Will and Carlton both try to win Melinda over by making up stories about themselves. Carlton successfully wins her over, much to Will's surprise. Will goes and drowns his sorrows in croissants, where he asks the nerdy waitress, Cindy, out to Hilary's party. Hilary's party starts off great until Carlton's date turns out to be a thief, and the shoplifter Hilary was accused of being.

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