Joey: (imitating ET) I'll be right here...I love this movie. (pause) This won the Oscar didn't it?

Dawson turns off the movie and switches it to the local news, which his mom co-anchors for.

Dawson: Ghandi. Spielberg was robbed. This was before he outgrew his Peter Pan syndrome.

Joey: (frowning) But Ghandi? I mean why give an Oscar to a movie you can't even sit through?

Dawson: Thank you.

Joey watches the TV as she gets up to put on her shoes.

Joey: New do?

Dawson: Yeah. She likes big hair.

Joey: Must weigh a lot. How does she walk upright?

Dawson laughs then notices Joey putting on her shoes.

Dawson: Where are you going?

Joey: Home.

Dawson: Spend the night.

Joey: I can't.

Dawson: Come on you always spend the night.

Joey: Not tonight.

Dawson: Why not?

Joey: I just don't think it's a good idea for me to sleep over anymore, you know?

Dawson sits up and puts the remote control on his desk.

Dawson: No, I don't know. C'mon, You've been sleeping over since you were seven. It's Saturday night.

Joey: Things change Dawson. Evolve.

Dawson: What are you talking about?

Joey puts on her jean jacket.

Joey: Sleeping in the same bed was fine when we were kids, but we're fifteen now.

Dawson: Yeah.

Joey: We start high school Monday?

Dawson: Yeah.

Joey taps her chest.

Joey: And I have breasts!

Dawson: (surprised) What?!

She points to Dawson.

Joey: And you have genitalia!

Dawson: I've always had genitalia.

Joey: But there's more of it.

Dawson is embarrassed but tries to play it off.

Dawson: How do you know?

Joey: Long fingers...I gotta go.

She moves toward the open window to leave. Dawson reaches out to her.

Dawson: Whoa Jo, don't hit and run. (Joey turns around) C'mon, explain yourself.

Joey: I just think our emerging hormones are destined to alter our relationship and I'm trying to limit the fallout.

Dawson gets up off the bed with his arms crossed, smiling.

Dawson: Your emerging hormones aren't developing a thang for me, are they?

Joey: A thing?

Touches her forehead sarcastically like she has to think about it.

Joey: No, I'm not getting a thing for you Dawson. I've known you too long. I've seen you burp, barf, pick
your nose, scratch your butt. I don't think I'm getting a thing for you.

Dawson: So what's the problem?

Joey: We're changing and we have to adjust or else the male/female thing will get in the way.

Dawson sits back down on the bed.

Dawson: What's with this When Harry met 80's crap. It doesn't apply to us, we transcend it.

Joey: And how do we do that?

Dawson: (lying back) By going to sleep. I'm tired.

Joey: That's avoidance.

Dawson: No, it's proof. Proof that we can still remain friends, despite any mounting sexual theoretics.

Joey: (pauses for a minute) I don't think it works that way Dawson.

Dawson: Come on, don't get female on me Joey. I don't want to have to start calling you Josephine.

Joey: (smiling) Josephine this!

She leaps onto the bed and attacks him with punches. They tickle and punch each other until Dawson has the upper hand.

Joey: (noticing Dawson's body slightly on top of hers) Okay, I give...I give.

Dawson: We're friends okay? (Joey nods, smiling) No matter how much body hair we acquire? Deal?

Joey: Deal.

Dawson: (leaning back) All right...and we don't ever talk about this again, deal?

Joey smiles.

Joey: You got it.

Dawson: Okay, cool.

Joey: Cool.

Dawson and Joey each climb under the covers.

Dawson: Goodnight Joey.

Joey: (snuggling into pillow) Goodnight Dawson.

Joey shifts farther away from Dawson. Dawson looks over, noticing. He moves a little to his side of the bed and glances over again, as she scoots closer to the edge. Dawson pauses, staring up at the ceiling.

Dawson: Why'd you have to bring this up anyway?

Opening Credits. Paula Cole's "I Don't Want to Wait" or for international viewere Jann Arden's "Elsewhere" plays.

Sail boats drift along a lake on a sunny day. Pan from boats to dock, where Joey is sitting in a lawn
chair. The camera moves closer as tense music plays. Suddenly something rises from the lake and
grabs her.

Joey: Ahhhhhhhh!!

The thing takes her and the lawn chair crashing into the water. Cut to Dawson with his video camera on a
hand-made moving crane.

Dawson: No! Cut, cut, cut. Pacey...three counts you gotta wait before you come up, come on!

We realize it's Pacey cloaked in a sea creature costume. He tries to climb up on the dock but Joey
grabs him and pulls him back down.

Joey: (climbing up) God, Pacey!

Pacey takes off his sea creature mask and follows her up.

Pacey: What was that all about?

Dawson: (watching, and commenting the whole time) Joey...(pause) Pacey, C'mon. You go before she's established on the dock, it's not scary.

Joey grabs a towel and wraps it around her neck.

Joey: You did it again, you grabbed my ass.

Pacey: (waving it off) Like you even have one.

Dawson: Guys, were way behind schedule, all right. We got two weeks, I'm not going to make the
festival.

Joey: I'm not playing the victim.

Dawson: Hello, some cooperation.

Pacey: Hey, it's Meryl Streep's fault okay, I'm doing my best.

Joey: (glaring at him) Bite me.

Dawson notices a yellow taxi pull up next door. A beautiful blond girl steps out and looks around. Pacey glances over and sees the taxi also. Joey is to busy glaring at Pacey to notice.

Pacey: Well, my mouth drops.

