Winnie is nervous about starting a new school, so she gets Kevin to promise to think about her every hour on the hour. Kevin finds this promise harder to keep than he thought when he loses his locker to Tony Barbella, is enrolled in shop class and meets a new girl in French class, Madeline.

Kevin has to cancel a date with Winnie to finish a homework assignment with Madeline, who has already kissed him once. To make matters worse, when he flees Madeline's, he drops a bracelet that Winnie had engraved for him.

Kevin is excited when a joint field trip is organized with Winnie's school. But things do not work out so well when Kevin has a hard time tearing Winnie away from her new friends. Things go from bad to worse when Winnie tells Kevin she has met someone else.

News of Kevin's break-up with Winnie has spread quickly throughout Robert F Kennedy Junior High. Kevin is still in denial though and has Paul organise a party at his place so that Kevin can get Winnie alone. In an effort to make Winnie jealous, Kevin turns up with Madeline on his arm. When Kevin finally does get Winnie alone, she tells him she needs him to be her friend, but only her friend.

Kevin is torn between whether to try getting back with Winnie or just enjoying his time at the diner with friends. Includes flashbacks of Winnie in the pilot, "Steady as She Goes," "Nemesis," "How I'm Spending My Summer Vacation," among many others. There is also a flashback to Becky Slater in "Just Between You and Me and Kirk and Paul and Carla and Becky," to Lisa Berlini in "Dance with Me" and to Madeline in "It's a Mad, Mad, Madeline World."