S and Ben make up immediately, as is their wet-eyed wont, with extra admissions on both sides, like, Ben admits that he's been beating the shit out of Damien on the regular for awhile, and S with the fact that she's kind of over it: She too is given to flights of fancy that are stronger than the reality in front of her eyes. She too would like to pretend that she is a good and healthy person with a strong heart and an unmatched generosity of spirit; if only the world didn't keep conspiring to prove her wrong.

Ben takes this as his cue to charge back one more time to the "jail changes a man in vague but intriguing ways" well, explaining that he can't be with Serena until he feels clean inside, or whatever, and she assures him -- carefully avoiding any implication that she understands his plight, lest she send him off on another rage -- that the teacher who wouldn't molest her no matter how hard she tried: He's in there, somewhere. And adieu. I hear Ithaca is just gorges this time of year. (Watch out for wolves, little guy! And tell you sister we miss her BAD.)

Dan and Blair have a drink and marinate in the blue-ball soup that is their abortive scandal. The theme of the rest of the episode, essentially, is first expressed here, as they explain to each other that The Lily Thing is going to be the focus of Season Four's third act, and that the Blonder Woodsens are going to need their help just to stay viable as people. Separately, not as an "us," because [Dan copyeditor joke that's almost funny] and because they can't be friends because... No reason, just because.

Chuck comes down the stairs actually bucking in people's faces, ladies just standing there with drinks he's like WHAT and he tells S to shut down the entire party and she doesn't know why, but somehow -- maybe her PR training -- she gets it done instantly.

NIGHT COURT

Ben and Lily look at each other across the table and he is wet-eyed grateful to hear that her one demand is that his record be completely expunged, and she says this doesn't really make up for anything but it's a fresh start -- meaning for her, and then also for their family/s, or at least this is the way Rutherford plays it, I think -- and then upgrades it again, to being a fresh start for him, as a man. He is touched, and before he leaves she's like, "Ben? My daughter has a good heart. Much bigger than mine. And she cares for you." He says he cares for her too, and that he always will, and then vanishes.