The show begins with Samantha trying to reach Carmen on the phone. She doesn't get through and later shares her concerns with Lily, who doesn't sympathize with Sam's guilty feelings.
Meanwhile Nicole and Brooke are being looked down upon by all of the disadvantaged students at Kennedy high for not selecting Carmen as a cheerleader. Brooke understands this and feels bad, but Nicole has no remorse concerning the decision and even yells at another student and criticizes her appearance. Brooke pulls Nicole away and thinks about canceling the party but Nicole convinces her she can't because it is the first party of the year and therefore they decide the social order for the rest of the year.
Josh is in the locker room thinking when Sugar comes in. Sugar's upset about Josh's decision to be in the schools musical. Josh tells him not to worry and that everything is going to be alright, but Sugar doesn't buy it saying that Josh isn't super man and that something's going to slide if he does the musical. He is mainly concerned about football, and Josh tells him it is only a game, and this makes Sugar angry, because to him it isn't just a game. He's worked hard to get where he is now, and the reason he's there is because he's Josh's friend. He doesn't want to be a nobody again. Josh tells him people like him for him and who he is and that he won't need Josh, but Sugar isn't buying and takes off.
In the teachers lounge everyone one is talking, and Wayne Vincent is bragging that his musical is going to be the best one ever when the coach comes in upset. He begins to yell at Vincent saying that he is not going to steal away his star quarterback. Vincent replies by saying that Josh has already made his choice and he is not losing the star attraction to his musical. Mr Grant gets involved when he gets concerned that the two are not interested in Josh's best interest, but they pay no attention.
Sam meets up with Harrison in the school's editing room. He's put together a tape of the interviews they have done. Sam sits down and Carmen's image appears on the monitors. On the tape Carmen says that she wants to be a cheerleader partly because then she could be popular but she also has another reason as well. She goes on to say that when she was younger, she was taken to her brothers football game and during halftime the cheerleaders came onto the field and did their routine. The whole entire time one of them was looking at Carmen and smiling, it made her feel good about herself and that is what she wants to do for another young girl who feels bad about herself.
Josh is at the theater rehearsing his lines when his father comes in, very angry. Mr Ford had to leave an important meeting because the coach called and told him that his son was in the school musical. Josh tells him it is something that he wants to do, but his father tells him he is only 16 and doesn't know what he wants. He then demands that he quit the play, go down to the coaches office, apologize and then suit up. He never had this kind of trouble with his brothers. Josh whispers that he is not his brothers.
Brooke meets up with Josh outside, he's sitting in a section that they don't sit in and she wonders why. He tells her that he doesn't feel embraced by the masses. He seems concerned that the only thing she has to eat is an apple, and she says that she isn't very hungry and he gives her a cracker. She tells him that she heard about the incident with his father, which causes Josh to comment that he understands why his father and coach don't support him, but he never thought that she would be against him too. He wonders if she is with him only because he fits the quarterback boyfriend, which offends Brooke. He has no idea what he is going to do, but supposes that he is going to drop the musical, which will mean his father, the coach and Brooke will win, but then again, he says, Brooke always wins.
Nicole is in the cafeteria eating lunch when Mary Cherry comes over asking her to sign her autograph book. Nicole does so, and as she is adding her john Hancock to the book, Mary starts asking her about the outfit she is going to wear to Brookes party. Mary is asking about every detail, and Nicole starts to get a bit suspicious, but lets it slid.
In biology class the teacher is taking attendance. Carmen is absent, and Brooke is day dreaming. The teacher tells her to get to work. Lily remembers something Carmen said to her about sometimes if you really believe in something you have to go for it even if you make a fool out of your self. So when the teacher tells her to get to work she refuses saying it's immoral. The teacher tells her she's not the first student to try this, even so Lily makes a passionate argument as to why she shouldn't cut the frog, the teacher tells her that if she doesn't get to work she'll receive a F everyday.
Sam meets with Mr Grant, who tells her that he is impressed with the work that he is doing so far. He comments that he likes the Carmen interview and the Brooke interview, but he's disappointed because he thinks that she wasn't the same with Brooke as she was with the rest of the interviewees. He also mentions that she hasn't really included the popular kids side in this project, Sam remarks that it is because the popular kids have it easier, but Grant tells her she must remain objective, and that a good way to get more interviews would be to go to Brooke's party on Friday.
Brooke is walking down the hall when a guy comes behind her and purposefully knocks the books out of her hands and on to the floor. He stops and calls her Satan. Sam who was looking on, comes to her side and helps pick up the books and stuff that was knocked on the floor. Brooke thanks her and tells her that she will see her in bio later, a class she feels she has no ideas to what is going on in, which means she'll probably end up with a B or something, but Sam has been a great help. Sam suggest that maybe the two of them can get together and study sometime, how about Friday. Brooke says she can't because she's having a party on Friday, but invites Sam to come. Sam tells her maybe. Harrison who has been watching takes off. And once Sam leaves, Nicole comes beside Brooke and tells her that she thinks they're at capacity.
