raising

Felicity tells Noel she's been avoiding Adam because of the almost kiss at the party. She really likes working with him, but she thinks it's going to be weird. Noel assures Felicity that Adam is a grownup and everything will be ok. He encourages her to go and talk to Adam.

Ben tells Felicity he's been trying to figure out the whole pregnancy thing. He says it's pretty screwed up, but it's not the kid's fault. He says he knows what it's like growing up without a dad and he feels like he needs to be there for his son or daughter in some way. Felicity says 'Ok.' Ben wants her to say more. Felicity wonders what she's supposed to say - it 's the right thing to do but it sucks. Ben assures her that they're going to get through it. Felicity says she hopes so, but she just feels like it's going to get harder. Ben says he knows, but he promises it will be ok. Felicity asks Ben how can he promise her. He says because it's true.

Ben stops by to visit Lauren. She complains that she's fat. Ben tells her that she looks good. He tells her he's changed his mind and he really thinks he should be a part of this. Lauren says it's great. She tells him that she's moving to Phoenix, Arizona next month. Her retired parents are there and they'd be able to help her care for the baby. Ben says he's going to help out so she doesn't need to move. Lauren brings up the fact that Ben is only 21,he's going to go to med school, and he doesn't have time to raise a baby. Ben tells her the kid needs a Dad. She tells him she's not saying that it doesn't. Ben asks if he's supposed to just move to Arizona. Lauren tells him there are schools there. He tells her he can't move, his life is in New York. Lauren tells Ben she needs to do what's best for the baby - right now moving to Arizona is best.

Felicity stops by to see Adam. He gets a call from the judges about the library project - the model Felicity helped him with. They tell him that he's won the competition. Adam asks Felicity if she can be there to help develop it with him. She tells him she may be able to because her boyfriend will be here in New York taking a 5th year of pre-med. She tells him that the kiss that almost happened can never happen again. Adam assures her that it'll never happen again.

Ben talks to Professor Hodges and asks if he has any information on any pre-med programs in Arizona. He tells Ben he knows someone on the admissions committee at the University of Arizona. He warns Ben that it's probably too late for next semester, but he'll call and find out. Ben tells him he'd appreciate that.

Meghan and Javier are approached by a director scouting for new talent in their theater class who encourages them to audition for a mattress warehouse tv commercial. Meghan isn't interested until the director tells them it pays $3,000.

Noel tells Felicity that one of Ben's professors left a message on the answering machine about a pre-med program in Arizona. She's stunned and knows nothing about it. Ben arrives home. Felicity asks what's in Arizona. She explains Noel was just passing along a message. Ben asks if the message was for him, why did Noel tell her. Felicity asks what's going on. Ben closes his bedroom door and tells Felicity that Lauren's moving to Arizona. Felicity asks if he's moving. He tells her he doesn't know what he's doing. She asks when was he planning to tell her about it. Ben explains that he just found out this morning. Ben explains that Professor Hodges is looking into possibilities for him. Ben tells her they're going to figure it out. Felicity reminds him that he keeps telling her that everything is going to be ok, but then suddenly he might be moving to Arizona. Ben says he wishes Noel would mind his own business. Felicity tells Ben that this has nothing to do with Noel. She tells Ben that Adam won the competition and he wants her to stay in New York and work on it with him next year. Ben tells her that's great. Felicity tells him it's not great if he's going to be in Arizona. She asks him what's going to happen after graduation. Ben says he doesn't know. Felicity asks if they're even going to be together. Ben yells and says he doesn't know, he's trying to figure it out and he doesn't have all of the answers right now. Felicity says ok. She leaves to go with Noel on an architectural walking tour. Later, when Noel returns Ben tells him that the next time someone leaves a message for him, it should be given to him and not someone else. Noel explains that he thought Felicity would see Ben before he did.

Ben tells Sean about Lauren. Sean tells Ben that he could legally keep Lauren in New York. He explains that fathers have rights. Ben says he doesn't want to get into a legal battle with her. Sean asks what he wants to do. Ben says he has no idea.

Javier accuses Meghan of trying to steal his dream by auditioning for the tv commercial. Meghan says she doesn't care about acting - just the $3000. Elena says maybe she should audition. Javier tells Meghan that a real friend would drop out. Meghan tells him that a real actor wouldn't care. Javier tells her he's going to nail the audition. Meghan tells him he's dreaming. Javier tells her not to come crying spilled milk to him when she doesn't get the part. Meghan tells him not to worry - he'll be the only one crying when this is over.

Felicity tells Adam she doesn't think she's going to be able to work on the project with him. Adam asks if it's because of the kiss. She tells him she doesn't know where she's going to be next year. She explains that it turns out that her boyfriend may not be in New York next year after all. Adam asks if he knows how big a deal this is. Felicity says he has a big deal of his own. Adam asks why his big deal trumps her big deal. Felicity says she doesn't know - it just does. Adam tells her he really wishes she could work with him. Felicity says she does too.

Zoe doesn't want to tell her dad about her relationship with Noel. Noel tells her he doesn't want to be in the kind of relationship where they have to hide it from everyone. She tells him it's not going to work out - it was a mistake.

Professor Hodges tells Ben the deadline for admissions was last month, however, his friend would consider Ben's application as a favor. He'll need to fax Ben's transcript with a letter of special circumstances to his friend by tomorrow because she's going on a lecture tour and won't be back until the end of the summer. Ben tells Professor Hodges that he hasn't had time to think about it. Hodges says it's a big favor and he doesn't want to ask his friend if Ben isn't completely certain that he's going to do it.

