Angel finds Drusilla attempting to feed on a young boy in a playground. He saves the boy and starts up a conversation. He warns her to leave Sunnydale. She gets close to him and starts to caress him, but he insists that she leave. It looks like what it isn't, and of course, Buffy is watching.
Buffy tells Willow through a note about the girl and they pass it back & forth. Buffy feels really bad and they let Xander in on the fun. Just as Xander is trying to cheer her up, an old friend shows up. Ford is from Hembry and has transfered to Sunnydale. They plan to meet up at the Bronze later.
Buffy arrives at the Bronze and Ford is telling all her embarrassing stories. Buffy walks off and has a cold convo with Angel. He comes over and meets Ford and pulls the jealousy deal. Buffy feels the tension and asks Ford to walk with her.
As they are out in an the ally, she asks him to go get her purse for her. As he goes off, Buffy runs to save someone from a vampire. He turns back and watches her fight. She stakes the vamp and he comes out. She makes up a story and then he tells her that he knows about the slaying.
When Buffy goes home, she calls Willow and tells her about it. At the same instance, Ford goes to a club where they worship vampires. It is revealed that they want to become vampires.
Willow is at home and Angel comes to her room to see her. She invites him in and he asks for her help. He wants her to research Ford because he doesn't like him.
That night, Buffy and Ford walk around and she shows him the sights. The get to school and see two vamps. Buffy goes after one and Ford is left with the other. He takes her down and makes him give him some information. When Buffy comes back, he says he killed her.
Willow tracks down info on Ford and gives it to Angel. She, him, and Xander go to the club where Ford goes. Willow and Xander met a young lady who tells them about how great the vampires are. Angel tells her she's a fool and she walks off.
Giles and Jenny return from their date at the monster trucks and Buffy tells them about the weird vamps. Buffy sees a picture of Drusilla in a book and Giles explains who she is. Buffy informs them that she is alive and well. Then, the vamp that Ford said he killed jumps out at them and takes one of Giles's books.
At the factory, Spike and Drusilla talk about Angel. And, he snaps at her. They have a moment, but it is interrupted by Ford who just walks in. He tries to cut a deal with Spike. He tells him that if he makes him a vampire, he'll deliver the slayer.
Angel goes to see Buffy and expresses his concerns about Ford. She isn't too happy that they all went behind her back. But, the real problem is that she wants to know about Drusilla. So, he tells her. Drusilla was a girl that he tortured mentally by killing her family and when she was completely wacky, he turned her.
Ford meets Buffy at school the next day and makes a date with Ford for that evening. She then sees Willow who appologizes for going behind her back.
Buffy follow Ford and goes to the club. She confronts him about his plan and locks them in the club. They shut the door and it can only be opened from the outside. As they are trapped, she tries to plead with them. She explains how the vampires will kill them and not change them. Buffy asks Ford why. He tells her that he's dying of cancer and changing is the only way to live.
Spike arrives and opens the doors. The vamps start feeding and Spike goes after Buffy. Buffy grabs Drusilla and holds a stake to her. Spike orders that everyone else be let go. They all rush out and Buffy throws Drusilla at him. She runs out and shuts the door.
They come back for the body later and they bury Ford. Buffy goes to his gravestone with Giles and asks him whether things will get easier. He asks if she really wants to know. She tells him to lie to her. He tells her that the bad guys are always obvious and that she'll always win. She calls him a liar.
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