After Pacey is flirting with another girl at the dinner party, Joey is ready to leave as she needs to read a book for Hudson's class. She is forced to crawl under the table to get her shoes at which point she sees that the girls hand is on Pacey's thigh. After the flirting girl propositions Pacey for sex at her place in an hour, they make a swift exit.
On the way home Pacey is forced to stop at the local K-mart for what he says is laundry detergent. Joey joins him as she has to use the bathroom. As the store was closed, they snuck in. Pacey has an awkward interaction with a store worker as he saw Pacey getting condoms for his late night fun. As Joey is forced to use the men's bathroom she makes him stand guard. During that time, the store closes for the night, locking them inside. They attempt to call the police on the store payphone but they are not deemed a priority. When Joey asks for Pacey's overcoat she sees the condoms that Pacey was planning to purchase. They begin a conversation about how Pacey feels uncomfortable knowing Joey's sex life. He reasons that they are only friends now because they do not talk about sex. The phone rings, and they find out that they will be sitting there for a while because of the freezing rain.
Pacey uses the intercom to get Joey to go to the electronics section, where Pacey is on the televisions. He admits that he's an ass, and that she should get to make Pacey do something that he really doesn't want to do because that's why she came to the dinner party. They go to the heath care section where Joey tells Pacey that she wants him to shave. Pacey and Joey start running through the store until Joey causes a commotion in the auto body section. While Pacey thinks that it is a hoax, he still comes to her rescue only to find Joey with a can of shaving cream. They make their way to the bathroom where Pacey explains that he's on a winning streak and it's why he doesn't want shave. Joey admits that she just wants to see his face again.
They move through the store playing battleship, and talking and eating at the snack shop in the K-mart. This is until Joey realizes that there is a movie section and that she could watch Fear and Loathing in Las Vegas. Pacey then agrees to be shaved. At the end of the shaving Joey and Pacey share a kiss. Pacey admits that he's wanted to kiss her all night, and that it's always been there. They share a deep conversation about how much Joey and Pacey made sense to him. Pacey and Joey then share an inflatable bed in the store.
Pacey awakes to seeing the same worker that he had the awkward conversation with in the condom section. Pacey and Joey purchase all the things they utilized throughout the night and leave.