CJ, Fen and Crispo are determined to stay awake all night and witness the sunrise at the school's sleepover fundraiser.
CJ, Fenwick, and Crispo are three of the twenty students whose parents signed them up first to attend the Pootatuck sleepover. CJ tells Fenwick and Crispo that they are going to stay up all night and while Crispo thinks it's going to be fun, Fenwick thinks it is going to be impossible. He reminds them of the times they failed while trying to stay up all night. CJ thinks their fourth attempt would be the time they would succeed.
Principal Hader makes it clear she just wants the students to sleep and threatens to send any students who misbehave home. Mr. Roberts, on the other hand, tells them they were going to do some fun activities. The students are divided into girls and boys and sent to different rooms. CJ, Fenwick, and Crispo agree to meet up later at the movie showing.
Principal Hader encourages the girls to go to sleep, but they, as well as the boys in another room, end up talking about the janitor ghost instead. The students hear a noise and are startled, but Hader tells them the noise is someone at the front entrance and goes to check. Mr. and Mrs. Martin inform Hader that CJ forgot her retainer and they want to get it to her, but Hader tells them the doors would not open until the next morning as per the rules of the sleepover. Mrs. Martin is furious and though Mr. Martin tries to calm her, she begins looking for a way to get CJ her retainer.
At ten o'clock, the students eat a snack and watch a movie. CJ questions why they're watching a movie about a snail and eating turkey sandwiches instead of popcorn. They realize that Hader is trying to get them to sleep, which some students end up doing. Roberts remarks on how the sleepover is terrible and the Froman twins sleepwalk by. Hader finds this funny and Roberts follows to keep an eye on them.
Fenwick lists some items they need to stay awake and CJ calls Ronbie, who agrees to help. He tells them he would get the items to them in half an hour, but because they would be back in their separate rooms at that time, they come up with an idea for a distraction. CJ, Fenwick, and Crispo start a pillow fight and sneak out of their rooms without anyone noticing and meet up again to wait for Ronbie. In an effort to stop the pillow fight and get the students to sleep, Hader gets Mr. Bored to read some Icelandic history over the intercom. CJ, Fenwick, and Crispo start to get sleepy and doze off. Ronbie manages to wake them, and they hide when Hader and Roberts come to check on a noise.
Ronbie gives them the items, and they excitedly rush to get to the second floor science lab, but find that Hader has locked the double doors that are closet to the stairs. They realize the only way to the stairs is sneaking by Hader. Ronbie is leaving the school when he runs into his parents trying to get in the building. Though he doesn't think it would hurt if CJ missed using her retainer for one night, Ronbie agrees to help them get in to the school to give it to her, and they hide as Roberts and the Fromans walk by.
CJ plans on rolling a mop bucket past Hader to see if it would wake her. If it did not, they would then sneak by her. Crispo pushes the mop bucket into Hader, however, scaring her. She kicks the bucket into the classroom of girls and they start screaming, believing the janitor ghost did it. Hader goes in the room to calm them down, which gives CJ, Fenwick, and Crispo the opportunity to sneak by. They go up the stairs, but because the Froman twins and Roberts are coming down the stairs, they immediately turn around and hide in a janitor's closet.
Ronbie and his parents get into the school and while they wait for Hader to fall asleep so they can get CJ her retainer, they eat some leftover turkey sandwiches. Fenwick and Crispo begin arguing, but CJ sprays them with a water bottle and they then engage in a water fight. They also eat hot peppers and snap rubber bands on their wrists to remain awake. Meanwhile, Mr. and Mrs. Martin and Ronbie fall asleep. CJ, Fenwick, and Crispo jump around in the janitor's closet in another effort to stay awake. Fenwick admits that if it weren't for the list, he wouldn't have half as much fun as he does. CJ wonders how they're going to get upstairs, so Crispo knocks over a shelf, causing a loud noise that wakes the students and Hader.
CJ peeks out of the door and sees Hader approaching the closet. She and the boys begin making ghost-like noises to scare Hader away and succeed. Hader screams, which makes the students believe the janitor ghost was harming her and begin panicking as well. Their screams wake up Mr. and Mrs. Martin and Ronbie, who is pushed into the screen used for the film. The students think Ronbie is the janitor ghost and run out of their classrooms into the hall. CJ, Fenwick, and Crispo take the chance to go upstairs, and the students follow.
