It's night. A slightly panicked stranger is seen on campus at Sunnydale High. He is stopped by a janitor who asks if he can help, and the stranger replies that he needs to find Rupert Giles. The janitor directs him to the library's back door and the stranger rushes off. Nearly there, he stops... he hears moaning and rustling in the bushes. Suddenly the silhouette of a woman appears, shuffling towards him in a mechanical fashion. She steps into the light and we see that her face is sickly green and scarred - demonic, in fact. The man recognizes her, calling her Deidre. He looks appalled at her appearance and starts to back away. Deidre bears down on the man, Phillip, as he starts hammering on the library door screaming for help.
Cut scene to Buffy aerobicizing in the library to loud techno music. Giles is clearly tormented by the noise and complains that whilst Buffy works on her muscle tone, his brain is dribbling out of his ears. Obviously, the loud music is drowning out the tormented sounds of Phillip's cries for help.
We cut back to Deidre who has caught up to Phillip by the library door and takes a choke hold on him. Inside, Buffy takes pity on Giles' brain (or perhaps just finishes her work-out) and turns off the music. By now Phillip is silent, and falls to the ground, dead. Next to him, Deidre falls dead next to her victim and dissolves into a pool of liquid.
We see flashes of young people around a fire, demonic faces, candles and a tattoo of a symbol. Giles awakens from his dream, drenched in sweat, lying in his bed, and clearly terrified.
It's a bright new day at Sunnydale High. We find Buffy and Willow on a bench outside, talking. Buffy is describing herself on a beach... She is lying on her towel, just before sunset and Gavin Rossdale is massaging her feet. Willow exclaims her approval of what is apparently Buffy's ideal fantasy. Willow, in turn, describes herself in Florence seated at a café eating Ziti. There are no more seats so the waiter is forced to seat John Cusack next to her. Buffy applauds her attention to detail ("Cause, with the Ziti!") as Xander comes up asking what they're doing. Buffy says they are playing a game of "Anywhere But Here" and Xander contributes with his own fantasy: Amy Yip at the waterslide park. Willow berates him for never coming up with anything new and Xander retorts that he is constant in his emotions, unlike the others. Willow spots Giles coming up the path and wonders out loud whether he ever played the same game at school. Xander is certain that Giles lived for school and is still bitter that there were only 12 grades. Although Willow isn't entirely convinced, Buffy agrees with Xander joking that even Giles' diapers were tweed.
Buffy calls Giles over and he accompanies them into the school explaining tonight's vital importance: It's the monthly blood delivery to the hospital. ("Vampire meals on wheels") Giles states that he and Buffy are to meet outside the hospital at 8:30 and that he will bring the weaponry. With a sour expression he warns Buffy not to be late. Buffy asks him if he has ever let her down; to which her Watcher replies "Do you want me to answer that, or should I just glare?"
Ms. Calendar comes over to speak to Giles and his sour demeanor immediately evaporates. He stutters a greeting, hovering on "Ms.. and finally finishing on "Jenny". Willow comments sarcastically on the passion between them, earning herself a reprimand from Jenny. She pretends to be "coughing – not speaking." Jenny asks Willow if they are still on for tomorrow, where she is having a make-up class for students who have fallen behind in which Willow is assisting for extra credit. Xander scathingly mocks "those poor schlubs" who have to attend school on a Saturday. That is, until he finds out that he is one of them. As his face falls in realization, Buffy comments that he seems to have a bit of schlub on his shoe. Jenny tries to cheer him up and mentions that Cordelia is scheduled to be there as well. Xander responds by saying that an extra day of school in Cordelia's company lacks only a bit of rectal surgery to qualify as his best day ever! Giles looks amused as he walks Jenny to class.
Buffy, Xander and Willow comment on the "cuteness" of the couple, and wonder what it would be like if the two of them got together. Slightly disturbed by the images that arise from that thought, they hurry off.