Pacey starts down the dock toward the girl. Dawson pauses, then follows. Joey watches and trails
behind them. Cut to the girl walking toward them.

Jen: Hi there.

Pacey: Hi, Pacey. Nice to meet you.

They shake hands.

Jen: Hi.

Dawson also shakes Jen's hand.

Dawson: Hi, I'm Da...

Jen: (interrupting) Your Dawson. Dawson, yeah I know. We've met before. I'm Jen.

Dawson: Oh, the granddaughter from New York, okay.

Joey watches Dawson's face, irked.

Jen: That's right

Dawson: Wow, you look...different.

Joey: (turning away from Dawson) Puberty. (shaking Jen's hand) I'm Joey. I live down the creek and we've never met...ever.

Dawson: So, Jen are you just visiting?

Jen: Oh yeah, my grandfather's aorta collapsed and they had to replace it with this plastic tube, so my parents sent me to help for a while.

Dawson: So you'll be going to school here then?

Jen: Uh yeah, tenth grade.

Pacey: (smiling) Cool, us too.

Cut to Joey who fakes a smile then lets it fade.

Dawson: Yeah.

Jen: Oh good, um look my Grams is waiting. I should go. But it was really nice to meet you guys and I'll see you in school.

Dawson: If not sooner.

Pacey watches and laughs.

Joey: (mimicking) If not sooner.

She turns and walks back down the dock.

Pacey: (elbowing Dawson) Nice.

Cut to Jen walking away. She glances back at them. Dawson watches her, grinning.

Pacey and Dawson walk through Dawson's front yard. The sea creature costume hangs to dry on a lawn chair.

Pacey: You think she's a virgin? Wanna nail her?

Dawson: (laughing) We just met!

They climb the porch steps.

Pacey: And a wasted moment it was. I mean greater men would be nailing right now, you know what I mean?

Dawson: (opening front door) Tact, look it up.

They walk into the house to be confronted with the sound of glass breaking. Worried, they walk quickly through the house and into the living room. They see Dawson's parents kissing passionately on a broken coffee table, their clothes in disarray.

Dawson: Oh God...Mom!

They break their kiss.

Mr. Leery: Oh, hi son.

He dumps Mrs. Leery on the floor.

Mr. Leery: Your mother and I were...

Mrs. Leery: (fixing her unbuttoned blouse) uh, just discussing whether or not...

Mr. Leery: (interrupting) we needed a new coffee table.

Mrs. Leery laughs.

Mr. Leery: Hi Pacey.

Pacey: Hi Mr. Leery...Mrs. Leery.

Mrs. Leery: (smiling) Hi Pacey. (noticing Dawson's increasing embarrassment) Oh don't look so red
Dawson. It could be worse.

Dawson runs his hands through his hair and looks away.

Pacey: You know what Mrs. Leery? I really do love that new hairdo.

Mrs. Leery: (fluffing her hair) Oh...Thank you Pacey.

Mr. Leery: I thought you had to work.

Dawson: We ran late.

Mrs. Leery (getting up) I should get going. Okay Mr. Man-meat, I'll see you later.

They kiss.

Dawson: Mom...ah!

The creek. Dogs bark in the background. Joey rows her boat up to their dock and ties it up. She gets out and waltzes up to the house. She's intercepted by her sister's boyfriend, Bodie. He walks towards her with a pot and an apron tied around his waist.

Bodie: Just the victim I'm looking for.

Joey: (smiling) No, Bodie. Not again.

Bodie: But I'm being tested on this one. Here have a taste.

He gives her a spoonful.

Joey: (pauses) Orgasmic. Where's Bess?

Joey's pregnant older sister comes out the front door carrying a shirt.

Bess: If you want to wear my things, fine. They're fairly useless to me now. But that means you put them back...where you found them. Got it?

Joey: (with attitude) Got it.

Bess: I am way too pregnant to be digging underneath your bed.

Joey: (even more attitude) So stay out of my room, got it?

She walks away. Bess turns toward Bodie.

Bess: I'm going to knock her silly, I swear it.

Bodie: Here, taste this.

He gives her a sample. She's doubtful at first. That changes, as she tastes it.

Bess: (closing her eyes) Mmmm...Orgasmic.

Bodie: (giving her a kiss) Awww...

Cut to Video Rental Storefront. We see a sign that reads ScreenPlay Video, Movie rentals, New releases and more. Inside Dawson is helping a customer.

Dawson: (taking videos from man) Thank you.

The customer leaves as Pacey walks in from the back of the store.

Pacey: So, if your dad's Mr. Man-meat, does that make you Mr. Man-meat Jr. or Mr. Man-meat the
second?

Dawson: They're going to have to drag the creek to find your body, Pacey.

A blond curly headed girl in a black halter-top walks up to them carrying two videos.

Nellie: Does Forrest Gump go in the comedy or drama section?

Pacey: How many times are you going to ask that?

Dawson: It goes in the drama section.

Nellie: (pointedly) Thank you Dawson.

She walks away to put the video in its place.

Pacey: (mumbling to Dawson) Can you say wet brain?

Nellie whips around.

Nellie: I'm sorry what did you say? Did you toss a negative, disparaging remark my way? Because if you did, and correct me if I'm wrong, I'd like to remind you who you are.

Pacey: I know, I know. Your dad owns the place.

Nellie: Nooo, I'm talking about in the huge, rotating world of life.

Pacey: (amused) And who am I Nellie?

Dawson heads toward the back.

