Buffy scholar Nikki Stafford calls the surrealistic episode "unprecedented in television", saying it is "so jam-packed with information that we'll probably be seeing allusions to it for the rest of the series", and referring to it as a "mysterious lead-in to the emotionally turbulent season five".

After moving with her mother, Joyce (Kristine Sutherland), to the fictional town of Sunnydale, she befriends Willow Rosenberg (Alyson Hannigan) and Xander Harris (Nicholas Brendon), who join her in the struggle against evil.

Sunnydale, while Xander works at a series of odd jobs and begins dating Anya Jenkins (Emma Caulfield), who lived for 1,100 years as a vengeance demon before losing her powers and getting stuck in the body of a teenager.

The Big Bad in season four is the result of the work of a covert military force called "The Initiative" who are capturing and performing experiments on vampires and demons in Sunnydale.

Buffy and her friends discover that chief amongst these experiments is the creation of a human-cyber-demonoid hybrid known as Adam (George Hertzberg), whose programming has gone terribly wrong, leading him to wreak havoc on the town.

In order to do this, the four magically join their essences together to create a single "super Slayer"; while the others perform a ritual, Buffy confronts and defeats Adam while mystically empowered with Giles' mind, Xander's heart, and Willow's spirit aiding her.

Buffy then takes Willow to stand in front of a classroom in the same nerdy clothes she wore in "Welcome to the Hellmouth" and "The Harvest" at the beginning of the series.

Xander then finds himself in an ice cream truck with Anya; Willow and Tara (wearing skimpy clothing and garish make-up) are in the back, and they invite him to join them.

In The Bronze, he meets Anya failing as a stand-up comic, and Willow and Xander (with a bloody chest wound), who warn him of their attacker.

After they wake up, the four of them then discuss the significance of having tapped into the power of the First Slayer, and Buffy privately recalls Tara's words from her dream as she looks into her bedroom.

Whedon was able to do this by simply having actor Anthony Stewart Head walk through the sets as they were built; this effortlessly created a sense of dreamlike dislocation.

Another example of this occurs when, in Xander's dream, he walks from the front of the moving ice cream van towards the back, crawls up and over some boxes, through a window, and drops into his basement.

[3] When Xander is driving the ice cream truck with Anya, the backgrounds outside the car intentionally look fake, to give a sense of stillness where there should be motion.

[3] Some special effects shots came about by accident; in his commentary Whedon explains that when Buffy smeared the mud all over her face, it looked as though she was giving herself a facial.

He also listed Orson Welles' version of The Trial and Stanley Kubrick's Eyes Wide Shut as inspirations for many of his shooting and editing decisions.

She struggles to find her place in a bizarre school theater production, apparently Death of a Salesman, while her friends and classmates are fully costumed, prepared, and ready to go on stage.

Her confusion represents her lack of self-confidence, her fear that she still does not fit in or have a place in the world, unlike those around her, who are notably less intelligent but instinctively understand the strange idiosyncratic rules.

She wears ordinary clothes, but the others repeatedly comment on the excellence of her "costume", a reference to her fear that her friends do not see what she has grown into, but rather what she was when younger: nerdy and awkward.

This fear is confirmed when Buffy strips off her shirt and jeans, revealing the same unfashionable turtleneck and corduroy jumper she wore in episode one of the series, four years earlier, before her demon-fighting experiences and study of magic increased her confidence and competence.

Willow stands anxiously at the front of the class, trying to read a paper, while her classmates express their boredom with listening to her and Oz flirtily whispers into Tara's ear, until she is attacked by the First Slayer and her breath is sucked out of her body.

[3][4] Whedon stated that the maze of red curtains on the stage in Willow's dream are not a direct homage to Twin Peaks, as some have posited,[4][7] but rather represent the safety and comfort of being with Tara, and are a sexual metaphor as well.

[4] Giles' dream presents a choice: either to remain a father figure and Watcher to Buffy, or to begin his own life, represented by the presence of his girlfriend Olivia, who pushes an empty baby stroller.

Later, Olivia is seen weeping, while the baby stroller has been overturned and abandoned, signifying elements of his unfulfilled life, such as marriage and children.

Later, in The Bronze, he is explaining the reason they are all being stalked and attacked, performing his job as Watcher, but his singing this information represents his unfulfilled longing to be a musician, something he's been exploring privately throughout the season.

[4] The major theme of Buffy's dream is her fear of the personal cost of her life as a Slayer, the isolation and loneliness she is forced to endure.

Another source of anxiety is her relationship with her current boyfriend, Riley, whom she finds plotting world domination with Adam in his original, human, form.

In "Tabula Rasa" (season six), when the characters lose their memories, Spike wears the same tweed jacket and believes Giles is his father.

In Entertainment Weekly's list of the 25 best Whedonverse episodes—including episodes from Buffy, as well as Angel, Firefly and Dollhouse—"Restless" placed at #20, where they called it "Visually lush and trippy," and said, "...it reestablished that this genre show was really and truly a deeply affecting character drama with a delightfully bent sense of humor.

[12] In other publications lists of the best Buffy episodes, "Restless" placed at #7 by /Film,[13] TV Guide,[14] and Vox,[15] #6 by The Guardian,[16] #5 by Den of Geek,[17] and #4 by TVLine.

[25] In series creator Joss Whedon's own list of his favorite episodes, he includes "Restless", saying "Most people sort of shake their heads at it.