(The CW) NEW YORK - NEW YORK - Every week, 'Gossip Girl' know-it-all Rachel Seidman-Lockamy will recap the latest episode. All the dirt, all the drama from the privileged kids on the Upper East Side.

Hold onto your expensive and flashy headbands Gossipers, this week's going to be a fun one. It's 1983 and Lily Rhodes is tearing through Malibu in her convertible. She calls her daddy at a pay phone and arranges a lunch meeting. Turns out she got kicked out of her school and she's looking for a place to hide.

In the present, Lily Van Der Woodsen Bass hides in her limo while our usual group of suspects, Blair, Chuck and Nate wait inside the jail. B laments that S's already been in jail longer than the combined times of Lindsey Lohan and Nichole Ritchie, but Chuck's not sweating it. As soon as the trio spot Lily, they make sure she feels the entire weight of their glare. Ooh, Lily. Not good to get on the bad side of this bunch. When Nate, Chuck and Blair combine for the good of Serena, no one stands a chance.

Back in Brooklyn, our favorite trio of slummers, Jenny, Dan and Vanessa, recap the proposal that didn't happen. On cue, Rufus walks in and doesn't believe for a second the kids wouldn't be gossiping about him and Lily. They claim interest in the gooey Chinese food in front of them, but Rufus knows better. He lets the kids know Lily had her own daughter arrested, and advises him to let the Van Der Woodsen women battle it out.

As soon as Serena spots Lily you know it's on. Lily tells Serena when she's a mother she'll get it, but S's quick to assert she'd rather give her children up for adoption than become a mother like Lily. Then, for good measure, Serena throws it in her mother's face. "Oh wait, you did that." Burn. We'd almost forgotten about the Rufus-Lily lovechild of the 90's, but looks like Serena didn't. Know what else she didn't do? She didn't call Lily as her phone call. She called Grandma. Juicy.

We're back in the 80's and Lily's dad is on the phone at his table. Funny enough, it's hooked to a chord. Man, the 80's were weird. Turns out Lily doesn't have to give her dad the 411, he already got it from her mom. She shows up to order a gin and tonic sans tonic. Lily practically begs to live with her father, but he got her back into boarding school. He wants her to go back, but she just wants to be a part of his life. He kisses her goodbye and is off to London. He pulls off in his sport car, throwing back a small, "I love you." Instead of following her mother back home, Lily chooses a new path, one she might not have if they hadn't pushed so much. Sound at all like a certain blonde teenager we know?

Back in the present, Eric and his Grandma took a walk, but Lily's in no mood for a visit from her mother. She wants to go upstairs and start the healing process with her daughter. Too bad her daughter's not home! Looks like Serena's given her mother the slip, and we're eager to see where it goes.

Through a call between besties B and S, we find out Serena's chosen to stay in jail until her mother agrees to let her live her own life. Serena tells Queen B to enjoy prom with Nate, just like she always planned. Turns out Blair doesn't just plan out her life, she also makes it in scrapbook form. This one's been hiding under her bed, and B's eager to live out the fantasy draped across its pages. Dorota comes in to let Blair know her dress has been absolutely ruined at the dry cleaners, but a new one just arrived from Paris, and it matches her scrapbook exactly. Blair assumes her father sent it, and it sends her into a happy tizzy. She actually beams at Dorota.

Out on the streets, Nate tells Chuck his prom plans haven't been going well either. The florists lost Blair's corsage, and the limo he wanted to rent was already rented out. Oh, and his hotel room was canceled, too. He pegs Chuck for being the one behind it all, but Chuck reminds Nate he's out of the game for Blair's heart. The queen's been taken by the proper king in his book.

Grandma took a nap at Lily's, but daughter's in no mood for cheeriness. Lily asks CeCe to leave and never come back. They bring up Lily's sister, Carol. Back in the 80's, Lily goes searching for her sister at a diner. A busboy says he can't see the resemblance between Lily and Carol, but she's just grateful to find someone willing to talk. Her uppercrust attitude comes out a little when she complains about stickiness on the counter, but this guy seems content enough to just let her talk as though he cares. Turns out the guy's named Owen and he has an idea of where Carol might be. But Lily's going to have to ditch her doed-up duds first and dress down for the fun at this club. They raid Carol's locker at the diner for something tubular for Lily to wear. As teenage Lily considers clothing options, adult Lily answers a call from Lonely Boy.

Turns out he's been calling Serena way too much to be manly and has changed tactics to calling her mother. Really butch, there, Dan. Anyway, Lily lets drop that S's still swimming in jail. Dan rushes to his sister asking for a dress for prom. She says it's a deal, but he'll have to wear his own shoes. Touché Lil J!

Back in the 80's Lily Rhodes finally finds something of her sister's she can deal with. Owen thinks she looks good all dolled up. They arrive at a club where No Doubt is rocking it. Yes, that's no Doubt with Gwen Stefani. They're tearing it up in the 80's style garb and rocking out. Lily and Owen make their way through the crowd, but she's totally out of place. Like, totally. (Seriously, anyone else digging the 80's slang?) Owen gets wrestled to the ground by Shep, a totally wigged-out man who's got to avenge his lady. Turns out his lady's Lily's big sister Carol! The foursome take off on their big mission, yelling over the noise.

