It's summer vacation in Sunnydale and the carnival has come to town. At the carnival Willow and Xander hook up with two carnies but Buffy sense something evil about them and she thinks it has something to do with the sudden influx of coyotes in the area. Eventually Buffy learns that the carnies are skinwalkers and that they're in town to raise Spurs Hardaway, their old master, from his grave in one of Sunnydale's cemeteries. Buffy has to stop these werecoyotes before Willow and Xander become their victims.
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