Nate -- who is secretly already halfway to Long Island as they're talking -- finally tells her Grandfather is in Bermuda, his mother has confirmed it, and God knows what that means about Trip and his many ways of fucking up. Serena stares at herself in the mirror and goes completely cold when he says this. Whatever Empire state entails, this is the opposite of that: She just vacates her body entirely. "Will you excuse me?" she says quietly. "I have to go."
Dan meets up with Willa for their retreat, but she's all alone lighting sexy candles and wearing an ugly gold shirt and talking retarded and it turns out she told Paul and Vanessa to leave them alone so she closes the door and shows Dan this performance art video -- "It's kind of Karen Finley meets Daryl Hannah in Legal Eagles," the dear thing says -- but without clothing, Dan immediately notes. "You're naked there," he stutters, while the video moans, and Willa smiles uncannily like a young Jodie Foster before shushing first her own lips and then his. Ambushed by a crazy drama student! Who has not been there? They are the perfect couple. He likes girls that can't enunciate, and they are both into pointlessly complicated, weird scenarios.
Lily brings flowers to Charlie, and he stands over his pool table without looking at her, staring at the plans for the lofts he intends to build in place of the shelter. He says he's too busy to deal with her, and she gives him great Rhodes about "Well, wherever you're going, will you put it off for a few hours and come with me to the cemetery?" he says he can't, and she comes closer: "We both know that your father was a complicated man. And I honestly think that he thought it was just easier to be alone." Charlie finally looks at her. "And you know what? There are moments that I think I agree with him." Like today, for example. "But we're not that way, I'm afraid. We need each other. And right now, I need you to do this with me." Charlie sincerely apologizes, saying that the way he can honor his father is through work. "Sometimes we need to do something to show people how we feel, even when they're not here to see it," she says, and he nods sadly and then just before he thinks of something else to say, the phone rings. She takes it behind the glazed door, handing over flowers that do not impress him at all.