After criticizing the complex vocabulary in Dawson's script, Pacey makes it clear how the main characters are obviously based on Joey and Dawson himself. Dawson reluctantly listens to Pacey go on about how the main characters should have sex at some point in the movie. At school the next morning, Dawson and Jen hand out flyers to as many students as they can, announcing the auditions for their new movie. Meanwhile, Jack admires Joey's first sketch of a nude male model for her art class. Unfortunately, he accidentally spills his drink on the drawing, completely ruining it. Inside the hallways, Pacey proudly shows the results of his HIV test to Andie, who reminds Pacey that testing negative doesn't automatically they're going to have sex right away. Elsewhere, Chris asks Abby to join him at the audition.

 In the auditorium, Dawson and Jen suffer through the endless amount of students who have more than enough trouble pronouncing all of the words in the script. However, the writer/director and producer are soon surprised by Chris and Abby's effective reading. Unfortunately for Dawson, they too believe he needs to make a few changes to the script. Namely, the two leads should sleep together. After the auditions finally end, Jen talks with Dawson about the importance of their former relationship in his life. Out by the lockers, Jack offers to pose nude for Joey in order to keep her from failing the assignment.

 Andie picks up a new supply of anti-depressants at the pharmacy, then turns around to see Pacey entering the store. She first tries to hide the bottle from Pacey, then lies and says the pills are for her mother. With that settled, they turn their attention to the wide selection of condoms that they happened to be standing next to. To Pacey's surprise, Andie agrees to purchasing a box... just in case. Outside of the store, Andie tells Pacey that she wants her first time to be something special, possibly involving her fantasy of a romantic dinner and a bed and breakfast. Pacey assures her that he's willing to wait for as long as it takes.

 Jack arrives at Joey's house and is soon wearing nothing but a towel. Uncomfortable with this situation, Joey decides that she can't go through with this, so she asks Jack to leave. As she gets up, however, she knocks over her drawing board. When Jack gets up to help pick it up, he accidentally loses his towel. With the cat out of the bag, so to speak, they decide to continue the session. Elsewhere, Pacey treats Andie to dinner at a fancy restaurant, intent on fulfilling every aspect of her fantasy. Meanwhile, Jen joins Dawson by the dock. She also believes that Dawson needs to rethink the concept of keeping sex out of his main characters' relationship. Dawson wants to go with the unexpected, but Jen finds that too unrealistic.

 As the night goes on, Joey gradually relaxes and concentrates more effectively on sketching Jack. Eventually, they start to discuss sex. Jack admits that he had sex once in the past, and Joey asks him to describe what it was like. Jack explains the experience in terms of art, unaware of how physically aroused he's getting. By the time he notices it, it's too late, for Joey has already seen what's happening. Pacey, meanwhile, takes Andie to a beautiful bed and breakfast, which makes her extremely nervous at first. Soon enough, she warms up to the idea, thanks to Pacey's reminder that he's in no hurry to sleep with her. While they start to make out on the bed, Dawson tries to rework his script in his bedroom. Frustrated, he pulls out a framed picture of Joey and stares at it before deleting a large chunk of dialogue from the script. After a while, he leaves the house and climbs in through Jen's bedroom window. Dawson surprises Jen by kissing her on the lips. Confused at first, Jen returns the kiss, and Dawson climbs onto the bed. Back at Joey's house, Jack gets dressed and then apologizes to Joey. They soon start to passionately kiss, eventually falling onto the couch while still embraced. Pacey, on the other hand, has other things on his mind. He admits to Andie that neither of them are really ready to sleep with each other yet. Pacey doesn't want to ruin their relationship by rushing into things, so he offers to call it a night and drive Andie home.