Still mourning the departure of Oz, Willow stops by his old place. Looking around at all the stuff Oz left behind, Willow remembers happier times. The next evening, Buffy and Giles try to get any useful information from Spike concerning the Initiative, but he proves to be less than cooperative. While taking a break, Giles goes along with Willow's suggestion to cast a truth spell on Spike. After picking up the necessary ingredients for the spell, Willow stops by Oz's place again. However, Oz's entire room has been cleared out, leaving nothing but an empty mattress and drawers. Back at the dorm, Willow fights through tears to tell Buffy that Oz had Devon deliver the rest of his belongings. Faced with the fact that Oz may never return to Sunnydale, Willow sinks deeper into depression.

The next day, Willow joins Buffy and Riley at their private picnic. Her somber attitude quickly casts a cloud over the budding couple. Later, at the Bronze, Buffy, Xander, and Anya spot Willow on the dance floor, having a peculiarly good time. When Willow returns to the table, a tell-tale bottle of beer signals the gang to her source of sudden happiness. Xander tries to help out, but Willow wards him off with mockery. Buffy pulls Willow aside and tries to convince her that this is a painful stage in life that everyone has to go through. Willow refuses to believe this is the only way. Later, after Buffy falls asleep, Willow sneaks into the bathroom and casts a spell, one that grants Willow the power to have her will done.

Early next morning, Willow checks to see if the spell worked. However, she fails to make anything happen simply because she says so. A knock on the door signals Giles' visit to the dorm. After inquiring why Willow forgot about the truth spell, Giles expresses his concern over Willow's involvement with spells, given her current condition. Insulted, Willow proclaims to Giles that he doesn't understand what's going on, that he doesn't "see anything". Suddenly, Giles notices a significant loss in his vision, and he excuses himself from the dorm. Soon enough, Willow's words result in Buffy and Spike's surprise engagement, while Xander is labeled a "demon magnet".

Buffy and Spike begin to plan their upcoming wedding, much to Giles' disgust. As if things couldn't get any worse, Giles eventually goes completely blind, sending Buffy out to get ingredients for a spell that Spike offers to help with. Outside the shop, Buffy's trip back is postponed by the sight of a nearby bridal shop. Riley sees Buffy and walks over, only to learn of her upcoming wedding to a much older guy named Spike. Appalled by this news, Riley takes off. Meanwhile, Xander and Anya's intimate moment is rudely interrupted by an invading demon. Just as they drown it in the sink, another demon arrives, sending Xander and Anya running to Giles' place as fast as their feet can allow them. Once there, they quickly learn of Giles' blindness and the rather disturbing development in Buffy and Spike's relationship. Suddenly, Xander realizes the connection between these events and Willow's words. While they head out to look for their friend, Willow enters her dorm room, where the demon D'Hoffryn awaits to transport her to the world of Arashmaharr.

The burnt circle on the floor is immediately recognized by Anya as D'Hoffryn's doing. While they pass through the cemetery, Anya tells the others how D'Hoffryn contacted her 1,120 years ago while she was in an emotional state similar to what Willow is going through. D'Hoffryn made Anya a vengeance demon, and he makes the same offer to Willow, who doesn't know what to say. At the cemetery, demons chase the gang into a crypt. Anya tries to summon D'Hoffryn while the others work on barricading the entrance. Before Anya can finish, the demons break through the barricade. Back on Arashmaharr, D'Hoffryn shows Willow what is going on in the cemetery. Shocked to see the results of her spell, Willow rejects the offer and asks instead to be sent back to her friends. Although he is slightly disappointed, D'Hoffryn sends Willow to the crypt, where she quickly reverses the spell. While the demon that Xander and Anya were fighting vanishes into thin air, Buffy and Spike nearly go ballistic in light of their kissing spree.

The next day, Willow bakes countless piles of cookies in hopes of earning her friends' forgiveness. Afterwards, Buffy convinces Riley that she was merely putting on an act in front of the bridal shop. More than relieved to hear this, Riley heads off to class, leaving Buffy to hope that she can indeed have a perfectly normal relationship.

~Episode Synopsis by: Alan Hufana