Sitting through auditions for Dawson's next movie prompts a conversation between Jen and Dawson that could change the nature of their current friendship. Pacey sets out to fullfill Andie's dream/fantasy surrounding how she will loose her virginity. Jack poses nude for Joey and inadvertantly shows his feelings for her.

Dawson and Mitch go on a father-son fishing trip with Pacey and his critical, alcholic father Sheriff John Witter, whose favorite pastime seems to be putting pacey down at every opportunity.With tensions high, Dawson then learns that Jack has been invited along.

Back on dry land, Gail invites Jen, Joey, Andie and Abby to help her put together a news report on teenage girl behavior.Conlicts are provoked, porn is seen and truths are told.