Felicity admits the only times she and Ben ever really hung out was when she was helping him with assignments - they never really had conversations. Things weren't getting to the next level - 'deepening.'

Felicity and Ben are walking to his apartment. Ben asks if she's going to keep her job in the admissions office. She tells him she will, but she has to get another job to help pay for everything. She tells him she has an interview tomorrow. They enter the apartment building and take the elevator up to Ben's floor. They enter the apartment and are jumped by two guys. They're both thrown down on the floor and guns are pointed at their heads. One guy tells Felicity not to look at him - to look straight ahead. There are other guys who are seen stealing items from the apartment. Later the police are there. Ben and Felicity are asked to come down to the station tomorrow to look through some pictures to see if they recognize anyone. They agree to go to the station. The police officer asks Felicity of she wants a ride back to the dorm. She looks at Ben. He tells her she should go. She tells him she'll call him later to go over the assigment for class.

Noel,Julie, and Elena are in Felicity's room with Meagan speculating about the robbery. Someone said gunshots were fired. The phone rings. Julie answers -it's Felicity's dad. She tells him Felicity isn't there and hands the phone to Noel. He tells Felicity's father she isn't there and they're just hanging out waiting for her. Felicity walks in and Noel hangs up on her dad. He asks if she's okay and if anyone was shot. The phone rings again. Noel tells her it's gonna be her dad. Felicity answers the phone. She tells her dad she's fine - that there are just a lot of people in her room right now. She asks him to hold on and assures everyone that she's okay. They leave.

Ben and his roommates are discussing items the robbers took. Sean says they've taken his idea book- the great business ideas he's had for the past 4 years including proposals, logos and sketches. The other roommate tells Sean he can still write them down. Sean tells him he can't remember every great entreprenural idea he's ever had. Sean snaps at Ben asking if there was any way of stopping the robbers - if he ever thought about trying.

Felicity recounts the incident to Noel,Julie,and Elena. Julie says she would have freaked and wet her pants and started screaming. Noel says a homeless guy pushed him over once when he was twelve and ruined his birthday cake - that's the closest he's ever come to getting robbed. Elena says she was mugged a couple of years ago. Zack comes over and says he heard about what happened. He asks Felicity if she's okay. She says 'yes,but it was a little scarey.' Zack says he was once held up at knife point. He asks Julie if he can talk to her. Julie tells them she'll be right back.

Zack invites Julie to the film society's showing of 'The Exorcist'. She accepts his invitation.

It's late- after 2am and raining. Felicity is in bed. The phone rings. It's Ben. He asks if she's asleep. She says 'no.' He tells her he's downstairs. She smiles. Ben tells Felicity he thought she she might be a little shaken up - he just wanted to make sure she was okay.

Felicity says she'd always heard of soldiers who'd been through battle having a special bond. She'd never understood what that meant until that nite.

At her casual interview at a coffee shop, Felicity's hand shakes as she hands the interviewer his pen. He asks if she drinks a lot of coffee. She explains that she had a really amazing nite. He asks her what happened. Felicity tells him she was almost killed in a robbery but then she stayed up all nite with this guy she's really liked for a long time. He says it's amazing feeling then he asks her about a job she had at a clothing store. She explains it was a clothing store for women sizes 16 and up. He asks if they hated her. She asks who. He says the fat women. Felcity tells him they weren't fat. She tells him she really liked working there. He asks her if she can be there tomorrow at noon. Felicity asks if that means she's got the job. He says if she wants it. She says 'cool.'

Ben and Felicity are at the police station. He's flipping through photos pretty fast. Felicity reminds him they should take their time. He tells her none of the guys look familiar to him. She tells him he can't tell if he's not really looking. Ben tells her he has to go - tomorrow would be better for him. He leaves. The police officer tells felicity this procedure is difficult for some people.

