With Glory now possessing knowledge that Dawn is the Key, Buffy and Dawn run for their lives, escaping thanks to Willow's magic and a large semi-truck slamming into Glory out on the street after which she transforms into Ben, ending the chase. The gang gathers in Xander's apartment, where Buffy resolves that they must get out of town. Spike solves the gang's transportation problem by providing a sun-protected RV.
Ben talks to one of Glory's minions, revealing that he is just a human body encasing Glory's god form. The Knights of Byzantium retrieve their crazy member from the hospital, who babbles that the Key is the Slayer's sister. Giles, driving the RV, talks with a motion-sick Xander about Buffy's state of mind. Depressed and worried about their future plans, Buffy is comforted by Dawn until the Knights attack. A sword through the roof nearly kills Buffy, but Spike stops it with his bare hands. While Buffy battles the Knights from the top of the RV, one knight impales Giles with a flying spear, causing the RV to crash onto its side.
The Scoobies rush to an abandoned gas station, where Buffy fends off the attackers until Willow erects a barrier spell. Meanwhile at the hospital, all those left crazy by Glory repeatedly mutter, "It's time."
Spike suggests to Xander that they run, but Buffy refuses to let anyone die. Buffy captures the General, who reveals Glory's plan to use Dawn's blood to open a portal and return to the dimension from which she was banished. Buffy is initially incredulous that Glory's plan is to simply return home, however the General explains that opening the portal will dissolve the boundaries between dimensions and destroy the universe. He also says that Glory shares her body with that of a mortal man, whose identity has never been discovered. In this lies Glory's only weakness, if the man is killed then Glory will also be destroyed. Buffy promises Dawn that she'll protect her.
Realizing that Giles is seriously injured, Buffy arranges a deal with the Knights to allow Ben to safely pass; he stabilizes Giles, and then is left alone with the General, who suspects Ben is an outsider and tempts him with the idea of killing Dawn. Ben realizes that Glory is about to take over his body, but before he can get outside the forcefield, Glory comes forth. She kills the General, fights off the Scooby Gang to take Dawn, and bursts through the forcefield. By the time Willow releases the field, Glory has disposed of all the Knights and disappeared with Dawn. Knowing they have to move fast, everyone heads for Ben's car to chase after Glory. Losing Dawn to Glory has left the Slayer completely emotionally broken and she cannot bring herself to do anything when she should be going to save her sister.