Anya: Great. Thank you very much for those nightmares.
Joyce gets a CAT scan at the hospital while Buffy and Dawn wait impatiently for news. Dawn asks Buffy why it is called a "CAT Scan" (do they test it on cats, or does the machine look like a cat?). Back at the Magic Box, Giles and Tara admire the new phone book advertisement for the magic shop while Anya is disappointed that she is not personally mentioned. Xander complains about Riley destroying the vampire crypt alone, and then the entire gang continues their search for information regarding the beast. Giles agrees that it was reckless on Riley's part, while Anya expresses relief that the task was already completed, because she really hadn't wanted to start her day off with a slaughter (which, she notes, "just goes to show how much I've grown!").
In Glory's luxurious headquarters, a demon named Dreg offers a spell to Glory, groveling before her as she tries on elegant shoes, debating whether they make her ankles look bony. Dreg promises that this spell will allow Glory to find The Key. She just needs some supplies, and she finds the advertisement for the Magic Box in the new phone book.
Riley finds the front door to Buffy's house open, a blanket on the steps, and Spike in Buffy's room, sniffing her clothes. Spike declares that Buffy wouldn't care that he was in her room, and that the clothes-sniffing was just normal predator activity. Riley responds, "Yeah, what's a little sweater-sniffing between sworn enemies?" Spike taunts Riley with his knowledge about Buffy's mother going to the hospital (which Buffy had failed to mention to Riley), as well as the time he and Buffy had spent together the previous evening, eating, drinking, and talking. Spike insinuates Riley cannot keep Buffy satisfied, and Riley tells him to stay away from Buffy and throws him out into the sunlight, with his blanket. Riley shows up at the hospital to comfort Buffy, who seems relieved to see him. She directs him to sit with Dawn in the waiting room while she talks to their mother. Joyce confesses to Buffy that the doctors have found a "shadow" in her CAT scan, and they need to do an initial operation to evaluate her condition, and to discover whether surgery is an option.
At the Magic Box, the Scoobies continue to search for information that might indicate the origins, purpose, or weaknesses of Glory. Tara suggests that maybe the Beast is something that is too old for the books, which Giles believes may explain the presence of the Dagon Sphere, which is to ward against that "which cannot be named." They discuss the possibility that Glory may predate language itself, when she herself shows up there and buys several items for a spell. The gang is, of course, oblivious to her true identity, and she leaves the store without incident. Back at the hospital, Dr. Isaacs tells Buffy her mother has a brain tumor and presents her with her mother's options. Ben, the intern, gets the doctor away from Buffy, giving her a break from the doctor's constant questions.
At the Magic Box, Anya goes through the receipts and finds the items that Giles sold to Glory earlier and panics, saying that the items should not have been sold together, as they are the ingredients for a Sobekian transmogrification spell. Giles points out that the spell has been lost for centuries and starts to mention that the young woman he sold them to would need to have enormous power—causing it to finally dawn on the gang that the woman they sold the items to was none other than Glory herself.
Riley takes Dawn to the park, where he tries to comfort her about her mother. Dawn tries to make Riley feel good by positively comparing him to Buffy's former boyfriend Angel, but unintentionally makes him feel worse: She relates that she thinks Riley is good for Buffy because Buffy was always in tears over her tumultuous relationship with Angel, but that she never "gets that worked up" over him. The impact of this revelation is evident in his face—Buffy isn't as emotionally invested in her relationship with Riley as she was with Angel.
Back at the Magic Box, Buffy talks with the gang about the possibility of helping her mother through the use of magics. However, while Willow expresses willingness to help if she can, Tara and Giles both insist that the magical and the medical are not meant to mix, and that any attempts they make to help Joyce would likely only make things worse. They encourage her to put her faith in the doctors. Anya then lets slip that Glory had purchased items from Giles, and the gang inform Buffy that the items will allow Glory to create some kind of monster. Buffy takes off in search of Glory, despite the concerns of Giles and her friends that Glory will merely overpower her again.
At the Sunnydale Zoo, Glory steals a cobra and performs the spell with Dreg. Buffy arrives to stop her, temporarily interrupting the spell, but instead gets beaten up badly again. The cobra is transformed into a giant cobra monster with arms, and Glory sends the demon on a mission to locate The Key.
