Buffy, Xander, Willow, and Giles meet at Buffy's to relax with videos after their victory over Adam. Meanwhile, Riley is going to a debriefing and expects to be granted an honorable discharge, due to many people testifying that Riley is why they're alive (as well as the Government's desire to keep Riley silent about The Initiative), and he goes to meet with his superiors. After he leaves, everyone settles down to watch Apocalypse Now. Joyce comments that after everything that's happened she'd expect them to be exhausted, but the gang claim they're feeling pretty wired due to the enjoining spell they cast to defeat Adam. Joyce leaves them to it, and the Scoobies sit down for an evening of movies only to fall asleep before they even get through the FBI warning and find themselves dreaming...
Willow's dream begins with her painting a Sapphic love poem in Greek on Tara's back. She also feels a lot of anxiety about her identity and a secret she has, which seems to be a combination of her identity as witch and as Tara's lover. Tara tells Willow, "They will find out you know... about you." She then asks if Willow will be done with her homework in time for class. Willow says that she doesn't want to leave, when Tara says, "but you've never taken drama before...you might miss something important."
Willow then shows up for her drama class and is faced with the opening performance of the class' production of Death of a Salesman directed by Giles, and also starring Buffy, Harmony and Riley as a cowboy. Off-stage, an unusual man announces he's found a place for the cheese slices. As Giles warns that everyone Willow has ever met is in the audience (including them), Willow realizes with increasing uneasiness that she knows neither her lines nor her role. Another Buffy then shows up and saves Willow from unseen attackers wielding knives, stabbing at Willow through the stage's side curtains. Buffy then takes Willow into a different classroom, and Buffy insists that Willow is wearing a costume. Willow's "costume" is pulled off by Buffy, and Willow ends up wearing the same nerdy clothes she wore as a high school sophomore underneath (see "Welcome to the Hellmouth" and "The Harvest"). Oz whispers to Tara, "I tried to warn you." Xander mocks her as she nervously begins her book review of The Lion, the Witch and the Wardrobe, but as she does, a Primitive girl attacks and Willow has the life sucked out of her in front of the class.
Xander wakes on Buffy's couch to find a bizarrely altered version of Apocalypse Now playing on the television. After excusing himself to use the bathroom, he finds himself the object of an attempted seduction by Joyce. He goes to the bathroom but discovers a big space behind him filled with scientist types who are watching him. He leaves to "find another bathroom." He then meets Buffy, Giles, and Spike in a playground where Giles tells him that Spike is being trained as a Watcher. Buffy plays in a sandbox and Xander warns her about playing there, but she says she's okay because "they're not coming for me yet." She also calls Xander "brother," reflecting how she perceives their relationship, to his chagrin.
Abruptly, Xander is working in an ice-cream truck with Anya. She asks him if he knows where he's going, reflecting his anxiety about what to do with his life. She says she's thinking of getting back into vengeance. While they're talking, Willow and Tara, dressed in unusually revealing clothes and glossy make-up, make out with each other in the rear of the van and suggest he join them. Accepting, Xander walks back to join them but ends up in his basement alone. A growling beast of some kind tries to get in the door at the top of the stairs. Fleeing, Xander sees the Cheese Man, who notes his cheeses "will not protect you."
Suddenly back at UC Sunnydale, Giles starts to tell Xander what is going on, emphasizing that he must listen carefully because [his] "life may depend upon what I'm about to tell you," but then Giles starts speaking French. Anya arrives but is also speaking French. They, and a group of others, grab Xander and carry him away into a re-enactment of the Apocalypse Now scene with Principal Snyder in the place of Col. Kurtz, who tells him that "your time is running out." Xander says he is just trying to get away from something he can't fight. Xander says (for the second time in the dream), that he's a "comfortadore," reflecting his role as the "heart" of the Scoobies. Snyder reflects Xander's anxieties about his uselessness by telling him he's neither a soldier nor a comfortadore, but rather a "whipping boy."
Xander tries to flee from the Primitive and finds himself first at Giles' house, then at Buffy's dorm, and finally in his basement room, where the monster at the top of the stairs turns out to be his father, who berates and belittles him. Then Xander has his heart torn out by the Primitive in the guise of his father.
