Library. Giles locates a passage about Spike in his research, and explains about the William the Bloody crap. Giles notes that Spike is younger than Angel, but then trails off. Xander asks what's wrong. Giles says that perhaps they should run away this weekend, as Spike has fought two Slayers in the past century, and has killed them both. "Killed"? Spike? What do you mean? He's just a harmless fluffy bouncy bunny!

In the lounge, Buffy and Willow stand up as Joyce and Snyder return. Joyce tells Buffy to get in the car immediately, which is parent-speak for "you're in for a world of pain." Snyder makes a hilarious face behind Buffy. Joyce and Buffy start to leave as Snyder turns out the lights to the lounge. Suddenly, several vamps come crashing through the large window. The people retreat in horror as the vamps assemble in a tight formation. Spike: "What can I say? Couldn't wait." And I'm so very glad you didn't.

The vamps start to charge in, but Buffy throws a chair at Spike, which knocks him into some other vamps. The humans start running every which way, but there are vamps blocking every exit. Spike grabs an older faculty member and yells that no one is to escape, especially the Slayer. Buffy leads Joyce, Snyder, and a few other adults down a hallway, buying them a little time by rolling a janitor's cart into a couple vamps. That momentarily leaves an exit open, and Willow and Cordy go for it, but another vamp grabs Cordy. Willow grabs a marble bust and clocks the vamp in the head with it. Old Willow, Old Willow! Although I can't imagine she was really strong enough to wield that effectively. She and Cordy scamper into a utility closet. Giles, Miss Calendar, and Xander run out of the library upon hearing the commotion, but Buffy yells at them to get back inside. They comply, and barricade themselves in. Buffy shepherds her group into a classroom and does the same, locking the other entrance as well. Mad-Eye Henchvamp reports in to Spike, saying that they cut the power and nobody got out, but he doesn't know where the Slayer is. Frustrated, Spike turns to his human prisoner. "I'm a veal kind of guy. You're too old to eat." He snaps his neck. "But not to kill." Come back to the -- oh, forget it. Spike says he feels better. Me too, from recapping his old, bad self.