Nellie: Nobody. That's the point. You're not there, you don't even exist. Because if you did, I might have to respond to your pathetic little under the breath one-liners. But instead I take comfort knowing your
vapor. Phooo, Phoooo!

She waves her arms around in the air and heads to the back room, where Dawson emerges from,
smiling.

Nellie: Non-existent, nothing.

An attractive older woman in a very short dress walks through the door. The boys stare at her as she approaches them.

Pacey: Oh my God, look at her!

Dawson: Have some respect man, she's somebody's mother.

Pacey: I have it on pretty good authority that mother's have excellent sex lives, alright.

She reaches the boys.

Dawson: (smiling) Good afternoon, can we help you?

Tamara: Yes you can. This is my first time here and I'd like to rent a video.

Pacey: Excellent. You just fill this out and shoot us over a credit card.

He bumps Dawson out of the way and hands Tamara an application. Tamara reaches into her purse and passes him her credit card. Dawson heads into the back again.

Pacey: Thanks...You new in town, because I haven't seen you in here before.

Tamara: Yes, I am. My name's Tamara, what's yours?

Pacey: Pacey, nice to meet you.

Tamara: (handing him back the application) Well here you go Pacey.

Pacey: Thanks. Um, do you think I could help you locate a video this afternoon?

Tamara: Maybe. I'm in the mood for romance.

Pacey: Um, we keep the new releases against the...

Tamara: (interrupting) Oh no, I'm vintage. (smiling) All the way.

Pacey: The classics are in the...

Tamara: (Interrupting again) Where would I find The Graduate?

Cut to Dawson, leaning out from the video stacks in the back.

Pacey: (flustered) The Graduate is the one...

Tamara: (interrupting for the third time) Where the older woman, Anne Bancroft, seduces the younger man, Dustin Hoffman?

Pacey: I'll check in the...

Dawson walks up to the counter, video in hand.

Dawson: It's right here. Is there anything else I can help you with?

Tamara: Oh no, that should do it. How much?

Dawson: Pay when you return.

She turns to leave.

Dawson: Don't forget your credit card.

Pacey: (handing it to her) ah...right here.

Dawson: Enjoy the film.

Tamara: I will. It was nice to meet you Pacey.

Pacey: Oh yeah.

She saunters out.

Dawson: (laughing) Wipe the drool dude.

Pacey: She was flirting with me!

Dawson: She was laughing at you.

Pacey: No, she wanted me!

Dawson: She wanted Dustin Hoffman.

Close up on Pacey.

Pacey: I...

He stares after her.

Sunset. Dawson runs towards his house with three videos in his hand. He stops when he spots Jen
sitting on the dock, alone. He pauses, then walks over and sits down.

Dawson: Hey. How's your granddad?

Jen: Well, he's breathing. Good sign.

Dawson laughs.

Jen: (scratching chin) It's my Grandma that presents a challenge. She has this praying mentality, which is really awkward, since I don't do that whole God thing.

She notices the videos.

Jen: Whatcha got here? Let me see. (she grabs them one by one) Creature from the Black Lagoon,
Humanoids from the Deep, Swamp Thing?

Dawson: It's research. I'm making a movie.

Jen: Really? Kinda young to be so ambitious.

Dawson: Fifteen. Spielburg started on a eight millimeter when he was thirteen.

Jen: Why movies? What's the attraction there?

Dawson: I reject reality.

Jen: (looking away, a little surprised but laughing) Oh!

Dawson: Would you like to see my studio?

Cut to a door opening. Dawson and Jen appear and enter Dawson's room.

Jen: Hmmm. Long shot here... ahhh...Spielberg fan?

Dawson: Pretty much worship the man in a God-like way, yeah.

Jen: How revealing.

Dawson: I have his career chronicled up on my wall. If you notice, everything is arranged in receding box office order. Starting with the blockbusters: Jurassic Park, ET, Jaws, Indiana Jones and if you follow it to my critically acclaimed wall...

He walks over to his closet doors and set's the videos on his desk.

Dawson: (pointing out) I have Schindler's List and The Color Purple. Oh, and for humility purposes I also keep his others.

Dawson opens his closet doors to reveal two posters. Jen laughs.

Dawson: 1941 and Always. In limited but excessible view.

Jen: Are you familiar with obsessive reality disorder?

Dawson: It's beyond that. See I believe that all of the mysteries of the Universe, all of life's questions, can be found in a Spielberg movie. (He sees Jen's doubtful expression) It's a theory I've been working on. See, whenever I have a problem all I have to do is look to the right Spielberg film and the answers revealed.

Jen: Have you considered a twelve-step program?

Dawson: (laughing) Wit. We like that around here.

Cut to Joey walking through Dawson's yard toward the ladder set up against his window. She starts to climb, but pauses at the top when she hears voices.

Jen: (off camera) You are very smooth.

Cut back to Dawson sitting on his bed.

Dawson: In all seriousness, the Boston Film Critics have a program for junior filmmakers. Deadlines in two months. Were really under the gun.

Grams: (off camera) Jennifer!

Jen looks up and goes to a window, near the one with Joey. She leans out and sees her Grams waiting for her, as Dawson looks on. Joey presses against the ladder so Jen won't see her.

Jen: I better go...I don't want her to erupt.

Dawson: I'll see you at school.

Jen: (leaving) Bye.

Dawson: Bye.

Cut to Joey's face as she waits for Jen to leave, then slowly pulls herself through the window.

Dawson: (noticing) Joey! Hey where you been? Come on, sit down. Watch this.