We cut back to Jenny who is thanking Giles for lending her a book which was apparently very romantic. He explains that it was his father's edition and that he has read it twenty times. She winds him up by making him believe that she has dog-eared and underlined the pages and spilled coffee on the book. As she says: she enjoys watching him squirm. Jenny asks if anyone has ever told him that he's a fuddy-duddy. Giles is still looking slightly angst, from the scary possibility of his first edition book being defaced. He answers that that's all anyone seems to tell him. Jenny moves closer, lowering her voice and asks if anyone ever told him that he's a sexy fuddy-duddy. He looks up, trying to surpress a smile and replies that that part usually gets left out – although he can't imagine why. With a sassy expression, Jenny proposes that they "stay in" this Saturday, and they briefly kiss as the bell rings. They are interrupted by noisy students bursting into the corridor and Jenny adds in undertones that she'd like to see if she can make him squirm.
Giles backs into the library, in what seems to be a stupor of happiness. Waiting for him are two blues and a detective. The detective states that she needs Giles to come with her. There was a homicide on campus last night and the victim, although having no identification, did have Giles' name and address on a slip of paper. Just then Cordelia bursts in, having apparently been informed that she is to attend extra computers classes tomorrow. She needs to get a book on computers from the library, and as usual, is entirely preoccupied with her own needs. When she finally does spot the policemen she tries to get them to sort out a traffic ticket for her. Eventually she picks up on Giles' hints, mostly because she asks what he's hinting at and he tells her to come back later.
Giles is escorted to the morgue to identify the murder victim. Giles recognizes him as an old friend from London named Phillip Henry, whom he hasn't seen in over twenty years. The detective asks why he might have been trying to find Giles, to which Giles answers "no". He spots a tattoo on Philip's arm, identical to that in his dream earlier, and seems mesmerized by it. The detective asks if he knows what significance it has and Giles again replies "no", although he is obviously lying.
Later on that evening, Buffy waits outside the hospital alone: apparently Giles is a no-show. She is about to phone him as a van pulls up and she watches a couple of ER doctors exit the hospital to accept the delivery. It dawns on her that doctors don't usually take deliveries and she suspects foul play. The van leaves and a second car turns up in the shadows. The doctors are vampires and one takes a sip out of a bag. The wheel-man orders him not to "sample the products" but all three are interrupted by Buffy's foot in their mouth as she rushes to attack them. Out of nowhere Angel arrives to help her. She stakes the two vamps masquerading as doctors, but Angel fails to dust the third one and he gets away in the car. Luckily, the blood is still in its cooler bag on the ground. Buffy asks how he knew about this, and Angel shrugs saying "its delivery day, everyone knows about this" Buffy asks him if he can get the rest of the blood to the hospital. She says she's worried that Giles didn't show up as agreed, and Angel suggests that he might be running late. Buffy points out that they're talking about Giles, who counts tardiness as the eighth deadly sin. He agrees and tells her to go.
Buffy knocks on Giles' door and a ruffled and unshaven Giles opens it, surprised to find Buffy there. She asks if he's all right and reminds him about the hospital delivery that he has apparently forgotten about. He apologizes for not being there but then bids her goodnight, vaguely saying that he's in the middle of something very important and shuts the door in her face. We see Giles inside on the phone, trying to reach Deidre Paige... an old friend of his. He is informed that she died recently and we see him cross her name off a piece of paper with only five names on it. Other than Deidre, we see the names of Phillip Henry and Thomas Suttcliffe who are both crossed off as well. The only remaining names are those of someone named Ethan Rayne... and Rupert Giles. Giles is drinking and seems extremely troubled. He rolls up his sleeves to wash up, and a tattoo, identical to that of Phillip's, is revealed on his arm. He looks at himself in the mirror and ominously says: "So you're back".
In the morgue, a dead Phillip in his locker, awakening. A gleam of demonic yellow flashes in his eyes. A pathologist enters the room, opening a few lockers and taking notes. When he opens Phillip's, he is surprised to find it empty. Phillip attacks from behind, smothering the pathologist and throwing him into the empty locker. He exits the morgue, walking in the same mechanical fashion that Deidre did before she died, again.
