Written by Rina Mimoun
Directed by David Petrarca

Special guest stars

Busy Philipps as Audrey Liddle
Chad Michael Murray as Charlie Todd

Guest starring

Jordan Bridges as Oliver Chirchick
Tac Fitzgerald as Chris Hartford

Special appearance by M2M

Co-starring

Hilarie Burton as female v-jay
Brian McFayden as male v-jay
Marion Raven as Marion
Marit Larsen as Marit

Featured music

"Invincible Me" by Shawn Jones (Oliver & Dawson in the car)
"Over My Head" by Lit (Audrey calling to Joey from the balcony)
"Oh Boy" by Jude (Chris shows up at the pool)
"Everything" by M2M (M2M's first song on stage)
"Miss Popular" by M2M (Charlie talking to the girl)
"Don't" by M2M (Joey talking to the guy, Audrey & Pacey talk about Chris)
"Scott Farcas Takes It On the Chin" by Less Than Jake (Charlie pretending to surf)
"Under My Skin" by Maura Fogarty (Chris comes up to Audrey on the balcony)
"A Million Tears" by Kasey Chambers (ending song)