She picks something off his desk and plops down on his bed, playing with it. Dawson turns on a video of mom's newscast.

Mrs. Leery: (on-screen) 772-5982. Back to you, Bob.

Dawson: Do you think my mom's sleeping with her co-anchor?

Joey: (puzzled) Where did that come from?

Dawson: Watch.

He rewinds the tape and plays it again.

Dawson: Something about her B's. They're too soft. (pointing with the remote) Back to you...Bob.

Joey: Your reaching. I mean why would your mom be sleeping with her co- anchor. Your dad's the perfect male specimen.

Dawson: I don't know, but I think they are.

Joey: Your just looking for conflict. Everything's a potential script to you. Accept your perfect life Dawson. It's reality.

Close up on Dawson's face as he rewinds it and plays it again, three times.

Jen's Grandparent's house. Jen walks into her grandfather's room where he's sleeping. She looks both ways in the hall before sitting down.

Jen: Good morning Granddad.

She looks at his scar, visible under his pajamas. She touches it lightly.

Grams: (walking in) What are you doing?

Jen: Oh, Oh I was just saying good morning.

Grams: Your breakfast is ready.

Jen: Oh (pause) I'm glad to be here Grams.

Grams: Don't wanna be late your first day.

She walks out of the room leaving Jen holding her Grandfather's hand.

Close up on a pan of scrambled eggs being stirred. Pull back to reveal Jen at the breakfast table.

Jen: You know I don't usually eat in the morning Grams. I mean I appreciate the thought and all but my eyes are barely propped open by noon. Just a coffee fix and I'm set.

She pours herself a cup.

Grams: (setting a plate in front of her) Well I'll remember that in the future.

Jen: (holding the mug) So tell me about this Dawson guy next door. He looks so different. He used to be kinda short and compact.

Grams: You stay away, that boy is trouble.

Jen: Aren't they all? (pauses) Well, what about the girl who lives down the creek...Joey I think her name is?

Grams: (sitting down) That girl from down the creek has been crawling into the window of that boy next door for the past ten years. Neither goes to church, I believe they're what you call the wrong element.

Jen: (sipping her coffee) Right.

Grams lowers her head to say prayers. Jen sets her coffee down and lays her napkin in her lap. Grams looks at her out of the corner of her eye.

Grams: Say grace dear.

Jen: That's okay, you do it.

Grams: It would be nice if you did it.

Jen: I don't think so Grams. Thanks for the offer.

Grams: Is their some reason you don't want to thank our Lord this morning?

Jen: You know Grams, I really didn't want to get into this, you know. Kinda causes a headache but um, (pauses) I don't really do well with church and the Bible and this prayer stuff.

Grams: Beg your pardon?

Jen: I don't covet a religious God, Grams. I'm an Atheist.

Camera lingers on Grams shocked expression. "Tubthumping" by Chumbawumba plays.

Flash scenes of Capeside High School. Kids getting off their bus, tossing footballs and Frisbees. Cut to school hall. Pan down to Jen, at her locker, putting things in her backpack. She holds her schedule in her teeth while trying to fit things in. Nellie walks up.

Nellie: (smiling) Hi, I'm Nellie Olsen.

Jen: (removing schedule from her mouth) Nellie as in Little House...

Nellie: I know, I know. Little House on the Prairie, it was like my mom and dad's favorite show. But no preconceptions okay? I'm not like her at all.

Jen: Uh, I'm Jen.

Nellie: From New York. I know. How's your grandfather? He has us all worried. He's still on the prayer list at church, you party?

Jen: Excuse me?

Nellie: Par-ty?

Jen: Uh, party as in do I like to have a good time, or party as in drink and use drugs?

Nellie: It's objective.

Jen: I like to have a good time. Substance free.

Nellie: Maybe we should call you Nellie. (shrugs) See ya!

She walks away. Jen turns, a little dazed, back to her locker.

Dawson: (walking up) Hey! How's it going?

Jen: I could really use a cigarette.

Dawson: (surprised) You smoke?

Jen: Uh, I quit. I'm just a little tense.

Dawson: (smiling) Well you're hiding it well.

Jen: I have a great denial system.

Dawson: Yeah, it's the first day, we're all a little tense. It'll get easier.

Jen: Good.

Dawson: How's your schedule? They screwed up mine.

Jen brings her schedule out and they look it over.

Dawson: Who do you have first period?

Jen: Um...Briston. Biology.

Dawson: I was just heading that way.

Jen: (Smiling) Were you?

She closes her locker and they walk off down the hall. "Tubthumping" plays.

Cut to Pacey in a classroom. He balances a book on his head as other student enter, talking and take their seats. The door opens and Tamara enters. Pacey turns in time to see her, surprised. He grabs the book from off his head.

Pacey: Tamara.

Tamara: (smiling) Hello Pacey. Tell you what, why don't you call me Ms. Jacobs during school hours?

Pacey: Right of course.

He takes his seat, staring at her as she puts her things on her desk.

"Tubthumping" plays.

Cut to Jen walking into biology. She looks around and spots Joey. Joey also notices and shrugs down in her seat, trying to be invisible. Jen walks over.

Jen: (taking the seat next to her) Hey, I was hoping we'd have a class together.

Joey: (smiling fakely, she taps her fingers on the table) Here we are.

Cut to Dawson opening the door of a classroom. A TV set plays Psycho. Dawson watches as he walks up to the teacher at the front of the room.

Dawson: Psycho.

The teacher, startled, turns around.

Mr. Gold: (pushing pause on the remote) You know the film?