Giles starts out at a fairground in a family-type situation with his girlfriend Olivia Williams, who is pregnant and pushing a baby stroller, and Buffy acting as if she were a young child. Buffy throws a ball, "staking" a vampire figure in a carnival game and is rewarded with cotton candy. As Giles comments that she will get it all over her face, Buffy turns and her face is now covered in mud. Quicker than the others to understand that something is wrong, Giles confronts Spike, who is posing for a photo-shoot in his crypt, while Olivia sobs. Spike has hired himself out as a carnival sideshow, while the Cheese Man is nearby wearing the slices. After lamenting that Buffy should have killed the vampire, Giles walks from the crypt to The Bronze, he meets Anya getting applause and laughs as a stand-up comedian and Xander (with a bloody chest wound) and Willow, who warn him of their attacker. They are busy researching in old books, and they ask Giles to help them, impressing upon him the importance of getting the right answer or "we don't stand a chance." Giles breaks out into song, as he has realized that "the spell we cast with Buffy must have released some primal evil," and gives Willow and Xander orders on how to deal with what hunts them, but when the sound system breaks down, he crawls backstage, following a cable. He begins to realize who his pursuer is, as the girl jumps on top of him. Giles tells her that he can defeat her with his intellect, but she'd never understand as she "never had a Watcher". The girl then scalps him.
Buffy is awakened by Anya in Buffy & Willow's dorm room, only to switch to her own room at home where she talks to Tara. She wonders where her friends are, since they were supposed to come over to watch movies. The Primitive roars in Buffy's face, and she suddenly finds herself at home in her own bed. She gets out and looks at the sheets, saying that she and Faith had made the bed Tara tells her she's lost them. Tara notes that a clock reading '7:30' is wrong and tries to give Buffy the Tarot card that represents her—Manos—but Buffy says she's "never going to use those". Buffy, wearing a very feminine dress with cherries printed upon it, and sandals, as opposed as her usual battle outfit, with trousers and boots, leaves to look for the others, and Tara tells her to "be back before dawn." In the UC Sunnydale hallway, Buffy talks to her mother, who lives in the walls, then meets Riley at the Initiative. He has been promoted to Surgeon General and is drawing up plans with the human Adam for world domination, starting by giving things names. Buffy asks Adam what his real name was before, but the human tells her that not a man among them can remember. The three of them are interrupted by a demon attack, and Riley and Adam leave to create a pillow fort for protection. When Buffy finds her weapons bag, the only thing in it is mud, which she smears on her face. Riley angrily interrupts her and says "I thought you were looking for your friends. OK, killer, if that's the way you want it, then I guess you're on your own." He leaves. She starts walking, and ends up in the desert, where (as the Cheese Man waves slices at her) she finally confronts the Primitive Girl, who speaks through Tara and announces her identity as the very First Slayer. The First Slayer tells Buffy that she cannot have friends and must work alone. Buffy finds a tarot deck in her hands, but instead of the usual pictures, the top card is a video of all of her friends as they must look now in her living room. Buffy looks at it and says, "I'm not alone." Buffy asserts that she lives in the world and decides her own actions, and she demands a full life. The First Slayer says "No friends. Just kill! We are alone!" Buffy replies, "That's it! I'm waking up!" The Slayers fight in the desert and then Buffy wakes up in her living room next to her dying friends. The First Slayer repeatedly stabs her with a knife, until Buffy realizes that she can stop the fight mentally if she just rejects the First Slayer and forbids her any power, telling her decisively "You're not the source of me." The First Slayer vanishes and everybody wakes up.
Waking up...Everyone discusses their experience, and Giles tells everyone that joining their essence with the Slayer's was what caused the First Slayer to attack, believing it to be an affront to that power. As Xander feels awkward around Joyce, Buffy leaves to have a shower, feeling strange about her interaction with the First Slayer. As she passes her bedroom, Buffy hears Tara's voice in her head warning her she has no idea who she really is or what is coming...
- All Cavemen Were Neanderthals: Averted. The First Slayer s physically like a modern human and can speak. As newer research reveal that Neanderthals could speak and were capable of some more sophisticated customs (like funerals and memorial places), the "cavemen" in this particular Buffy episode resemble Homo Erectus more than the Neanderthal stock.
