Season 4, Episode 20: Spin The Bottle

"Spin The Bottle"
Written By Joy Gregory
Directed By Harry Winer
Transcribed By Bitca
Original Airdate: May 15. 2002


Ben in O-Chem class. Felicity enters and sits next to him. He doesn't look up.
BEN: This lab's brutal.
FELICITY: Yeah. Um, I kinda wanted to talk to you about what happened the other night.
BEN: Oh, don't worry about it.
FELICITY: Oh. Really?
BEN: It's fine.
BEN: I mean, at first I was pretty pissed about the whole thing, (looks up) but now it's okay. (smiles) I get it.
FELICITY: You get what.
BEN: (grins) That you're not over me.
FELICITY: What is that supposed to mean.
BEN: (still grinning) It just seems pretty clear that you still want me.
FELICITY: Ben, seriously, I mean, I'm with Noel now.
BEN: (smug) Is that why you were all over me a week after you two got together? C'mon, obviously you know you made a mistake, you just can't admit it yet.
FELICITY: First of all, I was not "all over you." And second, I mean-
BEN: Yeah?
FELICITY: (at a loss for words) I may have been a little, you know, I was having kind of a confusing time last week.
BEN: (looks back at his work) Yes it must be very confusing trying to fight all these feelings.
FELICITY: I'm not fighting any feelings.
BEN: Okay, denying them, whatever. Eventually you're gonna realize that you want me back, and I hope, for your sake, that when you do, it's not too late.
FELICITY: I'm gonna go find another lab partner.
BEN: Yeah, good luck with that.
Felicity picks up her stuff and goes to a table in the back. Ben looks back at her with that really sexy look of his.
Opening credits.

Special guest star:
Amy Jo Johnson

Ben opens the door to the loft carrying a basketball. Sean is at the counter, unpacking flowers and grocery bags full of low fat foods.
BEN: Hey man.
SEAN: Hey! How's it going?
BEN: Good how you doing?
SEAN: Going great.
BEN: What do we got here.
Ben reaches into a grocery bag and pulls out 1% milk.
SEAN: No, not the 1%. And all the low fat stuff? Don't touch it, it's for Julie.
BEN: Ooo-kay. You're shopping for her now, huh? (raises his eyebrows) It's getting serious!
Ben opens the fridge and takes out a drink. He's still being his really weird/cocky/cheerful new self.
SEAN: Yeah, she's getting here today, I'm having dinner with her tonight, we're going to a Tart concert tomorrow...
BEN: Oooo! Tart.
SEAN: Yeah, women love that kind of stuff. Plus, uh, oh I gotta call the ticket guy.
BEN: Hey, Sean. Maybe you should, uh, slow down a little bit.
SEAN: What? Slow down, are you kidding? No, she's coming all the way from Woodstock to see me. I want her to have a good time.
BEN: All right. But you guys, you've told her how you feel, you've talked about it?
SEAN: Well, not in so many words I didn't wanna do it over the phone, why? You don't think it's gonna happen?
BEN: It's not that, it's just that, I think you should keep your hopes... realistic. See how it goes, you havn't seen her in a long time.
Sean nods. Meghan enters.
SEAN: Uh... hey.
MEGHAN: Where's my stuff?
SEAN: (points) It's right over there I packed it up for you.
MEGHAN: If I find one pair of my underwear missing I swear to god I'm gonna kill you.
SEAN: It's all there.
MEGHAN: Good! Pervert.
SEAN: Hey, Meghan. Meghan. Look, I'm really sorry. I am. Really. I just have to see where this thing goes.
MEGHAN: (points to her face) See this? This is me not caring. Couldn't be more over you. (walks to the door) Oh, here's your keys. (she throws them at him) Why don't you give them to Julie? Not that you two have a chance in hell.

Noel is going through the classifieds.
NOEL: Okay. When did it become impossible to find a studio apartment for under $12,000?
FELICITY: (tapping her pencil) Don't worry, you're gonna find a place.
NOEL: (re: pencil tapping) Is that morse code? What're you doing?
FELICITY: Sorry. I'm just, never mind.
NOEL: What. What's the matter.
FELICITY: Nothing, nothing. (she goes back to her book. Noel goes back to the paper) It's just Ben, he was such a jerk in O-Chem today.
NOEL: (sighs) What'd he do?
FELICITY: (smiles) It's not even worth getting into. (laughs)
NOEL: Are you sure?
NOEL: Okay.
FELICITY: Definatly.
NOEL: Okay.
She gets up from her chair and sits next to him on the couch.
NOEL: Okay. (they kiss) Alright.
They look at the paper.
FELICITY: Wow. You are gonna need a roomate.
NOEL: And a job. I'm telling you, savor student housing. It's the best.
Felicity keeps staring at him, smiling.
NOEL: What now?
FELICITY: (laughs) I just, I love being with you.
NOEL: I love being with you. (beat) I wish I was with you and already had an apartment, but...
FELICITY: (laughs) All right, let's keep looking.

