Joyce faints while at home, and while the gang is at the hospital, Dawn discovers that Riley's heartbeat is off the charts, but Riley ignores it. When Buffy enlists the Initiative's help, Riley gets angry and runs, and he eventually admits to Buffy that he's afraid they'll make him a normal guy, causing her to lose interest in him. She manages to get him to the Initiative doctor, only to find that Spike has forced the doctor to remove his chip...