Plot

Angel plots to revive an ancient demon bent on sweeping everything on earth into hell itself.

Flashbacks reveal how Angel was turned into a vampire by Darla in 1753, started to drive Drusilla mad in London in 1860 and was cursed as gypsies' revenge in a Rumanian forest in 1898 to suffer ever since being burdened with a soul and guilty conscience, and witnessed Buffy being shown her destiny in Los Angeles in 1996. In 1997, only tutor Willow enjoys preparing for final exams, Buffy is eager to slay Angelus and be done with Angel. Giles is called to the museum after the digging up of an inscribed block of stone which he realizes is a container. Angelus and Drusilla steal it and explain to Spike it's the tomb of the demon Acathla, who was killed by a righteous knight's sword before the demon's breath could swallow the earth. His awakening will open a gateway to a demonic dimension which can then spill into earth. Discovering Jenny's black magic research and and any intention to return Angel's soul is opposed by Xander, who wants his 'rival for Buffy' dead, and by Kendra, who suggests using a knight's sword she brought with her. Despite a human sacrifice, Angelus is apparently unworthy. So he has Buffy summoned for a duel, which she accepts only to buy time for the soul ritual Giles' gang prepares. But Angelus is a diversion that allows Drusilla's vampires to attack them in the library and take Giles.—KGF Vissers

Galway, Ireland 1753: Liam, the man who will become Angel, is kicked out of a tavern along with his friend because they ran out of money. The friend slumps in the snowy road while Liam is lured into an alley by a beautiful blonde. The mysterious blond woman is Darla. Darla then sires Angelus.

Sunnydale, present: Buffy tries to send a war message to Angelus via a vampire, who refuses to do the chore. She stakes him as Angelus watches from afar. The next day, Giles visits a museum that just discovered a big stone block. The man in charge, Doug Perren, agrees to wait for Giles to examine it when Giles discovers an opening in the rock. Meanwhile, Willow offers to help Buffy study for the chemistry final.

London, 1860: Drusilla is a young Catholic who enters a confessional booth just as Angelus kills the priest behind the screen. She tells of unwanted visions such as one of a cave-in at a mine that happened that morning. He derides her as a devil child before finally agreeing to let her go with ten Our Father's and an Act of Contrition.

Sunnydale, present: Drusilla lets Angelus know what she and Spike read in the paper about the museum's new discovery. They decide to pay a visit to the curator. Meanwhile, Buffy is struggling with Willow's lesson when her pencil slips to the floor beside the floppy disk Ms. Calendar had left beside the teacher's desk. Willow pops the floppy into the computer and they are surprised when they realize the content.

Romanian woods, 1898: The body of a young Gypsy girl lies on a table next to a fire as an elderly woman recites a curse. Angelus is running desperate through the woods towards the camp. The woman completes the ritual and Angelus falls to the ground. His eyes glow and his soul is restored. A Gypsy elder emerges beside Angelus-now-Angel and explains the curse to him, that he will soon remember the girl's murder and now have remorse for every vile act he committed.

Sunnydale, present: Giles explains that the ritual requires much knowledge about magic, but Willow is undeterred. Xander believes that Angelus should die for his crimes and upsets Giles with his comments about Ms. Calendar. Xander thinks Buffy is selfish. She leaves to clear her head and encounters fellow Slayer Kendra, who has returned with information that a dark power is about to rise in Sunnydale. At the same time, Drusilla kills the curator while Angelus and his minions steal the big stone block. Angelus returns to tell Spike the story of Acathla, a demon that came to suck the world into Hell. A virtuous knight stabbed him in the heart before he could draw a breath, but someone worthy can remove the sword to awaken Acathla. Angelus wants to make history end. Kendra has brought a sword blessed by the same knight who stopped Acathla.

Manhattan, New York 1996: A dirty Angel stumbles aimlessly through the streets, looking like a derelict and ends up in an alley lined with trash, where he attempts to kill a rat for food. A good demon named Whistler appears out of the darkness and asks for a chance to show him something so he can make a choice about whether he wants to change.

Los Angeles, 1996: A black car stops in front of Hemery High, and Angel rolls down the window just enough to catch a glimpse of a young Buffy exiting with three friends. She is a bit vain and definitely spoiled. Then a Watcher named Merrick finds her and shocks her about some destiny fighting vampires. He then observes her in a cemetery staking her first vampire rather clumsily. He sees her go home to a mother who seems a bit more understanding than a very disgruntled father. Angel decides that he wants "to be somebody."

Sunnydale, present: Angelus kills a human, spreading blood on his palm, then recites an incantation in Latin and tries to pull out the sword in vain. Spike is amused but Drusilla is not. Angelus decides to pay a visit to an old friend to find out what he should do to complete the ritual. The next day, Buffy and Willow are taking an exam when a vampire walks to the front of the classroom and self-immolates, telling Buffy as she is killed by sunlight that she must meet Angelus that night. Buffy asks Willow to perform the restoration as a safety measure and Kendra to protect her friends.

Buffy finds Angelus at the cemetery and they start fighting. She entered a trap; a group of vampires are invading the library as the ritual begins. Cordelia is the only one able to escape. Drusilla enters and hypnotizes Kendra before slicing her neck. Kendra falls to the ground, motionless. The vampires remove an unconscious Giles as Buffy bursts into the school. She rushes to Kendra's body and realizes that she's dead and takes her hand. She reaches to Kendra's face with her other hand and strokes it gently. As Buffy mourns her fellow Slayer, a police officer appears and tells her to freeze.