The crazy-haired professor we saw earlier is handing back papers, and he says he's adjusting the curve because his comments about how no one would fail were taken "a little too liberally" by some students. Felicity gets her paper and looks pleased. Pan over to Ben, who gets his paper and looks disgusted. Felicity says, in a voice-over, that it's amazing how much a person can change in two weeks, and that Knoll was right about her feelings for Ben. We see Ben walking up to Felicity and Julie after class, as Felicity says that Ben asked her for help with the classwork, but not before making sure that she would be okay with it, and that it wouldn't be weird. Famous last words.
Felicity and Ben are sitting on the floor of her gigantic dorm room, while Felicity tells us that they are becoming friends, which she's "totally okay with, surprisingly." Ben discusses the poem they were assigned, suggesting that the author is talking about being alive as well as eternal life. Felicity agrees, and Ben smiles. Ben asks Felicity why she never went to any parties in high school, and Felicity protests that she "went to a couple," but just in case Ben wasn't there on "Awards Day," she "didn't exactly win Most Popular." Ben doesn't say anything, and Felicity says, "Oh God, you did, didn't you? You actually won Most Popular." Ben laughs and says those things are stupid. There's a knock at the door; Knoll enters and tosses a bag at Felicity. He tells her he got her a pocket guide to the subway. She thanks him and says he didn't have to do that. Knoll takes note of Ben's presence and tells her not to worry about it. I think Knoll has lipstick on. His lips are obscenely red. He realizes there is nothing left to say, and exits. Ben and Felicity start to plan when they should get together to study next, but Knoll pops back in and practically yells at Felicity, "Did you get that calendar done yet?" Felicity's all, "What?" and Knoll explains that he thought she was doing the floor calendar for next month. Felicity thought she had two weeks for that, and then realizes what this is really about and introduces the two men. They exchange pleasantries, and then Knoll says he wanted to make sure Felicity was on top of it. If by "it," he means "Ben," I'm sure she is. In her dreams! Knoll finally gets the hint and leaves Ben and Felicity alone again. Naturally. Felicity apologizes to Ben and they resume making plans. Knoll pops in again and says, "This one was just to bug you." Wow, he is annoying, and unfunny. Ben and Felicity just look at him, probably thinking what I just said. Knoll gets the hint and leaves. But for how long? Felicity gets up to lock the door as Ben laughs. Felicity suggests she, Ben, and Julie "all go together." Ben asks whether Julie would be okay with that. Felicity says, "Of course!" Oh, big tactical error there, Felicity. We all know how this one turns out.