Riley arrives at the Magic Box in search of Buffy, but Xander confronts him about destroying the vampire crypt. The gang tells Riley that Buffy went after Glory, and he demands to know why they would let her do something so dangerous. Giles reminds Riley that "let" is not an issue when Buffy sets her mind to something. Xander tells Riley that Buffy is so upset about the situation with her mom that she needs something tangible to fight, and then asks Riley what his excuse is for his own reckless actions.
Buffy calls Giles from the hospital and tells him to take care of Dawn while she stays with her mother. The doctor arrives with more bad news about Joyce's condition—she has a brain tumor, and they don't know yet if it is operable or not. Riley returns to Willy's Bar to drink away his worries and again encounters the vampire Sandy. He allows her to bite him in the alley, but stakes her.
The cobra demon arrives at the Magic Box and goes after Dawn. Dawn screams in fear and the cobra, having found its target, leaves to report to Glory. Giles and Buffy, knowing what will happen if the snake reaches its destination, go after it and corner it near the luxury apartments where Glory resides. With the help of a chain, Buffy is able to beat it to death and continues thrashing it long after as a way of finally letting out her anger over her mother's condition. Glory watches from the nearby window, frustrated as the snake fails to return.
Joyce tells Dawn the truth about her health. Riley is there to comfort Buffy (wearing a turtleneck to hide his bite marks) but she refuses to accept comfort from him—she insists that she needs to stay strong for her family, refusing to cry. Joyce calls for Buffy and she turns and walks away, oblivious to his attempt to caress her face. Riley is left standing alone in the hallway, becoming increasingly frustrated with Buffy's inability or unwillingness to develop an emotional closeness with him, and to let herself be vulnerable around him.
Tropes in this episode include:
- Affectionate Gesture to the Head: At their mother undergoes a CAT scan, Buffy strokes Dawn's hair and gives her a forehead kiss. At the end of the episode, Riley goes to brush away Buffy's tears, but her mother calls to her and she turns away.
- Aleister Crowley: A customer at the Magic Shop wants Aleister Crowley Sings. There's no accounting for taste.
- All Girls Want Bad Boys: Spike taunts Riley with Buffy's liking for "bad boys," particularly vampires.Spike: Face it, white bread. Buffy's got a type, and you're not it. She likes us dangerous, rough, occasionally bumpy in the forehead region. [patronizingly] Not that she doesn't like you... but sorry Charlie, you're just not dark enough.
- Breaking Bad News Gently: The Doctor tells Buffy to sit down, but she replies she's been sitting down for too long. She sits down anyway when the news sinks in, and Ben has to intervene with a false message that the doctor is wanted elsewhere. Ben explains that he's a good doctor, but doesn't always know when to stop.
- Broken Heel: Buffy is pinned under a small wooden bookshelf while the cobra-monster menaces Dawn. What happened to that Super Strength?
- Buffy Speak: Biggy-Snake
- Buffy screamed the first time she saw Angel's Nightmare Face, but when her mother ran in, Buffy assured her that she'd just startled at a shadow. Here Joyce assures Buffy that the shadow on her CAT scan is also nothing to worry about.
- Giles suggests that a magical object he just sold also makes a great paperweight, carrying on a gag from Season 2 in which he had been using an Orb of Thesulah as a paperweight.
- When Buffy describes the cobra-monster, she says "Big. Not Mayor-big, but big."
- When Riley gets angry about Buffy running off on her own to take on Glory, Xander reminds him of his One-Man Army stunt in the previous episode.
- Chain Pain: Buffy throttles the cobra-demon with a handy chain.
- Comforting Comforter: Riley drapes his leather coat over a sleeping Dawn.
- Conspicuous CG: The cobra monster. In closeups, it's a Conspicuous Animatronic.
- Deadpan SnarkerXander: Am I right, Giles?
Giles: I'm almost certain you're not, but to be fair, I wasn't listening.
- Deadly Hug: Riley follows up Sandy's invitation from "Family", letting her take him into an alley for a Kiss of the Vampire, only to dust her during the act.