Later that nite Felicity's phone rings. It's Ben - he's downstairs. As she's heading out Noel asks if she's going out because it's kind of late. She tells him she couldn't sleep. He advises her to be careful. Felicity and Ben go to his place and make jack- o'-lanterns for Sean's halloween party. Ben tells her she should come to the party. He says he's going to be Frankenstein. Felicity suggests she could be the Bride of Frankenstein. He tells her they can hang out - it'll be fun. Felicity asks why he left the police station and if he was upset. He says 'no.' She says she doesn't know how she's going to tell her mom about the stolen necklace that had belonged to her mother and her grandmother. Ben Starts to talk about his father's alcoholism and how he felt unsafe growing up. He moved away to New York to feel safe.

Ben's roommate Sean enters the apartment and turns on the light. He notices their Chinese take out and helps himself. Ben asks him to call a cab for Felicity. He walks her out to the cab. She tells Ben she's looking forward to the party.

Felicity and Ben are supposed to meet at the police station, but he doesn't show. Felicity looks at the criminal photos alone.

Felicity goes to the halloween party as the Bride of Frankenstein as planned. Ben, on the other hand is dressed in a suit. He's supposed to be a member of the rat pack along with his roommates. Felicity asks what's going on with him not showing up at the police station. He tells her he had to help set up for the party.

Julie is dressed as cat woman and Zack as Indiana Jones. He tells her he likes her costume - she tells him she likes his hat. He kisses her. She pulls away and tells him she's going back up stairs to the party.

Felicity goes looking for the bathroom and sees Ben kissing a girl dressed in a pink Power Ranger costume. Felicity stands there watching them for a moment then leaves the party. She goes back to her dorm room and cries. Noel comes in and asks if she's okay. She tells him to go away. she doesn't want him to see her like this - it 's humiliating. He tells her he just wants to help. She tells him he can't help. He asks if it's Ben. She lies and says 'no'- then admits it is Ben. She tells Noel about Ben and the pink Power Ranger. She tells him she's never felt so lost in every conceivable way. Noel advises her to forget about Ben for a moment and think about herself. He tells her the recent event has left a dark cloud over her making her feel weak and vulnerable. He reminds her that she's a really strong,indepedent,beautiful woman. He assures her she'll be fine then she pukes on him. He says that really changes his whole attitude about her. She says she's really sorry. He says it's okay because he's wearing gloves. He's dressed as a Subway sandwich maker.

In class, Felicity tells Ben that they shared a moment the other nite -he freaked out and now he's blowing her off. He pretends not to know what she's talking about. She asks what the 2am calls were about. He says he was worried about her. She tells him he was worried about himself - he was lonely and freaked out. She tells him the next time he needs a friend at 2am to call the pink Power Ranger. Ben tells Felicity that not everyone is crazy sensitive and always judging everyone like she does. She tells him she doesn't judge everyone - just him. He tells her he can't live up to that and he's in college and if he can make out with who ever he wants and she's not going to make him feel guilty about it. He agrees they had a 'moment' the other nite but it didn't mean anything.

Felicity admits she's been acting insane - obsessed over a guy who's just a guy and she really needs to let it go.

Julie goes to the film editing suite to see Zack. She apologizes for the other nite and says she got really freaked out when he kissed her. She says she doesn't want to mess up the relationship they have - whatever it is. He admits he's not the most experienced guy and goes on and on about it. She interrupts him with a kiss. He asks, 'now what?' She says she doesn't know.

Ben knocks on Felicity's door. Noel tells she's not there. Ben asks Noel if he knows where she is. Noel says 'yes.' Ben asks if he wants to tell him. Noel reminds Ben that Felicity is his friend and he doesn't want to see her get hurt. Ben says ,'of course not.' Noel tells Ben he's not kidding. Ben asks if he could please tell him where Felicity is.

Felicity is at her new job. Ben comes in and says hello. Felicity ignores him. He tries to get her to talk to him several times telling her he really needs to talk to her. She continues to ignore him. He requests 2 coffees - he's now a customer, so she can no longer ignore him.

Felicity and Ben are seated at a table. She reminds him that her break is only 15 minutes. He apologizes for being such a jerk and pushing her away. He says he has a hard time with people who make him nervous. She tells him she doesn't make him nervous. He says she does. Ben gives her a small box. She opens it and finds a necklace to replace the one that was stolen. He puts it around her neck and fastens the clasp. She thanks him.