New vampires Spike and Drusilla come to town along with the new slayer, Kendra Young, who was activated as a result of Buffy's brief death in the season one finale.
After distancing herself from her friends and loved ones with her new, self-centered attitude that almost gets them killed, Buffy comes to terms with the traumatic events that transpired and crushes the bones of The Master (Mark Metcalf) once and for all, much to the annoyance of The Anointed One (Andrew J. Ferchland).
Impatient with the ritualistic attitude of the Order of Aurelius, Spike kills the Anointed One and becomes the more informal leader of Sunnydale's vampire society.
Meanwhile, love is in the air for the members of the Scooby Gang as Buffy and Angel fall deeply in love, Xander Harris (Nicholas Brendon) and Cordelia Chase (Charisma Carpenter) begin an unlikely relationship, Willow Rosenberg (Alyson Hannigan) finds romance in the form of guitarist Daniel "Oz" Osbourne (Seth Green) and even Rupert Giles (Anthony Stewart Head) begins to further his relationship with computer science teacher turned techno-pagan Jenny Calendar (Robia LaMorte).
Angel is captured by Spike after he summons a horde of bounty hunters called the Order of Taraka to attempt to eliminate Buffy.
Meanwhile, a new Slayer shows up in town, Kendra (Bianca Lawson), who appears to be of Caribbean origin, sent to Sunnydale by her Watcher under the pretense of a very dark power rising up at the Hellmouth.
Although they do save Angel's life and stop the Order, Drusilla is still returned to full strength while Spike is seriously injured by Buffy's assault.
During Buffy's 17th birthday, Drusilla and Spike resurrect a powerful demon called "The Judge" (Brian Thompson) who can burn the humanity out of people and who claims to be invincible.
Buffy is left emotionally devastated and suffers further betrayal after she learns that Jenny Calendar is of Romani origin and was sent to Sunnydale in order to prevent Angel from losing his soul, a mission in which she failed.
She figures out the incantation needed to restore Angel's soul, but Drusilla notices and alerts Angelus, who chases down and murders Jenny, leaving her body as a gift to Giles.
Furious and heartbroken, Giles attempts to take his revenge on Angelus but is saved by Buffy who claims she can't fight her mission on her own.
Willow also begins teaching Ms. Calendar's computer science class due to her extremely high aptitude and subsequently becomes interested in Jenny's notes and websites devoted to magic while Spike becomes increasingly jealous over Angelus and Drusilla's apparently sexual relationship while he is left unable to walk.
In "I Only Have Eyes For You" it turns out that Spike is in fact ambulatory and that he is hatching a plan of his own to take his revenge on Angelus and win Drusilla back.
After he fails to awaken the demon however, Angelus sends a team led by Drusilla to kidnap Giles while he calls Buffy out to distract her.
Meanwhile, Willow awakens from her coma after a proclamation of love from best friend Xander and adamantly decides to try to perform the ritual of restoration to return Angel's soul.
Besides Whedon, only David Greenwalt and Rob Des Hotel & Dean Batali, now executive story editors, returned.
Willow and Buffy find a floppy disk belonging to Jenny, and learn that it has a copy of the curse that can restore Angelus's soul.
Drusilla and Angelus break into the museum to steal the block, which holds the demon Acathla, who has the ability to suck the entire world into hell.