- Description Cut: Xander comments that the demon chick they're trying to find is "No doubt lurking around some sewer or condemned church or rat-infested warehouse. You know, the usual haunts." Cut to Glory reclining on an enormous bed in her Big Fancy House.
- Does This Make Me Look Fat?: Glory trying on shoes. "Does this pump make my ankle look bony?"
- Door Closes Ending: Buffy enters the room where her mother is recovering, closing the door on Riley, leaving him alone in the corridor.
- Explain, Explain... Oh, Crap!: Glory buys supplies for a dangerous summoning from The Magic Box before Giles actually knows what she looks like - he only has Buffy's vague description of a superpowered girl. Later, Anya goes over the receipt and is horrified at what Giles sold, leading to an exchange where the gang realizes that they sold items for a dangerous summoning ritual to the Big Bad:Anya: You sold someone a Khul's amulet and a Sobekian bloodstone!
Giles: Yes, I believe I did.
Anya: Are you stupid or something?!
Giles: Allow me to answer that question with a firing.
Xander: She's kidding! An, we talked about the employee-employer vocabulary no-nos. That was number five.
Anya: You never sell these things together, ever! Bad news! Don't you know about the Sobekites?
Willow: Oh! I do. It was an ancient Egyptian cult, heavy into dark magic.
Tara: And the Khul's amulet, wasn't that a transmogrification conduit?
Anya: Damn straight!
Giles: Be that as it may, I still see no reason for concern. I mean, the Sobekian transmogrification spells were lost thousands of years ago. And besides, the young woman to whom I sold them would have to have had enormous power- [Stunned Silence]
Willow: ...Young woman?
Giles: Oh, dear Lord.
- Eye Awaken: The cobra-monster after Buffy strangles it. It should have kept on playing dead.
- Failed a Spot Check: Giles doesn't realise what he's sold Glory until Anya looks at the receipt.
- Going in Circles: The Scoobies attempt to research who the Big Bad is.Willow: It feels like we're going around in circles.
Xander: Our circles are going around in circles. We've got dizzy circles here, Giles.
- Go Look at the Distraction: Ben tells Dr. Issacs he's needed elsewhere, later pointing out to Buffy that as he's a good doctor, he undoubtedly is needed (this is Sunnydale, after all).
- Half Truth: Spike doesn't hesitate to play up the fact that he already knew about Joyce after spending the night drinking with Buffy in "Fool for Love" as meaning she's closer to him than Riley wants.
- Heartbreak and Ice Cream: Riley buys Dawn an ice cream as Comfort Food.
- Hell-Bent for Leather: Glory turns up at the Magic Box in a tight, cleavage-revealing Leather Dress of Evil.
- Idiot Ball: Buffy rushes off to confront Glory a second time because she's frustrated over not being able to help her mother. Riley responds to Spike's taunts by making out with vampire chicks.
- I Will Tear Your Arms Off: Riley finds Spike sniffing Buffy's sweater.Riley: What are you doing here?
Spike: What, me? I was um... uh... what are you doing here?
Riley: Looking for the girl who's gonna rip your arms off when she finds out you were in her bedroom.
- Kneel Before Zod: Inverted.Glory: Get up. Looking at you is hurting my neck.
- Language of Magic: Rather than the usual Latin, this incantation is in Egyptian.
- Magical Incantation: To transform a common reptile (this case a cobra) into a Spawn of Sobek.Glory: Sobek, grant the power... that it may mold this wretched creature... that it may be reborn... that it may serve... Argh! Dark incantations! Always overwritten!
- Mangst: Buffy's tendency to repress her emotions around others starts to aggravate Riley, as he's used to playing the strong protective male role.
- Nice Job Breaking It, Hero!: Giles sells Glory the items she needs for her rite. Cue the Oh, Crap! when Anya points this out.
- The Nicknamer: Xander calls Riley "Captain America". And yes, this is Hilarious in Hindsight.
- Oblivious Mockery: Dawn talking to Riley about Buffy/Angel.Dawn: Every day was like the end of the world. She doesn't get worked up like that over you.
- Outside-Context Problem: Lampshaded when Tara suggests that the reason they can't find out who the Big Bad is, is because she's not one of their usual demons or vampires that they have information on.
- Percussive Therapy: Buffy fails to kill the cobra-monster by strangling it with a chain, so she works off her frustrations by beating it to death with her bare hands.
