While at school Dawson runs into Jen in the hallway. During the uncomfortable meeting, Jen expresses interest in remaining "friends." To the inevitable question, Dawson has no response. When asked for advice, Pacey suggests indifference as an approach to regaining Jen's affection. He feels that the best way for Dawson to get her back is to let her experience life without him, hopefully forcing her to realize what she is missing. Going against the advice of his friend, Dawson approaches Jen the next opportunity he gets. He tells her that he does in fact want to remain friends. He is taken a little off guard when she tells him that she has a date with Cliff to go to the carnival on Saturday. Stunned, he replies that he too has a date to the carnival and that they should all go together. Jen, admitting that the idea is unexpected, agrees to the double date. Now that Dawson has gotten himself into this fix, he needs to find a date for Saturday, otherwise Jen will know he was lying all along. Pacey suggests that Dawson ask Mary Beth, a fellow student who seems to have a crush on Dawson. He asks her out, and after brief contemplation she accepts.
Meanwhile Pacey's relationship with Joey is about to be tested. The two have never gotten along all that well, and we wonder if it is possible that this is going to change? After receiving a score of 32 on his Marine Biology midterm, Pacey finds himself in need of an extra-credit experiment to prevent him from failing. After accepting the assignment, he learns that Joey is his new lab partner. The two are assigned an experiment involving snail reproduction. As expected, Joey does all of the work while Pacey does all the relaxing. The two exchange insults as Joey performs the experiment by herself. The next day they both arrive at the lab to find the empty shells of their once live snails. After a while Pacey comes clean and admits to adding a "pretty" snail to the tank, with the hopes that it might spice things up a little. Joey informs Pacey that the so- called "pretty" snail that he added, in an attempt to create a snail menage a trois, was carnivorous. If the missing snails aren't replaced they will fail the assignment, and for Pacey the class. The two head out to the creek to round up a few suitable replacement snails. After obtaining the necessary specimens, they head back to the boat. Unfortunately Pacey forgot to tie it up, and it is now on its way downstream without its passengers. Cold and wet, the two wade their way back to Pacey's truck. When they arrive, their wet clothes need to be shed, and the only things for them to change into are blankets. While Joey is changing, Pacey sneaks a peek at her through the rear view mirror. It is obvious that he is pleased with what he sees. When they get home, Pacey questions Joey about her reason for needing the extra-credit project. He admits that he got a 32 on his midterm and needs it to prevent failing, but he can't figure out why she does. She tells Pacey that she got a 98 on the midterm. This serves to confuse Pacey even further. She then explains that the only way for her to afford college is if she receives a scholarship. Pacey is slowly learning more about Joey as a person, and he is starting to warm up to her.
At the carnival things couldn't be going any worse for Dawson. When Mary Beth realizes that her date with Dawson includes Jen and Cliff she is understandably upset. Dawson then proceeds to dig himself a deeper hole when he tells Mary Beth that the double date was all Jen's idea and he was just helping her out. His story seems believable enough and the double date continues. While at a carnival stand, Dawson challenges Cliff to a game. The object is to knock down all of the milk bottles with a ball. The game comes down to the last throw, with Dawson surprisingly emerging victorious. Mary Beth is again angered, realizing that this contest was simply an attempt on Dawson's part to impress Jen. When she confronts him, in private, the truth emerges. It isn't just Dawson who has eyes for someone else; Mary Beth has had her eye on Cliff for a while now. They conspire to help each other accomplish their ultimate goal of a date swap. After some careful maneuvering, Mary Beth ends up on the Ferris wheel with Cliff while Dawson is alone with Jen. At the top of the loop, the Ferris wheel suddenly stops. Assuming that this is the perfect moment, Dawson lets out his true feelings for Jen. The plan completely blows up in Dawson's face. Not only does Jen not have the same feelings for him, but she isn't sure if she even wants to remain friends.
Dawson runs into Joey and Pacey, who have also decided to spend a night at the carnival. When Joey steps away, Pacey takes the opportunity to speak with Dawson. Pacey reveals that he is starting to have feelings for Joey, and asks Dawson for his permission to pursue her. Dawson tells Pacey that it's cool with him if he tries to kiss Joey. He then proceeds to retract his permission but soon switches back to his original stance. With the consent he was looking for Pacey walks away leaving Dawson looking distraught. When Pacey drops Joey off at the end of the night, he sees his chance and goes for it. He moves in to kiss Joey but when their lips meet she hastily pulls away. The rejection was courteous, but a rejection none the less. Dawson is tormented by his decision to give Pacey permission. He eventually goes to look for him and retracts his consent. He finds Pacey in the video store and asks him what happened. After a halfhearted exaggeration, Pacey admits that nothing happened between him and Joey. Dawson is visibly relieved by this knowledge while Pacey is slightly annoyed by Dawson's indecision. He lets Dawson know that now is the time for him to finally decide between Jen and Joey. Who will he chose to pursue?
Written by Jon Harmon Feldman
Directed by David Semel
Originally Aired Tuesday, April 28, 1998 9pm/8pm C
The WB Television Network