loves Veruca more than her in 'that animal way' and when he doesn't answer she runs out of the crypt in tears.

She walks through Sunnydale, not noticing anything, including the oncoming car that she has just walked out in front of. Buffy on the other side of the street sees her but is too far away to save her. Luckily Riley is closer and manages to pull her out of the way. Willow doesn't really notice. Buffy sees how upset she is and takes her back to the dorm. She gets Willow to tell her what happened and leaves Willow in the dorm room while she goes to find Veruca.

She goes to get Oz and when he tries to explain tells him that his trademark stoicism is in order at the moment. Oz uses his wolfy sense to try and smell Veruca out and they head towards the woods. They find a pile of her clothes in the woods but no Veruca. They realise, in a flash of insight that this is just a diversion and that Veruca is going after Willow. Oz runs back towards the campus, Buffy close behind until one of the commando guys runs into her, knocking her down and winding her.

Willow is in one of the science labs, putting together a spell which would make Oz incapable of falling in love ever again, a devestating revenge against him and Veruca. As she performs the spell the glass beakers start to levitate. She is about to put a photo of Oz in the flames to complete the spell but she can't do it. Veruca, comes in unnoticed and taunts Willow for being weak. She locks the door and proves Buffy's theory that she is going to kill Willow.

The sun is about to go down and Veruca is about to kill Willow when oz smashes his way in and he confronts Veruca. The sun sets and they both change into wolves. Veruca goes for Willow, intent on killing her, but Oz pulls her away from his girlfriend and rips her throat out. Then he turns to look at Willow. Buffy arrives just in time to stop Oz hurting Willow and tranquilises him.

The next day, Buffy is telling Giles about the commando guys and how they nearly let her friend get killed because they delayed her. She says that they are preventing her from doing her job.

Willow goes to see Oz and finds him packing. He's leaving. He doesn't know if there is anything that spilts the wolf-Oz from the Oz-Oz and he is leaving so he can figure it all out without hurting anyone else (or killing anyone else). Willow bursts into tears and tells him that she doesn't want him to go. But he's made up his mind. He tells her that she is the only person he has ever or will ever loved and gently kisses her before he walks off, leaving her standing there crying.

He throws his stuff into his van and sits behind the wheel, hestiating for a moment whether to stay or go. He starts up the van and drives off down the street.