Once inside 314, Buffy and Willow move a shelving unit out of the corner and open the secret door. Buffy steps into the doorway, then turns around and tells Willow to barricade the door behind her. Giles tells her it will be about five minutes until the spell is ready to go. Xander says that he still isn't thrilled with the idea of Buffy going after Adam alone, but she shakes her head and tells them that she won't be alone. Aw. Willow pushes the shelves back in front of the secret door as Giles and Xander tip over a gurney to block the door leading to the pit.
Buffy steps out of a tunnel and gazes upon the actually secret secret Initiative labs. She spies Riley sitting in a chair and quickly climbs down the ladder. She rushes over to him and asks him if he's okay, but he can't talk to her. Buffy glances over and sees the walking corpses of Doctors Angleman and Walsh. Buffy asks Riley why he won't answer her, and Adam, who has recently stepped into the room, explains that Riley isn't "programmed" to speak to Buffy. He blathers on about how Buffy was supposed to be part of the final plan, and she sasses him back by saying that she's "never really been one to toe the line." "Oh," intones Adam. "Kill her." FrankenFlamer steps in from off-camera and grabs Buffy around the neck. Walsh picks up the innards of an electric drink mixer and it whirrs irritatingly as it threatens to make Buffy a daiquiri she will never forget.
Buffy struggles with Forrest as Walsh moves ever so slowly closer. Pick up the pace, woman! You're reanimated. Key word: ANIMATED. Finally she gets within range of Buffy's feet of fury, and she's kicked across the room. Buffy manages to get free of FrankenFlamer, and in doing so she knocks a glass beaker onto a table by Riley's chair, and it breaks.
Back in the merely secret Initiative lab, Willow, Xander, and Giles have set up for the spell. Candles are lit and they sit in a circle with Willow reading the spell out of a book. Y'know, I'm blaming Joss and his spell-as-sex metaphor from earlier this season for my first thought, which was that Willow, Xander and Giles were going to have a supernatural three-way.
Buffy and Forrest duke it out in the secret secret Initiative labs. Riley calls out, "Buffy," to let us know that he is overcoming the power of the chip. FrankenFlamer orders Riley to watch as he kills Buffy. Riley looks at the broken glass on the table amid the ambient background ass-kicking noises, and slowly moves his hand toward a large piece, which he finally grasps. He raises the shard of glass to his chest and slowly cuts into his chest.