Dawson: Anthony Perkins, Janet Leigh, Universal, 1960. Little known fact: Did you know that Hitchcock surprised Janet Leigh with freezing cold water in order to get her to scream so effectively?

Mr. Gold: Who are you?

Dawson: Dawson Leery.

Mr. Gold: Then I take it you'll be in my fifth period film lab.

Dawson: Actually that's why I'm here. (he pulls his schedule out from backpack) There seems to have been some confusion with my schedule. I was denied admittance to your film class.

Mr. Gold: Then you must be a sophomore.

Dawson: (pausing) And that's not a good thing?

Mr. Gold: It's a very popular class Dawson. Seating is limited. Theirs a waiting list, priority goes to
upperclassmen.

Dawson: Well that's stupid.

Mr. Gold: Excuse me?

Dawson: Who made that rule?

Mr. Gold: I did.

Dawson: Oh.

Mr. Gold: Why are you so adamant?

Dawson: (smiling) Passion, Mr. Gold. Pure, mad-driven passion. Movies are my life.

Mr. Gold: (getting up to sit at desk) Oh I see.

Dawson: I'm sorry. I'm not coming across well at all here. The point is I'm going to be a filmmaker. It's my life's ambition. It always has been. How many students do you have in this class that can say that?

Cut to Mr. Gold's face.

Dawson: (continuing) This is a small town Mr. Gold. Theirs not a lot of opportunity for me. You have the power. You could easily override this bizarre rule that denies students their education.

Mr. Gold: Your very convincing Dawson Leery. But I'm afraid the class is maxed out. I wish I could make case by case exceptions but that would be unfair and problematic. I'm sorry to say that no is my
definitive answer.

Dawson: But...

Mr. Gold: No, Period. It's a complete sentence.

Cut to Dawson's face. A bell rings. Joey and Jen walk out of Biology into the already crowded hall.

Jen: Hey Joey. Um, can I ask you something kinda up front?

Joey: Sure.

Jen: Are you and Dawson (laughs nervously) a thing?

Joey: (shrugging it off) No, were just friends.

Jen: Like were going to be, I hope. (pause) You know, my Grams warned me about you. She said you're severely troubled.

Joey: Well, no offense but your Gram's is cracked.

Jen: Why does she rag on you?

Joey: Pick a topic. There's my dad, the imprisoned convict or my sister impregnated by her black
boyfriend.

Jen: Your father's in prison?

Joey: (kinda proudly) Conspiracy to traffic marijuana in excess of ten thousand pounds.

Jen: Wow, so then um where's your mother?

Joey: (looking away) Oh, she had this cancer thing. It got her.

Jen: So then you live with your sister?

Joey: And the black boyfriend. (pause) He likes you, you know.

Jen: (confused) Who the black boyfriend?

Joey: (interrupting) Dawson. Don't abuse his feelings.

Joey walks away. Jen stares after her and sighs.

Capeside cafeteria. A balding, overweight man walks past Dawson, Jen and Joey at a lunch table.

Dawson: Okay, the bald man, Mr. Herman. He teaches a timid calculus class and packs a .45 magnum. Last year opened fire and took out two students and a custodian.

Jen: Pled justifiable homicide. They didn't have a hall pass.

The two laugh. Joey watches them.

Dawson: Woman in funky black dress. Periodic drinker. Blacks out after two glasses of cheap whine and runs through town with her dress over her head.

Jen: Singing Neil Diamond songs.

They share another laugh. Joey is disgusted.

Dawson: You're good. I should bring you in to touch up my dialogue.

Joey: (handing him her script) Um, we're supposed to be working Dawson.

He takes it from her.

Dawson: Yeah, um would you mind taking a look at Act Three. I'm having a climax issue.

Jen: (picking it up) Sure.

Joey sets her hand in her chin and rolls her eyes.

Cut to Tamara eating lunch at her desk. Pacey walks in with his backpack.

Pacey: Tamara...(correcting himself) I mean, Ms. Jacobs. How was The Graduate?

Tamara: Just as I remembered.

Pacey: Are you looking for romance tonight?

Tamara: (smiling) Why, you got any suggestions?

Pacey: Uh, have you ever seen The Summer of '42?

Tamara: (leaning back in her chair) Refresh my memory.

Pacey: Well, it's about a beautiful woman who seduces a young boy on the verge of manhood.

Tamara: It's a favorite.

Pacey: I, uh, could reserve it for you if you like?

Tamara: Actually, tonight I'm going to see that new film playing at The Realto.

Students start to enter and take their seats. Pacey looks disappointed.

Pacey: Yeah.

Tamara: It's getting great reviews.

Pacey: (brightening) Uh yeah. I guess I'll maybe check it out then.

He walks backwards into a student.

Boy: Hey, watch it!

Pacey waves goodbye and heads out. Tamara watches him, thoughtful. A bell rings.

Pacey and Dawson walk down a hall. Pacey puts his arm around Dawson's shoulder.

Pacey: Hey man. Video woman is my new English teacher. Okay, you, me, the movies tonight. We are stalking a faculty member.

Dawson: Dude, negative.

Pacey: What?! I actually have the possibility of losing my virginity in a high level fantasy fashion.

Dawson: (stopping at a water fountain) Pacey, go home. Walk your dog. It's not going to happen.

Pacey: Not tonight! That's not the plan, man. I just want to familiarize her with the gaze, the smile, the charming features, you know.

Dawson: Don't do this to yourself!