- Ambiguously Gay: Giles as a theatre director in Willow's dream.
- And Show It to You: The First Slayer rips out Xander's heart.
- Anxiety Dreams:
- Willow dreams that she's turned up for a play and doesn't know her lines ("Your whole family is in the front row—and they look really angry!"). Later she has to deliver a talk in front of a classroom of jeering friends.Giles: [to the cast of the play] Now, everyone Willow's ever known is in the audience, including all of us.
- Xander realizes the entire Initiative is taking notes while he takes a leak. In the commentary, Joss says that anyone who claims to have never had this dream is lying.
- Willow dreams that she's turned up for a play and doesn't know her lines ("Your whole family is in the front row—and they look really angry!"). Later she has to deliver a talk in front of a classroom of jeering friends.
- Arc Number: 7-3-0.
- Back for the Finale: Oz's final on-screen appearance is in Willow's dream.
- Badass Boast: The First Slayer, in Buffy's dream.Dream Tara-First Slayer: I have no speech, no name. I live in the action of death: the blood cry, the penetrating wound. I am destruction. Absolute, alone.
Buffy: The Slayer?
Dream Tara-First Slayer: The first.
- Bad "Bad Acting":
- Cowboy!Riley pulls a Large Ham, heavily midwest-accented cowboy, while Flapper!Buffy spews out her lines overwhelmingly fast.
- Bilingual Bonus: The translation of the French segment:Giles: (in French) "... the house where we're all sleeping. All your friends are there having a wonderful time and getting on with their lives. The creature can't hurt you there."Xander: (in English) "What? Go where? I don't understand."Giles: (in French) "Oh for God's sake, this is no time for your idiotic games!"Anya: (in French) "Xander! You have to come with us now! Everybody's waiting for you!"Giles: (in French) "That's what I've been trying to tell him."Xander: (in English) "Honey, I don't... I can't hear you..."Anya: (in French) "It's not important. I'll take you there."Xander: (in English) "Well, wait. Where are we going?"
- Blanket Fort: The ineptitude of the government's attempts to fight the supernatural are mocked in Buffy's dream, when Human!Adam and Riley react to the news of the demon breakout by building a pillow fort.
- Blood Knight: The First Slayer is this in a nutshell. All she knew in her life was fighting, with no family or friends.
- Breaking Speech: Kurtz!Snyder to Xander.Snyder: Are you a soldier?Xander: I'm a comfortador.
- Break Them by Talking: What Buffy does to The First Slayer before their fight.Buffy: I am not alone.
Dream Tara-First Slayer: The Slayer does not walk in this world.
Buffy: I walk. I talk. I shop, I sneeze, I'm gonna be a fireman when the floods roll back. There's trees in the desert since you moved out, and I don't sleep on a bed of bones. Now give me back my friends!
- Joyce looking out at Buffy through a hole in the wall is a call back to her looking out at Buffy through a hole in the door at the high school in season 2's "School Hard" (the introduction of Spike).
- Willow wearing her "softer side of Sears" clothes from "Welcome to the Hellmouth", and asking if the play is Madame Butterfly, referring to her Anxiety Dream in Season 1's "Nightmares".
- Xander says he was glad Snyder was eaten by a snake ("Graduation Day"). It's also a Brick Joke from when he promised to give his principal an honest retort one day in "What's My Line?"
- Joyce snarking her daughter about (finally) introducing her boyfriend refers to how Buffy failed to do so with Angel.
- Calling Your Bathroom Breaks: In Xander's dream as the gang watches a video of Apocalypse Now:Giles: I'm beginning to understand—it's all about the journey, isn't it?Xander: Well, thanks for making me have to pee! [heads for bathroom]Buffy: You don't need any help with that, do ya?Xander: Got a system.
- Cliché Storm (In-Universe): The war movie showing on television in Xander's dream.
- Comically Missing the Point: Anya as a stand-up comic.Heckler: You suck!Anya: Quiet! You'll miss the humorous conclusion.