It's Saturday morning and Xander, Willow, Cordelia and Ms. Calendar are on their way to class. Xander complains that he doesn't see the point of computers anyway, and that he believes paper will be making a big comeback. Willow sarcastically suggests he use an abacus instead, to which he agrees, stating that "you don't see enough abaci". They sit, and Ms. Calendar is just about to start the lesson when Buffy arrives. Xander asks if he's fallen asleep already, implying that he must be dreaming, as Cordelia sends him her usual disdainful look. Willow exclaims that Buffy must miss her friends since she's here, but Buffy wants to speak to Ms. Calendar. Xander hopefully asks if there is peril elsewhere (to get him out of class) but Buffy continues speaking to Ms. Calendar saying that Giles didn't turn up for their meeting last night and that he was acting very out of character when she went to see him. She says that he wouldn't let her in and that she suspects he was drinking. Ms. Calendar looks surprised to hear that Giles was home alone drinking. Willow looks as though her world has crumbled, and asks hopefully if he was drinking tea, Buffy shattering all her hopes as she denies this possibility. Xander all-knowingly claims that he had seen this coming, telling them about his uncle Rory, the stodgy taxidermist by day, yet "by night it was booze, whores and fur flying". Buffy asks if anyone has noticed anything out of the ordinary about Giles lately. No one has, and Cordelia adds that he seemed perfectly normal yesterday when he was talking to the police. They all look at her incredulously, and Buffy asks why she hasn't told them about this encounter earlier. Obviously Cordelia didn't think it important, which Xander adds is understandable since it wasn't about her. They ask her why the police were there, and she vaguely recollects something about a homicide. Buffy immediately goes to the library to call Giles, but then sees a shadow in the stacks. She goes to investigate and narrowly misses a falling bookshelf pushed by Ethan Rayne. He proves remarkably easy for her to catch and complains loudly when she grabs him by the arm. She recognizes him as the owner of the costume shop. It then dawns on Buffy that he sold her a dress that nearly got them all killed, to which Ethan replies, "but you looked great." This comment enrages Buffy so much that she punches him in face. She asks him what he's doing there and he brazenly admits that he's snooping around. Buffy threatens to have him arrested for breaking and entering so she can get back to her fun Saturday. He deflects this approach by bringing up Giles' name, implying to Buffy that he and Giles go way back. He then asks where Giles is.
Flashes of a demon, people around a fire and a phone ringing. Giles wakes up from his dream, having fallen asleep at his desk at home. The phone is ringing. He answers it and it's Buffy, whom he tries to brush off once again. She asks him what the mark of Eyghon is, which finally gets his attention. We see Ethan standing next to Buffy at the library with his shirt sleeve rolled up, revealing the tattoo on his arm. Giles tells her that she is in grave danger so long as Ethan is there, and tells her to leave immediately. She stubbornly refuses to do so, without answers. Suddenly Phillip comes smashing through the window in Giles' office. Giles hears the ruckus in the other end and rushes off to the school. Meanwhile, Ethan attempts to hide behind Buffy as Phillip is clearly seeking him. Phillip calls out Ethan's name, and he tries to escape. The others come rushing into the library, summoned by the noise and Buffy orders them not to let Ethan escape. Cordelia tackles him as Buffy evades Phillip's lunges and traps him in the book cage.
Willow asserts that Phillip looks dead, despite the fact that he's walking around, and Ethan confirms, adding his apologies to Phillip for his current state. Giles comes running in, asking if everyone's all right. He stares unbelievingly at his old friend Phillip as Ethan greets him calling him "Ripper". Giles, suddenly incensed, turns to Ethan with a no-nonsense look saying "I though I told you to leave town." Giles walks slowly but surely towards him, grabs him by the hair on the back of his head and lifts him from the chair he's sitting in. Buffy, obviously disturbed by this uncharacteristic display of violence, tries to get through to Giles. Completely ignoring his Slayer, he tells Ethan that his presence has put people he cares about in danger. Ethan retorts by asking why, if Giles cares so much, didn't he leave town himself. Ethan mentions the dreams that both he and Giles are apparently having and Buffy impatiently asks "What dreams? What is going on here?!" finally getting Giles' attention. Ethan urges "Ripper" to tell them everything, but they are interrupted by Phillip bursting out of his cage. The cage door smashes into Jenny, knocking her unconscious. As Giles rushes to see to her, Buffy kicks Phillip back and he starts convulsing, eventually dissolving into a puddle on the floor like Deidre did. The pool of liquid spreads out and touches the unconscious Ms. Calendar's hand, which twitches slightly. Buffy realizes that Ethan made a dash for it during all the hubbub. Jenny is awake, and Giles carefully helps her to her feet, comforting her. As she hugs him we see a flash of yellow in her eyes - the same flash we saw enter Phillip's eyes when he awakened in the morgue.