Pacey: Look, it is a fact that a large percentage of older women are attracted to young boys on the verge of manhood. It keeps them feeling young. I read that in Cosmopolitan.

Dawson: What are you doing reading Cosmopolitan?

Pacey: Look, I have three menstrually diverse sisters, Cosmo is my savior.

Dawson: (laughing) What do you need me for?

Pacey: Moral support. Okay, It'll be cool. You can invite Ms. Teen New York.

He looks down the hall as he talks and sees Jen conversing with a boy in a letterman's jacket. Dawson notices also.

Jen: (talking to the boy) That sounds good.

Pacey: Unless somebody's beaten you to it. C'mon man, get in there. Be assertive. Talk to her alright? You should be the one reading Cosmo. It'll build your female esteem. (pushes him) Go on...

Dawson punches him jokingly and walks down the hall towards Jen. He looks back as he passes the boy and reached Jen.

Jen: Dawson, hey, how's it going?

Dawson: Pretty good. I see you've met Roger Fullford.

They begin to walk.

Jen: Yeah, nice guy.

Dawson: Yeah (pause) Jock quarterback by day, schizophrenic transvestite by night.

Jen: (laughing) Oh really.

Dawson: Has what you call a Tori Spelling complex. He's partial to Victoria's Secret.

Jen: But can he run in pumps?

They snicker.

Dawson: Hey, uh Pacey and his crew's directing a trip to the movies tonight, nothing big, just a few of us. Would you like to come?

Jen smiles as the camera pans over them.

Cut to Joey waking home along the boardwalk. Dawson rides up on his bike, a backwards cap on.

Dawson: Hey Joey! I need a favor.

He gets off his bike and walks it besides her.

Joey:(smiling) Uh, oh.

Dawson: I have a semi-quasi date with Jen tonight, were going to the movies with Pacey and I need you come with us.

Joey: (dead panning) I'd rather go down in a plane crash.

Dawson: C'mon it's going to really, really weird with just two guys and Jen. It'll even it out.

Joey: So, would it be like a double date?

Dawson: Sorta, but not really. Pacey's on this hormonal mission...

Joey: (interrupting) Are you having an aneurysm? No way!

Dawson: It's not like a date-date. It's just so that Jen won't feel uncomfortable.

Joey: We wouldn't want that.

Dawson: C'mon, Joey please? Please, please, please, please, please! (he stops and grabs her arm)
C'mon, Joey please?!

Joey: (giving in) Whatever.

Dawson: Thank you! You're the best, I mean it. I know your worried about our relationship and everything
but I told you. Nothing has to change. I can tell you anything.

He rides off leaving Joey to continue walking by herself, downhearted.

Jen's grandparent's house.

Grams: (off camera) Where exactly are you going?

Jen: (walking into kitchen) Well Dawson has a gun, I thought we'd go knock off a liquor store, then go get tattoos.

Grams: Why do you talk like that?

Jen: I'm simply trying to establish a rapport with you that's based on humor. I'm completely harmless. You'll see.

Grams: Well be back by ten.

Jen: (surprised) I can do that. Thanks for being so cool about this. I thought you were going to chain me up to a chair or something.

Grams: Not at all, you want to go to the movies, go. Have fun, just as long as you come to church with me on Sunday.

Jen: I knew there was going to be catch. Grams, I'm sorry but I'm afraid you're going to have to give up on this one.

Grams: I'm afraid I insist.

Jen: I'm firm about my beliefs. Please respect them.

Grams: I know what happened in New York. Church will do you good.

Jen: Let me determine that. Church isn't the answer, not for me. But I promise to you that I'll keep an open mind and honor and respect your beliefs for as long as I'm here.

Grams: The decision has been made. You will do what I say, you are under my guard.

Jen: (hands on hips) Ah, you know I am trying really hard to keep my rebellious nature in check. (pauses to think) I'll tell you what Grams. I'll go to church when you say the word penis.

Grams: (startled) You stop that talk!

Jen: It's just a word Grams. Clinical and technical. Penis.

Pause on Grams flustered expression. Jen goes over to her and gives her a hug.

Jen: Grams, I really love you, but you have to lighten up. (kisses her on the cheek) I'll see you later.

Dawson's house. Mr. Leery sits on the couch, watching the news as he works. Dawson hops down the stairs.

Dawson: (running hands through hair) Alright Dad, I'm outta here.

Mr. Leery: What do you think (he holds up miniature plastic doll) I thought all the waitresses could wear scuba gear.

Dawson: (massages neck) Completely impractical. Dad, this whole aquatic- themed restaurant idea gets worse on a daily basis.

Mr. Leery: Shift, your mom's on.

Dawson moves.

Mr. Leery: Watching her work is the *best* foreplay.

Dawson: I'm outta here.

Mr. Leery: (staring at the TV) Have fun. Play safe.

Dawson: (pointing) The condom chat is premature.

Mr. Leery: It's never too early.

Dawson: What is up with the sex?! That's all anybody thinks of anymore. Sex, sex, sex!! I mean, what is the big deal?

Mr. Leery: Sex is a very big part of who we are as human beings.

Dawson: Does that mean we have to go hump the coffee table? (pauses) If sex is so important then how come Spielberg never has had a sex scene in one of his movies, hmm? He keeps it in it's proper place in film as should we in life.

Doorbell rings.

Dawson: I'll be home early.

Close up on TV.

Mrs. Leery: Back to you...Bob.

Joey's house. Bodie sits on the couch reading Bon Appetiet magazine while Bess paints a birdhouse. Joey comes out the door and Bess grabs her.

