In continuation from last week, Felicity and Greg are walking out of the restaurant. He stops her and kisses her, before saying that obviously the two of them are not going to work out. Ben is still in love with her, and she with him. He walks off. (We're made to think this is a break up, at this point). Over at Dean & DeLuca, Ben relays the story of getting punched by Greg to Javier. Javier finds it romantic, and speaking of romance he reveals that he wants to marry his partner, Samuel. Javier wants Ben to help him pick out a ring. Julie, Elena, and Felicity are blowing up rafts in the loft and commiserating about their situations: Elena with Tracy, Julie with Sean, and Felicity with Greg and Ben. Meanwhile, Ruby invites Noel over to watch a movie. Elena comes back to her apartment to find Tracy has rendered it a complete disaster zone. Ben shows up to talk to Felicity and tells her she was right: it was all about the chase, he was only interested in her when she was unavailable. She agrees. He walks away.
A depressed Felicity asks Meghan for a wild night on the town to distract her from this emotional mess. Elena and Julie agree to go as well. They prepare to go out at the loft, and Javier shows up looking for Ben. When Javier hears the club where they're headed, he seems alarmed, but doesn't say anything. They all leave, following Meghan cautiously. At the club, Meghan tells the girls to stand still and not eat anything they're given. The club is filled with an ecclectic bunch of people. Meghan gets "Bonsai Demon" drinks for the gang. Meanwhile, Ruby and Noel are watching a movie back at Sean's loft. Ruby is getting all misty over the love story, and just as Noel and Ruby are about to kiss, Sean shows up and sits down next to them, spoiling the moment.
At Dean & DeLuca, Javier and Ben are looking at wedding rings, Ben says he's sick of making a fool of himself and is giving up on Felicity, but Javier lets Ben know that Greg dumped Felicity. Back at the club, Felicity is getting her groove on, and suddenly Javier and Ben show up at the club. In order to be let in, Javier needs a date. So he leans in and smooches Ben. Inside the club, Ben is mesmerized by Felicity's dancing. Javier brings Felicity and Ben outside the club to talk. Felicity says she's glad that Ben apologized to Greg. Ben says he heard that the two broke up. Ben says his love for Felicity is not about the chase, or any "pattern". Meghan butts in and drags Felicity away. Felicity says she'll meet up with Ben later as she's dragged away to the drug store with Meghan.
At the drug store, Meghan tells Felicity that she has a "Ben" too— it's Greg. Just at that second, Greg walks in the store. Meghan approaches him and says they knew one another in grade school, and asks him if he wants to get together with her. He turns her down, saying he's not interested. Meghan tears up a little and walks back to Felicity. Now it's Felicity's turn to distract Meghan from her woes. They head over to a party Richard is throwing at the dorms. Meghan and Felicity seem to be bonding over drinks, realizing they don't need men to be happy. At the loft, Ruby and Noel kiss. Javier practices his proposal to Samuel on Ben on a stoop outside. Javier admits he once cheated on Samuel, but over time (as Ben will) he figured out a way to show his true love.
Meanwhile, back at Richard's party, Felicity leaves Julie, Elena, and Meghan (who are all spouting "pro-woman" sentiment) to phone Ben. She leaves a message in a drunken stupor about not needing him, there being no way they'll ever get together, and how they can't ever be together. When it hits her what she's said, she slumps down in the phone booth. In the bathroom the next morning, Meghan and Felicity come to realize that exactly when they think they don't need men, that's the moment they need them the most. Felicity runs to try and delete the message she left to Ben, but Sean says he already heard it. Noel and Ruby wake up in bed together, and Sean comes in with a phone call from Wade. Noel looks worried about what he's getting himself into. Sean approaches Julie about the kiss and his declaration of love. She says "maybe," he seems pleased, but she appears as though she is still trying to figure out how she feels about him. Tracy shows Elena the apartment, all fixed up and looking spectacular.
At Dean & DeLuca, Felicity shows up to find Ben, but Javier says that Ben cancelled his shift. Javier reveals that Samuel said yes to his marriage proposal. Ben walks in. He says if he could talk back one moment where he screwed up, he would take back the moment when he stood Felicity up at Bryant Park to watch the Charlie Chaplin film. He gives her a film canister with the film, the two watch the movie projected on the brick wall of a building at night, and finally kiss at last!