Things are pretty awkward for Noel and Ruby. She asks him to sign a form that will allow her to transfer to another class. Noel agrees to sign it and turn it in. He's having a difficult time deciding whether or not he should continue his relationship with Ruby.
Ben goes out with Pam, a girl from one of his classes, in efforts to forget about Felicity. They have a great time,but Ben can't keep his mind off Felicity. He apologizes to Pam. She tells him to call her if things don't work out with whoever he can't stop thinking about.
Felicity worries when her dad is late for his shift at the center. She calls the university's hospital and is told that he left a couple of weeks ago. Felicity is shocked and wonders what he's been up to. He finally comes in late claiming to have gotten caught up at the hospital. Felicity tells him she knows he quit his job and that he's taking sleeping pills and anxiety medication. He tells her he's fine - he just over-slept. She asks why he didn't tell her he left his job. He tells her he won't be grilled by his own daughter - he accepted her decisions to drop pre-med and take art classes and she'll just have to accept his. He tells her he thought his situation would be temporary - that he'd have his life back in Palo Alto. He tells her that he misses her mother. Felicity asks if he's told her that. He tells Felicity he has.
Noel tells Ruby that he can't join her on the path that she's chosen, however he'll be there for her as a friend. He tells her he didn't turn in her request to change sections - he doesn't think she should switch to another class.
Ben tells Sean he was wrong about his relationship with Felicity. He asks Sean why he hasn't told Julie that he has feelings for her. Sean doesn't want to be let down easy. He'd rather keep the fantasy alive. He tells Ben he should go tell Felicity how he feels. Ben grabs his jacket and rushes over to the health center. Felicity and Greg are laughing, talking and drinking sparkling cider. Ben watches them for a moment. He realizes that he may be too late. He leaves.