The girls are outside the dance studio because the doors are locked. Michelle comes by and asks why they are milling about, and they explain that the door is locked. Michelle goes to find Fanny. When she goes into Fanny's home, there is a book club there discussing an evidently dirty book. Truly explains she hasn't read it. Michelle asks what they are discussing, and it is 50 Shades of Grey. Michelle asks where Fanny is. While looking for something, Michelle tells Truly that she should hang out with people her own age, because everyone in the book club is much older than her. Truly hands Michelle a note from Fanny, and tells her to read it.
Michelle calls Fanny, she decided to go to a spa to get away for a time. Fanny tells Michelle that it is wonderful that there is someone there to handle her classes so she can take her first vacation in years. Michelle tells Fanny she has plans over the weekend with her friend Talia for her birthday. Fanny says that she can do it all at night, and teach during the day. Michelle finds a pole in the dance studio and Fanny says that she can teach a cardio strip tease class. They hang up and Michelle starts the class.
The girls are at the Oyster Bar debating whether or not to try these fried balls in front of them. Ginny tries one, and is disgusted. They are all making plans to spend the night at Sasha's and sneak out to go to the movie truck. I guess a truck comes to town every year and they all go. Boo is hoping that Melanie's brother Charlie is there. Melanie says that he will be there.
Michelle starts trying out the pole, gets stuck, and Talia shows up. They decide to spend Michelle's last paycheck. Talia says that they will have fun in Paradise. They go into Sparkles, (Truly's shop) even though Michelle insisted that they not go. Talia loves the clothes and the prices and insists that they buy everything in the store as she is loading everything up. Truly comes up, asks if she can help. Talia mentions it is Michelle's birthday, and Truly awkwardly doesn't wish Michelle a happy birthday. As they discuss and reminisce Michelle's top 5 birthdays, Truly sounds envious. She starts to invite herself to join them. Talia invites Truly. She is excited.
The girls show up at Sash's house and her parents are in the shouting match of the century. Sasha gets the door, tells them to move quickly and not say a word.
Ginny is tweezing Boo's eyebrows, because Boo wants to look like Dita Von Teese (Charlie likes her) and Ginny thought Kat Von D, they agree they are practically the same anyway and continue with the tweezing. Ginny's boyfriend shows up, with cute little care packages for the girls, a movie, (Grease) cookie dough, and fuzzy socks. Then he takes off.
Michelle and Talia are dressed to the 9's and waiting for Truly to come out. She doesn't want to. Truly comes out (with a little encouragement) and looks amazing. They said they are going out and "rocking the casbah." Truly admits she doesn't know what that means, and Michelle encourages her to just "Whoo!" and go with it. She does.
The girls are at the movie truck. Boo is staring in a compact mirror and her eyebrows are AWFUL. Uneven and really screwed up. Charlie (Melanie's brother) and a friend are waiting for the girls and give them their tickets. Charlie and Melanie have a normal sibling argument. THey go into the movie truck. There are no seats together, so the girls start manipulating people to move to get them to be able to all sit together. It was an intricate plan, and works. Charlie's friend finds them seats, and Charlie stops chatting up a pretty girl to sit down.
Michelle, Talia and Truly show up late at the move truck and it is sold out. They wonder what they will do now that they can't finesse their way in, and Truly says that they can just sneak in. Michelle is kind of thrilled that Truly is acting "age appropriate".
In the movie truck, Boo is talking to Charlie. Truly snuck booze in, and they start drinking. The movie is called "Mountain of Arms." They discuss it a little.
The girls have to sneak out of the movie to get home in time for Sasha's house alarm to not go off, or they won't be able to get back in until 6 am. They worry because Michelle is back there. They get out, and Michelle sees Boo, but is clearly drunk so they aren't sure that she really noticed anything. Charlie sees Boo, and asks her to text him something when they get home. She says she can't look, and asks what it says. They tell her it is a girl's name and phone number. They need to leave, so they start running.
Michelle and crew are drunkenly walking back to Michelle's car. They aren't sure where they parked, and as they get to the car, Michelle drunkenly observes they should walk home. Talia suggests they sleep there. Michelle agrees, but Truly says no, and that they were going to stay up all night, so they have to stay up all night! She suggests going to the 24 hour ATM in LA that has cupcakes. Michelle and Talia say they are too drunk, and Truly says she is sober. Michelle says that it is impossible, Truly matched them drink for drink, and Truly admits that she did, but spit the drinks back into the bottle they were drinking from. Talia and Michelle are a little grossed out, but agree to go get ATM cupcakes.
The other girls get back to Sasha's house, but it is past the time the alarm is set. Sasha tries to climb into the house, but ends up wrecking the convertible top of the car. They aren't successful in getting in, so they decide to sit outside.
Michelle and Talia look at their wrappers from the cupcake ATM. They say they are going to suffocate from the inside since they ate so many cupcakes. Truly is sleeping. They are in the gazebo. Talia says that Michelle has a sweet life in Paradise. Michelle thinks it is strange, she isn't sure she likes it. She says it was supposed to be different. She was supposed to be a "Sadie" and happy, and Talia wonders if she could be happy without being a Sadie. Michelle says she will try to liven Paradise up.
Boo and Sasha are talking saying that they will be inside in 3 minutes. She wants to still text Charlie the girl's number, and Sasha says, "Then what?" Boo says that she doesn't know, she just likes him. Sasha said that she got her letter from the Joffrey Institute, the official invitation. Boo says that it is great, but of course she knew she was going to get in, and asks if she is going. Sasha says that of course she is going, it is better than being there. They get into the house. Her dad is just sitting on the couch. Sasha goes over and sits next to him. She notices it had nothing to do with her, so says she stayed out all night and wrecked her mom's car.
There is a cool dance routine with Sasha and two other girls to They Might Be Giant's Istanbul.