Buffy Summers surprises her friends with her S.A.T. scores, which are a combined total of 1430. While everybody is fairly excited by this news, Buffy herself is more concerned with the fact that she may have to consider her future more seriously. Later that night, a car runs over the welcome sign at Sunnydale's city limits. Completely drunk, a familiar figure tumbles out of the driver's side door: Spike. Spike heads to the burnt-out factory where he originally stayed with Drusilla before Giles' invasion forced them to leave. Spike laments over his recent break-up with Dru as he smashes one of her old dolls. The next morning, Xander convinces Cordelia to join Oz and Willow on a double date at the bowling alley. Xander notices that Cordy has taped pictures of herself and Xander, along with Oz and Willow, to the inside of her locker door. After confirming the plans, Oz follows Willow to her locker and gives her a pez dispenser with a witch's head on it as an impromptu gift. Overcome with guilt, Willow confronts Xander outside and tries to convince him that the double date is a bad idea. In the library, Giles admires Buffy's S.A.T. scores while he finishes packing for a retreat at Breaker's Woods. Buffy mentions her mother's enthusiasm and encouragement to apply to major colleges across the country. Giles agrees that Buffy should take advantage of this opportunity, while Faith could keep an eye on Sunnydale. Elsewhere, the deputy mayor informs Mayor Wilkins that Spike is back in town. Mayor Wilkins agrees with his suggestion that they get Mr. Trick to send a vampire committee to take care of Spike. Later, after school, Buffy and Joyce discuss college plans. Joyce continuously mentions out-of-state universities. Meanwhile, Spike goes to the Crawford Street mansion and spies on Angel, who is reading a book inside. Still drunk, Spike passes out on the floor of the garden. As the sun rises the next morning, Spike is abruptly woken up by the sight and pain of his burning hand, which has been ignited by the sunlight. He goes to a local magic shop in search of a curse to cast on Angel. Spike hides as Willow enters. He looks on as Willow buys a few ingredients for a de-lusting spell, which she hopes will put an end to her affair with Xander. After Willow leaves, Spike feeds on the shopkeeper and formulates a new plan to get what he wants. At the mansion, Angel tells Buffy that she should look into college. This causes Buffy to leave early. Later that night, Xander finds Willow working on some sort of experiment in the science lab. While they wait for Cordelia and Oz to meet them there for the double date, Xander realizes that Willow is actually performing a spell. She tells him about the nature of the spell, and Xander is not pleased with Willow's preferred method of dealing with their situation. Suddenly, Spike appears to kidnap Willow. While Xander fights Spike, Willow attempts to hit the vampire with a heavy object. Spike grabs it out of Willow's hands and strikes Xander directly in the head, knocking him out. Willow and Xander are then brought to the factory and locked in the basement. While Xander lays on a bed, unconscious and bloody, Spike demands Willow to perform a love spell that will bring Drusilla back to him. Willow tells Spike that she still needs a few additional ingredients and the right spell book. Back at Sunnydale High, Cordy and Oz barge into the library where Buffy is training. Worried about Xander and Willow's absence, they take Buffy to the science lab and show her the aftermath of the fight. Buffy sends them to find Giles at his retreat while she goes back to the library to properly equip herself for the search. Before Buffy can enter the bookcage, the phone rings. It's Joyce, and as Buffy listens, Spike enters the Summers' home. As soon as Buffy hears the familiar voice, she drops the phone and runs home as fast as she can. Joyce makes a couple cups of coffee while Spike tells her his sob story about what happened between himself and Drusilla. Outside, Angel approaches the house. He sees Spike sitting at the kitchen counter with Joyce and tries to run into the house, but can't do so without an invitation. Joyce is terrified to see Angel again, unaware that the real enemy is standing right behind her. Distracted, Spike doesn't even notice Buffy's entrance as she grabs him from behind and pins him to the counter. Joyce watches in confusion while Buffy invites Angel into the house to help with Spike. Spike tells them what he's done with Willow and Xander, but he doesn't say where they are. Buffy and Angel reluctantly agree to help Spike get what he needs for the love spell in exchange for her friends' safety. Meanwhile, Oz picks up Willow's scent, so he cancels the drive to Breaker's Woods and tries to find Willow and Xander instead. Cordelia is not too comfortable with the fact that Oz still has a few latent werewolf abilities even when it's not that time of the month. Buffy and Angel follow Spike to the magic shop to get the ingredients. While there, Spike mocks Buffy and Angel's attempt to be nothing more than friends. Spike insists that they will forever be in love with each other, just like he is with Dru. At the factory, Xander finally comes to and learns from Willow everything that's happened. Realizing that their situation is seemingly hopeless, Xander and Willow lay on the bed and kiss, unaware of the fact that Oz and Cordelia have just arrived to rescue them. Nobody can believe what they're seeing, and Cordy takes it the hardest. As she runs back up the stairs, one of the deteriorated steps crumbles. Cordy falls through the hole to the hard floor below. When Xander looks down through the hole, he sees that Cordy is impaled on a steel rod, which is sticking up from her torso. After gathering all of the ingredients, Spike, Buffy, and Angel run into a large group of vampires outside of the magic shop. One of the group's head vampires, Lenny, is not too pleased with Spike's return to Sunnydale. A huge battle erupts on the street. Outnumbered, the three retreat into the magic shop and seal off the entrances. They miss one of the doors in the back, which is soon opened by the invading vampires. As the battle spills into the magic shop, Spike drives a stake through Lenny's heart, reducing him to dust. More vampires bust through the window, but they are quickly thwarted off by the vials of holy water thrown by Buffy and Angel. Spike is thoroughly satisfied with the emotional rush from the battle, and decides to forget about the love spell and win Drusilla back by being his old self. Spike tells them that Willow and Xander are at the factory, then leaves. Meanwhile, at the factory, Xander climbs down to the injured Cordelia while Oz leaves to get help. Luckily, none of Cordy's organs were punctured by the rod, but her distress over Xander's betrayal is beyond repair. While Buffy comforts Willow about the whole situation, Xander tries his own luck at the hospital where Cordy is recovering. He brings her flowers and tries to apologize, but Cordy simply tells Xander to stay away. Later, Buffy goes to the mansion and tells Angel that she won't visit him anymore. Buffy can't get out of her mind what Spike said about the two of them, so she decides to break off her contact with Angel

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While everybody somberly reflects to themselves about what happened during the past few days, a jubilant Spike leaves Sunnydale once again.