- Perverted Sniffing: Riley catches Spike sniffing Buffy's clothes, which he tries to excuse as "standard predator behavior." As Riley throws him out, Spike snatches her panties from a drawer.
- Place of Protection: Invoked when Glory instructs the cobra-monster to seek out the Key in the holy places. Unfortunately it passes by the place where Dawn was sitting, and tracks her to the Magic Shop.
- Professional Butt-Kisser: Glory's minion Dreg. He's even eager to let Glory rip out his tongue when he thinks he might have offended her.
- Punctuated Pounding (see That Makes Me Feel Angry): Inverted from the usual, in that one person is doing the hitting while the hittee does the talking.
- Really 700 Years Old: Giles realises that the Big Bad not appearing in their books and not having a name could mean she predates the written word.
- Red Eyes, Take Warning: The cobra-monster when it detects The Key.
- Reptiles Are Abhorrent: Unless you're Anya.Anya: Reptile demon—Sobekites were reptile worshipers.
Xander: Just once I would like to run into a cult of bunny worshipers.
Anya: [angrily] Great. Thank you very much for those nightmares.
- Right in Front of Me: Giles is saying that there's no way of knowing where Glory will turn up next, turns around and finds himself facing... a blonde, attractive customer whom he's never seen before.
- Ripped from the Phone Book: Glory with the Magic Box ad.
- She Who Must Not Be Named: Only now she does have a name—"the most silky and effervescent Glorificus!" [Glory throws shoeboxes at Dreg] "Glory! Glory!"
- Ship Tease: Another Buffy/Ben moment, when he gives her the sympathetic words she needs.
- Sublime Rhyme:
- Screaming Woman: Dawn. Well, you would too if you came face-to-fang with a huge cobra-monster.
- Shaped Like Itself: Transmogrification is changing a thing into a different kind of thing.
- Soft Glass: When Glory tosses Buffy into the cage in the reptile house, the glass shatters into small, safe pieces, luckily for Buffy.
- Super Window Jump: The cobra-monster crashing into the Magic Box.
- Tantrum Throwing: Glory when her snakey-wakey doesn't return.
- Tempting Fate:
- Played for Drama when Spike taunts Riley he's not dark enough for Buffy; Riley responds by shoving him out into the sunlight. "Am I dark enough for you now?"
- The snake monster crashes into the magic shop moments after Willow tells Buffy that there's no sign of it anywhere.
- Spike enjoys hinting that Buffy hasn't revoked his invitation because she's secretly attracted to him. When Buffy finds out about Spike's Villainous Crush, his invitation is the first thing to go.
- That Makes Me Feel Angry: Glory expresses mild annoyance that Buffy is trying to beat her to a pulp.Glory: No fair! [Buffy kicks her] Attacking [Buffy punches her in the stomach, then in the face] when I wasn't even looking! [Buffy grabs her head and begins slamming it against the wall] Ow! [She grabs Buffy's hand, removes it from her head, and slams Buffy into the wall] No, this is no good. [Buffy rises and tries to punch her again; Glory grabs Buffy's arm and pulls it behind her] I'm out of the moment [braces her other hand against Buffy's shoulder] and you're not giving me anything I can use.
- They Look Just Like Everyone Else!: Glory is a dangerous Physical God... who happens to look like an average pretty girl you see on the street. She casually buys supplies for a spell at the Magic Box, and since only Buffy knew what she looked like and wasn't there, the Scoobies think nothing of it until they realize she bought items for a dangerous Summoning Ritual and would require tremendous power to be able to perform that particular spell; cue Oh, Crap!.
- Villainous Demotivator: Glory to Dreg.Glory: I mean, nothing worse than a [spell] that doesn't work. Then I'd have to get all mad and kill you!
- Villains Out Shopping: Literally—Glory, rather than steal or kill for the ingredients she needs for the Sobekian ritual, simply purchases them from Giles.
- Wasn't That Fun?: Glory raising the snake monster. Fun, fun, fun!
- When Props Attack: The close-up shots of Buffy's fight with the enchanted snake clearly show Sarah Michelle Gellar clinging to a rigid plastic snake head and trying to look as if it's fighting back.