At prom 2009, it's a totally different story. Blair's having the time of her life and just found out she's up to Prom Queen. Of course, she votes for herself, but the rest of the mean girls have a plan to knock the tiara off Queen B's head. They're determined to commit election fraud so Nelly gets to win, but Chuck's eyeing that ballot box mighty hard.

Lily goes to pick up her daughter from jail, but Dan already has! And, he came bearing a dress so she could change in the cab on their way to the prom. I love how Lily Van Der Woodsen, the one Dan just couldn't be with in the past because of how high-class she is, sat in the back of a dirty cab and stripped down to put on a prom dress. Something about that is just so deliciously Brooklyn. Thanks, Serena, for breaking stereotypes.

Back in the 80's, Lily's grabbing the 411 from big sister Carol on what's gone down. Turns out Carol sold her car so she could invest in Fanny Packs. You remember those, right? They had a belt that went around your waist and then this little pouch, like a kangaroo, that you could put things in. Carol wanted to get in on that from the ground up, but something went wrong. Lily tries to talk Carol out of her wild life, but Carol's content to be not quite making it, and says Shep's music video is going to rocket them to stardom. This was back in the day when MTV actually played videos. Lily wants to know why Carol didn't give Shep's music to their dad. After all, they have connections, but Carol sees it more like strings attached. She doesn't want to have to run to Daddy for help.

In the present, Lily Van Der Woodsen shows up at Rufus' place to say she never wanted to be like her mother. Then she lays it out on the table; she figured out that beautiful meal he made was for a proposal. Lily thinks she might need to forgive her daughter, but Rufus thinks it needs to start with Lily forgiving her mother. "My mother doesn't need forgiveness. She needs electroshock therapy." While we might agree, Rufus has a point. Lily needs to break that cycle, to change things. Turns out, he's changing things a little, too. Lily leans in for a kiss, but Rufus thinks she's still figuring out who she is, and drives that wedge between them a little harder.

Prom's raging for the Constance/St. Jude kids. Blair grabs a quick hug from Serena and Dan, happy to see her bestie there. S grabs Lonely Boy's hand and escorts him to the dance floor, where they tear it up. Not for long, though. B's busy fussing out Chuck for sabotaging her prom. He had Nelly Yuki's ballots, and B thought he was putting them in. Turns out he was taking them out. Queen B wins the crown and rushes up to get it. As soon as she's out of earshot, Chuck tells S and Lonely Boy that he wasn't putting the Nelly Yuki ballots in. He took them out. In fact, he voted for Blair 150 times. Yes, he sabotaged everything else, but to make sure Blair had the perfect prom night. He even gives S the key to the penthouse at the plaza. Turns out Nate's choice in a hotel wasn't in B's scrapbook, and Chuck wants to make sure his princess has the perfect night, even if it's with another prince.

During the dance, Blair feels something's wrong with the picture. She imagined this night for so long, and it went better than she thought. She even won the tiara, but somehow she feels something's ending. Nate was her first love. She keeps trying to break up with him, but he keeps trying to bring her back to him. Too late. We all know she'd break up with him with a word from Chuck Bass. And she finally knows that, too. It's not enough to take the runner-up in the race for her heart. B needs a king who'd do everything to make her happy, even if it was with another man.

In the 80's, the fantastic foursome (muchly resembling our fantastic foursome of N, C, B and S) break into the house of the music video director who's holding Shep's music video hostage. The party's raging when Carol makes her entrance, looking for the guy who totally ripped them off. She takes a sec to see her sister getting trashed with Owen at the bar before searching out Keith Van Der Woodsen, the jerk holding their video hostage. Notice the last name? This is Serena and Eric's dad! The man Lily didn't conceive just one child with, but two. Too bad Lily's totally not noticing the tall, blonde Van Der Woodsen. She's too busy checking out Owen's puckering lips. The sounds of Carol screaming pulls them out of the moment.

80's Lily's about to full-on punch Keith Van Der Woodsen, but Owen pulls her back down to reality just in time for some trash-talking blonde with too much time and a crimping iron to fly off the handle at the Rhodes girls. You can see the fire in their eyes. Don't mess with these chicks, little lady. Shep gets in one good punch at Keith, then they're off. Carol's in front, but Owen gets caught up in a mess of guys going after him. Lily makes a split second decision and jumps on Keith's back to beat him with a purse and get him off of Owen. Next thing we know, Lily and Owen get their mugshots. Lily calls her mother for help, but CeCe can only talk about what she wants for her daughter. Lilly wants her own life, to make her own choices. CeCe only cares about keeping Lily's arrest out of the papers. Carol grabs the phone to let CeCe know Lily's going to stay with her big sister for a while.

Carol sold her car to get her sister out of jail, and the Rhodes girls take their first bus ride together. They sit in the back of the bus, and while Lily looks a bit freaked out, she embraces the new journey with her sister.

In the present, Lily Van Der Woodsen rushes to talk to her mother and tries to reconcile, but it doesn't quite work out. Lily admits fear of losing her mother over living her own life, and then offers forgiveness for her mother. Somehow, the two connect and end up hugging anyway, despite any meanness exchanged during the episode.

Blair sits outside prom, holding her tiara in her hand. S comes out to talk to her, and finds out the happy couple broke up. But S says she's where she wants to be, and the besties have a blast chatting on the stairs. They went through it all together, high school and everything else, and S declares B is her sister.

This wrapped up so nicely, but something tells me next week's Season Finale won't be as tame… See you then.
(The CW).