Ben asks Lauren if she can wait until next year. He could take classes at night and be available during the day. She tells him she's got everything worked out. She's got a job lined up, and a pediatrician. He reminds her that there are doctors in New York. She tells him that it's not that simple. He tells her it's best for the kid's parents to live in the same state. She apologizes and tells him that she's still moving.

Felicity stops by the loft to see Ben. Noel tells her he's not home. Noel is sitting in his room drinking a beer. Felicity asks what's wrong. Noel tells her that Zoe broke up with him. Felicity asks what happened. Noel says he doesn't know. He thought she liked him, but he was wrong. Noel asks her if she's ok. Felicity begins to cry. She tells him she's going through a hard time right now. She reveals that Ben got Lauren pregnant and she's moving to Arizona and he might go with her. Noel tells her that he's sorry. Felicity says she just doesn't know what to do. Noel hugs her. Ben comes home and sees them. He says it's unbelievable and goes into his room and slams the door. Noel tells her she should go and talk to Ben. He asks her "What the hell was that?" Felicity asks what he's talking about. Ben says that every time something goes wrong with them she runs to Noel. She tells Ben she didn't run to Noel, she came over to talk to him. Ben says it didn't look like she was there to talk to him. Ben asks if they were talking about him and Lauren. She tells Ben it's been really hard for her and she feels like she needs someone to talk to about this and he won't talk to her. Ben says it's a bunch of crap that he won't talk to her. Felicity says Noel was making her feel better. Ben says, "Yeah, I'll bet he was making you feel better." She tells Ben to stop and tells him this has nothing to do with Noel. Ben tells Felicity that none of this would have happened if she hadn't slept with Noel. Felicity can't believe that Ben is blaming her for what's happened. He tells her that if she hadn't cheated on him, he would never have been with Lauren. Felicity tells him no one forced him to sleep with Lauren. Ben tells her that no one forced her to sleep with Noel. She asks if he's ever going to get past that. Ben says he's not going to get over it, so she should just go and be with Noel because he's sick of this. Felicity storms out of the room and leaves.

Felicity asks Adam if it's too late to change her mind about working with him. Adam tells her it's not too late. He asks if something happened with her boyfriend. Felicity tells him they sort of broke up. Adam tells her he's sorry. He asks if she wants to talk about it. Felicity says not right now. Adam tells her that at least she's doing her big thing now and not his. He tells her that's got to be a good thing. Felicity smiles and says it is.

Sean tells Zoe that Noel's a great guy. Zoe tells him things are complicated. Sean tells her if she lets Noel go, she's going to be sorry.

Felicity stops by the loft to pick up a few of her things. Noel asks if Ben really thinks there's something going on between them. Felicity says she doesn't know, but she doesn't think he's going to get past what happened. Ben arrives home. Felicity explains that she's just picking up some of her stuff. Noel tells Ben he's being ridiculous and that there's nothing going on between him and Felicity. Noel tells Ben Felicity loves him and he has enough relationship problems of his own. Noel tells Felicity and Ben that they love each other - they should be together. He tells them to just work it out. Noel leaves. Felicity asks Ben if he wants her to go. Ben tells her she can do whatever she wants. Felicity walks toward the door. Ben asks her to wait. He tells her he shouldn't have said what he said, obviously what happened between him and Lauren wasn't her fault. He admits that it was his fault. He tells Felicity that he was just angry and says he's sorry. Felicity tells Ben he has to know there's nothing going on between her and Noel. She says she made a horrible mistake and it will never happen again. Ben says he knows. She asks if he really knows that, why did he get so angry. Ben says he doesn't know - things are just so crazy right now. Ben says he feels like he's drowning and pulling her down with him. He says sometimes he thinks she should be with someone else - sometimes he thinks she should be with Noel. Felicity says, "Ben, I want to be with you." Ben tells Felicity that he wants to be with her too. They hug. Ben asks Felicity if she will come to Arizona with him. She tells him she's been thinking about that too. She says she just can't do that. She feels like she needs to find her own direction and she needs to find out what her life is, but she wants to find it with him. Ben says there's gotta be some way they can do this.

Zoe and Noel go into his office to talk. She tells him that her father doesn't hate him - he's just protective. She tells him that she's been going through a really hard time for about 3 years. She says she fell in love with someone who was in love with someone else. She got really depressed and ended up in the hospital. She says she's ok now, but her dad worries about her. Noel says he's sorry. Zoe says she should have told him before, but she thought once she did, he wouldn't want to see her anymore. Noel asks why would she think that. Zoe says it's embarrassing. Noel says he knows more about it than she thinks. They kiss and one of their co-workers walks in on them. She apologizes and closes the door. Zoe says, "I guess now we've got to tell my dad.

Javier tells Megan that he flubbed his line on purpose because he wanted her to get the part in the tv commercial. Meghan tells him that they're both idiots. She tells him that she messed up so that he'd get the part. Javier says that's the sweetest thing he's ever heard. Javier tells her they have a real friendship. He leans over to hug her. Meghan tells him not to hug her, but Javier does anyway.

Ben stops by Lauren's place and tells her he knows there are a lot of really good reasons for her to move to Arizona, but he really thinks she should reconsider. He tells her he's trying to be reasonable and that he does have some rights. He tells her that legally he could try to keep her from going. He says he doesn't want to do that but it's his kid too. Like it or not he's a part of this now - he's involved. She's gone and made all of these decisions without him. He tells her that she can't do that anymore. Lauren smiles and says she'll think about it.

Ben tells Noel he's going over to Epstein Bar to meet Felicity. He asks Noel if he wants to come with him. Noel accepts Ben's invitation. Felicity smiles as she joins Ben and Noel seated at a table at Epstein Bar.