In this movie-centric episode of 'Glee,' Will (Matthew Morrison) must fight to get the love of his life Emma (Jayma Mays) back after she ran away from their wedding in the last episode. It also features the series landmark 500th song, of which 100 percent of the proceeds will benefit the Give a Note Foundation.

The episode opens with its first reference, this time to the movies of Fred Astaire, with Will and Emma decked out in tuxedos, dancing on the walls and performing 'You're All the World to Me' in black and white from the '50s film 'Royal Wedding.' That is, until Will wakes up and sadly realizes it's all a dream.

However, this dream is what gives him his assignment for the week: escapism through movies. To switch it up a little, it will be a competition between guys versus girls and must be a mash up that contains visual elements. Artie (Kevin McHale) says he will award whoever wins with a spot in his new movie.

Finn (Cory Monteith) tries to talk to Will about the missing Emma. Will is perfectly fine to give Emma her space, while Finn (obviously still feeling guilty for kissing her) thinks Will should take some action. Finn tries to get help from Sue (Jane Lynch), who refuses to tell him where Emma is, but is willing to divulge she's using all her vacation time. He finally goes to Artie, who suggests Finn talk to Emma's parents.

Out in the hallways, Blaine (Darren Criss) suggests they perform 'Shout' from 'Animal House' by the Isley Brothers, and the New Directions perform their 500th song. At the end of the intricate dance number that takes them all over the school, Artie says that doesn't count for the competition since it wasn't a mash up.

Over in New York, Santana (Naya Rivera) is complaining that she's trapped inside during a snowstorm with some theatre nerds. When Santana gets overly rude, including commenting that Rachel (Lea Michele) looks like a pumpkin, she suggests they watch a movie, all of which are suspiciously baby themed, as if she knows Rachel is preggers. In the end, Kurt (Chris Colfer) picks out 'Moulin Rouge.'

Cut to Blaine and Kurt performing the 'Moulin Rouge' song 'Come What May,' the film's seminal and original love song, on a suspiciously dry-ice covered rooftop.

Back inside in real life, Kurt is crying while watching the film, and even though Kurt's new love interest Adam (Oliver Kieran-Jones) is there, Santana asks him if he's crying because 'Come What May' was what he and Blaine wanted to sing at their wedding. Santana interrupts the movie to complain about Brody (Dean Geyer), saying she thinks he's a creeper. To prove her point, she says while she was rooting through all their pockets and drawers she found a wad of $1200 in cash and a pager. Leading her to the conclusion that he's a drug dealer.

Finn and Artie, wearing red wigs, trick Emma's parents into thinking that the Stop Ginger Bullying Club needs money and help getting scholarships, all of which is hard without their faculty advisor. Despite saying that they don't “smell like gingers,” Emma's father writes down an address for them.

Back in New York, Rachel tries to convince Santana that Brody is not a drug dealer by calling him. He tells her he's stuck in a friend's house because of the storm, and Kurt whispers that he agrees Rachel's new boytoy is a drug dealer.

In the glee room, the boys perform 'Old Time Rock and Roll / Danger Zone' by Bob Seger and Kenny Loggins from the films 'Risky Business' and 'Top Gun' as a tribute to Tom Cruise.

Kitty (Becca Tobin) apologizes to Marley (Melissa Benoist) for talking about her behind her back, at which point Marley asks Kitty if she can keep a secret. She says she can, while her fingers are crossed behind her back. Marley admits that Ryder (Blake Jenner) kissed her, and Kitty suggests she takes what she can get and collect boys like diamonds.

After this advice, the girls launch into 'Diamonds Are a Girl's Best Friend / Material Girl' from 'Gentlemen Prefer Blondes' performed by Marilyn Monroe and the latter song, Madonna's 'Material Girl,' inspired by 'Diamonds'.

At NYADA, Adam asks Kurt about Blaine (based on what he gleaned from Santana) and asks if he's a rebound. Kurt admits that he's trying to get over Blaine and Adam suggests they go find a romantic movie and make it “their movie.”

Back at the school, Finn tells Will he found Emma at her sister's house and convinces him to try and win her back.

Outside Emma's window, Will (with the help of the club) sings Peter Gabriel's 'In Your Eyes' which was used in the famous boombox scene of 'Say Anything' which is basically what happens here but with a bunch of teenagers watching the romantic interplay. Will asks her to come downstairs so he can tell her how much he loves her and he shoos the kids away.

Later, when everyone has skedaddled, Emma apologizes for running away and says she's not sure she understands what came over her, but she felt like she didn't know Will when he came back from Washington, D.C. When she asks what happens next, Will suggests they start over. He invites her to a movie and they hold hands.

Santana tells Rachel that while she was snooping she found her pregnancy test. Rachel breaks down while Santana holds her and tells her it's all gonna be okay.

Marley meets Jake (Jacob Artist) in the pottery room and he admits he didn't think up any of her Valentine's Day presents, so he plans to recreate the scene from 'Ghost' while he sings the Righteous Brothers' 'Unchained Melody.' However, something goes wrong and Marley starts imagining it's Ryder, not Jake there with her because she can't decide which boy she loves more. Marley admits that she knew all about Valentine's Day and she tells him that Ryder kissed her and she didn't stop him. Jake leaves in a huff.

Will announces everyone in the New Directions as the winners and he takes Finn out in the hallway to thank him for all his help. Finn word vomits and admits he kissed Emma. A hurt Will walks away from Finn, who is obviously equally distraught that he hurt his friend.

In the auditorium, the glee club, oblivious to all the drama performs 'Footloose' by Kenny Loggins from, yup, 'Footloose.'