Having to drive the Cunningham family car and a run-in with a gang stack the odds against Richie and his buddies after Bag Zombrowski challenges them to come up with dates by midnight or walk through popular Arnold's parking lot in their underwear.

Ralph and Potsie let their imaginations run wild while they help Richie Cunningham fix a fence for a beautiful divorcée, especially after she asks Richie to have dinner with her when the job is done.