For a fund-raiser, Steve tries to reunite the Hi-Tops, but learns they've formed a new band without him. So he decides to make some beautiful new music with Regina. Meanwhile, Bullethead decides to quit school to work full time at his new job in the mall.

It's Halloween, and Steve, as usual is up to his old tricks and puts together a band and auditions at a local club, where the competition is his former group, the Hi-Tops, formed their own group.