On the day of Prom, the residue of Nathan's pre-Prom party has serious repercussions for everyone in Tree Hill. Haley asks Nathan for a list of his past sexual conquests. Rachel is suspended after taking the blame for the exam she stole with Brooke. Peyton tells Lucas she wants to skip the Prom entirely, but he refuses to take no for an answer. Finally Mouth and Brooke must deal with dating Clean Teens on Prom night.

The teens of Tree Hill mount a rescue mission to retrieve Mouth from his ill-advised road trip with Rachel. While on the trip, Haley and Nathan get a second chance to enjoy the prom, and Lucas and Peyton decide to take their relationship to the next level. Brooke tells Haley that she lied about stealing the calculus exam, and Nathan struggles with the residue of a past mistake.