Dean & Deluca manager Abby goes out of town and leaves Felicity in charge. Felicity gets dressed in her managers uniform. She hits a snag with the necktie. She goes to Noel for assistance telling him she thought she knew how to do it, but she was wrong. Noel stands behind her in front of the mirror and ties it for her. She tells him that just being friends is really confusing - it kind of sucks. Noel agrees.

Ben asks Felicity if he can work tonite because he needs the money. She tells him she'll work something out with the schedule. One of the employees, Danny, tells Felicity he's broken a plate. He asks where he can find the bandages. Felicity tells him they're in the first aid kit. He says he can't find it. She turns to see his bloody hand wrapped in cloth. Felicity directs him to the back because customers are starting to look and tells him rinse the wound with water. She gives him some gauze to wrap his hand. Abby announces that she's leaving. Felicity tells her that she's thrilled Abby trusts her enough to give her the opportunity to manage Dean & Deluca while she's away. She thought maybe Abby hated her just a little - Abby says maybe she does - Felicity is young, perky and there's the hair... When Abby returns, if everything has gone smoothly, they'll talk about the assistant manager position. Abby drops a bomb on Felicity telling her she needs to fire Danny. Felicity asks if Abby should do it. Aby says she can, but she won't - she insists that Felicity do it. Abby wishes Felicity well then leaves.

Elena drops off her project outline @ Dr. McGrath's office. He appears to be overworked - his assistant is out of town until Friday. Elena offers to help out, he accepts. He offers to work out possible extra credit. She tells him it's okay - it would be a great learning experience.

Ben goes to see Barry - he asks if Barry can spot him more money. Barry says he can't, however there is a way Ben can help him out and make some extra money. He wants Ben to help get some of his money back. Ben tells Barry he won't threaten people. Barry insists he needs friendly people. Barry shows Ben a list of names and asks if he knows any of them. Ben says he knows a couple. One guy lives in his girlfriend's dorm. Next we see Ben approach Guy in the dorm lounge. Ben starts out by telling Guy they have a mutual friend - Barry - over at Frederick Hall. Guy asks if Ben is going to beat him up. Ben says 'no,' Barry considers him a really good buddy - he tells Guy that when Barry doesn't get his money, it has to come out of his own pocket to pay off the bets. Guy says he never thought about it like that. He reaches into his pocket - all he has is $30 for food that he made washing dishes at a restaurant. Ben feels band and tells Guy to forget about it. Guy asks what about Barry. Ben says 'screw Barry'

Lynn tells Ben Barry says he hasn't paid him yet. Ben says he will. Lynn asks if he needs any help. Ben says 'no.' The swim team coach tells Ben if he doesn't take care of the tuition problem he could be suspended from the team. Ben tells the coach it's a mix-up and he'll straighten it out.

Ben tries to get a loan from a bank. Sean agrees to co-sign for him.

Elena stops by Dean & Deluca for coffee. Danny comes in late apologizing. He tells Felicity he volunteers for an orphanage. He accidentally knocks something over. Elena doesn't believe Danny works for an orphanage. She tells Felicity Danny is trying to get over on her.

Richard's heater is working overtime. Noel tells him he should probably stay somewhere else until the problem is fixed. Richard apparently doesn't have any other friends, so Noel reluctantly agrees to let him stay in his room.

Ben and Sean go to the Bank. He's turned down for the loan. Sean apparently has some credit issues. Sean tells Ben it's going to be alright. Ben is not so sure.

Danny tells Felicity he needs Saturday off from work because he has a doctors appointment. Felicity tells him she's going to have to let him go. She apologizes. He wishes Felicity luck with her position. She wishes him luck too. He says he'll need it.

Noel gets a letter offering him an internship in Berlin. Richard sees this as the perfect opportunity for Noel to test Felicity's true feelings. According to Richard, if she's happy about him spending the summer in Europe then it's over. If she looks upset, she's still in love with Noel. Noel says he's not going to test Felicity like that.

