Xander introduces Spike to his new living environment: Xander's apartment. Buffy tries to convince a reluctant Xander that Spike needs their help and a place better than the basement to live. Spike's about as reluctant as Xander, but Buffy thinks this is the right thing for him. Buffy and Dawn talk privately about Buffy's feelings for Spike and why she's helping him in light of the pain he's caused her. Dawn starts to rant about love and relationships and Buffy leaves so she can return to work. An attractive jock on the football field then catches Dawn's attention and she falls off the bleachers while distracted by him.
Buffy fights with and kills a demon at Anya's apartment that was sent by D'Hoffryn. Anya thanks her for the help, but she doesn't want it to seem like she needs help. Buffy explains that the gang need Anya's help and she wants to protect her friends, Anya included. At the high school, Dawn prepares to confront her dream guy and once she finds him, she tries to start up a conversation with him. He's with another player, O'Donnell, and two cheerleaders talking about cheerleader tryouts and most of Dawn's awkward comments don't quite fit with the crowd. Later, Dawn tries out for the cheerleading team wearing Buffy's old cheerleading uniform, but she falls and makes a fool out of herself. At home that night, Dawn locks herself in the bathroom and cuts up the cheerleading uniform while Buffy tries to get her to come out.
Buffy tries to offer help and support, but considering Buffy's track record with guys, Dawn isn't interested. The next day at school, Dawn overhears O'Donnell inform R.J. that he won't be starting quarterback for the game and she confronts O'Donnell. She yells at him at first, but then in a moment of anger, she shoves him and he falls down a flight of stairs. Dawn has a meeting with Principal Wood and Buffy about the incident and informs them that the jock just tripped and fell down the stairs. Buffy realizes though that Dawn may have been motivated by her love for R.J. and actually pushed O'Donnell down the stairs.
R.J. catches up with Dawn after her meeting and they talk; R.J. invites her out on a date. At the Bronze, the gang sit around and talk about Spike's progress at Xander's place as they spot R.J. dancing with a slutty-looking girl. They're all beyond shocked when they see that the girl is Dawn. Buffy confronts her sister and lays down the law about Dawn's clothes and behavior, but Dawn puts up quite a fight for her right to do whatever she wants. Unable to get past Buffy to return to the dance floor, Dawn leaves and encounters one of the cheerleader girls in the alley. They begin to fight over R.J. and have to be broken up by Buffy.
Buffy watches as Principal Wood lectures R.J. about not doing his own homework and then Buffy catches him for another lecture. She gets on his case about the way he's treating girls, but quickly, something comes over Buffy and she starts to swoon over him like a love-sick school girl. Buffy catches Dawn as she returns home that night and tells her about her meeting with R.J. Buffy offers encouragement to her sister by explaining that she has a chance with R.J. and that he really likes her.
At school the next day, Buffy pulls R.J. out of class and takes him to an empty room. While Dawn walks the halls peeking into rooms in search of R.J., Buffy adoringly listens to R.J. talk about football and his troubles at school and then starts kissing him just as Dawn peeks into the room. Dawn runs outside in tears and into Xander. He tries to comfort her, but realizes that Buffy would be more help and goes to find her. He's surprised to find her on top of R.J. and promptly takes her home for a much needed intervention with the others. It's implied that Xander stopped Buffy from having sex with R.J. At the Summers house that night, Buffy and Dawn fight over their love of R.J., while Xander, Willow and Anya try to keep the peace until they can reverse the love spell obviously affecting the sisters.
Willow searches for information on R.J. and instead finds information on R.J.'s older brother, Lance, who Xander remembers from high school. Xander and Spike go to find R.J.'s brother and despite his popular status at high school, he isn't quite his attractive, popular self anymore. After some chatting, the guys realize that R.J.'s jacket has been handed down through the family. R.J. shows up at Buffy's house looking for her, but Willow and Anya tell him to leave. As R.J. walks away, Willow and Anya start to look at him lovingly and then argue about which of them he loves more. Buffy and Dawn jump into the fight and soon Dawn is hurt and depressed that her friends and sister are taking her guy away while the other three plot to win R.J. Buffy goes to kill the Principal (who had disciplined R.J.), Willow works on a spell to make R.J. a woman, Anya takes off to rob a bank, and Dawn lays herself across railroad tracks.
Xander stops Willow from completing her spell and then brings her along to stop Buffy from killing Principal Wood with her old rocket launcher. Spike tackles Buffy before she can kill the principal, and although she puts up a fight, he gets the weapon away from her. Using Willow's locator spell, they find Dawn on the railroad tracks just as a train is headed for her. Buffy jumps in and rescues her sister just before the train hits. Scared at the thought of losing her sister, Buffy shows that the spell wasn't that strong and admits her willingness to give up R.J. if it means that much to Dawn. Finally, Xander and Spike jump R.J. on the street and steal his coat, then burn it in the fireplace at the Summer's home. All the girls feel terrible about the way they acted and the things they almost did. Willow questions what Anya did to prove her love to R.J., Anya dodges the subject with a quick lie and turns off the radio as a news report is heard about a wanted bank robber on the loose.