Andy and Barney reminisce about old flames and decide to throw a class reunion. When the big night finally comes, they both find they have a lot to learn about how much things have -- and have not -- changed.

Rafe Hollister stops by the auditions for the Ladies League Musicale and shocks everyone with his beautiful voice. But Mayor Stoner and Mrs. Jeffries are aghast at his shabby appearance so Andy and Barney decide to give him a makeover, despite Rafe's objections.