Felicity becomes distant and withdrawn after Elena dies in a car accident. She pulls away from Ben. On the day that she receives an invitation to Noel and Zoe's wedding, she catches Ben kissing a Claire, the couple's friend and study partner. She breaks up with him and calls Meghan, who urges her to come to New York immediately. Ben later arrives for the wedding and apologizes, but admits that he was seeing Claire for a month. Felicity tells Meghan that she wishes she had gotten together with Noel. Meghan casts a spell that sends Felicity back in time to the night that she slept with Noel. This time, she quickly confesses to Ben. He wants to forgive her and move on, but she turns him down because she is hurt by what he did to her in the future. Felicity approaches Noel and says that she wants a relationship. He initially becomes confused and pushes her away, much to her surprise. However, he later says that he wants to be with her, and is just afraid that she will reject him

Ben focuses all of his attention on studying as he prepares for his organic chemistry final. Felicity decides to follow his example and devote more time to her artwork. She seeks advice from Professor Cavallo on how to improve her work, and spends more time at the studio. Noel grudgingly takes his medication and continues to see a therapist. He considers starting his own graphics company. Felicity asks for Noel's advice about her art project. Noel decides to follow his therapist's recommendation and spend less time with Felicity. Ben grows angry with Trevor for inviting Elena to their study sessions, as they goof off all of the time. Felicity is working in the studio when the building catches on fire. She is unaware of this because the alarms do not sound, and becomes trapped. Noel extinguishes the flames near the door and pulls her outside. Ben and Trevor apologize for their argument and go to see Professor Hodges. They learn that Trevor passed the exam, while Ben scored 9

Mr. Covington learns of Lauren's pregnancy and criticizes the absentee father, unaware that it is Ben. When Ben tells him the truth, Mr. Covington tries to convince him to change his mind and be a part of the child's life. He even claims that his despair over Ben's choice has made him want to drink. Ben is furious at his father for manipulating him. Felicity has trouble dealing with the situation and avoids Ben. Ben and Trevor sign up for the Big Brother program in the hopes of improving their credentials for med school applications. After Felicity expresses an interest in architecture, Noel recommends that she help his friend Adam with a project. Adam spends most of the time whining about his ex-girlfriend. He tries to kiss Felicity at a party at the girls' dorm room. Meghan grows bored with life with Sean, while he becomes fed up with her insistence on criticizing his ideas. After a girl from the coffee stand compliments one of his potential inventions, Sean invites her to

Felicity is able to graduate because Professor Carnes fails her on the paper, but lets her pass the class. Ben asks Felicity to marry him, and she accepts. Ben receives a call in the middle of the night and learns that Lauren has gone into labor in Philadelphia. He catches a train and is present at the birth of his son, Andrew. Felicity's parents come to town for graduation. Her father rags on her for deciding to live with Ben in New York, and accuses her of always following Ben. Felicity angrily announces her engagement. Ben returns and admits that it was very difficult to leave his son. Lauren is still planning to move to Arizona, and he wants to follow. Felicity is still uncertain about joining him. Richard inadvertently blabs about Ben's child and the Arizona move to Felicity's father. Dr. Porter confronts Ben and expresses disapproval about the engagement (among other things). Felicity refuses to move to Arizona because she thinks that she should be more independent.

Ben defends Felicity against a rude customer at Dean & DeLuca. Felicity invites Ben to come over to the apartment to talk. He agrees, but quickly changes his mind and says that he wants to move on. Lauren moves to New York to get away from her ex-boyfriend and make a fresh start. Ben asks her on a date. Javier tries to play matchmaker by separately asking Felicity and Ben to meet him at a play. It proves to be a disaster, as Ben shows up with Lauren. Felicity gives her ticket to Lauren and leaves. Elena tries to convince Felicity to date Owen, a graduate teaching assistant in the art department. Felicity asks her friends to stop meddling in her life. Owen tells Felicity that she seems intense, and suggests that she have a little fun for a change. She asks him out. Lauren's ex-boyfriend calls while she is making out with Ben. Ben decides to leave, but makes another date with her. Ben shows up at the girls' apartment to study with Elena just as Owen arrives to pick up Felic

Felicity is confused when Ben begins dropping by her apartment frequently. However, he is not ready to get back together. Mrs. Covington is a match for her husband, but he refuses to let her donate part of her liver. Mr. Covington urges Ben to consider forgiving Felicity, as he feels that love is the only thing that really matters. Felicity plans to fly home for Christmas vacation. Another match is found for Mr. Covington. Ben tries to talk to Felicity, but she has already left for the airport. A snowstorm delays her flight, so Ben catches up to her. They enjoy a blissful reunion, and Felicity stays in New York. Unfortunately, the snow prevents the liver for Ben's father from being flown in from Philadelphia. With Mr. Covington unconscious, Ben has power of attorney. He must decide whether to let his mother be a donor. He fears that his father will fall back into his abusive behavior patterns. He talks with Felicity about the need for second chances, and agrees to sign off

