Ahhh, an homage to Rocky Horror. As if there was any other way for Glee to celebrate Halloween? Adam Shankman (the same guy who did the Step Up movies) smacked this baby into the world. And it was good.

Straight out of the gate, the show opened with the classic credits, red lips, white teeth, black background, credits rolling. I am already shivering with antici........................pation.

The actual episode opens with Carl who has evolved from crap dentist to Emma's actual boyfriend, confronting Schuester about messing around with Emma. Oooh, drama! Only 3 minutes in and there's already a lover's spat! Then the frame freezes on Schue's face and we get a sadly reflective voice over about how Schue turned Rocky Horror into his own horror.

You know what that means in TV land, don't you? Flashback episode!

We find out that Emma and Carl's relationship is going swimmingly, so much so, in fact, that she's eating sandwiches with her bare hands, going to grimy movie theaters to see Rocky Horror (which happens to be Carl's most favoritest thing ever in the whole wide world!) and just having fun. Not worrying about germs or touching or anything remotely OCD. Carl and his smarmy charms are singlehandedly curing Emma. And Schue, who is still hopelessly in love with her and definitely has a savior complex, is not thrilled.

So, to get back in the race for Emma's affection he takes her new hobby, Rocky Horror, and uses the Glee club performing it (which he decides on the spot without consulting the group) as an excuse to maybe spend more time with her. Didn't he teach Spanish, at one point? He's an educator first... right? But I digress. Selfish Schue acts totally irresponsible and uses the kids. Point blank. Fishy, yes, but as long as I get to see some serious singing later, I'm okay with it.

When he announces that the club will be putting on the show, he also notes that the proceeds from it will go toward the "we're going to nationals!" fund. So I guess it's not totally selfish on Schue's part. And, to get around the whole Rocky-Horror-is-actually-pretty-damn-racy thing, considering they're high school students, they had to sign permission slips. Problem solved? Problem solved.

As far as casting goes, naturally Finn is Brad and Rachel is Janet. Kurt opts for Riff Raff instead of the obvious chose of Frank-N-Furter, and Artie is "the guy in the wheelchair." Nice. Sam is Rocky because he's blonde and hot. Mike Chang, fresh off his confidence boosting duet with Tina, steps up to play the sweet transvestite after Kurt turns it down.

Later, when Finn and Rachel rehearse the scene where Brad and Janet get stripped down, Rachel, being the try-hard actress she is, doesn't seem to have a problem with high school semi-nudity. But Finn sure does. In fact, it's not just that he'll be on stage naked. Finn apparently has had a body complex for quite some time. He even wears a shirt to go swimming, just like the fat kid from The Onion.

Also, Sue is back in her corner! This time preaching against what a lame holiday Halloween has become, and ready to instill fear back in the hearts of children.

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After Sue leaves the set, who do we see but... drumroll... Meat Loaf and Barry Bostwick!! CAMEOS! This is where we were supposed to throw toast and shoot our water guns, right?

Turns out the Rocky Horror vets are two new managers at the TV station, and they love Sue's angle. "Great news is about fear," Barry Bostwick tells us. Then he goes on to riff about Mexican terrorist ants. Which are terrifying! And will make people watch the news. Yet not quite as terrifying as this image:

They lure Sue, with the promise of a Lemmy (Local Emmy), to do an expose on the secular blasphemous trash that Rocky Horror is bringing to the wholesome Ohio school district. She agrees, but only for the Lemmy, otherwise she'd shut the production down before anyone even had a chance to practice.

Back at the school during Rocky rehearsal, Finn's bodily fears are made worse from taunting from the other students. When Rachel comes to his defense, Quinn points out the double standard that women are leered at all the time, and Santana backs it up by repeating Artie's comment about making a giant omelet out of the ostrich eggs she's smuggling under her uniform. This, of course, is the same Artie who was so sexually sacred last week. I guess after he got over the meaningless virginity loss, he also lost a bit of his sheepishness. There's no way virgin Artie would have said that to Santana's face.

While the guys obsess over body issues in the locker room, Schue finds a way to get Emma even more involved in the Rocky Horror production by asking her to be the costume designer. And then Mike The Dancing Man Chang drops the bomb that his super Asian parents don't like how dirty the show is. And they lose their Frank-N-Furter, which is a plus considering the kid can't actually sing.

When Schue threatens to cancel the show on account of losing their star, Sue, still on the hunt for her Lemmy, gets the Rocky-loving Carl to audition and keep the show alive by claiming the lack of arts at the school causes kids to turn to drugs, which makes teeth rot (McKinley High is rocking a 70% wooden tooth ratio statistic, according to Sue) which dentists just cannot allow.

He auditions with Eddie's song, and have mercy, is it good. I thought John Stamos was hot back in the day when he was still with Jesse and the Rippers, but that man has aged like a fine wine. And so has his voice.

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The only problem is that Sue wrote Eddie out of the show, and Carl won't play Frank-N-Furter. Why does no one want to sport a sweet lace up corset and fishnets? What's manlier than owning that look? Nothing. The answer is nothing. Looking like they'd have to cancel the show again, Mercedes' ego came to the rescue! Her desperate need to play a lead role saved the day, and she was given the part of Frank-N-Furter. Then, for some reason, they wrote Eddie back in so Carl ended up in the show, anyway. You know, for the sake of the teeth.

And, once again, Mercedes can do no wrong.

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How has no one thought to make Frank-N-Furter a powerhouse soul singer before? I'm sure Rocky purists will have my head on a plate for even suggesting it, but have you ever heard "Sweet Transvestite" like that? Seriously? I mean, I love me some Tim Curry but dayyyyum. That girl can sing anything.

And then the moment was ruined by Carl's impulsivity by crashing his motorcycle through the wall a few scenes too early. This pisses Schue off even more, and takes out Sam as Rocky, after some faulty costuming led to on stage "nuttage." Schue deems the part too raunchy for a kid to play, so he decides to be Rocky. Of course, this is all code for "Get alone with Emma so she can sing Touch-A Touch-A Toucha-A Touch Me and totally lose control." Which is exactly what happens. As Brittany and Santana peep like pervs from the outside window, Emma and Schue get really, really into the song.

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After the teachers are done borderline dry humping, Sam explains to Finn that the reason the character of Brad is so cool is because he is cool with being uncool. Cool? So Finn, somehow follows this logic and it gives him the courage to get down to his skivvies and prance around the halls... you know, in Brad costume. This, of course, gets him suspended. At least he's comfortable with himself now.

Which brings us to the beginning of the episode, where Carl confronts Schue about the touchy business. Emma, probably feeling guilty, told Carl about it. So Carl quit.

Just when it couldn't get any worse for Schue and his show, Becky, trick-or treating as a mini-Sue, blew the whistle on the expose Sue had been working on all along, showing Schue the footage of her new "That's how Sue Cs It" segment. When Schue brings it up with her, he actually agrees with the story, pulling the show all together, and subsequently telling Emma he's done trying to win her over. Then, continuing his remorse streak, gives a wretchingly touching monologue about how Rocky Horror shows started as a place for outcasts, just like New Directions. Of course, the kids, who had worked so hard over the course of an entire week do the show anyway, but only for themselves. And now, what you've all been waiting for:

Cue the Time Warp!

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And the abs.