- Sarah shows up in Lennie's bedroom, demanding they go out for breakfast.
- Sarah can't ignore how Bailey's things are strewn all over the room, as if Bailey is going to come home later—to her, this is like a giant red sign of how Not Okay Lennie is.
- On the way to breakfast, Sarah chats about how she wants to go to a symposium at a nearby college on French Feminism so she can snag a boyfriend who knows about existentialist Jean-Paul Sartre. You know, normal teenage stuff.
- The subjects turns to His Hotness Joe Fontaine, and the mystery of why he seems to like Rachel. Sarah suggests that Lennie could challenge Rachel for first chair.
- Flashback time. Lennie had just quit her clarinet lessons and was hanging out with Toby and Bailey, when Toby explained that racehorses have companion ponies that always stay by their sides.
- Lennie decided she was like a companion pony—and companion ponies, she decided, don't play first chair, audition for All-State, or consider going to Juilliard.
- Sarah and Lennie get pastries and sit on a bench. Lennie tells Sarah that she kissed Toby.
- Bomb dropped, Sarah tries to be comforting, but clearly thinks Lennie has betrayed Bailey's memory.
- Lennie tries to explain that Toby is the only person who gets her, which is totally the wrong thing to say to a friend who shows up at your house and makes you go out to breakfast.
- Another poem—this one's about how everyone says Lennie looks like Bailey.
- Lennie doesn't see it, and thinks she's just the side-kick sister. She describes her features as blander, her actions as less interesting. She says that in photographs, Bailey is always looking at the camera, and she is looking at Bailey.