Waterfront. Dawson and Joey sit on the swing-set where they canoodled in "The Kiss," and Joey laughingly starts to say, "The last time we were here," and Dawson finishes, "...was a very different time." "And to think we thought things were complicated then," Joey says, still half-laughing, and Dawson laughs too. After a pause, Joey gathers her strength: "Dawson, I'm really sorry." You know, Joey, when you keep apologizing, it encourages Dawson to think that you actually did something wrong, which you didn't. Dawson tells her it's no big deal, he's dealt with it as best he can, but Joey doesn't mean What Went Down Last Spring -- she means not "being there for" him during the whole Mr. Brooks situation. Dawson again tells her not to worry about it, but Joey says she "should have been there, giving [him] everything that [he's] given [her]." Like what, a hard time? Dawson doesn't respond, and Joey goes on to say that she's made some big choices and decisions, and she might "wake up one day and realize that all there ever really was was friendship." Dawson stares into the middle distance, then looks back at Joey as she adds, "And if I wasn't any good at that, then...where does that leave me?" Dawson smiles a little and reassures her that she's not a bad friend: "I don't get to say it much anymore, but -- you're my best friend. You always were." He starts to say that no matter where she goes, or with whom -- "you'll always have a piece of my heart," Joey finishes for him, smiling. "Something like that," he whispers. She nods, "Yeah," and smiles some more. The forties jazz kicks in again as Dawson qualifies that with, "Not a huge piece," and she says, "Oh, no, no, not a huge piece," and they bat it back and forth, and she sticks her tongue out at him.