Sean is trying to remove the funnybone when a door slamming makes him screw up. Ben marches out of his room and shouts, "You've got to tell me what she sees in the guy because, seriously, Greg can kiss my ass." Meghan says, "Mine too, any time he wants." Sean advises, "Calm yourself down, roast a few marshmallows." Ben snaps, "I don't want marshmallows." Meghan interjects, "You want Felicity." Meghan tells him that Felicity wants him too. She says that as Felicity's roommate, she has the inside track. She launches into a lengthy tale about how whenever Felicity is interested in Ben, she listens to Sarah McLachlan CDs. If I cared enough about Miss Lilith Fair, I'd repeat what Meghan says verbatim, but basically it boils down to the fact that whenever Felicity is enamored of Ben, she listens to her Sarah McLachlan CDs exclusively. Ben thinks it is the dumbest theory he's ever heard, while Sean thinks it may be valid. Meghan thinks Ben should tell Felicity how he feels. Ben agrees and storms out. When he's gone, Sean asks Meghan if her theory is real. Meghan snorts and rolls her eyes which makes Sean laugh.
When Sean is working on Operation by himself, Julie approaches him to ask what the kiss meant. He plays it off at first and just says that he was excited by the good news about his film. She asks if that was all and he admits that he's totally and madly in love with her. That pipe has exploded in her head again because she doesn't have much of a reaction.
Felicity and Greg are sitting in a booth at Epstein Bar, looking at the menus. Haven't they eaten there a million times already, why do they need to read the menus? Well, that's to give Ben enough time to get there and interrupt their date. Greg and Felicity are both stunned that Ben has shown up and Greg is more than a little pissed off. Ben blurts out, "I've got to say something, so please just let me say it. I've made a lot of, lot of mistakes. And nobody knows that more than you do. But the biggest mistake I ever made was letting you go. What I should have done is realize that being with you made me the luckiest guy on the planet. What I should have done is treat you with respect. I should have done a lot of things I didn't do. And I didn't do them because I was afraid. I was scared." Felicity points out what should be obvious to Ben, which is that she is on a date. Ben persists with, "You and I should be together and the reason I'm saying this now, the reason I'm not waiting, is because I don't want to risk losing you again and the only difference now, is that this time you're the one who's afraid." Felicity says, "I'm afraid?" Ben thinks she's afraid because she doesn't trust him anymore. Greg squeaks, "Why do you think that is, Ben?" Ben asks him for a second but Greg angrily tells him he's had his chance. Ignoring Greg, Ben continues, "Felicity, I'll do whatever it takes because the only thing I'm afraid of now is that you're not willing to take the chance too." Felicity tells him he can't "show up, and make these little speeches" because that's not how it works. She accuses him of doing the same thing last year. Ben argues that what happened last year is not the same thing.