At Amityville Casper Grade school, Max is playing with his friends when the frisbee they are using goes over the fence. Max goes to get it and meets a mysterious girl named Arte who found the frisbee. She gives it back but not before getting close to Max, smelling him, and saying he has a very nice smell to him. Before Max can ask anymore, the bell for school rings, and Arte disappears. Max wonders where she went before running to the school. He is unaware that while in class, a small cat is watching from a branch outside his class.

At Amityville Junior High, another reminder about the dance leads Justin to suspect that Courtney doesn't know how to dance. This leads to another rival moment between Courtney, Lillith, Justin, and Leon when another girl shows up that excites Courtney. She introduces the girl as Ivy, a friend from her old town, and an eco-goth. She introduces everyone and they all agree to go to Stranger's store after school. They also learn that Zazie is in their class as well.

After class ended in the Botany class room, a teacher is going through a delivery from Brazil when he finds a strange plant in some bark. Suddenly, the plant reveals it has 4 red eyes which scares the teacher out of the room. The plant grows legs and begins to affect the plant life in the room changing it in order to begin creating strange plant like life forms.

After classes, as everyone is leaving for the store, Justin says he has to go home alone today. When the others ask why, Leon says that Justin is working on a surprise project for the group. As Justin is going through the hallway, he discovers Zazie following him. She reveals she's been watching him in shop class and has made a scrap book of his work which she shows she is obsessed with Justin. She then gets closer to Justin, says she's always been lonely, and can tell that Justin knows what that feels like. Justin admits he knows what that feels like and despite needing to work on his secret project, agrees to go with Zazie to her secret place. Courtney sees Justin go off with Zazie and goes to round up the gang at the store.