Ben opens the loft door. Julie is outside!
BEN: Hey!!
They hug.
BEN: How are you?
JULIE: Good! How're you?
BEN: Good, good. It's good to see you!
JULIE: Thank you!
BEN: Here, let me get those for you.
JULIE: THank you.
He takes a bag and her guitar into the loft.
JULIE: Oh, it's so weird to be back here.
BEN: Yeah.
JULIE: It looks exactly the same.
BEN: Yeah, it probably is. You wanna, sit down?
JULIE: Yeah. (they go over to the couch) So what's up with you, I hear you're pre-med now. That's great!
BEN: Uh, yeah, well, we'll see...
JULIE: Oh, it's cute. I'm proud of you. (takes off her coat) So, how's Felicity.
BEN: Uh, she's good, she's all right.
JULIE: You sure?
BEN: Uh, well, yeah, we kinda broke up.
JULIE: Oh, I'm-I'm sorry.
BEN: It's okay. Sean should be right back, he just went out for a sec.
JULIE: Okay.
BEN: That's cool you guys are hanging out, keeping touch, that's great. He's a great guy.
JULIE: Yeah, Sean's a sweetie. He's a good friend.
BEN: You're gonna spend some time together now?
JULIE: Yeah, I had this audition so I figured I'd stay a couple days and hang out with everybody.
BEN: You have an audition.
JULIE: Yes, for a record label.
BEN: Oh, that's good. That's great. Congratulations.
JULIE: What?
BEN: It's nothing, just, Sean's really excited to see you, he sort of thought that you guys... you know...
Julie doesn't know.
JULIE: He thought what? Sean knows I was coming for an audition, I told him that.
BEN: Yes. I just must've misunderstood him.
JULIE: I don't understand, Sean's with Meghan, right?
BEN: (smiles, enjoying this) No he's not, he broke up with her.
BEN: Yeah.
JULIE: Oh, god this is bad. I am so stupid!
BEN: No, but maybe you should talk to him.
JULIE: Okay, I'll talk to him. So you and Felicity, Sean and Meghan, I go away for a year and you all fall apart.
BEN: (laughs) Basically, yeah.
JULIE: You guys really broke up?
BEN: Yeah, she's with Noel now.
JULIE: Wow. I remember the last time they were together we were together too.
BEN: Yeah, I remember that. (the laugh) Anyway, I should, uh, get to work.
JULIE: Oh. Hey, uh, we should hang out later. Catch up.
BEN: Yeah, that's a good idea. Why don't you come by Dean and Deluca, I got off around six.
BEN: Yeah.
JULIE: Okay!
BEN: All right. Bye.
Ben leaves.

Cut to later, Julie practices. Sean enters, holding more flowers and groceries.
SEAN: Hey! Look who it is!
Julie gets up.
SEAN: How are you?
They hug.
SEAN: Oh, I'm so bumed I wasn't here to great you in person, I'm sorry. Oh! But I did get tickets to uh, that band you like, Tart? (pulls the tickets out of his pocket and hands them to her) You still like 'em, right?
JULIE: Yeah! Tomorrow night, okay!
SEAN: What's the matter, you seem like you're going to a funeral.
JULIE: No, it's... You know that I came here for an audition, right?
SEAN: Yeah! Why, what's the problem.
JULIE: Uh, Ben just, he got a different impression.
SEAN: Ben. Okay, really. What did Ben say.
JULIE: Well, he told me that you and Meghan, uh, just broke up.
SEAN: Yes. We broke up but that was a long time ago.
JULIE: Didn't it happen kinda recently?
SEAN: Yeah.
JULIE: Did it have anything to do with... I don't know. Forget it.
SEAN: What, you thought that uh, the... I invited you here- flowers, okay these flowers are for me. They are. 'Cause I'm just, I'm a guy who loves flowers! Nothing wrong with that, right? (he puts them in water) And uh, I was actually sprucing up the loft a little bit.
JULIE: They're beautiful, Sean.
SEAN: Yeah, they're okay.
JULIE: They're really really nice.
Sean takes a baguette and what looks like a very small lobster out of the bag.
JULIE: You know, I was thinking, maybe I should stay with Felicity.
Sean turns around.
SEAN: N- Uh, yeah, that's a great idea you'd probably have a lot more fun there. Um, you should keep those tickets, use them tomorrow night, 'cause I can't really go.
JULIE: Sean.
SEAN: No, seriously. I bought them for you, and you know, I don't even like the Tarts.
JULIE: Tart. (Sean continues to put stuff away) Are you sure?
SEAN: Yeah, I'm positive.
JULIE: But we're still gonna hang out before I leave!
SEAN: Uh, yeah, but, you know, no pressure. I mean, you got a crazy week, and this week is insane for me, too. Whatever. Maybe we could get some coffee or something. (Julie nods) You know, if you have time.
Julie doesn't really know what to do.

