Felicity, Elena and Julie sitting and laughing around a table filled with cocktails


Title: Felicity S2.E21 “The Aretha Theory” + S2.E22 “Final Answer”
Released: 2000
Series:  Felicity

Drinks Taken: 23

Follow the whole rewatch here

Last week, Sarah walked us through two of the most PAINFULLY PAINFUL episodes in Ben and Felicity’s history, so let’s hurry and get to the big payoff!!

But first, let’s drink to finally reaching the perfect episode that inspired our drinking game pic:

Felicity, Julie, and Elena taking cautious sips of neon cocktails at a dance club

The Felicity Drinking Game Rules

Drink once every time:

Felicity is endearingly earnest.

Ben smiles sheepishly.

Noel is adorkable.

Elena is a better friend than anyone deserves.

Meghan is mean and it’s awesome.

Javier butchers a word or figure of speech.

Richard freaks out (in a good or bad way).

Drink twice every time:

Felicity stresses you out.

Felicity says, “Dear Sally.”

Sean invents something.

Javier refers to Ben as “Benjamin.”

Now let’s bring on the magic!

Felicity and Ben sitting on the roof at night, backlit by a movie projector, Felicity looking at Ben as Ben looks at the screen

2.21 “The Aretha Theory”

Hoo boy. HOW did the writers fit so much perfection into 42 minutes?!?! “The Aretha Theory” is hands down not only the best episode of Felicity, but one of my favorite episodes of any show ever. GAHHHH there’s so much goodness here! Okay, okay. I’m settling down. Get ready for LOTS of gifs, because I can’t help myself.

The episode opens where “Ben Was Here” leaves off – moments after Greg punches Ben, and Felicity and Greg leave the restaurant. Felicity’s babbling on about how sorry she is and she can’t believe Ben showed up, when Greg silences her with a kiss. Then he tells her this isn’t going to work, because it’s abundantly clear she isn’t over Ben. “You’re not going out with me because I’m me. You’re going out with me because I’m not Ben,” he says, and she tries to argue but barely, let’s be honest. The next morning, as she, Elena and Julie are blowing up air mattresses for their loft slumber party (thanks to the dorm flood), Felicity tells the girls about her breakup, and admits that she doesn’t actually care. Yes! Correct! No one cares about Greg! (Except Meghan.) Elena tells Julie and Felicity that Tracy’s a virgin and doesn’t believe in premarital sex, and Julie tells Elena and Felicity that Sean told her he’s in love with her. Okay, now we’re all caught up on the events from last week, so thanks for the primer, ladies! (But really, I love this scene because it, like so many others in “The Aretha Theory,” demonstrates how close these girls have all become.) 

Later, Felicity runs into Ben outside the loft, and she apologizes for leaving him on the floor after Greg punched him. Ben’s clearly embarrassed, and he tells Felicity that she was right – that his declaration of love was just part of a pattern he has of chasing Felicity when she’s unavailable. Felicity looks crushed, but Ben’s too mortified to notice. Felicity heads straight to Meghan, and tells her she’s depressed and confused, and needs a night of wild, girls-only weirdness. She begs Meghan to take her out, and Meghan begrudgingly agrees. Then Felicity wrangles Elena and Julie into the plan, and I just have to say that if this were any other episode, watching these four rad girls get drunk and have a blast would be the best part of the whole ep. The party starts with an adorable “getting ready” montage, one of my favorite tools in the WB toolbox.


In other wonderful friendships this week – Benjamin and Javier have never been closer, as Ben confides in Javier about Felicity, and Javier tells Ben he wants to propose to Samuel. (Yay!) He asks Ben to help him pick out a ring, and they spend most of the episode together, dishing about each other’s love lives. Javier shows up at the loft looking for Ben, and he finds his little “hot tamale” Felicity and the rest of the girls poshed up and ready “to paint the town all different colors.” But, haha, when Felicity tells him they’re going to Meghan’s favorite spot The T-Bone Club, Javier looks horrified


While the girls (other than Meghan, obvs) find this advice a little disconcerting, once they get to The T-Bone Club, it actually seems pretty great. And Meghan’s such a wonderful den mother, getting the girls past the very strict velvet rope, ordering them several rounds of a cocktail called “Banzai Demons” on her friend Earl’s tab and ordering them not to eat anything anyone gives them. She’s still Meghan, still grumpy and sardonic, but she seems impressed that the girls are willing to go to this crazy place with her, and the drunker everyone gets, the more fun they are, and the more impressed Meghan seems. You can just see them all becoming better friends right before your eyes! It’s so great. Anyway, the girls get lit, and they’re having a blast.