- Creator Cameo: Giles' backing musicians include departing series composer Christophe Beck and members of Four Star Mary, the band that provided the music for Dingoes Ate My Baby.
- Creepy Basement: Dream!Xander's basement becomes this.
- Dark Action Girl: The First Slayer
- A Date with Rosie Palms
- A Day in the Limelight: Each of the four main characters gets a ten-minute dream focusing solely on their characters.
- Death by Irony: The Scoobies are killed according to their roles in the Enjoining spell they performed in the previous episode:
- Willow (the spirit) has the life sucked from her.
- Xander (the heart) has his heart ripped out.
- Giles (the mind) is scalped.
- Buffy (the hand) breaks the circle by refusing to fight.
- Deliberately Monochrome: Spike in Giles' dream.
- Dénouement Episode: The climax in the fight against Adam happened in the previous episode; this one wraps things up and lays a lot of (esoterically disguised) groundwork for future seasons.
- Dissonant Serenity:
- Dream!Willow's friends look on indifferently as she is killed.
- Dream!Joyce puts a brave face on being trapped in a wall.
- Director!Giles' reaction to Harmony's attempts to bite him. "Stop that, it's very annoying."
- Does Not Like Men: In Willow's dream, Flapper!Buffy delivers a long tirade on the male sex to Cowboy!Riley.Buffy: But what else could I expect from a bunch of low-rent, no-account hoodlums like you? Hoodlums, yes, I mean you and your friends, your whole sex, throw 'em in the sea for all I care, throw 'em in and wait for the bubbles, men with your groping and spitting all groin no brain three billion of you passing around the same worn-out urge. Men! With your ... sales!
- Don't Explain the Joke: In Giles' dream, Anya is doing stand-up comedy and is so abysmal at it that she has to explain every joke just to get the crowd to laugh.Anya: And then the duck tells the doctor that there's a man that's attached to my ass! You see, it was the duck and not the man that spoke.
- Double Entendre:
- Dreaming of Things to Come: Tons of foreshadowing for future episodes! For instance:
- Count Dracula in the playground scene—Buffy will encounter him in the Season 5 premiere.
- Tara telling Buffy to "be back before Dawn."
- Tara telling Willow "You don't know everything about me". This relates to "Family".
- Buffy confronts the First Slayer in the desert. In "Intervention", Buffy goes to that same place for real on a Vision Quest, and her Spirit Advisor takes the form of the First Slayer.
- Arc Number 730 turning up again—the first time was in the season 3 finale, exactly 2 years (730 days) before Buffy dies in the season 5 finale. Now, we're told, "it's so late (...) that clock's completely wrong."
- In Xander's dream, Spike is wearing the tweed suit he ends up wearing in the season 6 episode "Tabula Rasa", where Giles (after losing his memory) thinks Spike is his son. That episode also has "a shark with feet, and much less fins" in the form of a shark-headed demon.
- Giles' dream that he neglected his chance at a life with Olivia to be Buffy's Watcher. At the start of Season 5 he decides to return to England in the belief that Buffy no longer needs him.
- Adam hinting to Buffy that their power comes from demonic, not human origins. This is shown in the Season 7 episode "Get It Done". Buffy's bag of weapons turns out to contain mud and a path to the First Slayer; the same bag turns up in "Get It Done" containing exposition on the source of the Slayer power. The brief shot of the First Slayer chained to the ground is also explained in that episode.
- The gnome lawn ornaments—the Trio use a camera hidden in one to spy on Buffy in Season 6.
- The Sapphic poem that Willow copies onto Tara's back is a plea to Aphrodite, begging her to make another love the writer "even against her will," foreshadowing Willow's use of Lethe's Bramble to make Tara forget their fights about magic in Season 6.
- Riley keeps calling Buffy "Killer," foreshadowing a conversation about that word in the next episode.
- Buffy's mother is in the wall. She tells her not to worry, as she likes it there. Joyce dies and is not brought back from the dead.
- One of the poses Spike strikes in Giles' dream is a crucifixion pose. He assumes the same pose (this time on an actual crucifix) in "Beneath You." It foreshadows his Heroic Sacrifice at the end of season 7, when he gives his life (temporarily at least) to close the Hellmouth.