Joey: Hey, I'm in a hurry!

Bess: (takes her face in her hands) Your attitude has got to go.

She uncaps a lipstick with her teeth and starts to apply it on her. Joey tries to pull away then gives in. Bodie watches and smiles.

Bess: (demonstrating) Now blot 'em together like this.

Joey does so.

Bess: You hold onto this and every half hour to an hour you excuse yourself to go touch up. Got it?

She hands her the lipstick. Joey turns to leave, then twists back around and smiles. She runs down to the dock. Cut to a fading sunset, then the foursome walking along a sidewalk to the movies.

Dawson: So do you plan on staying the whole school year?

Jen: Well, that depends on my Grams really, and my mom and dad.

Jen: (turning) Hey Joey, I love your lipstick. What shade is that?

Joey: Wicked Red, uh I love your hair color, what number is that?

Dawson: (giving her a look) You'll have to excuse Joey, she was born in a barn.

Jen: That's okay, uh Joey I just do highlights.

Joey: (nods) So, uh Jen are you a virgin?

Dawson: That's mature!

Joey: Well cause Dawson's a virgin and two virgins really make for a clumsy first experience don't you think?

Dawson: (moving next to her) You're going to die.

Joey: I just thought I'd help, you know (looking at Jen) cut to the chase.

Jen: No it's okay Dawson. Yes I am a virgin. How about you Joey, are you a virgin?

Joey: Please, years ago. (smiling knowingly) Trucker named Bubba.

Dawson grabs her arms and pulls her away.

Dawson: What is up with you?

Joey just looks at him. They get in line to buy tickets.

Cut to the inside of The Rialto. Pacey and Joey sit down in their seats, but Dawson let's Jen go first, causing him not to sit next to Joey. Joey notices and slouched down in her seat. Pacey sees Tamara
take a seat a few rows ahead of them and goes to make his move.

Pacey: Back in a bit.

The lights dim and the movie begins. Joey slouches even deeper into her seat, her head in one hand. Close up on both Dawson's and Jen's faces as they watch the movie. Pan to Dawson's hand. It starts to reach for Jen's then pulls back. Joey becomes aware of his motions. Dawson taps his hand against his leg then goes for her hand again. It lightly brushes against Jen's, who takes notice. He finally makes his move, and takes her hand in his.

Joey: (sitting up) So, Jen are you a size queen?

Jen: Excuse me?

Joey: Well how important is the size to you?

Dawson: Joey!

She lifts her eyebrows at him and listens to Jen.

Jen: Well being a virgin, I guess I haven't really given it that much though, how about yourself Jo?

Joey: (debating) I'm torn...

Dawson: (grabbing her and pulling her out of her seat) You and me, outside now. I'm going to kill you. I'm going to kill you!

Joey: What do you think Dawson? (to Jen) Notice the long fingers?

Pan over to Pacey sitting down next to Tamara.

Pacey: Hey Tamara.

She turns smiling, until she realizes it's Pacey.

Tamara: Hi...Pacey what are you doing here?

Pacey: Just checking out the movie. I came with some friends.

Tamara: (looking back to where he's pointing.) Oh good, I'm glad.

Pacey: But I can sit here with you, you know. Wanna Milk Dud?

Tamara: No.

Pacey: By the way, The Summer of '42 is officially reserved in your name.

Tamara: Oh Pacey, look, I don't think you understand...

Pacey: No, no, no. It was nothing. I could even come over. We could watch it together.

A man with popcorn approaches the two and goes to sit down, only to find Pacey in his seat.

Tamara: Hi, uh Pacey are you sure you don't wanna go sit with your friends?

Pacey: (arrogant) Whose this guy?

Tamara: A friend.

Guy sitting behind them: Hey, quiet!

Tamara: Sorry.

Mr. Gold: Tammy, is this kid bothering you?

Tamara: No Benji.

Pacey: (snickering) Benji? Ms. Jacobs invited me herself.

Tamara: Not exactly. Look Pacey you have got to understand, I was only renting a movie.

Pacey looks confused.

Mr. Gold: Look, why don't I help you find your seat.

Pacey gets up quickly and pushes Benji. The popcorn spills all over the guy behind them, who punches Pacey in the face.

Cut to the lobby of the movie theater.

Dawson: Are you twiggy? What is your problem?

Joey: My problem is that from the moment Little Miss Highlights showed up you haven't said one word to me!

Dawson: Crap! That is pure crap and you know it!

Joey: All I know is that all your blood is rushing down and you can't even acknowledge another human being's even present.

Dawson: I like her okay! Sue me, I thought you were my friend. Where is a little understanding?

Joey: I understand. I'm tired of understanding. All I do is understand!

She goes to leave.

Dawson: Joey!

She turns back.

Joey: Nothing penetrates with you Dawson Your so far removed from reality you can't even see what's right in front of you.

Dawson: What are you talking about?

Joey: Your life. It's a freaking fairy tale and you don't even know it. (she approaches him) You just want *conflict* for that script of yours. (pause) Stop living in the movies. (pauses again) Grow up.

She leaves. Close up on Dawson's upset face.

Dawson and Jen walking through Jen's yard.

Dawson: I'll walk you to your door.

Jen: Not with Grams waiting to pounce.

Dawson: Oh, that's right.

Jen: yeah.

They reach the fence.

Dawson: So...

Jen: So...

Dawson: It was a really repulsive evening.

Jen laughs. Dawson moves in to kiss her. Jen pauses, then pulls back.

