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Low on funding for an upcoming competition trip, glee club director Will Schuester suggests that the club members sell saltwater taffy to raise money. New Directions members Mike Chang, Artie and Tina Cohen-Chang reveal they are on the academic decathlon team, which is also having funding problems. Brittany Pierce is the fourth, stand-in member, and proves surprisingly knowledgeable about cat diseases. Will's girlfriend, substitute teacher Holly Holliday, suggests holding a benefit concert for the decathlon team instead of selling additional taffy. Former McKinley student Sunshine Corazon, who defected to rival glee club Vocal Adrenaline, is awarded the closing number at the concert after promising to bring her six hundred Twitter followers.

Cheerleading coach Sue Sylvester creates a "League of Doom" to destroy the glee club, including Will's ex-wife Terri Schuester, Vocal Adrenaline coach Dustin Goolsby, and former McKinley High teacher Sandy Ryerson. Tasked with breaking up Will and Holly, Dustin makes a failed attempt at seducing her. The targeted relationship begins to crumble anyway, when Will helps his former love Emma Pillsbury with her stress-worsened OCD, after she reveals that her husband Carl Howell has asked for an annulment.

Former New Directions member Kurt Hummel attends the concert, accompanied his boyfriend Blaine Anderson. They are confronted by closeted homophobic bully Dave Karofsky, who is forced to back down by Santana Lopez, in retribution for previously throwing a slushie in her face. Sunshine and her followers pull out of the concert on Dustin's orders, and Sandy and McKinley students Jacob Ben Israel, Azimio and Becky Jackson - the only other members of the audience-heckle the glee club. Tina is reduced to tears by their booing; Mike does better as the hecklers are given taffy to keep their mouths full. During the intermission, Holly talks with the three students about the hidden cost of insults and suggests they cheer instead of jeer, but they opt to leave instead. Holly performs Adele's "Turning Tables" to Will. Mercedes Jones, who has spent the lead-up to the concert making outrageous demands on her fellow club members to gain greater respect from them, performs the final number. She wows a stoned Sandy, who donates some of his drug profits to fund the academic decathlon team.

Holly takes a job in Cleveland, leaving Will free to pursue Emma, while Sue decides to bring Terri into the game. The episode ends on the academic decathlon final's tiebreaker question, which is in the category "hermaphrodite Nazi sympathizers", a topic earlier taught in an irreverent history lesson by Holly.

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