- Dream Episode: Buffy and friends have prophetic dreams as a side effect of the spell they'd cast in the previous episode to fight Adam.
- Dream Weaver: The spirit of the First Slayer traps the Scoobies in their nightmares and attempts to kill them.
- Dream Within a Dream: Buffy defeats the spirit of the First Slayer in her dream of the desert, and wakes up in her living room, only to be immediately attacked by the First Slayer again. Surviving, and thus proving that the First Slayer has no power over her, she abruptly awakens again (in mid-quip), in the same chair, this time for real.
- Driving a Desk: Anya and Xander in the ice cream truck. The effect, so often a form of Special Effect Failure, is here used to highlight the unreality of the dream.Anya: I think I've figured out how to steer by gesturing emphatically.
- Final Boss: The First Slayer, since Big Bad Adam was defeated in the previous episode.
- A Form You Are Comfortable With: Tara in Buffy's dream, speaking for the First Slayer.
- Gainax Ending: After the previous episode wrapped the season up in a more traditional way, this is a series of bizarre dream sequences. While the episode did end up having a straightforward basic structure, it was also filled with bizarre and abstract ideas. Some were character-building, some hinted at events in season five, and some made no sense whatsoever ("I wear the cheese. It does not wear me").
- Gayngst: Subverted. Willow's dream first appears to be about this, but what she really fears is everyone discovering that underneath all her Character Development, she's still the Shrinking Violet from Season 1.
- Girlish Pigtails: Buffy in Giles' dream, when he imagines Buffy is his daughter.
- Girl-on-Girl Is Hot:
- Xander has a dream involving watching Willow and Tara. Justified, in that they really are lesbians, and would have needed only a taste for exhibitionism and wearing way too much makeup for the scene to work.
- Willow has a dream where Xander and Oz, too pointedly, note how the show uses the phrase "doing spells" for what Willow and Tara do together. After Willow wanders off, the dream remains with the boys long enough for Xander to say, "Sometimes I think about two girls doing a spell together... and then I go do a spell by myself."
- Government Conspiracy: Mocked with Buffy's dream of Riley and Human!Adam, where he says the government is planning World Domination through sentient coffee machines.Comm Voice: The demons have escaped. Please run for your lives.Human!Adam: This could be trouble.Riley: We'd better make a fort.Human!Adam: I'll get some pillows.
- Holding Back the Phlebotinum: The Enjoining Spell used to defeat Adam was so powerful, this episode was necessary to explain why it's too risky to use in the future.
- Hong Kong Dub: Dream!Xander is confused when Giles and Anya try to tell him what's going on in poorly-synced French.
- Human Notepad: Willow paints Sappho's Hymn to Aphrodite on Tara's back.
- Jaw Drop: Xander when Porn!Tara and Porn!Willow ask if he wants to come in the back with them.
- Kissing Discretion Shot: Tara and Willow's porn make-out is portrayed via Xander's stunned reaction and lots of lip-smacking sounds.
- Lampshade Hanging: Joyce notes that it's nice to "finally" meet Riley, as this is the first time all season they've interacted.
- The Last of These Is Not Like the Others:
- During the Exposition Song, Giles says he's going to warn Buffy, Willow is to search the chronicles, and Xander is help Willow and avoid bleeding on his couch, as he's just had it steam-cleaned.
- Willow: "This drama class is just ... I think they're really not doing things in the proper way, and now I'm in a play and my whole family's out there, and ... why is there a cowboy in Death of a Salesman anyway?"
- Buffy completing her Shut Up, Hannibal! by critiquing the First Slayer's hairstyle.
- Leaning on the Fourth Wall: There's a scene where Xander goes from Joyce's house to the college to Buffy's dorm to Xander's basement in a single take—which is easy to do as all the sets are right next to each other.
- Like a Son to Me: In Xander's dream, Giles says that Spike is "like a son to me." Xander replies, "I was into that for a while."
- Like Brother and Sister: Dream!Xander looks heartbroken when Buffy calls him "big brother."
- Meaningless Meaningful Words: Every word that the Cheese Man says.
- The Men in Black: Riley and Human!Adam in Buffy's dream, hinting at some lingering trust issues.