Upstairs, they go to the science room, and Hader enters, telling them to get back to their rooms and sleep or be suspended. CJ is upset because they didn't get to see the sunrise, but she notices Hader looking at the window and opens the blinds. The students calmly look at the sunrise, and CJ, Fenwick, and Crispo are happy they managed to stay up all night. They soon fall to the ground and sleep, however. Hader looks out of the window and sees the Froman twins sleepwalking outside while Roberts continues to try and wake them.
- Isabela Moner as CJ Martin
- Jaheem King Toombs as Fenwick Frazier
- Owen Joyner as Crispo Powers
- Jack De Sena as Jack Roberts
- Brady Reiter as Mindy Minus
- Max Ehrich as Ronbie Martin
- Henry Dittman as Mr. Martin
- Stephanie Escajeda as Mrs. Martin
- Lisa Arch as Principal Hader
- Raajeev Aggerwhil as Mr. Bored
- Matthew Scott Miller as Paul Schmolitor
- Benjamin and Matthew Royer as Benji and Enzo Froman
- Gerdan Burton as Mark Chernoff
- Dahlia White as Scout McKluski
- Shyloh Oostwald as Patti Macabre
CJ: We all napped before we got here, right?
Crispo: Oh, yeah. I am very awake. Look. [stares at CJ and Fenwick with wide eyes]
Fenwick: It won't matter. Our internal clocks are designed to sleep when it's dark. Do circadian rhythms mean anything to you guys?
Crispo: Those are really big words.
Fenwick: And have you forgotten? We've tried to stay up all night before and failed.
CJ's voice-over: He's right. Previous efforts were less than successful. There was the Stay Up All Night Super Summer Sleepover. There was Waketoberfest Stay Awake-a-polooza. And, of course, the time we waited for the big guy.
CJ: Okay, but nobody does the impossible in the first try! And you know what they say, fourth time's the charm.
Fenwick: "They" don't say that.
CJ: We do.
Mr. Martin: Hi, we're CJ Martin's parents.
Mrs. Martin: She forgot her retainer and we have to get it to her.
Principal Hader: Sorry, the door's are locked after 8 PM. It's the rule.
Mrs. Martin: Yeah, but she can't miss a night, so.
Mr. Martin: I'm a doctor, so I know the importance of staying consistent.
Principal Hader: I'm a principal, so I know the importance of there's nothing I can do.
Mrs. Martin: You could open the door, and I could hand it to you.
Principal Hader: Doors open tomorrow morning at 7 AM. You can enter then. [she leaves]
Mr. Martin: Okay, you're just gonna let this go like we talked about and you're gonna head on home, forgive and forget - [Mrs. Martin walks away] You're not letting this go. I won't do anything illegal!
[Ronbie sees his parents trying to open a window at Pootatuck and clears his throat]
Mr. Martin: What are you doing here?
Ronbie: Dropping off stuff to help CJ and the guys to stay up all night. What are you do here?
Mrs. Martin: Trying to get your sister her retainer.
Ronbie: Mom, it's one night.
Mr. Martin: Yes, but the principal upset your mother and now guess who won't let it go?
Mrs. Martin: Can you get me in?
Ronbie: Everything's locked, it's impossible.
Mrs. Martin: But can you get me in?
Ronbie: That depends. Do you mind me breaking three laws?
Mrs. Martin: No.
Mr. Martin: Yes. [to Mrs. Martin] What?
Mr. Roberts: [to the sleepwalking Froman twins] Guys, wake up. Please? Just one of you?
Fenwick: You're crazy, CJ!
CJ: Thanks a lot?
Fenwick: No, I'm glad you're crazy. If it wasn't for you and your list, I wouldn't have half the fun I do!
Crispo: Me, too!
CJ's voice-over: Doing the impossible is never easy, which includes staying up all night. In fact, it takes a lot of failure, but you can't give up, because once you do it, you know there's nothing you can't conquer. And that's how you make the impossible possible.
- This episode was filmed in November 2014.
- This is Principal Hader's first appearance since 100 Things to Do Before High School.
- This is the first episode Mindy is seen without the Vortex, the other two being "Adopt a Flour Baby Thing!" and "Have the Best Halloween Ever Thing!"
- In one take when they were filming the scene in which the students think they've seen a ghost and run out of the room, Brady got caught in her sleeping bag. She was told to continue with the scene, so she hopped out of the room still stuck in it. This take was later cut in the final episode edit.
- The "sneaky" theme from Big Time Rush plays at certain points in the episode.
- It is pointed out that Patti Macabre's personality is shown in her last name. "Macabre" is synonymous with "gruesome", "horrific", and " shocking".
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