Aliens in America

Franny is still trying to make Justin cool. Claire wants to be popular and on the "A" level at school.
Justin is avoiding a popular girl named Anita. Raja asks why and Justin tells him that they used to be boyfriend/girlfriend in kindergarten. Then, she dumped him and now she tortures him in high school. Anita tries to make fun of Raja, but he takes her seriously. Justin and his friends talk about it. They are amazed that Raja didn't fall for it. After getting rejected by Justin to dress him up, Franny tries to stay out of his and Claire's life. At school, Anita asks Raja about the day before. He confronts her by saying that she acts as if her only value is sexuality. She starts crying and Justin thinks she is trying to reel Raja in. It turns out that she is actually interested in what Raja has to say. She even blows off her popular friends to keep talking to him.
Franny is spending her time cleaning the house, but quickly moves on to helping dress Gary up. Anita wants to do the science project on butterflies with Justin and Raja. Buck is angry at Justin and Raja for making Anita modest. Claire joins the "A" level after Anita leaves. Franny gets Gary a fancy suit and turns him into a different person. Buck finds Claire, his new girlfriend. Gary appreciates Franny's ability to trust the kids. Anita realizes that she and Justin were in kindergarten together, which makes Justin think that she likes him.! Raja scolds him for being like Buck and wanting her just for her body. Justin accuses Raja of being jealous.
Justin and his friends talk about Anita, which upsets Raja. They still do their science presentation well though. Justin asks Anita to go to the butterfly exhibit. She agrees. Gary is rejected by his boss. Claire goes to a "cool" party, but it isn't what she expects. Anita and Justin are at the exhibit together. He goes in for a kiss and does it. All of a sudden, she turns into her old, mean self and storms off. Franny feels that no one needs her help. Justin asks for Franny's help after being rejected by Anita. Justin apologizes to Raja and Raja admits that he was jealous. Claire decides that being popular isn't everything. Justin is embarrassed to be seen by Anita, but then gains back his confidence!