- Faith returns to Sunnydale just as a new villain, Caleb, arrives and sends Buffy a message in the form of a badly beaten Potential. Buffy leads the rest of the girls to Caleb and The First's lair, with devastating consequences.
- Willow returns to Sunnydale from Los Angeles with a powerful ally: the rogue Slayer Faith. But the First has a new piece on the board as well. A misogynistic "preacher" named Caleb has come to town, and he throws down the gauntlet as soon as he enters Sunnydale when he attacks a Potential Slayer, named Shannon. Faith's arrival causes tension between Buffy and everyone else because of her past, while the rest of the Potential Slayers react, instead, with fascination and curiosity. Spike, on the other, hand, seeks a bond with Faith over their similar life of being bad. Having learned of Caleb's arrival, Buffy, the Scoobies, and the Potentials go to Caleb's residence to take up the challenge - but with disastrous results.—Alex
- A young Potential, Shannon, is chased through the woods by Bringers. She accepts the assistance of a stranger driving a truck and is horrified to discover that she has fallen into a trap. The man, Caleb, terrifies her and burns his mark into her neck. He gives her a message for the Slayer, stabs her in the stomach, and forces her out of the car. Faith and Willow find the girl on their way back to Sunnydale after re-ensouling Angel in L.A. and take her to the hospital.
At the Summers home, Xander's erotic dream about the teenage Potentials is cut short when the girls wake him up to fix the toilet. At the hospital, Faith asks Willow why the Scooby Gang failed to warn her about the threat of the Bringers, informing Willow that she had been attacked in prison. Faith leaves the hospital in search of Buffy, despite Willow's protestations that Faith should not approach Buffy alone. In the cemetery, Faith witnesses Spike chasing a girl through the cemetery. Mistakenly believing that Spike has reverted to his old habits, Faith ignores his attempts to explain and attacks him. Buffy arrives to clear up the confusion, and the girl that Spike had been chasing, now in her vampire form, attacks Faith, who (borrowing a stake from Buffy) quickly slays her. Back at the house, Faith encounters a cold reception from both Dawn and Giles, and Spike explains that the tension is not all because of her. Meanwhile, the First Evil reveals Buffy's form to Caleb.
Andrew tries to bring the Potentials up to speed on Faith's history. While they are quick to point out that Faith had killed a volcanologist, not a Vulcan, they watch Faith (who is exercising in the back yard) with fascination and curiosity. At the school, Buffy and Principal Wood revisit their previous discussion about Spike, and they agree that their alliance against The First Evil is more important than personal agendas. Robin fires her, emphasizing the need for her to focus on the mission.
In the Summers home, Faith sneaks down into the basement for a cigarette and a moment away from the "wannabees" who, in her opinion, have had entirely too much coffee. Faith finds Spike in the basement, and they discuss their common dangerous pasts, as well as various sexual proclivities. Faith reminds him of their previous conversation, which had occurred when she was in Buffy's body. Spike acknowledges that she had made quite an impression at the time. He informs Faith of his relationship with Buffy, which greatly surprises her. Buffy comes downstairs and becomes visibly jealous to find them lounging on Spike's bed. She quickly leaves for the hospital to talk to Shannon, who relates her experiences with Caleb. She tells Buffy that Caleb had given her a message for Buffy: he has something of hers. Later at the house, Buffy tries to motivate the terrified Potentials to accompany her when she attacks Caleb (who, meanwhile, is re-enacting scenes of his past murders with the First Evil). Buffy, alone, is confident in her plan; Giles, Spike, her friends, and the Potentials all question her decision. Buffy and Faith, on a recon mission, follow a Bringer through the woods. They discuss Faith's intentions and her recent experiences with Angel before locating Caleb's stronghold, which is in a vineyard.
At the Summers home, Xander directs the Potentials on the methods of attacking in battle. When Rona criticizes Buffy's intentions, Xander strongly defends his friend. Leaving Willow and Giles to stay behind to protect the more inexperienced girls, Buffy leads Spike, Faith, and the more experienced Potentials to the vineyard; they divide into two groups: an assault team and a back-up team. After an initial clash with the Bringers, Caleb appears. He quickly knocks aside Buffy and Spike, and breaks Rona's arm. Xander and Faith arrive with the back-up team, but Faith is soon knocked unconscious. Caleb kills Diane and Molly, and Buffy orders a retreat. Xander starts to yell that everyone needs to get out, but is then attacked himself by Caleb. Caleb says "So, you're the one who sees everything? Lets see what we can do about that." He then stabs his thumb into Xanders eye as Xander screams. Spike tackles Caleb, giving them enough time to get Xander and leave the vineyard.
Alone and distraught, Buffy leaves the injured girls and walks through the empty streets as Caleb tells the First, in Buffy's form, that their victory is imminent.
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