Ben gets a phone call from his mom. He lies telling her everything is going well.

Julie walks in on Ben returning a watch he stole from Sean that he was going to pawn. She asks why he doesn't ask his father for help. Ben says doesn't want to give his father the satisfaction. She asks what about his mom. He tells Julie to stop because she doesn't know what she's talking about. Sean comes home and asks what's going on. Ben tells Julie to tell Sean what he did - because he should know.

Noel stops by Dean & Deluca to tell Felicity abvout his internship offer in Berlin. At first she looks disappointed, then she smiles and tells him it's great. Noel just stares at her. Felicity asks why he's looking at her in a weird way. Danny has come back to work. Felicity asks him what he's doing there. He tells her she can't fire him because she's not the real boss of him.

Elena & Dr. McGrath have been working well together. He's impressed with her filing system. His assistant, Stephanie, is returning. Before leaving, Elena asks if he'd like to go out to dinner sometime. He says he's flattered, but he doesn't think it's a good idea. She says she understands, she'll see him in class.

At the bar, Lynn tells Ben Barry has been calling him all day. Ben tells him he had to work - so he couldn't take care of any of those guys. Barry says that's not what he heard. Lynn tells them both to cool out. Ben tells Lynn to stay out of it. Barry says Ben likes to fight his own battles, but doesn't mind losing other people's money. Ben tries to leave, he asks Barry to get out of his way. Barry refuses to budge. Ben pushes him sending Barry knocking over a table and crashing to the floor. Julie calls Felicity and asks her to come to the bar. Lynn told her what happened and she's afraid Barry's frat buddies will beat up Ben. Lynn has gone out looking for Ben. Sean is waiting at the loft in case Ben comes home. Julie says she feels like she should go looking for him too, but she doesn't want to go alone. Felicity tells her she'll be right there. She's adding up receipts while Danny is cleaning. She asks Danny to close up. She asks if he can. Danny says he can't. Felicity tells him she knows he can do it and hands over the keys.

Ben is beaten up by 3 guys on the street. He's left lying on the ground.

Back at the dorm, Felicity thanks Noel for helping them look for Ben. Noel says he's probably just wandering around the city trying to clear his head. Noel tells her to let him know if she hears anything, no matter what time it is. He kisses her on the cheek, which leads to a kiss on the lips.

Felicity tells Sally it's 7am and no one has heard from Ben. Julie called the police, but they told her they have to wait 48hrs before reporting a missing person.

Felicity returns to Dean & Deluca to fing that Abby has returned early and has promoted Danny to assistant manager. She was apparently impressed with his closing up shop the night before. Abby says she considered firing Felicity, but Danny convinced her not to. A nun stops by to give Danny a picture from the children at the orphanage to show their appreciation for his good work. Abby comments to Felicity that Danny is like an angel. Felicity can't believe what has happened.

Dr. McGrath calls Elena into his office. He tells her he's been thinking about her asking him out to dinner. She apologizes. He says he thinks it's a good idea if the offer is still good. Elena says it is.

It's been almost 24 hrs, Felicity still has no news about Ben. He comes to see her. He's all bruised and beaten. She asks if he's called Julie or Sean. He's sure they don't want to talk to him. Felicity says he's wrong - he should go back there. Ben asks if he can hang out in her room for a while. He tells her lately he's been feeling more like his dad who gets into fights every time he gets pissed off.. He tells her he can't tell his mom he needs to borrow money. Felicity doesn't understand. He says if she know what was going on she would be worried. Felicity says maybe it's not such a bad idea to let his mom be his mom - worry and take care of him. He says he doesn't know.

Ben returns to the loft. Sean, Julie and Lynn are asleep in the living room. Julie wakes up and goes over to hug Ben. Sean comes over and hugs him too. Ben calls his mom. He tells her things aren't going so well.