While, Buffy and Faith are patroling they are approached by a demon who wants to sell them the books of "Ascension" for $5000. He warns that the Mayor's "Ascension" is going to be big and he wants to leave town before it goes down. Buffy tells him to get out of their faces.
They tell Giles and Wesley about the demon. Wesley comes up with the brilliant idea of trying to get the books without paying. Faith is all eager to do that. Faith also told the Mayor about the books and goes to get them for him before Buffy can join her. Faith tracks the demon to his hotel room and takes the books, she ends up having to kill the demon in the process.
Faith runs to Angel's mansion afterward for comfort. She tries to get him to be more than friends with her. Buffy glimpses them kissing then bolts. If Buffy had stayed she would have seen Angel push Faith away and tell her he's Buffy's guy.
Faith tells the Mayor of her inability to seduce Angel. The Mayor tells her it's ok and that they would just have to get Angelus on their side the hard way. Meanwhile, Buffy tells Willow about Angel and Faith's kisses. Willow tells Buffy that Faith is a slut and would do anything that breathes (even though Angel techinically doesn't breathe) but Angel is way too sweet on her to ever cheat. This makes Buffy feel better, sort of.
We see a shadowy figure in the Mayor's office. This ninja-like fellow is who the Mayor has hired to help him and Faith get rid of Angel's soul. Faith meets up with Buffy in the library while Giles and Wes are dividing up the research duties. Faith and Buffy head to the demon's hotel but of course all they find is the demon's dead body. They report back to Giles and Wes who conclude the Mayor obviously got there first.
Faith goes to Angel's mansion again to apologize for her behavior for last night. He tells her not to worry about it. She stabs him when he's vulnerable and the ninja-guy comes in. Some weird fireworks come out of the ninja's hands that seem to suck Angel's soul out of him. The ninja-guy leaves Angel to Faith. They brawl and then make out. Faith takes Angel to meet the Mayor. Angel tries to kill the Mayor by throwing a letter opener at the Mayor's head. The Mayor uses is hand to block the letter opener. He takes the letter opener out of his hand and the wound magically heals. The Mayor then orders Angel and Faith to take care of Buffy but to due it slowly because they wouldn't want Buffy to die and another slayer to pop up.
As Faith and Angel go to kidnap Buffy they run into Xander. Angel decks Xander. Faith and Angel arrive at Buffy's house and Joyce answers the door. Angel flirtatiously compliments Joyce on her hair. Joyce seems to think this is a little weird but let's it go. Faith and Angel take Buffy to Angel's mansion where they knock her out and chain her up.
Meanwhile, Wes, Cordelia, Giles, and Willow are working hard in the library. Willow finds a picture that looks exactly like the Mayor but is over a 100 years old, she figures it is a descendant of him. However, Xander when he comes in thinks it is the Mayor. If that were true the Mayor would be over a 100 years old and definitely not human. Xander also reports that Angel does not have a soul due to the fact Xander's face met Angel's fist. The group runs to Buffy's aid.
When Buffy wakes up in her chains she asks Faith why Faith would do this. Faith complains about how everyone thinks Buffy is so much better than her and how she hates the pressure to be "good". She talks about the Mayor's Ascension and how she will be his right-hand girl. The Ascension is supposed to go down Graduation Night. After Faith's little tirade and gloating about how she is such a superb actress Angel cuts in and points out he's a better actor than her. It seems he really didn't lose his soul after all, it was a set up to see if Faith really was a "good" guy. Buffy breaks her chains and starts to fight Faith. They end up in a Mexican stand-off situation where they each have a knife to the other's neck. Buffy can't kill her, Faith points out because if she does Buffy will become what Faith is. Faith runs for it and the gang doesn't try to stop her when they come in.
Faith is upset she lost what she had left of friends and a life. The Mayor promises to cheer her up by taking her miniature golfing. We find out in the library that the ninja-guy who was supposed to steal Angel's soul was an acquaintance of Giles' who was repaying the debt he owed Giles. It seems Giles introduced him to his wife. Giles gets around. Meanwhile, Buffy and Angel have an awkward moment. Angel's acting was a little too real for Buffy, it brought back bad memories. The agree to have a little breather, but Buffy reassures Angel she's still his girl.