Anya has a meeting with D'Hoffryn to get her powers back. He declines and decrees that she will live out her days as a mortal. She plans to find a way to get back her amulet.
Willow uses her powers to float a pencil. The pencil spins out of control when Buffy brings up Faith.
Principal Snyder wants Willow to tutor the football star, Percy West. She doesn't like being forced to tutor someone.
Willow tries to break into the Mayor's computer files. Faith notices the work and tells Mayor Wilkins about the breach; he plots to kill Willow. He gets Faith a new apartment to live.
Willow gets worried that Oz thinks she's boring when he didn't ask her to attend a concert. Percy also brushes her off by demanding that she write his paper for him.
Willow gets mad at Buffy and Xander when they call her "Ol' Reliable."
Anya and Willow team up to do a spell to find the missing necklace. As they recite the incantation, Willow gets flashes of the dark reality and spills the sand on her hand.
Vampire Willow is transported to Sunnydale.
Vampire Willow walks around town and The Bronze surveying the present reality. She hurts Percy when he threatens her about ruining her school career. Both Buffy and Xander are surprised to see Willow dressed in black leather; they find out she's a vampire when she quickly changes.
The mayor's goons attack her, but she stops them. She claims leadership and plots to bring evil to Sunnydale.
Buffy, Giles, and Xander are sad knowing that Willow has died. When the real Willow arrives at the library, everyone hugs her.
Vampires ambush The Bronze and hold everyone hostage. Vampire Willow kills one of the patrons, Sandy, and says she might bestow the gift of immortal life to them.
Anya wants to help Vampire Willow go back to her own world.
While the Scoobies go to stop the attack at The Bronze, Vampire Willow tries to turn the real Willow into a vampire. Willow shoots her with a tranquilizer dart and they place her in the library cage.
Willow goes into The Bronze pretending to be her vampire counterpart. The plan goes awry; the Scoobies come rushing in to help her.
Cordelia finds Willow locked in the cage. She uses the opportunity to have a heart-to-heart chat together about their Xander drama. Once she lets Willow out, Cordelia runs for her life. Wes protects her with a cross and holy water.
Willow stops Buffy from staking Vampire Willow.
Willow, Anya, and the Scoobies conduct the ritual to send Vampire Willow back to the dark reality. The spell works and she's staked during the blood factory battle.
Percy shows Willow all his reports the next morning; he's scared of her based on the attack at The Bronze.