Cut to Dean and Deluca storeroom. Felicity is struggling to lift a box onto a higher shelf. Ben enters.
BEN: You want a hand with that?
FELICITY: Nope, I'm fine.
Ben takes the box from her and lifts it as though it's empty.
BEN: You're welcome.
He leans on the step ladder as Felicity moves smaller boxes.
BEN: So how's everything with Noel?
FELICITY: Actually, everything's great.
BEN: Yeah. Still together?
FELICITY: Yes, we're still together. Sorry to dissapoint you.
BEN: Yeah, I kinda feel bad for the guy. It's gonna be hard when you blow him off again.
Felicity grabs the step ladder out from under Ben's arms.
FELICITY: I'm not gonna blow him off.
BEN: Hmm.
FELICITY: And you know what? Noel is great. He's, well, he's everything you're not. (Ben continues to smile) He's kind, he's funny, and he makes me happy.
BEN: (head to the side) Yeah. So I guess you told him about our, uh, little study session then right?
FELICITY: (puts the step ladder away) No, I mean why would I? (faces him) It didn't mean anything.
She exits. Ben follows her.
BEN: Really? 'Cause it seemed like you were, hiding from it.
FELICITY: (picking up cups) You know what? Maybe this whole (waves her hand) self confidence act had it's appeal freshman year, but now it's just sort of pathetic.
BEN: Yeah, I can see I've had zero effect on you.
FELICITY: And for the record, kissing you was about as exciting as kissing my arm.
Felicity holds up her arms and kisses it a few times.
FELICITY: Actually, no! That was a thousand times more exciting! (she turns around happily) Hey! Noel!
BEN: (happy) Hey, man! How ya doin'?
NOEL: Good! (to Felicity) So guess what, I just filled out an aplication for that apartment with the lease option.
FELICITY: The one on ninth!
NOEL: Yeah.
BEN: Can I get you something to drink? Like a latte, or something?
NOEL: Uh, I'll just have a regular coffee.
BEN: (way too happy) Regular coffee! (claps)
He goes to get it.
FELICITY: So, tell me about it!
They sit down at a table.
NOEL: Uh, well, it's tiny. It's a closet. And it's more than I wanted to spend, but I don't know, I can really see us hanging out, spending some time there.
Ben grins as he hands Noel his coffee.
BEN: Here you go.
NOEL: Oh, thanks. I mean, I don't think I'm gonna get it, but, uh...
FELICITY: Noel, you'll get it.
BEN: Yeah, you're definatly gonna get it.
NOEL: Thanks.
Julie enters.
NOEL: Well, if I get it, we can hang- you can come by-
FELICITY: JULIE!! Oh my god!
JULIE: Hey!!
She gets up and runs to her. They hug.
FELICITY: Hey, you're here!
Julie and Noel hug.
NOEL: Hey, how are you?
JULIE: I'm good. It's so good to see you guys!
NOEL: You too!
FELICITY: I got your message. I havn't talked to Meghan yet, but I'm sure it'll be fine.
NOEL: So wait, what're you doing?
BEN: She's uh, auditioning for a record company.
NOEL: That's great!
JULIE: Yeah, I mean, they might not sign me, but... you know, at least they're interested.
BEN: (loudly) Hey, should we go?
JULIE: Sure!
BEN: (to Felicity) Oh, uh, you don't mind closing up for me, do you?
FELICITY: Oh, nono, no.
JULIE: I'll see you guys later.
Julie and Ben leave. Felicity turns to Noel.
FELICITY: It's not just me, right? He's acting weird.
NOEL: He's being really weird.
FELICITY: But you know what, it doesn't matter. It doesn't matter. I'm just so glad you're getting your own place.
NOEL: So am I, it's gonna be soooo great.
FELICITY: I know, tell me about it!

