Spinelli was enchanted by the thought of Sam and Jason reuniting, but Sam was uncomfortable and left. Maxie berated Jason for not going after Sam — and also for not agreeing with Spinelli's enthusiasm, then chased after Sam. Jason told Spinelli that Sam helped find Michael and Kristina — and that's all he needs to know. Spinelli told Jason he's getting married Sept. 25, and asked Stone Cold to be his best man. Maxie pressed Sam about her relationship with Jason, and filled in the blanks herself. Sam insisted they're friends who sometimes...work together. Maxie admitted that while she loves Spinelli, she doesn't really want to get married. But she hasn't been able to tell Spinelli the truth. Back at the penthouse, Jason agreed to stand up for his friend, but balked at wearing a pink tie. Maxie returned and urged Jason to take Sam on a date to the carnival.

At G.H., Edward looked forward to the upcoming carnival. Matt spotted Andrea, who fled before he could spot the digitalis she stole. Matt told Patrick that Andrea was spying on him. Monica found Edward at Metro Court, celebrating his clean bill of health with a drink. She asked him to attend tomorrow night's fund-raiser to schmooze the big spenders. She offered to arrange for a car, but Edward insisted on driving. Elsewhere, Andrea examined the digitalis, and mused about how it can induce cardiac arrest.

Michael said he recalled Jax saying he was sorry. Jax suggested he was apologizing for not being there in general for Carly and Michael. Meanwhile, Kristina was at Sonny's, where he apologized for not being around to support Kristina. Krissy recounted her litany of crimes, but Sonny assured her that feeling guilty is punishment enough. He doesn't want this mistake to derail her whole life. When Max interrupted with business. Sonny told Kristina he would take her to the carnival, and sent her away with cash to buy a new dress. Max reported that the police intercepted the latest shipment, prompting Sonny to wonder if he has another leak. Dominic reported to Carly's place for bodyguard duty. Morgan was thrilled, but when Michael refused to be guarded, so did Morgan. Alone, Dominic convinced Michael that Morgan needs to be guarded — but won't agree without his big brother's approval. So Michael accepted Dom for Morgan's sake. Later, Sonny visited, and told Michael he would have forgiven him even if he had caused Claudia's accident. Then he invited the boys to the carnival. At the pier, Krissy ran into Claudia, and apologized. Claudia called it an accident, and wanted to put it all behind them. "Live for today" she sad.

Earlier, Elizabeth had run into Nikolas at the pier, and invited him and Spencer to the carnival with her and Lucky and the boys. When Rebecca came by, Nik kissed her and invited Rebecca to the carnival, too. Back at Wyndemere, Nik told Alfred he is going to encourage Rebecca to dress and act like Emily, and then he will expose her as a fraud and be done with her. When Rebecca later arrived at Wyndemere, Nik presented her with a red dress that Emily might wear.

In the floor of Olivia's apartment, she and Johnny basked in the afterglow, and he asked her to be his date for the carnival. When she talked about being busy with work, he asked if she was worried about Sonny seeing them. She insisted Sonny is not part of her life. Cue Sonny knocking on her door! Johnny poured wine while a distracted Sonny babbled about the carnival then left. Later, Dante arrived, looking for lasagna, and Olivia scolded him for showing up unannounced, pointing out that he barely missed Sonny and Johnny.

As carnival music played, a montage of images of carnival rides, confetti and a car melded with Jason inviting Sam to the carnival, and Andrea hissing, "I never did like you, Edward."