On patrol at the cemetery, Buffy stalks the gravestones for her vampire prey, killing several new-born vampires with some unwanted help from both Riley and Spike. Spike is out for fun, as he can't prey on humans now while Riley demonstrates quite a bit of enthusiasm and new strength while fighting. Buffy lets Spike know that she doesn't want his help and insults him before walking off. As Buffy and Riley leave, Spike swears to taste Buffy's blood, but as he walks off, he falls into an open grave, in proper comedy manner.

On their way to the magic shop Buffy and Willow argue over a topic from class and discuss Buffy's busy schedule. Willow is shocked that Buffy is developing a work ethic and isn';t happy that Buffy's cancelling one of her classes to train instead.. When they arrive at the magic shop Giles is waiting with a surprise for his Slayer. With help from Xander and Riley the back room has been transformed into an amazing training area/gym. Buffy loves her surprise very very much.

Harmony is on the run, afraid that Buffy is on her trail. She seeks out Spike at his bachelor crypt and begs for and his help because she is frightened that Buffy is out to destroy her. Once Spike has stopped sniggering he agrees to help his ex-vamp and they start to conspire to kill the Slayer.

Meanwhile at the Summers' house Joyce is making breakfast for Dawn, She looks strangely at her daughter and asks who she is before collapsing on the floor in a dead faint. At the hospital, an intern (Ben) informs Buffy and Riley that Joyce will be fine but that doctors aren't sure what caused her to collapse, they want to carry out more tests on her. Dawn is playing with the intern's stethoscope she listens to Buffy's heart first and then he doctors. When she listens to Riley's heart, she finds that it is racing much faster than normal.

After listening to Riley's heart, a doctor recommends that he stays in the hospital for observation as he is at high risk of having a heart attack. Riley refuses saying that he's fine, and that he's never felt better. Buffy wants to help her beau, but he doesn't want helping. At the end of her tether she sneaks into Riley's place and contact the Initiative via the bugs they've placed in his phone and elsewhere in his room.

Still part of the crack army force, Graham tries to force Riley to see a doctor, and brings along a couple of friends to help get Riley to the hospital. Riley is a lot stronger than Graham and the other agents and after overpowering them gets away. After speaking with Graham (who is sporting a lovely black eye) later that day, Buffy takes it upon herself to get Riley to a doctor before it's too late. Buffy goes to see Spike (Harmony's hiding in the stone coffin) and gives the vampire some information about the doctor that can help Riley hoping that the vampire could help find Riley and bring him there.

But Buffy forgets that Spike has a this pesky little chip in his head and the knowledge of an Initiative doctor present in Sunnydale gives him a brilliant idea. So instead of going to find Riley, Spike and Harmony go to the doctor to force him to remove the chip and make Spike all bad again.

Buffy finds Riley hiding in the Initiative caves, punching into a solid rock wall because he can't feel any pain at all. He tells her that he doesn't want to go to the doctor because he is afraid that once he's better he won't be strong enough for her. Buffy is shocked to hear this and also quite upset. She convinces Riley to get medical attention and Buffy brings him to the hospital and finds the doctor gone and the guards out cold.

The doctor is just finishing up on Spike's head, the chip gone and is sewing up Spike's skull as Buffy arrives with Riley and a fight breaks out. Spike tries to take a chunk out of Buffy's throat and discovers the painful way that the doctor only pretended to remove the chip from his head. Spike decides it is wiser to leave and fight again another day and does a runner, Harmony in tow.

The doctor is able to operate successfully on Riley. Later, Graham talks with Riley and tells him he no longer has a purpose in Sunnydale, that he should come back to the Initiative and take up his former role in life. Graham tells him that without the Initiative, he's nothing.

Buffy shows up at Spike's crypt, servely narked off and ready to stake him for good. She kicks him about a bit and just as she's about to stake him, the two embrace and start kissing passionately. Spike then awakens, Harmony still alseep beside him, and realises that it was all a dream. He can't believe it. He fanices the Slayer.