Cut to Felicity's bed. Noel and Felicity play Boggle.
NOEL: Okay, turmoil.
NOEL: Really? I was proud of turmoil. Well then, okay, turmoils. (Felicity looks at him) Yes, well, I knew that one was a stretch. (they laugh) Then, okay, that's all I got. Twelve points.
FELICITY: Okay so my turn.
NOEL: Just don't read them really slow and deliberatly like you did last time, it drove me nuts.
FELICITY: I just wanna be appreciated for my tallent!
NOEL: Oh! Well, I apreciate you for your tallent, I do!
Felicity laughs as he leans over her.
NOEL: Um hmm!
They kiss and lie down fully.
JULIE OC: Hello!
They disentagle themselves.
FELICITY: Oh god, in here!
NOEL: You okay?
FELICITY: Yeah, are you?
NOEL: I'm good.
Julie opens the door.
NOEL: How's it going?
FELICITY: You want some pizza?
NOEL: We got pepperoni!
JULIE: No, thanks, we just had Chinese.
FELICITY: Did you have a good time?
JULIE: Yeah. I did. You know I'm so tired right now I think I'll just get some sleep before my audition tomorrow.
FELICITY: Oh, I'll come set you up. (she gets up) Shake the letters again. And don't cheat!
NOEL: I never cheat!
JULIE: Goodnight Noel.
NOEL: Goodnight.
FELICITY: I'm watching you.
Noel immediatly starts cheating.

Cut to the living room, Felicity and Julie carry a futon.
FELICITY: Okay you got it? (they put it on the floor) Julie, it's so good to see you. You look really great!
JULIE: Thank you! You look good too, your hair's getting so long! I can't believe you're still living with Meghan.
FELICITY: (getting pillows) I can't believe it either.
JULIE: And it's actually by choice?
FELICITY: (laughs) You know what? She's a really good friend, believe it or not.
FELICITY: Yeah, who knew. But I still miss you.
JULIE: I miss you too.
FELICITY: So what's it like to be back in the city?
JULIE: Oh, we walked everywhere today it was great. (they put a sheet on the futon) He talks about you a lot.
FELICITY: God, I'm sorry you had to listen to that.
JULIE: Well, no, I mean you guys went out for a long time.
FELICITY: I know, I know, but, he needs to accept the fact that we're over. You know?
JULIE: You seem pretty clear about that.
FELICITY: Yes. Completely.
JULIE: Good because I had so much fun with him, and I don't know how he feels, but I just wanted to check in with you. Would it bother you if we spent more time together?
Felicity looks shocked.
JULIE: Oh my god it seems like it would bother you.
FELICITY: No! No, god, I... Nonono. Things just turned around really quickly for us. I'm mean, we broke up kind of suddenly.
JULIE: Well what happened?
FELICITY: Uh, well, to say it's complicated would be a huge understatement. I just, I guess I just decided that Ben wasn't the one for me. And that Noel maybe is.
JULIE: Well, personally, I think you guys are really great together.
FELICITY: I think so too. (they laugh) You know what? You should do whatever makes you happy.
JULIE: Are you sure.
FELICITY: Yes. (stands up) Definatly. And thanks for checking.
JULIE: Well of course! (stands up)
They hug.
JULIE: It's so good to see you.
FELICITY: You too.
JULIE: I'm gonna go wash my face.
Julie goes into the bathroom. Felicity's smile changes to a very small frown as she puts unfolds pillow cases.

Felicity enters her room, where Noel in under the covers.
NOEL: My bed, has about the same sqaure footage as the apartment I'm looking at, so, you know, just for your information.
FELICITY: Thank you.
She climbs in.
NOEL: Of course.
He puts his arm around her.
NOEL: Hey. (kisses her forhead)
NOEL: How's Julie doing.
FELICITY: She seems good.
NOEL: But...
FELICITY: (whispers) Um, I think she's kind of into Ben. Which is fine, I could care less, Ben can be with whoever he wants but, I'm a little worried about Julie.
NOEL: My guess is that Julie can take care of herself.
FELICITY: I know she can, but, Ben's just been acting like such a jerk lately. I mean, even you noticed it. And, I mean, I know it sounds crazy but, don't take this the wrong way, okay?
NOEL: (smiles) Uh, okay.
FELICITY: I'm just afraid that he's using her to get back at me.
NOEL: You really think he'd do that? They've known each other for so long...
FELICITY: Exactly now suddenly, they're hooking up?
NOEL: Well if I'm not mistaken that's pretty much what happened between you and me.
FELICITY: No, I know. I know. I would just hate for Julie to get caught in the middle of something. (Noel nods) Do you think I should talk to her?
NOEL: I don't think that's a good idea.
FELICITY: Yeah, maybe you're right.
NOEL: You know, I wanted to talk to you about something. Remember that conversation we had about me getting a roomate because the place is so expensive? I don't know, I was wondering that you know, maybe if I get the apartment, if I get that apartment, um-
FELICITY: Do you wanna move in together?
NOEL: Yeah. Yeah, I know it's a huge deal, I know that. And you'd have to give up this huge, incredible place and move into an apartment the size of this bed-
FELICITY: (smiles) With you. (rolls onto her stomach)
NOEL: Yeah. So, just, um, you know, just think about it. And you don't have to tell now, you know, you can tell me later.
NOEL: Good. Sorry.
NOEL: Yes you wanna move in with me or yes you wanna think about it-
FELICITY: Yes, I wanna move in with you! I mean, I know that it's really fast and everything, but that's what this time is all about. Why should we wait.
NOEL: We shouldn't. Okay.
They kiss.
NOEL: Oh, it's really really small.
FELICITY: (giggles) I don't care!

