Wanting to be rid of Xander for good, Cordelia comes to the conclusion that Buffy is the cause of all her problems and makes a wish that Buffy had never come to Sunnydale. A demon grants the wish and Cordelia's world suddenly changes.
Cordelia is thrilled when her status as high school queen and super bitch is restored but soon learns that the world is not what it used to be. Everyone is dressed in drab clothing, there is a curfew and everyone is afraid of the night. She comes across Xander and Willow and is dismayed that they are still together. They reveal themselves to be vampires and try to kill her but she is saved by the 'White Hats': Giles, Oz and Larry. Cordelia tells Giles about her wish and that Buffy was meant to be in Sunnydale. She also asks why Giles came when Buffy didn't.
Xander and Willow head to the Bronze which is now the ultimate place to be - if you are a vampire that is. They are met by the Master, now alive and ruling the vampire controlled town.
The Master sends Xander and Willow to finish Cordelia before she can contact the Slayer and they complete the task with Giles watching helplessly. Giles notices a necklace around Cordelia's neck and uses his long-forgotten Watcher skills to research the demon Anyanka, the Patron Saint of Scorned Women. He also tries to contact Buffy in Cleveland. It seems that without the interaction with her friends and Giles, Buffy has become something of a rogue Slayer, not caring about the fate of mortals or the consequences of her actions; and only looks out for herself.
The Master is set to begin his ultimate plan, an automated processing plant which drains the blood of humans and expels the blood ready to drink when Buffy arrives in town and Giles fills her in on everything. The very different Buffy prefers to face the Master rather than try to help Giles summon Anyanka and she heads to the deserted Bronze. She finds Angel who has become nothing more than a torture toy for Willow.
Giles summons Anyanka and tries to get her to reverse the wish while Buffy and Angel head to the factory.
In the fantastic slo-mo sequence that follows, Giles tries to overcome Anyanka while Buffy storms the factory, killing anything that crosses her path. Xander stakes Angel, Buffy stakes Xander and Oz stakes Willow. Giles realises that the necklace is Anyanka's power center and grabs it off her.
Buffy faces the Master but is quickly overcome and the Master snaps her neck. Giles smashes the necklace just as Buffy's lifeless body falls to the floor and the world is returned to normal, with Anyanka wondering why she cannot grant Cordelia's wish.