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Best friends Rocky and CeCe audition for the show, "Shake it Up Chicago". Unfortunately, CeCe doesn't get in because she freezes in the middle of her audition. While on the other hand, Rocky does well and gets in. Rocky didn't want to go to the show because CeCe wasn't on it. CeCe forces Rocky to go to the show, because she convinces her to realize that they have dreamed about being on "Shake It Up Chicago" for all of their lives. On Rocky's first show, she brought CeCe and handcuffed each other, and they ended up dancing together. The host thought that they have the "it" factor so, CeCe got in as well. The girls are officially background dancers on "Shake it Up Chicago".

Rocky and CeCe get their second paycheck from "Shake It Up, Chicago!" and open up checking accounts at Chicago Savings Bank. They decide to go shopping at a thrift store with their new debit cards. Seeing that they were selfish with their money, they decide to treat Ty and Deuce to lunch at the Olive Pit (a spoof of The Olive Garden). However, they aren't able to pay because their checking accounts are overdrawn. In order to get their meals for free, the girls participate in the restaurant's Heart Attack Challenge of eating a 10-pound meatball over a heaping plate of spaghetti. It is also revealed that Rocky is a vegetarian. Meanwhile, Gunther and Tinka babysit Flynn and Flynn makes up things that the babysitters do in America for the children. Including paying the child and letting them watch television a lot. And Flynn supposes that Gunther and Tinka don't know how babysitting works other than in their country.

Guest stars: Quest Crew from America's Best Dance Crew as Dancers from "Shake It Up, Pittsburgh" and Jack Plotnick as Phil

Rocky and CeCe go to entertain the elderly at a retirement home, but one of them dislikes Rocky. Rocky tries to get the lady to be nice to her, but it doesn't work. CeCe is eager to have her own spotlight dance, and hopes to get one. Inside rehearsal of Shake It Up Chicago, Gary tells the dancers that there is a special marathon for them. The main rules for the contest is that everyone has to dance without stop for hours, and the last pair standing gets money for a charity of their choice, and get a spotlight dance. So CeCe and Rocky are excited join, because if they win, then CeCe will get her spotlight dance and Rocky is excited to join, because they will give the money they win to the retirement home, so Rocky thinks the mean old lady will like her. CeCe tries to convince Rocky to ingest energy drinks that have more caffeine than three cups of coffee, which will keep them awake and energetic while dancing in the marathon, but Rocky doesn't care. Flynn accidentally drinks the energy drinks, and CeCe and Rocky have to try to calm him down all night. Which causes the girls to not get any rest for the contest. The girls also get light-up clothing from Deuce, who wants them to advertise the clothing. CeCe and Rocky then dance on the show, but when Ty gets a mistake of paying on twenty bucks to donate, he tries to stop them from dancing. Later, when they are almost the last two standing, but they agreed then that they were to tired to get the money and the spotlight dance. Seconds before they fall down, their illuminated pants malfunction, and start electrocuting them by accident, which forces them to keep dancing.

Songs Featured: Watch Me, Our Generation

CeCe finds herself in trouble when she learns that she is failing algebra class so Deuce finds her a tutor. When the tutor shows up at CeCe's house, CeCe, who was expecting a college boy, finds out that the tutor is a small kid-genius in college named Henry (Buddy Handleson). Flynn then "breaks" CeCe's algebra tutor when Henry shares hair-gel with Flynn and starts playing video games with him. When a fed-up Rocky offers her own tutoring services, Henry drops the bomb that CeCe is dyslexic, something even Rocky never knew. Meanwhile, Gunther convinces Ty to go on a date with Tinka, because Gunther thinks Tinka feels lonely, but Ty ends up enjoying their date, and Gunther bets Deuce his various objects playing arm wrestling.

After CeCe ruins Deuce's and Rocky's dates at the movie theater (but Rocky doesn't care), Deuce points out that CeCe and Rocky are too joined together like Gunther and Tinka, so CeCe decides to be separate from her for a little while. After some desperate calls to some old friends including her grandmother, CeCe runs into Rocky and sees that she already made new friends at her karate class and CeCe is afraid she may be wrong for dumping Rocky. CeCe hangs out with Tinka and Tinka tells her that Gunther and her are individuals, just individuals together. Meanwhile, Flynn enlists his new friend Henry to join his karate class to help fend off bullies.