Later on Sam meets up with Harrison outside of the school. He asks her if she wants to do something on Friday night, and she tells him that she can't because she may be going to check out Brooke's party. They have become friends since they started being lab partners. He asks if he can go, and she tells him she doesn't think that she is allowed to invite anyone. He lights into her and tells her he can't believe that she is selling out her friends to a girl who has dumped on two of them. He also tells her that he thought she was different than everyone else, but she isn't because she is afraid to be an individual and instead settles for being unique like everyone else. Harrison tells her one last thing: they were both blinked, meaning they weren't invited to Brooke's party, and I he suspects Sam is going to have a hard time breaking the news to Mr. Grant. Sam seems slightly motivated by Harrison's harsh words and marches into Mr Grant's office and tells asks him to have dinner with her… so they can go over the questions she'll ask at the party. He says yes then she heads to a body piercing shop.
Later that evening Lily finds Carmen at the beach. They have a heart to heart where Lily tells Carmen how she thinks she's the bravest person she knows because of her willingness to put her self out there, and as a result Lily was inspired to take the 5th on the frog.
At the party Nicole is working the door to make sure no one uninvited gains access when Mary and Sugar shows. Nicole notices that Mary is wearing the exact same outfit that she is wearing and passes a remark which Mary doesn't even seem to care about.
Sam meets Mr Grant at a restaurant sporting a new nose ring which he doesn't mention until she doesn't and at that he tells her that he thinks it's trying to hard. Thinks are going alright until Sam realizes that the waitress that he knows is actually his girlfriend. Mr grant figures out the real intention of Sam's invitation and apologizes for not realizing what was up. He should have known better.
At the party Sugar takes care of a girl who has gotten sick. He calls Josh on the phone, and he finally picks up. Sugar says that he is sorry for everything that he has said over the last week and that Josh was right, and he has two girls fighting over him. Josh is glad, but tells him he needs to think and won't be showing at the party. When Sugar hangs up Brooke is waiting and wants to know when Josh is coming and Sugar informs her that he isn't.
At another restaurant Harrison, Lily and Carmen and chowing down on some greasy food when Sam arrives. She says that she is sorry for selling out and when she goes to leave her friends call her back to the table and they have a discussion.
Sam says that she thinks she's realized that the popular kids and them are the same but…
Carmen: No, no, no we're not the same. Witness us eating greasy food with a homeless meowing man.
Harrison: Witness them shacking their elitist booty pool side and I'm sorry eating chex mix that I'm pretty sure taste pretty damn satisfying.
No, non, no you know what I'm sorry but someone has got to confront Brooke McQueen and tell her there is enough chex mix for everybody. She doesn't have to be so tight with her appetizers. That's the truth that is going to set us free.
Sam: You know what? You're absolutely right.
Harrison; We shall over come and I am digging that.
They leave and head for the party. When they get there they go inside and Sam grabs Brooke by the shoulder and turns her around.
Brooke: Sam, what are you doing here? Is this about lab or something because…
Sam: No it can't Brooke. We're talking about something RIGHT NOW… I want to know why my friends and I weren't invited to this party.
Brooke: Wait a minuet. Why are you barging in here and making a scene.
Sam: Why aren't you wearing you tireara?
Brooke: Excuse me but you don't know anything about me.
Sam: You know what Brooke, cancel my subscription, I'm over your issues. I know enough. I know you hurt people and make them feel bad about themselves and cause division.
Broke: Really, because you and your friends sit at your own table at lunch. You're a total click. So don't you walk I here and judge me for doing the exact same thing that you do.
: Why don't you just admit it? You think you're better than me. You know what Brooke, the truth is you're not.
Brooke: I think you should leave because you're way out of line here.
Sam: And if I don't?
Nicole: Hi, Brooke, I think you should give her a five fingered solute across her smug little face.
Lily: Nicole, you are such a total bitch.
Nicole: Oh Yeah.
Lily: Yhea.
Nicole: What's up G? bring it on.
Mr McQueen: Brooke
Brooke: Dad.
Sam: Mom
Mr. McQ: What the hell is going on here.
Sam: Mom why are you here?
Ms McPherson: We shared a cab in from the airport and I came in when I saw the commotion. What is wrong with your nose?
Mr McQ: Party's are not allowed while I'm gone Brooke you are in big trouble.
Brooke: Ok. Wait before you ground me, why did you share a cab? What's with the tan, you're suppose to be in New York.
Mr McQ: Well, ah, there was a lay over at the airport. Jane and I met at the lounge. Long story short I went on the cruise.
Ms McP: Yhea and well…
Sam: Mom… what's that on you're finger.
Ms McP: Um, we're engaged.
Nicole; Oh my God the parental units are merging this…
is absolutely genies.