Oz escapes from his cage during a full moon and runs across another werewolf, the sultry, sexy singer Veruca; and wakes up next to her naked in the wilderness the next morning. Veruca scoffs at his cage-living habits, and tells him that the wolf is part of him; he should just run free and kill people. Oz blows her off, but doesn't want her running free the night of the full moon, so he fixes up his cage, invites her over, and locks her in with him.
The two start getting hot and heavy before the wolfiness even takes over, and Willow comes to the cage the next morning to find them naked together. She cries, they argue, Veruca tries to kill Willow, Oz-wolf kills Veruca, and Buffy stops him from attacking Willow.
Oz realizes that Veruca had some good points - he doesn't have control over the wolf, and the wolf is part of him. He decides he needs to leave town and be a hermit while he figures things out. He and Willow share a heartbreaking goodbye, and Oz drives away.
Meanwhile, Spike gets zapped and captured by the mysterious Commando guys.