As the spring semester begins, Lauren tells Ben that she is pregnant, and that he is the father. She is prepared to raise the child alone. Professor Hodges asks Ben and Trevor to act as research assistants for him. Trevor convinces Ben to take a paternity test. Ben becomes distracted while awaiting the test results, and forgets to check Hodges' experiment. Hodges decides to replace him. Ben learns that he is the father. He confronts Lauren about keeping the news from him for so long. Although he is torn, he feels that he cannot take part in the child's life. He gets a second chance from Hodges by assuring him that he has eliminated all distractions. Ben finally shares the truth about the pregnancy with a shocked Felicity. Felicity and Owen try unsuccessfully to get galleries to look at their work. Felicity's mother visits and announces that she is going to get her real-estate license. She encourages Felicity to follow the same path. Felicity frets over the fact that every

On her day of graduation, Felicity asks a longtime high school crush, Ben, to sign her yearbook; after she reads his message, in which he says that he would have liked to have known her better, Felicity changes her lifelong college plans to follow Ben to a New York school. There, she meets her quirky (and smitten) resident advisor Noel and her first new friend Julie.

When Felicity learns a male called the admissions office requesting a copy of her application essay, she assumes it was Ben — the subject of said essay — and sends him a copy. Meanwhile, Felicity's parents pop up in New York again.

Felicity's excited about attending her first college party, and plans to invite Ben — so long as Julie doesn't mind. Meanwhile, Felicity butts heads with a professor, and meets a fellow competitive student Elena.

After Noel acts on his feelings for Felicity and kisses her during a game of Boggle, the two decide to go on a "maybe date" to discuss the future of their relationship. Julie befriends an aspiring filmmaker.

After Felicity and Ben are held up, he seems especially spooked and calls on her for late-night chats, one of which includes an invitation to a Halloween party.

Ben is accused of cheating after Felicity rewrites his paper without telling him; and Julie fears she won't understand a Russian film that Zack is taking her to see.

Noel tires of hearing about Felicity's goings-on with Ben and forbids her to talk about it with him. Julie and Zack's relationship intensifies. Elena reveals she may be leaving school. Julie's date pushes her too far. Felicity tries to mend fences with Ben. Felicity urges Julie to report the date rape and get counseling, but Julie thinks she caused the incident. Meanwhile, a prospective student visits.

Noel tires of hearing about Felicity's goings-on with Ben and forbids her to talk about it with him. Julie and Zack's relationship intensifies. Elena reveals she may be leaving school. Julie's date pushes her too far. Felicity tries to mend fences with Ben. Felicity urges Julie to report the date rape and get counseling, but Julie thinks she caused the incident. Meanwhile, a prospective student visits.

Felicity's hurt when Noel downplays their friendship to his girlfriend, Hanna, who's visiting for Thanksgiving but may transfer to New York. Meanwhile, Elena begrudgingly visits her dad; and Ben can't locate his plane ticket.

Though finals and Christmas break are fast approaching, Felicity spends most of her study time literally wrapped up in Noel; and helping Ben prepare for a poetry test. Meanwhile, Sean tries to sell fruit to students in the library.

Felicity returns from winter break and tells Noel she wants to have sex, an endeavor that brings about much scheduling, research and preparation; Julie dreads telling Felicity about her new bond with Ben; and Elena wonders how to use a gift from Blair.

After Felicity thinks she spots Blair kissing someone other than Elena, she decides to blow the whistle on him - until she realizes the mystery vixen is Elena's best friend. Meanwhile, Julie learns the identity of her birth mother.

When a boy that Felicity knew when she was 12-years-old comes to town to act on feelings that he has had for her, she consults someone familiar with stalkers: Ben. She also applies for a seminar with a geneticist named Dr. McGrath. Todd gets hit by a bus, and as he arrives at the hospital, he gives Felicity a note she wrote years ago about being an artist. Todd almost dies, which causes Felicity to rethink her career path and blow an interview with Dr. McGrath. Also, Julie mails a tape to Carole, and Elena severs ties with Tara.

When a boy that Felicity knew when she was 12-years-old comes to town to act on feelings that he has had for her, she consults someone familiar with stalkers: Ben. She also applies for a seminar with a geneticist named Dr. McGrath. Todd gets hit by a bus, and as he arrives at the hospital, he gives Felicity a note she wrote years ago about being an artist. Todd almost dies, which causes Felicity to rethink her career path and blow an interview with Dr. McGrath. Also, Julie mails a tape to Carole, and Elena severs ties with Tara.

Felicity receives a marriage proposal from a green-card seeking Javier; and Noel gets a visit from his brother (Eddie McClintock), who shocks him with news that he's gay. Also, Ben takes up swimming.

Noel is confused about his feelings for his ex when they reconnect after a kiss. Also, an art student who admires Felicity's work invites her to the studio; and Julie clashes with Ben's new friends from the swim team.

The morning after the fight, Noel confesses he made a "huge mistake" in going off with his ex-girlfriend and begs Felicity for another try at their relationship. Felicity struggles to tell Noel about her own indiscretion.

Panicked over a surprise visit from her parents, Meghan entrusts Felicity with the safekeeping of her box. Meanwhile, Julie gets bombshell news about her birth mother.