Paulie & the boys hit the hardwood for a game of hoops against the guys from OCC Ironworks. Back in the shop, Big Paul blows up at Vinnie, but once he takes a look at the Miller Bike's paint job and the outrageous tow-behind welder, all is forgiven.

OCC prepares for the Leno Bike's debut on the Tonight Show. When the parts return from the painter, the guys discover that the bike just won't fit together. Paulie and Vinnie are forced to burn the midnight oil for the king of late night.