The teams are continuing from the Pit Stop in Pai Pong Plang and are now making their way back to Bangkok. They then take a long train trip to Chang Mai. The stress seems to be getting to some teams, as they make their way to a Detour. The choices are Boat or Beast. Boat involves paddling a bamboo raft, while Beast is an elephant ride. All teams choose the Boat option. Later, the teams are forced to deal with elephants in a Roadblock that involves elephant washing. A bitter fight between two teams leads to a spirited race to the Pit Stop, but one team receives some good news.

Oliver tells Dawson he's arranged a screening for their movie, which is yet to be finished. Dawson freaks out, but Joey comforts him saying the movie is brilliant. Everybody attends to the screening and solve their conflicts while waiting for it to start. Dawson meets a handful woman, and after exchanging insults she reveals herself to be Amy Lloyd, movie critic for Boston Weekly, whom Oliver secretly invited for the screening. She storms out of the theater, and it's up to Dawson to bring her back. They go out for coffee, have a heart-to-heart talk and even make out! Meanwhile, Joey is scared about her feelings towards Charlie and goes to Jen for advice. Jen says it doesn't matter if the guy is a jerk; at the end of her life there might always be a Clifton Smalls (the new African American boyfriend of Grams). Pacey asks Audrey how many men she's slept with, and she tests him by saying 27, then 57, when it was really only 5. Pacey passes the test and tells Audrey he's in love with her.

No bivalve is more American than the clam nor is any other shell-dweller more versatile in the kitchen. Learn the ins and outs of clam identification, decide which ones to use where, buy a clam opening device and make a wicked chowder.

The investigation of a student's killing leads to a case involving meat contamination at a food service.

Butters isn't working out and Cartman, Kyle and Stan decide to fire him and hold auditions for his replacement. Becoming an outcast, Butters becomes a super-villain with plans to cause chaos wherever he goes.

Tonight, actress Patricia Arquette.