Buffy and Willow stakeout a cemetery, but college interferes with their plans. While planning Buffy's college schedule and attempting to find courses that are not too terrifying, they miss their target crawling from his grave and beating a hasty retreat into the night. The next day Buffy finds herself in a sea of confusing sights, sounds and instructions on the College campus. While Willow is enthusiastic and Oz is quietly confident, Buffy seems overwhelmed. Even the Library is vast and imposing, nothing like the comfortable High School Library. While Buffy and WIllow are in the bookstore, Buffy accidentally drops some books on Riley Finn, a Teaching Assistant for the psychology class Willow talked Buffy into joining. After having a short conversation with Riley, Buffy leaves to find her assigned room and her new roommate, Kathy. Kathy's bubbly enthusiasm, Celine Dion poster and loud snoring quickly begin to irritate our hero. Sitting in on a class to see if she wants to sign up, Buffy is embarrassed and ejected for talking, by a rude and imperious instructor. Riley meets her in the hall and helps her find the psychology class. The professor, Maggie Walsh, quickly informs all, that her class will be a demanding one. After dark, Buffy bumps into fellow psychology student, Eddie, wandering the grounds. He is as lost as she on the sprawling campus. Using his map, Buffy recommends a direction and they walk and talk about how tough college can be. They discuss the need for things that make people feel comfortable and secure. Eddie keeps a copy of "Of Human Bondage" by his bed, as his security blanket. They part on an up-beat note, with Eddie suggesting that they help each other get through psychology class and their first year. After they part, a gang of young vamps captures Eddie. The vampires enter Eddie's dorm room and hurriedly clean out his belongings, leaving a note saying he has quit school. The following day, Buffy is curious when Eddie isn't in class and checks on her new friend. After reading the note, she finds Eddie's copy of "Of Human Bondage" in a desk drawer and knows something is amiss. Back in their lair, the vampire gang picks through Eddie's stuff, literally over his dead body. Their leader, Sunday, laments the banality of their haul and demeans her cronies. As she strides from the room, Eddie awakes. Buffy walks into Giles house to find a pretty black woman in the kitchen, wearing just a man's shirt. A bathrobed Giles quickly joins them and explains that Olivia is a visiting friend. While Oliva dresses, Buffy expresses how gross it is to think about Giles having a private life. She then tells him her reservations about Eddie's disappearance. Giles takes a hands-off approach, for once. When he encourages Buffy to find her own solutions, she puts on a brave face and leaves. That evening, walking the dark campus, Buffy sees vampire Eddie and stakes him. Sunday and her gang confronts Buffy. In single combat, Sunday seems confident and arrogant. Sunday wrenches Buffy's left arm with a sickening cracking sound. Shaken and cradling her arm, Buffy runs and stumbles away, in fear. In the dark of her room, as Kathy snores away, Buffy tests her arm, grimacing in pain. The next day, she holds her arm by her side, as she walks the campus and avoids her friends. The vampires, in their lair, laugh as they recount the story of their encounter with the Slayer and look forward to finishing her off. A visit home finds that her mother has already begun using Buffy's bedroom as a storage space. When she returns to her dorm room, Buffy finds that the vampire gang has taken her things and left a fake note saying she has left college. At the Bronze, she briefly thinks that she glimpses Angel, but it's not him. Then Xander arrives. He admits that he never finished his cross-country trip. His car broke down in Oxnard, where he got a job at a Ladies' Night nightclub, as a dishwasher and, maybe, a male stripper, but he refuses to finish the story, beyond numerous hints that he didn't enjoy the experience. He now lives in his parent's basement, as a rent-paying tenant. When Buffy tries a brave face about college, Xander doesn't buy it. She then tells him of her encounter with Sunday and her gang. Xander digs deeper and Buffy admits that she is having doubts about her ability to cope with life. She is feeling defeated and scared. Xander delivers a pep talk, telling Buffy about how many times he has felt scared and that she is what he thinks of when he needs a shot of courage. Together they agree to take on the gang. Breaking into the College offices, they find clues to the abandoned frat house that has become the vampire gang's lair. Through a skylight on the roof, they observe the vampires playing with Buffy's things, including her diary! Xander is sent to find Buffy's weapons trunk, which they don't see in the frat house. Soon after Xander leaves, the skylight breaks and Buffy falls through, landing amid the vampires. Striking first, Sunday begins the battle. Meanwhile, Willow and Oz are telling Kathy, that Buffy wouldn't just run away (at