Laverne, Shirley, Frank, and Edna travel to New York to visit Frank's mother and attend a street festival; they are joined there by Lenny and Squiggy (who hitchhiked).

Shirley's read of stripper Roxy LaToure. Her later fall down the steps and head blow, cause her to become Roxy. Len and Squig take advantage, hiring her to 'dance' at a Teamsters party. Laverne must save Shirley's honor before all's revealed.