Cut to Ben and Julie walking, holding hands. Ben carried her guitar.
JULIE: I'm so nervous right now, my stomach is doing flip-flops!
BEN: Well, they're gonna love you, you're really tallented. You are.
JULIE: Thanks. Hey, did Sean say anything to you?
BEN: About what?
JULIE: You know, about me not being interested.
BEN: No, he didn't say anything.
JULIE: I feel so bad, I just hope I wasn't too mean.
BEN: No, Sean's fine. Sean's been wanting to act on that for a long time, you know? It's good that he knows. It's out in the open. Otherwise, you know, he'd just be wondering.
JULIE: Yeah. Well, this is me.
BEN: This is you?
JULIE: Yeah. So I was actually I was wondering, I wanted to ask you something.
BEN: What's that.
JULIE: Okay, you can totally say no right now, but I have two tickets to a concert and it's for tonight, and I was wondering if you wanted to go with me.
BEN: What do you mean. Like a date?
JULIE: Yeah, I guess, like a date, or whatever, you know.
BEN: Uh, sure, yeah!
JULIE: Really?
BEN: Yeah! I mean, it sounds like fun.
JULIE: I think it'd be a lot of fun for me too.
BEN: Yeah. You should...
JULIE: Yeah, I should go, I don't wanna be late.
BEN: All right.
JULIE: All right I'll see you later!
BEN: Good.
JULIE: Okay, bye.
She kisses him on the cheek.
BEN: Good luck.
JULIE: Thanks.
Julie enters the building. Ben smiles.

Cut to the loft, Sean and Ben.
SEAN: Okay, you warned me, you saw it coming? Now look at me, I got a fridge full of low fat cottage cheese.
BEN: Sean, I gotta talk to you about something. It's actually about Julie.
SEAN: Oh don't worry I talked to her. I'm clear on the whole thing.
BEN: There's something else you should know. Me and Julie are going out tonight.
SEAN: You and Julie are...
BEN: Yeah. It just sorta happened. I wanted to let you know.
SEAN: Wow. Okay, uh, I get it. Wow. (beat) Good work. And fast, too.
BEN: What're you talking about.
SEAN: What'm I talking about? The whole time you're telling me "Sean, take it slow." "Sean, don't get your hopes up." Wow.
BEN: Nonono. You're wrong about that, that's not
SEAN: Okay, well, I confide in you and this is how you repay me.
BEN: Well I was trying to protect you from getting hurt.
SEAN: (losing it) You know what? You should be protecting me from friends like you!
BEN: Sean, I'm going to a concert with her. It's nothing.
SEAN: A concert?
BEN: Yeah.
SEAN: The Tart concert?
BEN: (thinks) Yeah.
SEAN: Those are my tickets, Ben. My tickets. She's taking you on a date with my tickets. Get out of the loft.
BEN: Are you serious?
SEAN: Get out of the loft.
BEN: You're kicking me out of the loft?
SEAN: No. But only because I need your rent money. That's- Do not treat friends this way.
BEN: I know. I know that. You say the word, and...
SEAN: Well guess what. Too late. Damage done. I want my tickets back.
Sean leaves. Ben looks down.

Felicity enters the apartment, Meghan is sitting on the couch, looking like she was just crying.
FELICITY: Hey, were you just crying.
Meghan scoffs.
MEGHAN: No. (shot of the front of the couch, she's eating ice cream out of the container) I wasn't crying. I was just pulling hairs out of my nose. It makes your eyes water.
Felicity dumps her stuff behind the couch.
FELICITY: Okay but if you were crying, would it be because of Sean?
MEGHAN: First of all, I wasn't. And second of all, Sean's an ass. I was gonna dump him anyway. I mean, it's senior year, there's millions of guys out there. Better guys. Thinner guys.
FELICITY: (quietly) Okay.
MEGHAN: (puts down the ice cream) And starting tonight, I'm on the prowl.
Julie enters the room as Meghan leaves.
JULIE: That was, that was really awful. God, would it be better if I stayed someplace else?
FELICITY: Oh no, I don't think she blames you. If she did? Believe me, you'd know it. Hey, how was your audition?
They go into the kitchen.
JULIE: I think it went all right. They had me play all my stuff, which was good.
Julie hops up on the counter. Felicity gets out orange juice and a glass.
FELICITY: Julie, that's great! Hey you know what? We should go out tonight and celebrate.
JULIE: That sounds great, but I'm going out already.
FELICITY: Oh, you are.
JULIE: Yeah, with Ben.
FELICITY: Oh. So, I mean, that whole thing is working out.
JULIE: Yeah. Are you sure you're okay with that?
FELICITY: Yes. Really, it's fine.
JULIE: Okay.