least, not this time), when Xander arrives and discreetly tells Willow and Oz that Buffy needs help, but they have time to prepare. When knocked to the floor, Buffy sees her weapons chest, under some boxes. Sunday taunts Buffy by stomping her "Class Protecter" umbrella award from prom night. Grabbing Buffy by her left arm, Sunday applies pressure and more cracks and pops are heard. Buffy begins to fight back, effectively. As the tide turns, Willow, Oz and Xander arrive to dispatch two male vampires that try to flee. Sunday and Buffy fight on. Sunday bends Buffy's right arm back and also grabs Buffy's left arm. Both arms make load, cracking sounds. But, Buffy informs Sunday; her arm is hurt, but not broken. She then, delivers a roundhouse left, which knocks Sunday into the air and several feet back. A male and female vampire escape the fight. Buffy's friends ask her if she needs help, but she tells them no. She twirls a stake in her hand like a majorette's baton and hurls it across the room, imbedding it in a dazed Sunday's heart. As they carry Buffy's things across the campus, they discuss what they might do with the loot from the vampire gang. A winded Giles, carrying two handfuls of weapons, runs up and admits that he cannot bring himself to teach her self-reliance by shunning her and he wants to help her fight evil, like they did before. A confused Giles is then enlisted to help carry boxes. Buffy tells Xander that she now feels she knows what to expect from college. The male vampire, that escaped earlier, scurries across the campus, sticking to the trees and bushes. A noise alerts him, too late, as a taser-like device is fired into his chest. An electrical charge knocks him on his back and he watches, helpless, as three heavily armed men, dressed in camouflage and ski masks, approach.

Buffy "Believes" that if her roommate Kathy plays that Cher song one more time, Buffy will have to kill her. Behind Kathy's bubbly exterior, she is very uptight, insisting on logging every telephone call they make to compare against the phone bill. She almost accuses Buffy of stealing for borrowing milk for her coffee. Buffy prefers a reduced-Cher environment and, of course, someone less interested in questioning her about her life. They trade smiling jabs, each designed to mock the habits of the other. Using a trip to the Grotto coffeeshop, as an excuse, Buffy makes her escape to meet Willow and do some patrolling. After a late evening walk and talk with Willow, about how annoying Kathy is, they part. Neither of them sees, in the shadows, a hooded figure, with a wrinkly, inhuman face and green glowing eyes. Buffy proceeds along the path, but hears a noise from the trees. As she tenses and challenges the unseen foe, out of the darkness springs... Kathy. Abandoning her patrol, Buffy has to pretend she's interested in getting a latte. But after they walk a short distance, a menacing growl alerts Buffy to the hooded demon's attack. Pushing Kathy over and into the bushes, Buffy turns to face the threat. A brief exchange of fists and feet, and the demon retreats back into the darkness. Kathy quickly recovers and Buffy uses a "mugger" cover story, which Kathy seems to accept. The only casualty being Kathy sweater, which was ruined when she fell. Kathy and Buffy begin to walk back to their room. In the bushes, a second demon joins the first. In demon tongue, they discuss whether she is "the one" and the first demon is assigned to follow her. The next day, Buffy describes her attacker to Giles, but the topic quickly turns to Kathy. Buffy is freaked, by Kathy's habits, including sharpening her pencils to a measured length. Even as she speaks, Kathy is fussing around their room. Raiding Buffy's closet for a sweater, she also finds a bag of stakes and crosses, which she shrugs off. Trying to avoid Kathy in the cafeteria line, Buffy slips in front of Parker Abrams. He makes a good impression on Buffy, while dispensing tips on using (or abusing) cafeteria meal allowances. After a moment's awkwardness, they split up to meet their friends. Buffy joins Xander, Willow and Oz. Willow quizzes Buffy about Parker, but there's not much to tell... yet. Suddenly Kathy swoops in and makes a place for herself. Buffy watches in horror (and in slow motion, complete with dramatic music) as Kathy's burger drips ketchup on the sweater she "borrowed" from Buffy's closet. In the evening, Buffy continues to vent her spleen about Kathy's latest crimes, over the phone to Willow, who is suffering because of a "party-hardy" roommate. When Kathy returns to the room, she quickly begins to irritate Buffy with everything she does. It's apparent that Kathy is no less unhappy with Buffy, when they both decide to go to sleep. In Buffy's dreams, the hooded demon stands over her and she lies helpless, in her pajamas. In a blur of images, she is held down, as a scorpion crawls across her bare belly and blood is poured into her mouth. In the final image, the demon holds Buffy's mouth open, as a vapor-like substance flows from her mouth into the demon's maw. Buffy awakes with a start, to