Angel and Buffy come out of a sultry foreign film. They're both pent up from the distance, but they like being around each other. Faith interrupts the mood to take Buffy on patrol.

A demon is willing to sell the "Books of Ascension" to Faith and Buffy in exchange for them not killing him. Buffy hasn't heard of the books, but the mayor wants the books. The demon wants to get out of Sunnydale.

Faith tells Mayor Wilkins about the demon selling the books. The mayor wants Faith to kill the demon and take the books.

Neither Giles nor Wesley know about the Ascension. Willows mentions a note in one of Giles' restricted collection; the Ascension warns of everyone dying.

Cordelia invites Wesley to dinner to study for dinner.

Faith barges into the demon's home looking for the books. She stabs the demon and they fight. She kills him and steals the books.

Faith goes to Angel for help; she feels shaken after killing the demon and needs reassurance. She doesn't want to end up dead, alone or a loser. They almost kiss after their hug, but he turns her down.

Mayor Wilkins reassures Faith after she fails to seduce him and steal his soul. He has another plan in mind to do it.

Wesley reveals that the Watchers Council doesn't know that he's working with Giles. Xander finds the address of the demon, and Faith and Buffy go to get the books.

Buffy and Faith find the dead demon in his apartment.

Mayor Wilkins asks a demon to help remove Angel's soul. The demon agrees to the job.

Buffy is worried that Faith and Angel are hooking up. Willow reassures her  that they didn't hook up. She pushes her friend to go talk to Angel.

Faith tries to make her move again on Angel, but it fails. She throws blood on him and the demon conducts the ritual; Angel's soul is removed.

Angelus and Faith fight. They kiss and he joins the dark side.

Buffy goes searching for Faith and Angel. The Scoobies head to the Hall of Records for information of the Ascension.

Angelus throws a letter opener at the mayor; it pierces his hand and the wound heals itself. Angelus and Faith plan to kill Buffy. Angelus knocks out Xander when they run into each other on the street.

Angelus and Faith bring Buffy to the mansion; they knock her out and tie her up.

Oz finds an old photo of Mayor Wilkins from a hundred years ago. Xander warns the others that Angelus has returned.

Faith reveals her frustrations against Buffy; she's excited to hurt her adversary. Faith lets slips some important details about the mayor's plan, like his Ascension day and his plot to kill her Sunnydale High classmates.

Plot twist: Angelus never lost his soul. He and Buffy worked together to deceive Faith and get the information. Faith runs away from Buffy.

The demon had informed Giles of the mayor's plot in advance to repay a debt. The debt was that Giles introduced him to his wife.

Mayor Wilkins tries to cheer up Faith after the scheme blew up in her face.

Buffy and Angel take a break from their relationship.