Cut to O-Chem. Ben's lab partner measures something (sorry, I'm an artist not a scientist). Felicity enters and walks up to Ben.
BEN: Is that right?
BEN: I hope so.
FELICITY: Hey, can I talk to you for a second?
BEN: 'Scuse me Josh. (they go into a corner) Hey, is this about Josh, 'cause he asked me to be his lab partner and he's really smart.
FELICITY: This isn't about Josh. It's about you and Julie. What's going on.
BEN: Wow, I don't know what to tell you, I'm not gonna be around forever.
FELICITY: You think I care about that? You are crazy, do you know that?
BEN: Wow, you really can't deal with this, can you.
FELICITY: No, I can deal with this, I just won't let you use my friend to get back at me. (Ben smiles. For the record, he still has his safety glasses on) If that's what you're doing. So are you? 'Cause if you are that's just a disgusting thing to do!
BEN: Wow! I never you were such a jealous person!
FELICITY: I'm not jealous. I'm worried about Julie. Just two days ago you were talking about getting back together with me.
BEN: No, I was saying that you wanted to get back together with me. Not the other way around.
FELICITY: Whatever, I'm not gonna argue with you, the thing is, just, you better not do anything to hurt her.
BEN: I'm not gonna do anything, I like her. But if you're really worried, why don't you come out with us tonight? (adjusts the glasses)
FELICITY: What?! I'm not gonna go on a date with you and Julie.
BEN: Why not? (smug) If you're over me and just concerned about her it shouldn't be a problem.
FELICITY: Oh my god you are such a jerk!
BEN: You can bring Noel. Unless it'd be weird for him.
FELICITY: No, Noel would be fine with that!
BEN: Okay, then let's do it.
FELICITY: A double date with you and Julie.
BEN: Yeah.
FELICITY: That sounds great let's do that.
BEN: See you tonight.
They go back to their seats.
BEN: All right Josh.

Felicity sits on a dresser with Noel in front of her.
FELICITY: I can't believe you actually got it.
NOEL: Yes the closet sized over priced studio is ours.
NOEL: And this was supposed to be champagne, but the only thing they had was Club soda. So, enjoy the bubbles.
FELICITY: So you signed the lease and everything?
NOEL: We have to do that together, and I thought you'd want to see the apartment first...
FELICITY: Noel. I'm gonna love it.
NOEL: You don't know that.
FELICITY: Yeah, I do.
NOEL: Well, they loned me a key. So we can visit it tonight.
FELICITY: I can't tonight.
NOEL: Why not.
FELICITY: Well, because I did this incredibly stupid thing. I said that we'd go out with Ben and Julie tonight.
NOEL: All four of us?
NOEL: Well, I don't understand. I thought Ben was using Julie and now we're double dating with them?
FELICITY: (nods) He is using her and when I tried to tell him that he got into this whole thing and now... somehow we are all going out together but at least we can be there for Julie now, you know.
NOEL: Huh. This doesn't seem like a bad idea to you.
NOEL: So, we're the buffer couple.
FELICITY: Totally. I'm so sorry, Noel!
NOEL: No, you know what, it's okay. It's one night. And we'll see the apartment the next day.
FELICITY: (smiles) Okay. Great.
NOEL: (less enthus) Yeah. Great.

Cut to Epstein's. Meghan sits at the bar alone.
RANDOM GUY: Hey. Is this seat taken?
MEGHAN: Are you kidding? Are you gonna follow up that gem with "come here often?" Get the hell out of here.
He leaves.
SEAN OC: This seat taken?
MEGHAN: Oh, not another one. (turns around, sees him) What, are you stalking me now?
SEAN: No, I'm actually here for a (to bartender) beer, please.
MEGHAN: Where's Julie, your girlfriend.
SEAN: That, uh, that didn't work out.
MEGHAN: Oh. Am I supposed to feel sorry for you now?
SEAN: All right, you know what, fine, I'll sit somewhere else. (gets up)
MEGHAN: Wait. Julie's an idiot.
SEAN: (sits down) Look. Meghan, I am sorry. I am. I don't know what I was thinking. I think maybe Julie was just this fantasy.
MEGHAN: You're an even bigger idiot than she is if you think that makes me feel better.
SEAN: Sorry. But let me, let me make it up to you I have two tickets to the Tart concert tonight.
MEGHAN: Tart blows.
SEAN: Well, it's better than hanging out here and getting hit on by all these losers.
MEGHAN: Okay, fine. But I'm only going 'cause it's free. Not because I wanna hang out with you. (gets up) Buy my drink.
Sean puts some money on the counter and follows her.

