The gang throw Buffy a surprise birthday party at which Giles feels a little left out.  Discovering that a demon may arise, he goes off to meet it but instead meets Ethan.  Ethan warns Giles of a disturbance in the balance of powers and about a mysterious project 314.  The next morning Giles discovers that he's become a demon.  With Spike's reluctant help Giles tracks down Ethan.