Everyone is in Dawson's room and Dawson takes a movie break and reflects on how it is great that they are friends. Pacey asks why they have all come together, so they go through who invited whom to Dawson's. While talking about how they all got there, Jen says that she lives there now.
Andie shows up with a new hair-do and when Pacey doesn't react well to it, Andie gets offended. Andie tells Pacey and Jack that she needs to study, but Pacey wants to do something with her. Andie gets very upset when she realizes that she forgot to bring the correct book for class. At her locker, Andie sees a guy standing by a classroom and she walks up to him. Joey asks Dawson what they are going to do that night, but when Dawson replies that they are going to watch a movie, Joey suggests that they do something different. Joey wants to go out, but Dawson tells her that he has already made reservations at a restaurant for a surprise for them. Joey is very happy. Gale comes home and tells Jen that she should call her Grams, but Jen doesn't think that she wants to talk to her. Jen tells Gale that they are going to always clash and that you can't wish it any other way. Gale tells her that she understands her problem, so she asks Jen if she would like to just hang out together. Mitch and Nicole show up at a restaurant and they share a kiss on their way to the restaurant. Nicole tells Mitch that things should be progressing, but Mitch is out of practice in the dating thing. Joey is surprised that they are going to a restaurant that is very classy, but Dawson tells her that it is very expensive. It just happens to be the same restaurant that Mitch and Nicole are at. The maitre d tells them that he didn't realize that there were two Leary parties and doesn't have another table for them. Andie talks to a counselor about her feelings about her brother and Abby's death. She tells the counselor that she is seeing Abby and tells her that she only saw her one time. The counselor gives Andie her home number to call whenever and the counselor suggests that she may have to go back on medication since things have changed. Andie walks down the street and gets into her car and sees the guy in her car that she saw at school. It turns out that the guy is Tim, her brother who died. She wants to continue to remember him and she wants to keep it a secret that she is seeing him. She then cries in his arms.
Jen asks Gale about her getting back with Mitch, but she doesn't think that there is anyway that they are going to get back together. Jen asks her if she is going to take the job offer in Philadelphia, but Gale is waiting for a sign. Mitch and Nicole are joined by Dawson and Joey and they share a very tense conversation. Nicole offers to set Dawson up with some contacts that she has in Hollywood, but Dawson reminds her that she thought that his movie was stupid and that Hollywood would eat him for breakfast. The waiter shows up to take their order, but Joey and Dawson excuse themselves. Dawson freaks out about how he can't just sit there and not remind her about how she hurt him. Joey reminds him that it is supposed to be a romantic evening. Dawson and Joey then see Gale and Jen show up at the restaurant. Andie and Pacey lay down in Andie's room and she excuses herself to go down to the kitchen. She sees Tim in the kitchen and she tells him that he has to go away before Pacey realizes that she is talking to herself. In Andie's room, Pacey starts looks at a book, but then gets up and he hears Andie talking. He walks into the kitchen and sees no one else there with her. Joey walks up to Jen and asks her why they are at the restaurant. Joey tells Jen that they are there with Mitch and Nicole, but Jen thinks that it is a good idea. Dawson returns to the table and he tells Mitch that Gale is there. Dawson tells Mitch that Gale is about to leave, but he tells Dawson that it is her decision and it has nothing to do with her. Gale and Nicole meet in the bathroom and Gale tells her that she was thinking about ignoring her, but then they start talking. Gale tells her that she is thinking of leave and Nicole tells her that she should probably leave. Gale decides that maybe it would be better if Mitch decided what was best for him. Pacey and Andie start arguing about who Andie was talking to and she tells him that she is not talking to anyone. Pacey asks if she is having a medical problem, but Andie gets defensive and tells him that he can leave. Pacey shows Andie what he was looking at in her room and he asks her why she is suddenly looking at the pictures and why she has changed her hair. Pacey asks her to tell him that her change in hair has nothing to do with the pictures, but as she yanks the book away from him, she knocks over a lamp. Andie tells Pacey that she is going to bed and leaves Pacey to look at the book and the pictures in it.
Gale and Jen find a table at the restaurant and Jen asks her if her and Mitch had a special song. At the table with Dawson and Mitch, Nicole talks to Dawson and tells him what kind of movies he should make, but Joey speaks up and reminds her that she told Dawson that he shouldn't make movies. Jack shows up at the house and finds Pacey cleaning up the lamp. Pacey tells Jack that there is something really wrong, but when Pacey tells Jack that she was talking to Brown, Jack is concerned. Andie shows up in the foyer and tells Jack that she is not crazy and that she really does see Tim and then she runs off and locks herself into a room. Nicole continues talking about movies, but Joey asks her why Dawson's film was bad. Mitch tries to stop Joey from talking about it, but Joey tells him that there is tension and she would like to talk about it. Nicole tells Dawson that people should only pursue what they have a real talent for. Mitch tries to tell Nicole that she should be trying to help her students, but Nicole tells him that life is more difficult than that and then gets up and leaves. When Joey and Dawson walk to the bar to talk, Jen and Joey talk about their plan to get Mitch and Gale together. Mitch shows up at Gale's table and they decide to dance one dance. Joey and Jen talk about good they are. Mitch thanks Gale for the wine, but Gale doesn't know what he is talking about. Mitch tells Gale that he should try to keep her in town for Dawson's sake and that Dawson would not tell her how much he would miss her. As the conversation progresses, it seems as though they are talking less about how Dawson would take the move, but to how Mitch would take the move. When the song ends, Mitch goes back to joins Nicole and Gale and Mitch look at each other from across the restaurant. Jack and Pacey continue trying to get Andie out of the room, but when Andie sees Tim in the bathroom, she throws something at him which breaks a mirror. Pacey tries to get Andie to think that he doesn't think that she is crazy and asks her to tell him what Tim is saying to her. Andie tells Pacey what Tim is saying, but tries to turn everything around and tries to reason with her. Pacey tells Andie that she does have to choose between him and Tim and pleads with her to choose him. Pacey tells Andie that he needs her more than Tim does. Andie thinks about it and eventually opens the door. They hug and Pacey tells her that it will be okay.
Andie has gone to sleep and Jack tells Pacey that they have to tell their father about Andie's recent problems. Jack then tells Pacey that it used to be like this and he doesn't know what to do. Gale thanks Jen for helping with her relationship and she realizes that she is still going to have feelings for Mitch even if she moves. Gale tells Jen that Mitch feels the same way, but then they notice Mitch and Nicole on the boardwalk in an intimate moment and Gale runs off. Dawson and Joey are cuddling by the water. Joey asks if Dawson planned the romantic evening to have sex with her, but he tells her that it is not the reason, but he thought about it. Joey tells him that she thought about it, but Dawson wants to know if she considered it or just thought about it. Joey tells him that she considered it and Dawson is happy with that news. They kiss some more and decide to go back home. They row away from the dock to their houses. Andie is sleeping and Pacey is sitting next to her bed. Andie apologizes to him, but Pacey tells her that she needs to see doctors and that she will be fine. Andie cries and tells him that she is scared and he tells her that he is scared also. Pacey and Andie tell each other that they love the other and Andie cries in his embrace.