When Riley, gets approached by a Gothic Girl for her notes, because if she doesn't pass this history test, her mother would ground her and she can't go to the party. The girl promises Riley and Chloe to have them over for a party, here at school. Chloe has an outburst, saying that Riley can tutor her, too. Riley and Chloe doesn't know how to handle is situation, so when the girl comes over they dress Gothic.

They tutor her, and she pass with a B+. She tells them that the party will be at Midnight. Riley and Chloe are pretty nervous about how to attend the party, so they have a plan to leave late, because that what cool kids do. But the truth is that they are scared, and doesn't want to go. So they fall asleep on the bed.

Thinking that they are at the party, Larry wants to take them both out. He tries to sneak in but they kick him out. He then sneaks in as Britney Spears, and asks the girl where was Chloe and Riley. He then says that they never showed up.

Larry then gets hit on a guy, thinking that he is a girl.

In the morning, Chloe and Riley blames each other for not going to the party. They are then greeted by Larry in the whole Britney Spears costume, and he tells them to hide him.