They all set a no-boy-talk rule that is quickly broken when Javier drags Ben to The T-Bone Club to talk it out with Felicity. Ben and Felicity have a good conversation outside – a tipsy one, on Felicity’s part – and Ben admits that he didn’t mean what he said earlier. This isn’t a pattern, and he’s not in love with the chase. She looks so happy, and they’re so close to kissing when Meghan pulls Felicity away thanks to the no-boy-talk rule. It’s such a good friend move on Meghan’s part! Ben tells her they’ll talk later at the loft, and then all the girls (and Earl) head to a bodega to re-up on party supplies. Felicity thanks Meghan for pulling her away from Ben, and then Meghan admits that she has a Ben of her own – it’s Greg! It turns out that Meghan and Greg went to elementary school together, and they got engaged in the sandbox. WHOA! Right then, Greg shows up at the bodega (New York is so tiny in Felicity), and Meghan decides it’s fate. She goes to Greg and tells him that she’s the Meghan he proposed to in the sandbox, and asks him if he wants to find a sandbox now. He tells her he’s not interested, in typically lame and shitty Greg fashion, and she’s heartbroken. She then goes back to Felicity and they share another lovely new bestie moment. “Now it’s your turn to take me out,” Meghan says, and Felicity admits she knows of one party. Meghan: “Take me there.” 

Turns out the party is Richard’s celebration shindig as student council president, and it’s at ol’ Epstein Bar, of course. There Meghan and Felicity continue to solidify their new friendship with a hilarious, drunken, “we don’t need men” speech that makes me want to hug them both silly. 


While all of this girl power and best friendship stuff is GREAT, it also leads to one of the most all-time stressful Felicity moments (drink!). After Meghan, Elena and Julie all tell Felicity, “You don’t need Ben!”, Felicity has one of those total drunk college girl revelations. She’s like, “Yeah, I DON’T need Ben,” and she heads to the pay phone to call him. She leaves him a drunk message telling him she doesn’t trust him and never will, and they shouldn’t be together, even as friends anymore. If you’re watching this episode for the first time, you have my sympathy, because if you don’t know how it ends, this scene probably had you screaming at your screen like a crazy person. 

Because meanwhile, Ben is being a sweet lil angel and letting Javier practice his proposal on him. Gahhhh, they’re so cute in this episode. They talk more about the history of Javier and Samuel’s relationship, and Javier admits he once cheated on him. He had to work hard to earn back Samuel’s trust, and he won’t tell Ben how he did it, but says he had to prove himself with actions, not words, and that “Every man has to find his own way, his own way of showing his true love.” Ben’s listening so intently, it kills me. 

The next morning, all the girls are sooooo hungover at the loft. (P.S. hungover Elena is even more my soulmate than usual.) Meghan and Felicity are still being pals in the bathroom, though in a sleepier, more sedate way, and they chuckle about their Aretha speech from the night before. Then Meghan says that she’s realized that when you don’t need men is exactly when you’re ready to be with them, and Felicity has another, purer (and more sober) revelation. She runs to the living room to delete her message from the answering machine, but Sean tells her Ben’s already heard it, and he hasn’t seen him since. Nooooo! Felicity runs out to look for him, and eventually finds him at Dean & Deluca. Before she can apologize for the message, Ben cuts her off with this perfect, PERFECT speech: 

I walked around almost all night trying to figure out how to show you that you can trust me, that I’ve changed, instead of telling you, because I think I’ve used up all of the words I’ve got. I tried to think – what was the one moment, the sort of turning point where I blew it, where I could have done the right thing but didn’t? It was the night we were supposed to go see that movie, remember?

Felicity starts to tear up, and she nods. “The Gold Rush, Charlie Chaplin,” she says quietly. “And I didn’t show up,” Ben says, and she nods again. “Yeah. I remember that, too.”

You know where I was that night? I was on the Staten Island Ferry by myself, just going back and forth. Just running away, which is something I’ve done all my life. Run. I’m sick of running. I’m sick of skating by. And after I got your message last night I realized that was the moment. Bryant Park. That’s the moment I’d take over if I could. So this morning, I called around and I finally found it. This place in Jersey had it.

And he hands her a package.

And then we switch back into montage mode, with Felicity and Ben watching The Gold Rush on the roof of the loft. She watches him, smiling, for a moment, and then they end the episode in the most beautiful kiss. I WILL NEVER STOP CRYING, I LOVE THIS SHOW SO MUCH.


