Opening song/1st song Haley sings in the episode.

Song Haley sings after Jamie introduces her to the crowd.

Haley tells her mom and Quinn that Taylor left.; Millie searches her apartment for a bag of Cocaine, but opts to go to an AA meeting instead.

Ending montage of scenes.

Lydia tells her daughters that there isn't anything that can help her and that she's accepted the fact that she's going to die.; Brooke reassures Alex that she's doing a good job.; Jamie shows Julian the footage he captured of Brooke.; Quinn tells Clay about her mother's illness.; Haley has a mini-break down with her mother.

Miranda tells Haley that Grubbs thinks of her as his girlfriend.; Nathan and Jamie visit the movie set.; Nathan quotes "Shrek 2" to Julian.; Millicent vents to Alex about the people at the AA meetings she doesn't attend.; Alexander drops off a suit for Brooke and meets Alex.

Miranda tries to convince Grubbs to take his personal experiences and record an album.; Jamie talks to Nathan about all of the people he misses.; The James girls go through old photo albums before Lydia reveals that she has Cancer.

Julian and Brooke talk about the movie.; Everyone is hiding from Taylor at Clay's house when Taylor, Quinn, and Haley's mother - Lydia - arrives.; Julian asks Brooke to make Alex's outfit a bit sexier.

Jamie captures some behind-the-scenes footage.; Brooke opens up to Nathan.; Millie encounters a couple of judgmental customers at the Clothes Over Bros boutique.; Alex confronts Julian about selling his Mercedes to pay for the movie funding.