find Kathy staring at her, in irritation, over Buffy's noisy slumber. The next day, in a student lounge, Buffy describes her nightmare to Giles, Willow and Oz. Kathy joins them and at the mention of dreams, she describes the same nightmare that Buffy had. After Kathy leaves, Buffy again lashes out at everything Kathy. The gang agrees to do some research on the demon and the dream. After Buffy leaves for class, her friends express concern that Kathy is becoming an unhealthy obsession for Buffy. The two demons meet before a raging log fire, amid the woods. The first demon has confirmed that she is the one and the second demon has prepared to summon the great one, Taparrich. That evening, Buffy steels herself against the loud Cher waves coming from their room, before she enters. She finds Parker Abrahms and Kathy talking. He stopped by to give Buffy some zip-lock aids for squirreling-away food from the cafeteria. The friendly banter between Parker and Kathy quickly becomes too much for Buffy and she cuts them off, rudely. Before Parker leaves, Buffy makes a quick apology to him and a promise for another time. With him gone, both women are confrontational. Buffy padlocks her closet, opens windows and sloppily drinks from Kathy's milk carton, all just to spite her roommate. Willow and Oz worry about what the demon dreams may mean and how oddly Buffy is acting. Oz volunteers to offer Buffy a shoulder while Willow finishes a paper. As they approach Willow's room, she steels herself to face the party inside. Blasted by loud music when she opens the door, Willow suddenly decides that the library will be a better place to work. On his way to meet Buffy, Oz passes a young woman about his height with short, blonde hair. Both are drawn to look back and their eyes meet for several seconds. Turning back around Oz continues down the sidewalk. In the bushes, armed men, in camouflage clothes and ski masks, prowl. While patrolling, Buffy tells Oz of her fantasies of mayhem that she would like to visit upon Kathy. Back in their room, Buffy and Kathy cannot do the slightest thing without irritating the other. In frustration, Buffy retires, only to have the same nightmare. This time, blood is used to write strange letters on her stomach. The last image, is again, something vaporous being drawn from Buffy's mouth into the demon's. The next day, Buffy tells Willow of her decision to kill Kathy. She has collected Kathy's toenail clippings and is convinced they prove that Kathy is demonic. She does agree to consult Giles first. After she leaves, Willow calls Giles to warn of a dangerously unstable Buffy coming to visit him. When Buffy enters Giles house she is netted and bound by Xander, Oz and Giles. Despite her pleas, Giles determines that she is being influenced by the hooded demon she fought. He leaves for the magic supplier, intending to cast a spell to save her. Meantime, Willow's suggestion that Kathy make herself scarce, prompts Kathy to tell her that she fears Buffy may be dangerous. A call from Oz tells Willow that Buffy is captured, so Willow leaves. At Giles' house, Buffy is still unable to convince Xander and Oz to release her. They check her ropes, but she is already free and she knocks them both unconscious. When Buffy returns to her room, she squares off against her roommate. Suprisingly, Kathy hits first, with a hard left backhand. They grip each other's hair and struggle. Buffy's nails dig into Kathy's skin and she rips Kathy's face off. The face underneath has green glowing eyes. Buffy falls backwards, as the demonic Kathy pounces. At the fire in the woods, the two male demons chant together. A taller, robed demon, Taparrich, rises straight out of the ground and demands to know where she is. Giles' research and Kathy's rantings to Buffy are interweaved to tell of a demonic ceremony that Kathy is using to steal Buffy's soul. Having a soul will prevent her people from being able to track her and force her to return to their dimension. She has run away from home to go to college. She hopes to trick her people into taking the soulless Buffy in her place. Giles realizes that Buffy's early desire to provoke or harm Kathy is due to the fact she is missing part of her soul. As Buffy fights to save the remainder of her soul, Giles and Willow begin a spell to reverse the soul transfer. Oz and Xander go to Buffy's aid. Buffy and Kathy's fight continues, causing heavy damage to the room. Kathy gains the upper hand and prepares to claim the rest of Buffy's soul, just as Giles and Willow complete their spell. Buffy's soul is pulled from Kathy's mouth and returned to Buffy. As both recover, Taparrich passes through the closed door of their room in a flash of light. Like an angry parent, he growls that the 3,000 year-old rebellious Kathy will return with him. Xander and Oz rush into the room, but a glare from Taparrich and they wisely decide to cower in the doorway. With a wave of his hand, he opens a vortex in the floor under Kathy's feet and she is drawn in, with a scream. He follows and the vortex seals. The next day, Buffy helps Willow move in.