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I hope you enjoyed your Saturday night, Sierra, 'cause here comes sundae!


"Late Night with Todd & Riley" is the second episode of the second season, and the forty-second episode of The Replacements.


Riley invites Sierra to her sleepover, but Tasumi believes that Sierra is up to something; meanwhile, Todd and his friends watch a scary movie without Agent K's permission.


Act I

Riley believes that she and Johnny are officially a couple, despite only having been on two dates. Then she discovers that Sierra threw a pool party and didn't invite her. Tasumi thinks that Sierra is jealous because Riley is dating Johnny, so Riley plans to throw a bigger party without Sierra.

That afternoon, Agent K lets Riley have a sleepover on Saturday. Todd also plans to have a sleepover. Mr. and Mrs. Daring agree to let Riley and Todd have sleepovers on the same night. Todd looks forward to watching scary movies with his friends, but Agent K forbids it because she believes Todd would get nightmares.

The invitation.

The next day, Riley arrives at school dressed as a princess. She invites almost every girl to her sleepover, including Shelton's sister Shelly. Surprisingly, Sierra apologizes for not inviting Riley to her pool party; she explains that she really was jealous of Riley. Riley forgives Sierra and invites her to the sleepover. Tasumi is still suspicious about Sierra, especially because Sierra was rather quick to apologize.

Act II

The next night, Todd, Jacobo, Buzz, Zephremiah, and Joe play video games. Riley tosses Shelton into Todd's room because he tagged along with Shelly. Todd has Splatter Train, a horror movie about a haunted locomotive; he had replaced the video store clerk with a Hollywood director. Meanwhile, at Riley's sleepover, Riley agrees to let Sierra do her hair. Riley's makeover looks good, but Tasumi still doesn't trust Sierra.

At Todd's sleepover, the boys get scared by Splatter Train. At the end of the movie, Splatter Train gets destroyed⁠, but then it mysteriously vanishes. The boys think that Splatter Train might be real after all.

At Riley's sleepover, the girls play Bad Libs and Truth or Dare. Sierra dares Riley to prank call Principal Cutler. Riley, impersonating a radio DJ, calls the principal and offers him $100 to eat his underwear. The principal, who is at the laundromat, bites off a piece of his briefs before realizing he is being pranked. Principal Cutler calls back the Daring household. Todd picks up the phone and hears a voice threatening to get him and his friends.

While the girls dare each other to kiss the boys at Todd's sleepover, the boys are convinced that Splatter Train is coming to get them. Todd tries to assure his friends that they are not in real danger because Splatter Train only attacks guys who kiss girls. Suddenly, the girls rush into Todd's room and kiss the boys on their cheeks. The boys start panicking.


The boys head down to the garage to find Mr. and Mrs. Daring. They see C.A.R.'s tires and Mr. and Mrs. Daring's boots, which leads Todd and his friends to believe that Splatter Train captured them. The boys gear up to fight Splatter Train. Todd gets a hose, Buzz gets a sledgehammer, and Shelton gets an oversized nail, which turns out to be a railroad spike. They all run screaming out of the garage, and Todd thinks they will be safe in the yard, but then the boys hear a chugging train and see a bright light.

Riley makes an ice cream sundae in the kitchen. While Riley looks for sprinkles, Sierra suddenly has to go home because her dog is having a panic attack. Tasumi asks Sierra why she would walk across town in the middle of the night, but Sierra leaves in tears.

The bright light turns out to be from C.A.R., Agent K, and Dick Daring. Todd's mother knew that he rented Splatter Train behind her back. Todd promises never to watch another scary movie, but then he whispers to the twins that he will rent the sequel.

Riley gets her revenge.

Sierra sees Riley waiting for her outside. Riley grabs Sierra's backpack and unloads its contents. Sierra had a digital camera with a picture of Riley kissing Jacobo, a Bad Libs page made to look like a signed diary, directions to Johnny's house, and an audio recording of Riley saying she wants to marry Jacobo. Sierra had planned to convince Johnny that Riley is cheating on him; unbeknownst to Sierra, Riley caught on to her plan. Riley decides not to dump the ice cream on Sierra, as she does not want to "stoop to [Sierra's] level." But when Sierra calls Riley a goody two-shoes, Riley changes her mind. Sierra, covered in ice cream, trips over a railroad spike and sees an incoming bright light.


Morning DJs Goober and T-Bone call Principal Cutler to tell him that he won a new car, but the principal, thinking that he is being pranked again, hangs up on them.


  • The episode's title is a reference to the Late Night talk show franchise.
  • Tasumi appears without her armor for the first time, though she still wears her helmet, gloves, and boots.
  • Fleemco's workers put a crown on the video store clerk's head, but it disappears as she's being carted away.
  • Bad Libs is a parody of Mad Libs.


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