Cut to a restaurant. Felicity, Noel, Ben and Julie sit at a table. Eastern-style music plays.
WAITRESS: Can I get you anything?
BEN: Uh, I'll have another beer.
FELICITY: I will too.
NOEL: Make that three, please.
JULIE: Four!
The waitress takes their empty bottles.
FELICITY: So when do you hear back from the record label?
JULIE: Hopefully tomorrow.
NOEL: So if you get it will you move back to the city?
JULIE: I think so, yeah. I hear it's really hard to find a place right now.
NOEL: You know, I just found one. It's not as bad as everyone says.
BEN: You got that apartment?
NOEL: Yeah! (looks at Felicity) well, um...
FELICITY: Yeah, well actually, we got it. We're gonna be living together.
JULIE: Wow! Congratulations you guys!
NOEL: Thank you.
BEN: Yeah that's great! That's great. Remember our apartment? That didn't work out, did it.
NOEL: You guys lived together, I don't even remember that.
FELICITY: Well, it lasted about a day.
BEN: Hey, remember that dancer who lived upstairs? Or downstairs. What was her name?
FELICITY: I don't remember.
Julie looks uncomfortable.
BEN: Remember, she took a bath in our bathtub, you were so jealous. Remember that? Seriously. Hey, seriously, what was her name?
FELICITY: Bridgid. Bridgid Posterchek.
BEN: That's it. Bridgid Posterchek. You were so worried I was gonna cheat on you. Which is kind of ironic. (Noel looks menacing) Think about how things turned out. Right?
Felicity smiles. Julie looks nervous.
FELICITY: Excuse me.
She gets up.
NOEL: (quietly, to Ben) What's your problem.
BEN: I don't have a problem, not with you. I'm gonna go talk to her.
He gets up and goes accross the room and behind the green bead curtain where Felicity is.
BEN: I shouldn't have said what I said, just come back to the table, okay?
FELICITY: Why, so you can torture me some more?
BEN: Are you serious? You think this is torture? Try coming back from a long summer, having one lousy day and finding out your girlfriend slept with your roomate, that's torture.
FELICITY: So you are using Julie to get back at me.
BEN: No, I'm not. Is that what you're doing with Noel?
FELICITY: No! I'm not!
BEN: Then what is it? How did this happen, I mean, it just turned so fast.
FELICITY: You did things that made me-
BEN: What did I do. What is it? We had one stupid fight about a printer.
FELICITY: It was so much more than that.
BEN: Tell me! What is it? A girl? A friend from the summer who's name you can't even get straight?
FELICITY: You wouldn't understand.
BEN: Well, you're right, no, I don't. I don't understand. I don't understand at all.
He goes back to the table. Felicity sighs, then follows him. At the table, Julie hands Ben his coat.
BEN: Thank you.
FELICITY: Yeah, we're okay.
JULIE: Do you guys wanna maybe go back to the loft? I have some music I'd like to play.
NOEL: Uh, what do you think.
BEN: (sincere) I think it sounds great.
FELICITY: You know what? So do I.
BEN: (a little surprised) You sure?
FELICITY: I can't think if anything I'd like to do more.
Ben leaves
JULIE: Okay.
She leaves.
NOEL: What's going on.
FELICITY: Nothing let's just get this over with.
She puts on her sweater and they leave.

