At school, Mrs. Allen hands out graded exams. Lily is sure she'll get an A this time just as last time. Robbie gets a B and Lily only an F. Lily is shocked!
In the hallways Robbie is still super happy that he got a B and she got an F but Lily's seriously upset. She wants to talk to her. Lily thinks she stands a chance when she talks to Mrs. Allen.
Ray tells Grace his parents will be away for the weekend. She wants to go out, despite his invitation that he cooks her dinner. So he wants to take her out to a better place that she wants to. However there's a problem: Ray doesn't have the money and asks Travis for some.
Travis and Parker try to talk to each other, but that's rather difficult as they somehow haven't found their bases yet. She wants to go play paintball.
Lily tries to talk to Mrs. Allen about her F. Lily gets another chance, but Lily is upset that she got an F and wants another grade for that song.
At RFR, Lily complains about unfair grades. Lily is really upset.
Outside RFR, Lily is writing another song, despite Robbie is teasing her about her grade.
At Mickey's, Parker and Travis arrive. They've just come from paintball and Travis is full of paint and looks injured, while Parker doesn't have a scratch. Ray apparently is working for Mickey's now and takes their orders. Ray explains his situation: Grace doesn't have to know. Mickey walks up behind him as he's talking too much. Parker and Travis leave for some other event.
Lily performs her song in front of Mrs. Allen and the class. Lily gets a C now.
The four friends hang again in front of RFR and back on air, and Lily is so upset that she starts to think the teacher has it in for her! Robbie mocks her.
Ray has to go to work and lies about it to Grace. That's when Parker calls Travis, she wants to go bungee jumping, but Travis invents some excuse.
Mickey fires Ray, but hires him back when Ray explains his tragic situation.
Travis and Parker sit outside of Mickey's – they are trying to mediate. Parker explains where's she's going, which kind of annoys Travis. At the end, Parker leaves upset as Travis doesn't like her talking.
Robbie and Lily hang out in her basement. Robbie is looking through Lily's dad's old records and finds a special one: one of Mrs. Allen! Lily knows sees it now, she's only a one hit wonder. So Lily writes a quite mean song about her and plays that in class. Mrs. Allen almost cries. Robbie feels uncomfortable listing to it. Lily leaves the class upset. Mrs. Allen explains she's over the top of the showcase.
Ray complains to Travis that he can't make any more mistakes in the kitchen or he's out. Travis isn't really listening.
Parker cries on Lily's shoulder and tells her she's messing everything up with Travis and explains she's talking too much. Lily tries to play another song. Lily's figured it out, she has been playing the same song over and over again – and now she realized it and Mrs. Allen saw that. After all Lily gets a B now, not the A because she was so mean. Mrs. Allen tells Lily she has twice the potential she ever had and wishes her the best luck with her career.
Travis and Parker meet and both try to apologize to each other. At some point he just kisses her. She's blown away by it.
At Mickey's Ray is working and begs Parker and Travis (who for once are not talking) for no distraction so he can make it through the day. Grace walks in and finds Ray wearing the hairnet. But then again Mickey fires him as Ray screwed up again in the kitchen.
Grace tells him Mickey won't let him make it up. But Ray has an idea. He goes on stage and announces the showcase of Mrs. Allen's class with Lily performing. Lily dedicates the song to her teacher. No Man's Land rock the place!