Giles is using borrowed powers to bind Willow.  While he catches up with Buffy in the back room, Willow causes Anya to free her.  Willow sets off a ball of energy after the gang and Buffy goes in pursuit.  Willow takes the borrowed power from Giles and hears all of the suffering of the people on Earth.  She vows to save everyone by destroying them.  Buffy and Dawn fall into a pit opened by the energy ball while Willow raises an old temple to cause her destruction.  Giles tells Anya that nothing mystical or magical will stop her.