The Watcher/Slayer roles are reversed: Giles is focused on Jenny, and Buffy is all business, demanding explanations from Giles. Giles rebuffs her, saying it's a private matter, but she will have none of it. Giles grows extremely angry and orders her to stay out of it, as he leaves to take Jenny home. Despite Giles' orders, Buffy looks as determined as ever to do her part, so sets the wheels in motion. Willow is charged with discovering all she can about the mark of Eyghon. Xander is asked to search through Giles' personal files to see what he can find, and finally Cordelia waits expectantly for a job, saying that she also cares about Giles. Buffy tells her to help Xander which seems to put a sudden damper on her uncharacteristic concern for Giles, but Buffy sends her off anyway.
We cut back to Giles' house, where he is bringing Jenny a whiskey. She thanks him for bringing her there, saying that she wasn't quite ready to be home alone yet. Giles seems weighted down by guilt and apologizes for putting Jenny in harm's way. Jenny seems to be taking the situation quite well, and makes light of the danger, trying to put Giles at ease.
Back at the library, Willow has an "Aha!" moment as she discovers that the mark is an Etruscan icon, not Egyptian as suspected. The mark is worn by Eyghon's initiates. Eyghon is also known as the Sleepwalker, so named because he can only exist in this reality by possessing an unconscious host. Temporary possession imbues the host with a feeling of power, whereas permanent possession leads to Eyghon being born from within the host. Eyghon can also take possession of the dead, but soon drains the host and must then jump to the nearest dead or unconscious person. Buffy is still at a loss to see how this ties in with Giles, and Willow mentions that ancient sects used to use possession for bacchanals and orgies. Xander comments on his unease at hearing the words "Giles" and "orgy" in the same sentence. It dawns on them that Ms. Calendar was unconscious when the previous host dissolved, making her the most likely host at present.
We return to Giles' house in time to see Jenny pulling the phone cord out of the wall, whilst Giles is making tea in the kitchen. He offers her a cup, saying he'll drive her home after. She proposes that instead, he could take advantage of her, in her "weakened and vulnerable" state.
Back at the library, Buffy has discovered that Giles' phone is out of order and decides to go over there herself.
Giles politely refuses Jenny's offer, as now is not the right time, but Jenny is insistent. She pushes Giles into a chair and straddles him, kissing him passionately. Giles pushes her away claiming that it would be taking advantage to continue. She grows impatient, mocking his gentlemanly reserve, her trademark sassy nature turning suddenly mean and even cruel. But it's not Jenny anymore; rather, it's the demon speaking through her. It calls him Ripper, saying that he never had the strength for it. Jenny's voice becomes distorted as she grabs Giles by the hair. Her face is turning greenish and scarred and she starts to beat Giles up. Buffy bursts through the door and kicks Ms. Calendar over the sofa. She is apparently sufficiently intimidated by the Slayer and escapes through the window. On her way out she says: "Three down, two to go. Be seeing you." Buffy checks on Giles who seems to be stupefied by what has happened to Jenny. Buffy is clearly rattled by the fact that the usually stoic Giles seems to be unhinging. She tries to help him focus by explaining that this is no different than usual – "they show up, they scare us, I beat 'em up and they go away." But Giles tells her that it is different this time, as it is he who created the monster.
In the library, Xander has been searching through Giles' papers and has found "the most meticulous banking and phone records you've ever seen" along with a picture of a young Giles in a leather jacket and guitar, looking very rock 'n roll.
