Friendships hang in the balance at Henry Roscoe High. Lily is torn between sheltering her strong friendships with Ray and Travis, and opting for romance. Travis reins in his affections for Lily when she pulls back from their near kiss, leaving Ray free to pursue Lily with an invitation to a ""special dinner"". Although the date turns from tragedy to triumph, Lily fears that a kiss could sour her friendship with Ray. Lily makes it clear that romance will not be in the air for either Travis or Ray, but the two suitors secretly throw down the gauntlet in pursuit of Lily's affections. And speaking of kissing… a rumor about Kim Carlisle snuggling up to a ninth grader races through the halls of H.R. High and reaches the ears of Principal Waller who squelches Kim's radio show with some super dull ""approved copy"". Kim's unhappiness strikes a chord in Robbie who persuades Waller to put the Carlisle ""You and Hello"" back in Cougar Radio.

Lily's friendship with Audrey seems to be on the upswing. Although they reunite and find common ground once again, Audrey's snobby attitude and elite posse, whose pastimes include ridiculing others, does not mesh well with Lily's kindhearted sensibilities. Lily suffers twinges of sadness when she opts for integrity and breaks off her friendship with Audrey but discovers a silver lining and new camaraderie in the hilarious and engaging Parker. Ray and Travis haggle over the gentleman's rules of romance that they are trying to establish in their pursuit of Lily, though each is only using ""the list"" to gain footing on the ever slippery slope to Lily's heart. Both Travis and Ray appeal to Robbie who is surreptitiously leads them to see that their sparring over Lily may in fact be the beginning to a beautiful friendship.

Ray and Travis both try to be lily's number one fan.Lily enters an open mic contest but fears she will do bad.when she gets on stage she's nervous,but will lily be able to go through with it? Meanwhile Kim and Question mark(robbie) continue fighting with one another.

**** The band that Lily likes is called ""The PETTIT Project"", not petite. It's pronounced ""pet-it""

Ray and Travis are still at each others throats over who Lily is really in love with. They are given another opportunity to try and prove their loyalty in this episode when lily starts having peculiar dreams as to who she is really in love with. She shares her dreams every day on RFR and Travis (aka smog) tries to impress her by analyzing her descriptions of the dreams and trying to help her figure out that she is really in love with him. But, as you probably guessed, ray won't stand by and let that happen. So he begins to read up on dreams and possible meanings of the things that happen to Lily in them. Lily's dreams are:

1. Lily is walking down a foggy Roscoe High hallway and everybody is wearing boxing gloves. She walks up to her dream guy, who she can't see the face of, and smiles at him, only to find that she is ""a few teeth short of a smile.""

2.Lily is walking down a foggy Roscoe high hallway, and she hears a lion roar. Then she realizes that all the people passing her in the hal

Lily and Ray's friendship is really put to the test when Lily decides that maybe it's time for her to start hanging out with her girlfriend Parker more. To avoid hurting Ray's feelings when she blows him off, Lily begins to lie. Unfortunately, she doesn't realize what lying can lead to until she has Parker lying for her and one of her best friends not talking to her anymore.

Robbie and Travis are too busy to get involved...Ed and Ted are trying harder and harder to become ""RFR correspondants"" (go to concertys and shows and send RFR a review afterward). Travis and Robbie can't think of a polite way to say, ""heck no!"" So they begin to tell small fibs. but hey, a little white lie never hurt anyone...right?Right?:?

Travis...the walking unsolved mistery of Radio Free Roscoe. Why does he say so little about his past? The places he's been, the things he's seen, the people he's met? In this episode the RFR gang is puzzled when Travis's old friend Bridget unexpectedly shows up at Roscoe High, and seems to know a lot more about him then the three friends know put together. So Ray uses his intuition and whiny voice to get Bridget to spill the beans...so they can find out exactly what Swami...ahem...smog is hiding.

Robbie and Lily are having trouble holding together their friendship too. Lily just isn't interested in childish poems about cat's bums, and Robbie couldn't give a care for super duper bouncey balls. Will they decide to call it quits on the whole ""best friend thing""? or can they remember what brought them together in the first place?