Sean and Meghan walk down the hall to the loft. Sean is a little overenthusiastic, and wearing a Tart t-shirt..
MEGHAN: Stop screaming.
MEGHAN: You're deaf from the concert!
SEAN: Whoa! Okay. Wow, I am. Hey you know what? I had a really great time tonight! I'm guessing, uh, you did too?
MEGHAN: Why, because I came back to the loft with you?
SEAN: Yeah.
MEGHAN: No, I'm just hoping to find Julie and Ben, shirtless and tangled up on the couch!
SEAN: By the way, if that happened, I'd be perfectly fine with it.
MEGHAN: Really.
SEAN: Yes, absolut- Look I told you, Julie is just-
MEGHAN: Don't ever use the word fantasy again.
SEAN: No, she was a question that I needed answered. That's all it was. Okay? It was like a mid, a quarter life crisis. Trust me, I know I should've just bought a red sports car and called it a day.
MEGHAN: So you're passed your crisis?
SEAN: Yes, totally.
MEGHAN: You're not pining for Julie?
SEAN: No! I am telling you, I am finally over her.
MEGHAN: Finally?! Okay, so you wanted her the whole time you were with me?!
SEAN: No, that's not what I'm saying!
They enter the loft. Julie is playing. Ben is spinning a beer bottle around on the coffee table.
MEGHAN: What's going on.
MEGHAN: Oh, we can talk now? Are you guys playing musical spin the bottle? You're even more incestuous than I thought.
BEN: We're listening to Julie.
MEGHAN: Really. Can we play?
FELICITY: Look, seriously, we weren't playing spin the bottle.
MEGHAN: Why. (she sits down and takes off her coat)
SEAN: Because they're not in junior high, 'kay?
MEGHAN: Knock it Sean, this is your big chance.
SEAN: I don't need a big chance.
MEGHAN: Well you'd take one if you had one.
SEAN: Uh, no I wouldn't.
MEGHAN: Oh, let's see about that.
Meghan spins the bottle. It lands on Ben. Shot of Felicity.
FELICITY: Oh are you serious? Hey, don't look at me!
Meghan stands up.
BEN: Whoa, I never said I was playing.
MEGHAN: Oh just relax and enjoy it.
She kisses him.
MEGHAN: You're welcome. All right. You're next. (he sighs) I'll go again...
BEN: No, I'll do it I don't care.
It lands on Felicity.
FELICITY: This isn't happening.
MEGHAN: None of this would be if it wasn't for your little return trip. In fact, Julie wouldn't even be here!
JULIE: (to Felicity) What's she talking about?
FELICITY: Nothing. Meghan, I'm don't wanna do this. I won't play this stupid game.
MEGHAN: All right, you big baby. But this is your last get out of jail free card. After this, rules are rules. (to Ben) Spin again.
BEN: Spin again?
He spins again. It lands on Felicity again.
FELICITY: This is an nightmare.
MEGHAN: Oh my god, what're you scared of. Seventh graders do this all the time.
FELICITY: Just get it over with.
They stand up.
MEGHAN: Don't forget the five second rule.
MEGHAN: Yeah, you have to kiss for five seconds or it doesn't count. Standard StB rules. (Ben smiles and kisses her. Felicity keeps her hands in her pockets and rolls her eyes) One, two, three, four, five.
They pull away very fast. Noel sighs.
MEGHAN: God this is fun! All right, go Julie you're up. Sean, stop praying so loud.
Julie spins, it lands on Ben. They kiss for way more than five seconds, with tongue. Pan down to Felicity, looking, well, JEALOUS. Noel looks at Felicity. Julie and Ben finally pull away. Ben looks coldly looks at Felicity. Noel gets up. Felicity reaches up to stop him, halfheartedly.
MEGHAN: Where're you going? We can't play with only five!
Noel gets his coat and leaves.

Cut to later. Sean picks up beer bottles from the living room. Meghan picks up her stuff to go.
SEAN: You're leaving?
SEAN: No, you know, you should stay!
MEGHAN: Hey horndog, don't blame me that you didn't get to kiss Julie. I mean, I tried to keep the game going, but...
SEAN: You know what, the truth is I didn't want to kiss Julie. I wanted to kiss you. (Meghan gives him a "oh c'mon" look) I want you back.
MEGHAN: That's it? That's your big sell?
SEAN: No. Even after the way you've treated me tonight, I know one thing, I know that I really, I love you, Meghan. That's the truth.
M Who cares. You dumped me for Julie. Is that the way you treat someone you love? That's like, the worst.
SEAN: Okay I know I hurt you, Meghan...
MEGHAN: No, you didn't hurt me. I just don't want you anymore.
She leaves.

Cut to Felicity's. Noel looks through a book in the living room. Felicity looks at him through the window, then enters.
FELICITY: Hey. Are you coming to bed?'
NOEL: (calm) I don't know. I'm just doing some thinking.
FELICITY: What were you thinking about.
NOEL: I was thinking about the apartment on ninth. The floor sags. Needs a paint job. Right now it's just this, uh, this foreign place. But pretty soon it's gonna be home. You know, it'll be a part of me, in a way.
FELICITY: I know, I can't wait.
NOEL: The thing is, I've always wanted to live somewhere with you. Ever since I met you. (Pause. Felicity smiles) But I realized tonight that's not gonna happen.
FELICITY: What do you mean?
NOEL: It's okay, I guess, you know, because it's just a fact. But I'll never inhabit you the way that Ben does.
FELICITY: Noel, that is not true.
NOEL: Whatever he did to make you break up with him, it wasn't enough. You will never be over Ben.
Felicity sits down in front of him.
FELICITY: (urgently) Noel, come on, wait a second. We have not even had a chance, we've barely had any time together.
NOEL: Time isn't gonna change this.
FELICITY: It has to.
NOEL: It doesn't work that way. (Felicity's eyes fill) So, I'm gonna go.
FELICITY: Noel, please don't.
He gets up from his chair and walks to the door. Felicity watches him walk to the outside door and exit. She turns to the side. Fade back to a long shot of her, the door's POV.

Executive producers: J.J. Abrams and Matt Reeves

Featured music:
The Anniversary: Your Majesty


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