Back at Giles' house, Buffy is getting the backstory: Giles was just 21 years old, studying at Oxford by day and the occult by night. He dropped out of college, went to London, and fell in with a crowd that practiced magicks. They did small things, mostly for pleasure, until he and Ethan discovered the demon Eyghon. One of their group would go into a deep sleep whilst the others summoned the demon, the feeling of power being an incredible high. It went well until one of them lost control and was killed by it. Giles explains that they thought they were free of Eyghon afterwards, but that he's now back to kill them all, one by one. Buffy concludes that it is heading towards Ethan and sets off to find him. Giles voices what he has been dreading, which is that he doesn't know how to kill it without killing Jenny. Buffy says she's got the others working on a solution and promises to try to contain the demon until they figure something out. A devastated Giles apologizes to Buffy as she makes to leave. Again their roles seem swapped: he is the wayward teen, and she is the responsible grown-up.
Buffy goes to the closed-down costume shop looking for Ethan. She finds him lurking in the shadows. He guesses that she has come to protect him, but she quickly explains that to protect Giles she must also protect Ethan. Ethan expresses an insincere interest in Giles' ability to inspire such goodness in others, to which Buffy simply replies "because he's Giles". Ethan explains that the tattoo is like a homing beacon, which makes running pointless, which Buffy says suits her just fine. Ethan makes a sarcastic remark about how manly that is, and she replies that at least one of them is, and that he just has to hide until it's all over. She makes a decision to "set up" in the back, and Ethan moves to let her pass, clubbing her from behind and knocking her unconscious.
Buffy wakes to find herself tied, face-down to a table while Ethan bustles around humming a merry tune. He reveals that he intends to initiate her into the "club" and lays out a tray of needles and ink. Ethan rambles on about how this isn't personal and how good it is for her karma for her to "give, so that others may live." She promises to kill him, asking if that will have an impact on her karma as well. He nears her with the needle, promising that the stinging sensation will pass once the searing pain sets in. Buffy struggles to get loose, but is tied much too well.
In the library, Willow frantically exclaims that they need to find a way to "kill the demon fast!", and then calmly takes a sip of tea. (It's as though she is possessed as well, only by Giles' lingering influence instead of by a demon.) Xander, consulting a book suggests hot lava which Willow says is for heretics. He then suggests burying a potato, but manages to spot that that only helps against warts. Exasperated, he puts the apparently useless book down, asking who would possibly write something like that. Cordelia proudly announces that she has found the solution: cutting off the demon's head. Xander scathingly points out that maybe no one will notice that Ms. Calendar will have become the first headless teacher in school. This triggers yet another squabble between Xander and Cordelia, heading steadily towards physical violence, when Willow puts a stop to it by giving them a right telling off. They apologize and promise to be good. Willow summarizes that they have done the research, but now need only to find out how to use it. Xander suggests finding another dead body for the demon to jump into, and Cordelia suggests going to the cemetery. Willow considers that this won't actually kill the demon, only give it a new body, but then seems to have an epiphany and runs from the room yelling "I've got it! I've got it!" Xander and Cordelia are left to marvel at the brilliance that is Willow even as they wonder what her solution is.
Back at the costume shop, we see that Ethan has finished the tattoo on Buffy's shoulder, congratulating himself on a job well done. Buffy tries to talk him out of his plan to essentially feed her to the demon. He grabs a bottle of what looks like acid, and Buffy squirms in apprehension, but it's not for her. He pours the acid over his own tattoo, removing it, and thereby erasing himself from the demon's "hit list."
Giles is still at home, but feels suddenly weak and collapses. He sees visions of Jenny possessed by the demon, and Buffy, now with a brand new Mark of Eyghon on her shoulder. He realizes what Ethan has done, and rushes off to help her.
