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Mordecai and Rigby want to go to Margaret's birthday party at an exclusive club.
The episode begins as Mordecai, Rigby and Eileen bring balloons to Margaret, whose birthday is today. As a result, she invites Mordecai and Rigby to come to her party, which is being held at a club called, Box. Saying that the party ends at midnight, she and Eileen walk away, leaving both Mordecai and Rigby thrilled (Mordecai for dancing with Margaret, and Rigby for cake).
Later that night, the two best friends show up at what appears to be the right dancing club. Unsure if it is, Rigby asks an Spray Painter about it, to which the man replies, "The Box or something." When the two friends try to get in, they are rejected because they are not on the list. Mordecai then tries calling Margaret, but she doesn't pick up. They then wait in line for a long time in order to try and get in. When they are next, a man who has been waiting 11 years to try and get in, cuts Mordecai and Rigby. Infuriated, Mordecai demands the reason why he got in and they didn't. The doorman then tells them it's because their clothes aren't "fashionable" enough. Rigby then complains that his shirt cost him $10 and he got it off the internet. Just then, a woman in a limo shows up and enters the club by cutting everybody. The doorman then tells the two friends that she got in because she had "Lots of fashion" (she was wearing a hideous black dress with neon orange spots). In order to get in, Mordecai and Rigby then go to a dumpster, and copy the woman's style of dress (by using trash bags, spray paint, and soda cups). As a result, the two friends are granted immediate access into the club.
Once they are in, Margaret calls Mordecai, but quickly loses the signal. Mordecai then begins to look for her, while Rigby starts dancing. While searching, Mordecai encounters the same woman, who reveals her name to be Ladonna (crossover between Lady Gaga and Madonna). Thrilled by the same style of outfit Mordecai is wearing, Ladonna then takes Mordecai to a small room where she questions him on his fashion choices. Meanwhile, Rigby, who is still dancing, tears his outfit off while dancing, causing him to get kicked out because he isn't "Fashionable" anymore. Mordecai, anxious to the fact that it is almost midnight, finally ignores Ladonna once he sees Rigby being dragged out of the club. Angry, Mordecai criticizes the club for being too stuck up for him, and rips off his outfit as well. Ladonna, who heard the whole thing, identifies herself as the club-owner, and has Mordecai and Rigby kicked out for insulting her club. However, Mordecai, heart-set on dancing with Margaret, breaks free of Ladonna's guards, and begins running toward who appears to be Margaret. Ladonna, Infuriated, then launches a powerful energy blast at Mordecai in order to stop him. The beam misses, however, and Mordecai makes it, to a woman with the same hair-style as Margaret. Startled that it is not her, and Mordecai is then knocked out by one of Ladonna's guards.
Both Mordecai and Rigby are then thrown outside the back door, with Mordecai being depressed that he missed Margaret's birthday party. Just then, Margaret and Eileen walk out a door on the building opposite of "The Box". Margaret then tells the two friends that the name of the club was "Box", not "The Box". Mordecai apologized for missing her party, but Margaret quickly forgave him. Eileen then tells Rigby that there is extra cake, so they both go inside leaving Mordecai and Margaret alone in the alley. Mordecai then gives Margaret a music tape as her birthday present (telling her what it is accidentally before opening the present and quickly makes her forget), and Margaret uses a radio to play the tape (with the radio courtesy of the graffiti artist from earlier). As the song plays, Mordecai and Margaret finally dance with each other, and the episode fades to black.