Dawson Leery and Joey Potter finish watching E.T. in Dawson's bedroom on the Saturday night before they begin high school as sophomores. Now that they're fifteen and in the full throes of puberty, Joey feels she needs to go home and sleep. Dawson disagrees, pointing out that they're just friends and that she's been spending the night in his room since they were seven. He is convinced that they will maintain their friendship as it is. Joey spends the night.

The next day on the dock behind his home, Dawson is shooting a scene for his student horror film "Sea Creature From the Deep" (which he plans to enter in the upcoming Boston Film Festival). Things go wrong when Joey (playing the heroine) and Pacey Witter (playing the monster) start bickering. Suddenly a cab pulls up in front of the house right next to the Leery residence, and beautiful blonde Jennifer Lindley emerges. Dawson does not recognize her as his neighbors' granddaughter from New York until Jen introduces herself. She has come to help her grandmother care for her grandfather, who has recently had major heart surgery, and she'll be starting school with them tomorrow as a sophomore. Dawson and Pacey speculate on Jen's virginity as they head into Dawson's house, and interrupt Mitch and Gale Leery, Dawson's parents, making out heavily in the living room. Gale collects herself and heads out to her job as co-anchor of the evening news at the local television station. Dawson and Pacey head over to their part-time jobs as clerks at Screen Play Video. After being put in his outsider place by haughty Nellie Olson, the daughter of the store's owner, Pacey is overwhelmed by a sexy thirtysomething woman who enters the store. She is Tamara, new to Capeside, and she playfully flirts with Pacey while checking "The Graduate" out for rental. Arriving home from work, Dawson joins Jen sitting on the dock by their homes and invites her up to his room, a shrine to Dawson's idol, Steven Spielberg. Joey climbs up the ladder to Dawson's bedroom, which is her regular means of entrance (and exit) to the Leery home, in time to listen unseen to the getting-to-know-each-other banter of Dawson and Jen. After Jen leaves, Joey enters Dawson's room to find him scrutinizing video of his mother's newscast to support his new theory that she is having an affair with her co-anchor Bob.

Over breakfast the next morning, Jen's Grams, a church-going woman of strong faith, warns her curious granddaughter that Dawson and Joey (non-churchgoers both) are "the wrong element." Jen shocks Grams by declaring herself a devout atheist. At Capeside High, Dawson eagerly helps Jen get situated, while Joey shows little response to Jen's overtures of friendship. When asked directly, Joey assures Jen that she and Dawson are just friends, and adds that she sees how much her friend is attracted to the new girl. Dawson suffers his first high school disappointment when he is denied enrollment in Mr. Gold's film class on the technicality that he is a mere sophomore, but is soon elevated when Jen agrees to go on a "semi-date" with him to the movie house that night. This excursion has come about due to Pacey's happy discovery that Tamara from the video store the day before is Ms. Jacobs, his English teacher. Pacey flirtatiously asks her if she wants to rent "Summer of '42", but her response is that she's going to the movie house. With thoughts of "losing his virginity in a high-level fantasy fashion" racing through his head, Pacey corrals Dawson into the movie house outing. Dawson in turn, once Jen is locked, convinces a reluctant Joey to make the evening a foursome.

Tension mounts before the movie as Jen and Grams quarrel over Jen attending church, Dawson has a heated discussion with Mitch about the recent over-emphasis on sex that has been placed in the Leery household, and Bessie Potter teaches her tomboy younger sibling the art of applying lipstick. At the Rialto movie house, Pacey quarrels with Mr. Gold, Tamara's companion, and ends up punched in the face by an annoyed moviegoer; and Joey succeeds in creating discomfort by asking Jen if she is a virgin (Jen replies "yes") and later, after observing Dawson nervously taking Jen's hand as the movie begins, if Jen is a size queen (this question goes unanswered). An angry Joey tells an angrier Dawson that he needs to grow-up, stop living his life as if it were a movie, and start seeing the reality in front of him.

Dawson walks Jen home, each apologizing for the disastrous evening. Jen stops Dawson's attempt at a goodnight kiss, but does assure him she finds him cool. Pacey encounters an apologetic Tamara on his way home. When he heatedly calls her on her earlier flirtation with him, they both are surprised by their passionate kiss that follows. Back in Dawson's bedroom, he and Joey try to sort out the night's events and their relationship, which Dawson now acknowledges is changing. Friendship is restored when Dawson proves comfortable enough to tell Joey about his daily "walking the dog" activities. Happily paddling down the creek back home, Joey spies co-anchor Bob and Gale Leery exchange a more-than-friendly kiss as he drops her off from work.

Written by Kevin Williamson
Directed by Steve Miner
Originally Aired Tuesday, January 20, 1998 9pm/8pm C
The WB Television Network