Buffy and Xander are on patrol and he shows her a necklace he's bought Cordy for Valentines Day. She makes fun of him for dating Cordy and he says that their relationship is going well. A vamp jumps out at Xander and Buffy stakes him.
Cordy gets to school and her popular gang rags on her about dating Xander.
The gang goes to class and they see Amy. They all have to turn in papers and after everyone has left, Amy turns in "invisible homework". Xander sees. Xander joins the gang in the hallways and asks if they saw it. They say no. Giles approaches them. Then, he has an uncomfortable moment with Ms. Calander.
In the library, Giles expresses his concerns for Buffy and the Angel situation. He informs her that Valentines Day is a big thing for Angel.
For Valentines Day, Spike gives Dru a diamond necklace. She is pleased. Angelus gives her a heart. She is more pleased. Angel gets cocky, Spike gets upset. Angel tries to think of something good to do to Buffy for Valentines Day.
At the dance, Willow sits in front of the stage and stares in awe at Oz. Cordy arrives and her friends ditch her once more. Cordy feels way bad.
At Buffy's house, she and her mother are watching a movie. Someone knocks at the front door. Buffy goes to get it and no one is there. When she gets back into the living room, her mom is gone. Buffy goes into the kitchen and her mother gives her a package that was left at the back door. It's a bunch of red roses with a note saying "SOON"
At the Bronze, Xander says that he wants to be more serious. He gives her his present. She loves it. But, then she breaks up with him. He goes wiggy.
After being completely rejected, Xander goes to Amy. He blackmails her into doing a love spell for him. She reluctantly agrees, but needs something of Cordelia's. He goes to her and asks for his necklace back. Cordy goes to her locker and takes it out from under her shirt. She gives it to him and leaves. That night, Amy performs the love spell using Cordelia's necklace.
The next day when Xander gets to school, no one really pays attention to him; least of all Cordelia. He goes to the library and talks about his major unhappiness. Buffy comes on to him just slightly. He makes a joke and the coming on to increases to flirting. Amy comes in and requests a moment of Xander's time. She says that the spell didn't work. She starts asking to be with him. He starts to get that something is really wrong. Another girl comes up to Xander and asks him to hang out.
Xander rushes home, really freaked. When he gets there, Willow is in his bed; half naked. She gets up and tries to seduce him. He gets more freaked and runs out. At school, the popular girls rag on Cordelia about ditching Xander.
Xander gets to school and all the girls are following him. And all the guys look like they hate him. He runs to the library and tells Giles about the spell he did. Giles is unhappy with him. Jenny comes in and tries to discuss their problems, but all of a sudden starts to feel up on Xander. Giles pulls Jenny away. Giles leaves and drags Jenny with him. Buffy comes in wearing nothing but a raincoat. She asks him to undress her. He says no. Amy comes in and she and Buffy start a cat fight Amy gets really mad and turns Buffy into a rat. Then, Oz comes in and punches Xander out because of Willow. Giles comes in and instructs Oz to find the Buffy-rat.
Outside, all the girls start to beat up Cordelia. Xander runs out and saves her. They run outside and find Willow with an axe saying she'd rather kill him than see him with Cordy. Xander and Cordy run to Buffy's house. Joyce lets them in and takes them into the kitchen. Cordy goes upstairs to get a first aid kit and Joyce tries to seduce Xander. Cordy comes in and forces Joyce out of the kitchen.
They run up stairs into Buffy's room. Angel comes in and throws Xander off the roof. They face off and Angel plans to kill him, but Dru comes up and starts coming on to Xander. She says she'll make him immortal. Angel is wigged and leaves. Then, all the women in Sunnydale come up and tackle him.
Meanwhile, Oz looks for the Buffy-rat and Giles and Amy work on a reverse spell.
Cordy saves Xander this time and they run into the basement. They baracade the door, but the girls are mad. Cordelia is touched that he tried to do a spell for her, but the girls start to break through the door. They go and hide in the corner. All the women crowd around them.
As the spell is lifted, all the girls realize that they're all in the basement crowding about Xander. They play it off and say that it was a scavenger hunt. And, Buffy is left standing naked in the basement, with Oz looking. (although, she was actually covered and he was a gentleman and didn't look)
At school the next day, Buffy and Xander talk. She says that it's really hard for Willow and that he'll have to grovel. She thanks him infnately for not taking advantage of her.
Cordy and the popular gang are walking outside and Xander bumps into Harmony. She yells at Xander. Cordy can't stand it. So, she calls Harmony and sheep and completely defends herself and Xander and walks away with Xander. And all is right with the world...