Arnold makes friends with a cool older boy named Frankie G., but he soon discovers the real reason why this guy likes him so much.
While playing dodgeball, Harold gets hit in the nose by the ball he intended to hit Arnold with. Infuriated, Harold threatens to beat Arnold up when Frankie G. pulls up on his motorcycle and stops him. Frankie G. takes Arnold for a ride, claiming he has potential. After their ride, Arnold is approached by the jealous neighborhood kids who think Frankie G. is the coolest person in the city, but Gerald has his doubts about why Frankie G. likes Arnold all of a sudden.
The next day as they are walking to school, Gerald warns Arnold not to get involved with Frankie G. too much, but Arnold thinks Gerald is just threatened by Frankie G.'s popularity. Just after the bell rings, Frankie G. approaches Arnold on his motorcycle and they ride off together, much to the chagrin of Gerald. They hang out for the day before, Frankie G. takes Arnold to his apartment and introduces him to to his friends. After Frankie G. drops Arnold off, Gerald once again warns him that he could be bad news after he spoke to his friend Fuzzy Slippers but Arnold refuses to listen, accusing Gerald of being jealous and retreats to his room.
That night, Frankie G. takes Arnold to the back of a store where his friends waited for them. Frankie G. explains that his head, which had the same shape as the window above the back door, was small enough to break in and when Arnold refuses, Frankie G. stuffs Arnold's head on the football-shaped hole and gets him stuck. When they hear a siren, Frankie G. and his friends flee the scene, thinking it was the police. It turns out to be Gerald with an old hand-cranked siren. Seeing Arnold stuck, he helps him out of the window. Arnold apologizes to Gerald for not listening to him and Gerald forgives him. They're last seen walking together with Arnold tossing the jacket that Frankie G. gave him in the trash.