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Faith returns to Sunnydale just as a new villain, Caleb, arrives and sends Buffy a message in the form of a badly beaten Potential. Buffy leads the rest of the girls to Caleb and The First's lair, with devastating consequences.
Robin Wood seeks revenge on Spike for killing his mother nearly 30 years ago, whilst everyone else tries to find out how The First has control over him.
After their horrifying loss at the vineyard, the gang turn against Buffy and begin to follow Faith instead. Meanwhile, Spike and Andrew travel to an old church to question a priest about Caleb.
Buffy's resurrection caused an instability which allows The First Evil, a spiritual entity that Buffy encountered before, to begin tipping the balance between good and evil. It has inactive Potential Slayers hunted and killed by Caleb, a sinister and misogynistic preacher turned serial killer who heads a cult called Bringers, who worship The First as a god. Inside the Hellmouth it raises an army of Turok-Han, an ancient and powerful sub species of vampire.