Songs Featured: "All Electric"

Guest stars: Kent Boyd from So You Think You Can Dance as Himself and Fred Stoller as Sensei Roth

Note: In this episode, Henry is beaten up by Sally Van Buren. In the episode "Glitz It Up" Sally Van Buren is one of the Cutie Queen Pageant girls.

When Rocky and CeCe get to dance with teen sensation Justin Starr, CeCe accidentally texts a photo of him kissing his manager to everyone on her contacts list that could ruin his career. Meanwhile, Ty tries to make Gunther more "hip", after being rejected by a popular cheerleader.

Guest stars: Chris Trousdale as Justin Starr and Breaksk8 from America's Best Dance Crew as featured dancers

When Rocky and CeCe are invited by Gary to a party, they are embarrassed to learn they were invited as waitresses instead. Meanwhile, Ty and Deuce babysit Flynn so Cece and Rocky can sneak out, but have to hide when his mom comes home from finding out that the police scheduling got screwed up. So Ty and Deuce try to sneak out while she and Flynn finishing watching a scary zombie movie.

Deuce is taping everything the girls do for a school project and catches the manager saying that two people have to be fired specifically "last hired, first fired" with CeCe and Rocky fearing it might be them. Meanwhile, Flynn has a crush on a girl so he goes to Ty for help.

Rocky tries to change her image when she reads a blog about how she is a "goody-two-shoes", and winds up in Vice Principal Winslow's office, facing suspension for letting her "bad reputation" pressure her to vandalize the Principal's office. That causes CeCe to try and cover for her, and convince her that she is awesome the way she is, even if she is a "goody-two-shoes". Meanwhile, Flynn and Deuce try to catch a mouse on the loose in the Jones' apartment.

Guest stars: Cat Deeley, the host of So You Think You Can Dance as Vice Principal Winslow and Saltare from America's Best Dance Crew as featured dancers

CeCe tries to play matchmaker for Deuce, but her plan backfires when he gets back together with his up to no good girlfriend, Savannah. Cece, Rocky and Ty scheme up a plan to prove to Deuce that Savannah's only attracted to his money, in order to set him up with Dina, who they feel he is more compatible with. Meanwhile, Flynn helps Henry earn a Coyote Scout camping badge.

Guest stars: Juliette Goglia as Savannah and Ainsley Bailey as Dina Garcia

Rocky wants to win the high school talent show and beat the champs, Candy Cho and Randy. Cece has a plan to beat them and it's Ty. Meanwhile, Flynn helps Deuce prepare to MC the talent show, convincing him he needs to start the show with an amazing opening act. Candy declares they are all winners and no one wins the talent contest. Rocky reads the ripped up talent card, revealing that Candy actually won.

When the heat goes out in Rocky’s apartment, CeCe invites Rocky, Ty, and their mother to move in with them. But the mothers' disagreements nearly ruin CeCe and Rocky's friendship. Meanwhile, Ty and Flynn build themselves a man cave to get away from the women of the house.

Absent: Adam Irigoyen as Deuce Martinez and Kenton Duty as Gunther Hessenheffer

Rocky and CeCe choreograph and mentor young contestants for a beauty pageant; One of them being a tomboy. Meanwhile, Deuce tries to win over Dina's father by taking a special test. If he aces the test he gets a blessing from Dina's father.

Guest stars: Caitlin Carmichael as Eilen Keller, Ainsley Bailey as Dina Garcia and John D'Aquino as Don Rio Garcia, Dina's father

Rocky and CeCe host a video webcast offering advice to teens. Meanwhile, Ty, Flynn and Deuce host their own internet show called "Zombie Talk". Also, CeCe gives some mean advice to someone much like Gunther about not getting a date to the school dance and Rocky forces her to ask him to the dance.

Guest stars: Poreotics from America's Best Dance Crew as featured dancers

CeCe and Rocky get the chance to dance with Ronnie and Angie, two of the original dancers of "Shake It Up, Chicago". But when they see that the women are no longer friends, Both Cece and Rocky fear that they will feel the same way later in their lives. Meanwhile, Deuce accidentally kills Flynn's goldfish and the boys arrange a proper funeral for the fish.

Guest stars: Anneliese van der Pol as Ronnie and Meagan Holder as Angie

Rocky gets offered a modeling contract to be the next cover girl by the legendary editor of Glam magazine. Cece tries to impress him, but he chooses Rocky because she is more unique. Meanwhile, Deuce and Ty break Flynn's game console and now have to do chores for Mrs. Locassio to raise money.