Is Lily jealous of Bridget? Has Lily finally picked between the life long compadre Ray or the enigmatic Travis? All will be revealed when Lily has a little chat with Bridget about the relationship she and Travis have.

Ray is yet again attempting to win over Lily's heart. Will he win it over? Or will his heart end up being....crushed?

Lily finds herself still in deep regret for pushing Ray away and out into the dating world, as he seems to have completely forgotten about ever liking Lily in the first place. Trying to win him back, Lily tells Ray that she knows a girl ""a lot like her that is interested in a guy like him that is looking for more then just a friend."" Ray responds that he knows ""a guy a lot like him that is also looking for more then a friend and would love to go out with lily"" So they agree to a date, and Lily thinks that Ray was talking about himself (since she was talking about herself) But it turns out Ray meant his church buddy mark and Lily has to frantically run around Mickey's trying to find someone that will go out with Ray. Meanwhile Robbie is jealous of Travis's worldly experience. note: this episode ends with Travis SINGING KARAOKE!

Kim invites Robbie to dinner to meet her dad and at the dinner, River Pierce shows up. Lilly is having trouble finding inspiration to write a song for the bands performance and when she does she accidently remakes a bands old song.

Kim wants to be open about her and Robbie's relationship... Lilly is ready to express in her song, how she feels about Ray, thinking that Ray may like her and Grace. Bridget returns from Hong Kong and dumps Travis at the open band night. SPOILER WARNING!! Bridget tells Travis that she's been doing some thinking and that she feels its unfair that she completes him when he ignored her for a year. she says she has to leave him for a while and they both say I love you to eachother. When Lilly's band performs she says ""Ray this song is for you"" and after the song she see's Ray and Grace kiss, as the song gave Ray the wrong message. When Ray and Grace are leaving the performance Lilly tries to yell Ray I love you but she accidently broke her Microphone connection. As a last ditch effort, she yells ""RAY I LOVE YOU"" and it echoes... Ray turns around while Lilly is being mobbed by people after her outstanding performance. Did Ray hear her??? A kind of Cliffhanger is left as the ending cr

While Ray discovers that finding love is sometimes as easy asking for it, Lily, Travis and Robbie each come to terms with their aching hearts.

Robbie comes to the harsh realization that sometimes love means letting go, while Travis and Lily come to discover that letting go is the only way to maintain their friendship.

Lily gets close to the new guy at Roscoe High, but this guitar player may have more in mind than just Lily.

After the Roscoe cheerleaders insult Lily and Parker, they team up with Travis to write a scathing song.

While Robbie fights Lily's debut on Cougar Radio with the ever slippery River Pierce, Ray uses Travis' worldly background to secure his flailing social status.

Parker and Travis camp out while waiting in line for Trews tickets. Ray, Robbie, and Lily discover stuff from old sleep overs.

While Travis and Parker struggle to work out their newfound love, Lily tries to deal with her ruthless music teacher.

Lily gets jealous of Parker because she (Parker) wrote a really good song in a couple of days. Lily tells Parker that she could help ""tune up"" the song...when all she does is make it worse so she feels better. Parker gets fed up and threatens to leave the band. Ray does stand up comedy at Mickey's and makes jokes about his brother. His brother gets angry at first and then he's just plain hurt. Ray gets advice from Travis who tells him that he should stop the comedy about his brother.

While Ray comes to the shocking realization that River Pierce has been using him to woo Lily, Robbie loses all his senses when he falls head-over-heels for The Oracle's hot editor, Blaire.

Rumors run wild when River accidentally sleeps over at Lily's house and Ray catches them in the act, inadvertently spreading gossip.

While No Man's Land rises to the top with a sweet gig opening for the Trews, Lily comes to realize that the truest friends are those that are around when you need them most.

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Radio Free Roscoe comes to an end with a special hour-long finale. Lily becomes disenchanted with the perfect River; Ray struggles unsuccessfully to convince Grace that he's not in love with Lily anymore; and everyone wonders if they've outgrown Radio Free Roscoe altogether.