Ethan has bandaged his arm, and is preparing to leave, saying he hates to mutilate and run but... Suddenly, a silhouette cast by a greenish glow appears through the glass of the door and Jenny/Eyghon steps in. Her face is now completely unrecognizable, and her voice has taken on the demon's tones. It faces them both saying: "It's your time." Buffy has discovered a nail in the bottom of the table she is on, which she is using to cut the rope she's tied with. Eyghon sniffs Ethan, and then directs her attention towards Buffy instead: apparently Ethan's tattoo reversal plan worked. It pushes Ethan aside and moves towards Buffy, just as she frees herself, throws herself off the table and kicks it at Eyghon. During their fight, Giles storms in, shouting for Eyghon to take him instead and for Buffy to run. Buffy runs to stand in front of Giles, but is thrown aside by a gesture of the demon's hand (apparently is possesses telekinetic powers as well..) Giles is thrown to the floor and, as Eyghon stands over him, Angel comes bursting through the door, grabs the demon and takes a choke hold on it. Giles makes to stop him from killing Jenny, but Willow, who followed behind Angel holds him back, begging him to trust her. The vampire and the demon fight, and finally the demon's essence seems to jump from Jenny to Angel. Jenny falls back to the floor, out of breath, but looking like herself again. The demonic visage has finally vanished. But now it's Angel who is having his own inner struggle: he is being thrown about by the demon inside and his face distorts and changes to look like Eyghon's as he writhes in pain. The others look on in horror as the demon fights for hold over Angel's body. Eventually, Angel's face returns to normal and what looks like the silhouette of a demon, leaves his body and disappears into thin air. The weakened Angel falls to his knees and Buffy runs forward to offer aid and comfort. Giles and Jenny have an emotional reunion , somewhat stifled by current events. In the background we see Ethan sneaking off, unnoticed. Buffy realizes that Willow wanted to put the demon in danger in order to force it into the nearest dead body: Angel. Angel gets up, explaining that he's has a demon inside him for a couple of hundred years, just waiting for a good fight. Xander points out that Ethan's gone, and Buffy disappointedly says that she wanted to hit him 'til he bled. Cordelia takes a deep breath, saying at least it's over, when the camera zooms in on the knowing looks on Buffy and Angel's faces as they regard Giles and Jenny leaving the shop together. They know that this ordeal is far from over for them, and will put a strain on their relationship, just as Buffy and Angel's relationship has to contend with so many problems.
We're back at school Monday, and Buffy is telling Xander and Willow how the money she had saved up for some very important shoes now has to be used to get her tattoo removed. She just hopes that her mom doesn't spot it first. Xander commends Willow for her quick thinking in forcing the demon into Angel, and Buffy suggests that she consider a career in "watching". Willow refutes the idea, saying she couldn't handle the stress, and as Xander points out: the dental plan is crap. Willow wonders at how Giles manages the job, and they stop as they see him walking in the distance, all alone. Buffy adds that she doesn't believe he has a choice.
Inside the school building, Giles catches up to Jenny, who greets him stiffly, and keeps a respectful distance from him. A concerned Giles asks how she is, and she replies "fine", adding that she isn't "The hills are alive with the Sound of Music" fine, but she is coping. Giles very much wants to help and suggests them getting together to talk some time, which Jenny agrees to, emphasizing the "some time" part. Giles reaches out to touch her, but she shrinks away and excuses herself, saying class is starting. It's a far cry from the beginning of the episode when the couple we're thisclose to consummating their budding relationship. As Jenny walks off, Giles is left looking forlorn and helpless, and we see Buffy standing in the background. It's clear she witnessed the exchange and she is definitely feeling sorry for her fudy duddy watcher. She catches up to Giles, asking if Ms. Calendar is okay, to which Giles replies: "The hills are not alive." He says he isn't sure if she'll ever forgive him, or if she even should and Buffy adds that maybe he should, (implying that he forgive himself). Giles explains he had hoped that Buffy would never see that side of him, and Buffy agrees that it was scary, but that it made her realize that he is a person as well; not a one dimensional characterization of a Watcher. Giles adds that most grown-ups are, some even being shortsighted and foolish. Buffy perceptively points out that the two of them have some similarities after all, and that it is sort of comforting. To change the subject, she mentions that they should be training, pulling out one of her CDs and giving Giles the opportunity to tell her how appalling he finds the "noise that she calls music." This seems to make him feel better, and he begins to look more like his old self as they walk off to the library. He finishes by noting that "Bay City Rollers – now that's music."