And other things happen, too! We find out later that Samuel said YES, for instance and of course. And Noel and Ruby have a really sweet night together that ends with them kissing and cuddling in bed – before they’re woken the next morning by a call from Wade. Finally, Sean asks Julie if when he told her he loved her and she responded “thank you,” if that was a yes or a no. She tells him it was a maybe, and Sean looks so happy. For now, but whatever – I want everyone to be as happy as I am right now! 

How many times do I have to take a drink?



Birth Of A Bestieship

Javier Is All Of Us


Javier’s Best Pronunciation Of The Episode

I will never forget the way he says “yam.”



Meghan’s buddy Earl is played by JJ Abrams mainstay Kevin Weisman!

Kevin Weisman as Earl

Elena’s Apartment Before And After

Oh yeah, “The Aretha Theory” even had time to squeeze in some Elena and Tracy goodness! She’s horrified when she sees her apartment mid-renovation, but afterwards it’s so gorgeous, and she and Tracy have a sweet, extended metaphor about sex when she says that this reveal was worth the wait.

The "before" of Elena's apartment, completely trashed mid-renovation


Team Ben

Of course every part of “The Aretha Theory” is Team Ben, but no one gives better heart-eyes than Scott Speedman.


College Nostalgia Moment

Every single moment of their girls’ night out! It feels like such a daring adventure, the kind that they’ll remember fondly when they’re 40, the kind of night that solidifies a lifetime friendship. It’s something truly special that “The Aretha Theory” manages to deliver on both romance and friendship in such a big way.

Richard, Ruby, Meghan, Sean and Julie all listening outside a bedroom door in the loft

2.22 “Final Answer”

Felicity and Ben spend the night together in his room, to the rest of the loft’s total fascination. Felicity tells Sally it was the most romantic night of her life, and we can trust her on this one, because we’ve seen the montage:

So Ben tells Felicity that his mom can’t afford to pay his tuition anymore, but a friend hooked him up with a very well-paying construction job in Palo Alto that could pay for a whole year of school. Felicity’s thrilled they’re going to spend the summer together – and they make plans to end it with a courier ticket to some exotic locale – so of course that means something’s going to get in the way.

The first thing getting in their way is finals! This finals episode is a lot like last year’s, only now it’s Ben that Felicity can’t keep her hands off of while they’re trying to study. It’s legitimately hot – sorry, Noel, but way hotter than when you were the one distracting her from her exams.


Much like she did with Noel last year, Felicity and Ben make a pact to stay away from each other for three days so they can study. While they’re sequestering themselves from sex, a couple of things happen: first, Javier asks Felicity to be his best man! And he asks Ben to be his usher – “we want you to ush for us.” He gives Ben an usher gift of a motion-activated watch, which is both cute and FORESHADOWING. The other thing that happens is that Felicity’s art history professor tells her that if she aces the final, Felicity can spend her summer working under the professor at a fancy Met internship! Of course, that means Felicity and Ben will spend the summer apart, but Ben’s great and supportive and suggests Felicity just do her best and they’ll decide what to do once she’s offered the internship. 

They make it through two of the three days they’re supposed to spend apart, then Ben gets a fancy hotel room for them for the night after Felicity’s art history final, which is SUCH a dreamy way to communicate to her that they should have sex immediately. Felicity’s so excited, and she suggests they go hang out (read: make out) in the room for the last few hours before her final, and she’ll come back after. YEAH RIGHT, GIRL. So they have their second of three great montages of the episode, with looooots of hardcore making out. Clothes are coming off! They’re under the covers! It’s sexy. But Ben’s taken off his MOTION-ACTIVATED watch, so it dies, and of course she misses the final. She freaks out and blames Ben, but when she comes back from discovering the exam room totally empty, she apologizes sheepishly and decides to shrug it off. She’ll still pass the class, and now they can be together for the summer.

Felicity decides to take a fancy hotel room bath, because she’s smart, and Ben makes one of the most romantic gestures of the entire series here: he calls around until he finds Felicity’s professor at a restaurant, and he goes there, tells the exact truth of what happened (even using the phrase “fooling around,” to the professor’s amusement), and begs for another chance for Felicity. The prof is TOTALLY CHARMED by this swoon-worthy young man (I mean, she’s only human), and she assigns Felicity an essay, due the following morning, to make up for the final. So instead of having sex, Felicity and Ben embark on their third amazing montage of the ep, doing research and writing the paper together all night long. It’s so sweet!!! She aces the essay and gets the internship. Now they have to decide what to do! Credits.

