|Original Airdate||February 19, 1999|
|Written by||Erica Montolfo|
|Directed by||Jodi Binstock|
|Guest starring||McNally Sagal as Dr Taylor, Michael Fairman as Dr. Markman, Donna Ponterallo as Nurse, Susan Cremin as Karen, Clarence Barnes as Paul, J.B. Gaynor as Tommy, Michael Jacobs as Michael|
As the newborn baby's life rests in the balance, Amy and Alan pull together while Cory and Topanga seem to fall apart. Cory tells Topanga he wants her to make him feel better, but she offers little comfort. Topanga tells Cory that he's denying the reality of the situation, and Cory is stricken. He is scared over how much Topanga has changed since they were young. When Topanga discussed it with Angela, Angela says that she has changed, but right now Cory needs the little girl who could make anything better. Topanga reflects upon the dance she did in his kitchen in Cory's Alternative Friends, and says she always thought that was the moment he fell in love with her. Cory also seeks advice from Mr. Feeny, who says only that Topanga is changing and offers to visit the baby with him.
Back at the hospital, Alan offers words of hope to a few other parents at the NICU before wishing his son to get better. Amy tells him that she decided to call him Joshua Gabriel Matthews, saying that "Gabriel" means "he who God protects." In the waiting room, Cory and Topanga's crisis continues. Cory reminds her that she could convince him to eat his dirty Pop Tarts when he was young simply by saying "God made dirt, dirt won't hurt." Topanga says she isn't like that anymore, and even so, she couldn't make it better. She says this is serious and no one can make it all better.
Then, the elevator doors open, revealing Shawn. Topanga pleads with him to talk some sense into Cory and he says he will, then starts joking about how fun life with Joshua will be. Topanga asks Feeny to say something, and he only says he hopes that they're right. Amy and Alan then enter with Dr. Markman, with some news. The medicine isn't working, and Joshua is the only one that can save his life. Cory, Topanga, and Shawn go to talk to the baby. One by one, they talk to Joshua. Shawn gives a very moving speech, and Cory and Topanga make up, saying they're in each others' hearts.
Much later, Alan stares through the glass into the NICU, where there's an empty bed where Joshua's used to be. Amy calls him over, and he meets her and plays with baby Joshua, who's in Amy's arms. They all go into the waiting room, where everyone else is. Topanga tells Cory she won't forget what's special about her, and she reenacts her dance from season 1, complete with lipstick on her face. This time, she also smudges some on Cory. They are each others' Valentines.
Meanwhile, Eric reveals that he has a sick baby brother to Tommy, an orphan boy to whom he's the big brother. Tommy wants to go visit him, as if he's Eric's little brother, then that makes Josh his little brother too, at which point, Eric takes Tommy to see Joshua. Also, Eric decides to move out from the apartment to give Jack and Rachel some space. They agree they'll all still friends, but Eric acknowledges that it is the best decision.
- Shawn returns, to Cory's delight.
- Series creator and producer, Michael Jacobs, makes a cameo, uncredited, appearance as the father of one of the infants in the hospital, who prays for all the babies.
- Cory, Shawn, and Topanga reenact a scene from an early episode, Cory's Alternative Friends, when Topanga was a lonely, earthy kid.
- Cory: No one can make this better.
- Shawn walks in
- Topanga: Cory, we were kids, nothing bad happens when you're a kid. The worst thing that happened was your Pop Tart fell on the ground.
- Cory: Yeah, and you held it up and you said "God made dirt, dirt won't hurt".
- Topanga: It was still dirty.
- Cory: Yeah, but I ate it anyway, I didn't have to, but I did.
- Angela: You're being very mature about this whole thing.
- Topanga: Thank you.
- Angela: It's not a compliment.
- Topanga: (To Shawn) Will you please talk to him? I can’t get through to him right now, you’re his best friend, he’ll listen to you.
- Shawn: Okay, let me handle this. (To Cory, puts his arm around him) Man, are we gonna have fun with this kid!
- Cory: Kid’s gonna be our slave.
- Shawn: Oh, I’m gonna teach him everything I know.
- Cory: Then I’ll bail him out of jail!
- They walk to the side
- Topanga: Mr. Feeny, will you say something to them?
- Cory: (Turns to Feeny) Hey, Mr. Feeny, I think you’re gonna have another Matthews to teach.
- Shawn: Yeah, maybe he’ll have a kid like me to sit next to
- Shawn & Cory sit down
- Cory: Well he won’t have to.
- Shawn: Why not?
- Cory: You’ll still be there!
- Shawn: (Erupts with laughter) Ouch!
- Shawn: Hi Josh, I’m Shawn. Look, this is the second time I’ve been in a hospital this year (Starts circling bed) and I don’t really like the way the first one turned out, so I want you to listen to me. (Stops, looks down at Joshua) I’ve been out of town. See, I was in a real bad way and I went looking to see what was important in my life. I met a lot of people out of town that were looking for the same thing. Now you’re in a real bad way. And I came back here because I want to tell you something. Don’t go out of town. Don’t go anywhere. Life is right here with these people, (Circles back around with hand on bed) with your family. And my family. We got the greatest family there is, Josh. We want you to be with us so we can watch you grow and see you change and make great memories together.