Jen: Uh, you know what? This is all my fault. I mean, I know I don't posses much power in the universe but I feel completely responsible for tonight Dawson.

Dawson: (interrupting) No, uh... I pulled the pin, I tossed the grenade. I got a big old L right (makes a loser sign on his forehead)...

Jen: No, your not a loser Dawson. Your very sweet. Smart, you got a great sense of humor. Your cool with out being really obnoxious about it. Your very, very talented. (pause) You got clear skin, big plus.

They laugh.

Dawson: (smiling) Thank you.

Jen: No. Thank you Dawson. Things weren't so great for me in New York and their kinda scary right now so...thank you.

Grams shows up at the door.

Jen: Oh, um...I should go. But thanks for everything Dawson.

Dawson: but...

Jen walks up her steps and turns around.

Jen: I'm just going to pretend we kissed okay?

Dawson laughs and watches her go up to the house. He stares after her, with a smile, thinking.

Cut to Pacey walking along the boardwalk with a swollen eye. He spots Tamara, and stops, shaking his head.

Pacey: (to himself) What are the chances?

He walks up to her.

Tamara: (noticing him) Pacey, are you okay?

Pacey: I'll live.

Tamara: Wait, talk to me a second.

She tries to touch his face, but he pushes her away.

Pacey: About what, The Graduate or The Summer of '42, which would you rather discuss?

Tamara: I'd like to clear up this misunderstanding.

Pacey: I understand you perfectly well *Ms.* Jacobs.

Tamara: I'm so sorry.

Pacey: Well you should be because you're a liar. How can you say you were just renting a movie?

Tamara: Because it's the truth.

Pacey: It's a crock. The truth is you're a well put together, knock out of a woman who's feeling a little insecure about hitting forty. So when a young, virile boy, such as myself flirts with you, you enjoy it. You entice it. You fantasize about what it would be like to be with that young boy on the verge of manhood. Cause it helps you stay feeling attractive. Makes the aging process a little more bearable. Well, let me tell you something. You blew it lady, because I'm the best sex you'll never have.

She stares at him, almost in awe.

Tamara: Your wrong about one thing Pacey. Your not a boy.

She wraps her arms around him and they kiss passionately. The kiss goes on, until she finally pulls
away, shocked at what had happened.

Tamara: I'm sorry. Oh God.

She runs away as Pacey looks on.

Pacey: (amused) I'll see you in school, Ms. Jacobs.

Cut to Dawson's house. Dawson enters his room and switches the TV on. He grabs some stuff off his bed and opens the closet door to be startled by Joey, who sits there.

Dawson: Oh, what are you doing in there?

Joey: (softly) Hanging with the clothes.

She gets up and flops on the bed, a stuffed ET doll in hand.

Dawson: What happened tonight Joey?

Joey: I wigged out.

Dawson: What is going on between us?

Joey: I have no idea.

Dawson: I know I have this incredibly perfect life and I completely under- appreciate it.

Joey: (looking up) Yeah, you do.

Dawson: I'm sorry I was such an insensitive male. I thought I was above it. (pause) I don't wanna lose you Joey. What we have is the *only* thing that makes sense to me.

He sits in chair.

Dawson: When I saw you in the movie theater with that lipstick on, I remember thinking how pretty you looked. (Joey looks at him) I mean, I ignored it. But I thought it.

Joey: (smiling disbelievingly) Yeah?

Dawson: But that was it Jo. (her smile fades) It didn't go any further than that.

Joey: (sitting up) When I saw you going for Jen's hand...It's not like I wanted to be the one holding your hand. (Dawson nods) I just didn't want her holding it.

Dawson: So where does that leave us?

Joey just sighs.

Dawson: (exasperated) It's all so complicated!

Joey: Were growing up Dawson, that's all. I mean even Spielberg outgrew his Peter Pan syndrome. (she stands up)

Dawson: (notices her leaving) Where are you going?

Joey: I can't sleep over anymore. And we can't talk to each other like we used to, there's just some
things we *can't* say.

Dawson: No that's just not true, Joey I can you tell you anything.

Joey: Yeah? How often do you walk your dog, huh?

Dawson: What?!

Joey: You know what I mean. What time of day, how many times a week?

Dawson looks away, uncomfortable. Joey watches as his embarrassment grows. Her face falls.

Dawson: (softly) Goodnight.

Joey pauses then turns for the window. She looks back once.

Joey: See ya Dawson.

Dawson: (almost to himself) See ya Joey.

She leaves. Dawson, angry at himself, gets up and sighs in frustration. Joey hurries down the ladder.
Dawson runs his hands through his hair, distraught. Cut to Joey walking fast, arms crossed, tears
beginning to flow. Dawson bangs his head against his closet. Cut to Joey running, the tears flowing
faster, to the dock. Dawson sits in his chair, looking at his picture of Steven Spielberg, thinking. Joey unties the boat as quickly as she can. The camera closes in on her face.

Dawson: (off camera) Joey!

She looks up, her face streaked with tears.

Dawson: (at window) Usually in the morning with Katie Couric.

Cut to Joey's confused face. She stares at him, mystified. Suddenly she realizes and breaks out in a grin. Laughing she pulls the boat away. Cut back and forth between the two, smiling and laughing. Joey
rows away, happy. A car door slams. She looks and sees Mrs. Leery leaning into her co-anchor Bob's car and kissing him. Joey stares in shock. She glances up at Dawson's window to see if he noticed. The window's empty. The camera fades on Joey's stunned expression.

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