After finding Joyce unconscious on the couch, a terrified slayer calls 911. Unfortunately, it's too late to do anything. The paramedics tell Buffy that her mom had been dead for a while already. We see Dawn at school for the first time, and she's just getting over the freakout she had after finding out she was the key. Rumors were spread and Dawn was hurt by them, but she feels better after talking about it with a nice boy in her art class. Buffy interrupts this conversation though to tell her sister the bad news. Everyone is devastated by this tragedy and they spend the episode grieving, and dealing with their pain in all sorts of ways. Xander punches through a wall while Willow changes her outfit continuously. They are obviously very shaken up, especially since they were all so close with Buffy and her family. Even Anya sheds her first human tears.

Kitty is fumed when she relises Eric and Red forget her birthday.

After an empty night of passion with Darla, Angel surprisingly wakes up with his soul still intact and has an epiphany. His moment of clarity brings him back to the land of the living and while he tries to reunite with his crew, Cordelia, Wesley and Gunn aren't ready to forgive him, even when their very lives are at stake.

Max discovers Logan is dealing with a back-alley medical clinic doctor who has agreed to perform experimental therapies to keep him out of his wheelchair, who Max realizes is also a former Manticore scientist. Meanwhile,Original Cindy returns to Jam Pony and continues to learn more about Max and her relationship to Logan.

When Gunny goes to New Mexico to bring back a Korean War hero accused of desertion, he is ambushed by people trying to kill the man.

The program follows the extraordinary odyssey of surgeon-turned-researcher Dr. Judah Folkman, who, together with colleagues at Children's Hospital in Boston, has spent over 30 years searching for ways to curb cancer by cutting off blood flow to tumors.

When Frasier, Niles and Martin go to a sonic's game, Niles is chosen at half time to make a basket to win a prize. Niles makes the basket on a fluke and gloats in his new glory. This disturbs Frasier, because he knows that Niles couldn't make the basket again.

Tonight, actor Joe Pantoliano.