- Mind Screw: The previous episode is the climactic battle against Adam; the actual final one is some kind of shared dream/hallucination involving a guy with cheese on his head. (Joss Whedon said that when he set out to write it he realized after a bit he was attempting a forty-minute tone poem.)
- The mind screw aspect comes from the fact that it's possibly the most realistic dream sequence ever in terms of the bizarre scene transitions and stagingall four segments of the dream sequence are presented as one coherent scene, locales change nearly at random, characters appear and disappear, damn near everyone speaks in non sequiturs, and all plotlines and the characters in them are subject to change at random (with the exception of the First Slayer trying to take advantage of Your Mind Makes It Real to assassinate the Scoobies.) However, everything in that episode turns out to be Foreshadowing (except for the cheese man) so the episode becomes less mind-screwy in retrospect.
- Mr. Exposition: Spoofed when Giles sings "The Exposition Song".
- Nothing Is Scarier: Xander, Willow, Giles and Buffy are hunted in their dreams by a malevolent entity that is only ever seen as a shadowy shape or a blurred, fast-moving brown thing or a shimmering, indistinct object stalking back and forth in the heat-blasted distance...
- Oddball in the Series: This is the only finale not to deal directly with vanquishing the Big Bad, as Adam was defeated in "Primeval". As a result, instead of wrapping up most of the plot threads for the season as per usual, it spends a greater amount of time heavily foreshadowing what is to come in the succeeding seasons. Additionally, since a large portion of it is really a shared dream between The Scooby Gang, no other characters appear in-person aside from Joyce and Riley.
- Pass the Popcorn
- The Power of Friendship: Rejected by the First Slayer. She wants to kill the Scoobies because she's just that offended that Buffy used her friends to beat Adam with the Enjoining Spell.First Slayer: No friends... just... the kill."
- Psychic Link: Confirmed—Buffy remembers Faith's dream from "This Year's Girl".Buffy: Faith and I made that bed.
- Real Dreams Are Weirder: The purpose of the Cheese Man—just one of those inexplicable things that pops up in dreams, with (supposedly) no deeper significance.
- Riddle for the Ages: The Cheese Man. The Scoobies even bring him up at the end; no one knows what to make of him.
- Rule of Symbolism: Left out for reasons of space—just Google any review of this episode.
- Shout-Out: Principal Snyder as Colonel Kurtz, and Xander as Willard from Apocalypse Now.
- Shut Up, Hannibal!: Buffy to the First Slayer.
- Smash Cut: When Buffy wakes up from a dream.
- Something Completely Different: From the usual action-packed season finale.
- Talking in Your Dreams
- Tarot Motifs: The "Manus" card that represented Buffy in the Enjoining Spell morphs into one that shows the other Scoobies, representing The Power of Friendship.
- Tempting Fate: Giles telling the First Slayer that he can defeat her with his intellect just before she cuts his head open.
- Vampiric Draining: The First Slayer killing Willow.
- Voice for the Voiceless: Dream-Tara is this for the First Slayer.Buffy: You're not in my dream.
Dream Tara-First Slayer: I was borrowed. Someone has to speak for her.
Buffy: Let her speak for herself. That's what's done in polite circles.
- "What Do They Fear?" Episode: Willow gets her old stage fright dream from "Nightmares" combined with a scene where Buffy "unmasks" her as the timid girl she used to be, while Xander is berated by his father. There is another Call-Back to "Nightmares" when Willow hopes that they are not performing Madame Butterfly.
- You Are Not Alone: Buffy is being haunted by the spirit of the First Slayer, who is trying to show her that the life of a slayer is marked by its loneliness. She looks down at a tarot card in her hands that pictures Giles, Willow, and Xander, and replies: "I am not alone."
- You Can Never Leave: Averted; Riley assures Buffy that the Initiative is not going to make him disappear.
- You Called Me "X"; It Must Be Serious: Both Willow and Spike address Giles as "Rupert," which never happens elsewhere in the show. Possibly subverted in that it's Giles' dream, and presumably his subconscious is more used to people calling him by his first name.
- Your Mind Makes It Real: Inverted; Buffy refuses to take the dream seriously and so can wake up from it.