But first, other things happened! Tracy tells Elena that he wants to have sex, and she’s psyched. Their plan is to do it after finals (all these responsible kids, not letting sex get in the way of their studying), but then Meghan – who is now officially, 100% part of the girl group and I have never loved anything so much – gives Elena very good advice, based on her own experience with a religious young virgin named Chad Savage:


At first, Elena ignores her advice, but right as she and Tracy are very warmly pre-flagrante, it obviously begins to weigh on her, and she stops things before they can go any further, to Tracy’s bafflement. Later, after getting not-as-good but totally relatable advice from Julie (“eh, just do it”), she goes back to Tracy, hoping to start things up again, but he stops her and tells her she was right. He wasn’t doing this for the right reasons, he was just afraid of losing her, and she showed him she cared by not letting him lose his virginity to her in the heat of the moment. It’s a really lovely scene, and it shows what a strong relationship these two already share.

Ruby tells Noel that Wade proposed to her, and though she barely knows him, she’s considering it, because he can help support her and she thinks it’s what’s right for the baby. Noel’s tortured over the news, and he asks Ruby to stay with him – he wants to work it out with her, and he makes it clear that if she needs him to be the father or a husband to make it work, he’s willing to do that. She’s touched, but tells him her parents have asked her to come home, and now she’s considering THAT, too – and later, after catching him kissing another girl (more on that in a sec), she realizes that’s what he should be doing in college, not worrying about a baby that isn’t really his responsibility. They have a sweet, sad goodbye, and Ruby goes home to her parents. Bye, Ruby! I liked you!

Okay! Onto the last, best part of the ep! (Bear with me through these first few sentences – it’s about to get GOOD, I promise.) So Sean’s a total sweetie and buying Julie a very thoughtful care package to get her through finals, and he asks her if they can go on a date once she’s done. She agrees, though she does NOT look happy about it, and poor Sean looks over the moon. He spends a lot of the episode trying to figure out the perfect first date, with Richard’s “help” (“a helicopter ride!”), while Julie spends it flirting with a Ruby-obsessed Noel. Gah, Julie, you are useless. And Meghan? Meghan’s confiding THIS to her newfound group of girl besties:


She starts baking smart cookies for finals, made with the smart powder of last year – which you may remember includes beets, which you may further remember Noel is wildly allergic to. Sean keeps complimenting Meghan’s cookies while everyone else mocks them, and she seems very gratified by his off-hand compliments. So cute! So Noel’s tending to his Ruby heartbreak by chowing down on a bunch of cookies that he does not realize include beet powder, and he gets all manic and hyper like last year, which dumb Julie interprets as flirting. Cut to: poor Sean entering the loft to find an evil Julie and hapless Noel making out! Richard has the only correct response: 


Sean’s devastated, but he still gently lets an undeserving Julie off the hook because he’s the best. But! Before you can be too heartbroken for him! He finally picks up on the VERY STRONG vibes Meghan’s putting off, and they totally make out! Yay! I love this weird coupling.

How many times do I have to take a drink?


Team Ben

The flirting! The planning for the future! The fancy hotel room! The way he supports Felicity’s dreams even when they’re in direct opposition of his own! The way he charms that professor! Team Ben For LIFE now.

Best Meghanism

As Sean and Richard do their best to record Ben and Felicity through the crack in Ben’s bedroom door, allegedly for docuventary purposes, Meghan says, “You guys are like two creepy pornographers…” Sean objects, “Aw, c’mon!” and she snaps, “Let me finish! …that I used to date.”


I love this moment so much! So while Sean’s sticking his camera under the door, he starts laughing and says that Ben’s mooning them. Meghan asks if Felicity’s in there, too, and Sean says she’s flashing them. Meghan nods in satisfaction and says, “That’s my girl,” and you guuuuuys I ship it as hard as I do Belicity.

World’s Coolest Girl Gang

Meghan, Felicity, Julie and Elena, all in awesome clothes and looking cool and relaxed, hang out on steps outside UNY

So that’s it for this week! And OMG it was so good!! Questions: HOW IS BEN COVINGTON SO PERFECT!!! Also is anyone else totally obsessed with new girl group inductee Meghan? Let’s just squee forever, I can barely hold it together for questions. Meet Sarah here next Wednesday morning as she wraps up S2 and takes us into S3 with “The Biggest Deal There Is” and “The Christening!”

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Meredith Borders is formerly the Texas-based editor of Fangoria and Birth.Movies.Death., now living and writing (and reading) in Germany. She’s been known to pop by Forever Young Adult since its inception, and she loves YA TV most ardently.