In a flashback to the 80s, 17-year-old Lily Rhodes gets kicked out of boarding school and runs away to Los Angeles, reconnecting with her parents, Rick and Cece, and sister, Carol. Back in present day, Blair and Nate attend prom together, but the evening doesn't turn out exactly as planned and Chuck and Serena have a little something to do with that. Serena and Lily don't see eye-to-eye over Serena's recent run-in with the law.
Prom Theme — Fountains of Wayne
Right before Nate and Blair break up
Mirror In the Bathroom — The English Beat
Lily walks into the diner.
I Want a New Drug — Huey Lewis & The News
Lily at brunch with her parents.
Destination Unknown — Missing Persons
Lily as a teenager driving in her car
Dancing With Myself — Billy Idol & Generation X
When Lily is changing clothes.
Blue Monday — New Order
When Lily, her sister and the two boys crash into the party.
Stand And Deliver — No Doubt
When Lily and Owen are at the club looking for her sister.
The Safety Dance — Men Without Hats
When they're dancing at the party (flashback).
Just Can't Get Enough — Depeche Mode
Lily is dancing with a guy
I Melt with You — Modern English
At the diner, Owen offers to help Lily look for her sister.
Doot-Doot — Freur
At the end of the episode, young Lily and carol ride in the bus
I Hate the Rich — The Dils
When they're fighting at the party (flashback).
52 Girls — The B-52's
When Lily and Carol are chatting in the car.