The fourth grade girls have made a secret list that rates every boy's looks from cutest to ugliest. When the boys steal the list, they are completely unprepared to deal with the results.
While some of the fourth grade boys are eating lunch in the Cafeteria, a troubled Butters dashes up to them telling them about a list. He says the girls have made a list which rates the boys from cutest to ugliest. As a result, everyone begins to insult each other (for example, Cartman comments on how Kenny might be at the bottom of the list because girls don't want to eat Pop-Tarts for dinner every night after they are married). In the corridor, Cartman tells Bebe to give them the list, but she points out that it's not for boys to see, as it's a secret girl thing. And Bebe also explains that she's not the list keeper, Nelly is, and they'll never get it from her. Raspberrying him, Bebe storms away, Cartman then does the same, flips her off and spews hate at her. With Bebe gone, the boys have to do everything themselves.
In his basement, Cartman devises a plan ("Operation Cannot Possibly Fail") to get the list. They will target Nelly when she is walking from Home Economics to Social Studies. As she goes through hallway three, Craig will be ready with a distraction device which will cause Nelly to turn to him, at this point Butters will kick Nelly in the balls. The next day, the plan is working until Butters attempts to kick her in the balls, being female however she is not affected as planned to Butters' surprise. The plan failed and Cartman calls for them all to bail. Back in his basement, Cartman explains they learned a lot - girls don't have balls, to which Butters (now wearing a sling and sporting a black eye) agrees whole-heartedly. Cartman's next plan ("Operation Cannot Possibly Fail A Second Time") is that when Nelly leaves the cafeteria for recess, Kenny will jump in front of her and spit on the ground.
At school, Kenny, Cartman, Butters and Craig dash down the hallway with the list which Kenny waves in the air. The other boys pursue the four of them who are then pursued by the incredibly angered girls. They hide in the boys' bathroom and paste the list to the wall. The boys view the list, the order from first to last was Clyde, Token, Stan, Bradley, Jason, Leroy, Kenny, Tweek, Kevin, Jimmy, Butters, Craig, Timmy, Francis, Cartman, and last was Kyle. Cartman, being one spot ahead of Kyle, immediately starts taunting him, and Kyle becomes very distressed.
Butters runs into his home telling his father and mother he is 11th on the girls' list to which his father replies, "Good for you!".
Kyle (who is rather depressed) is eating dinner with his family, Sheila asks him what is wrong, to which Kyle explains about the list. Sheila deems it ridiculous, claiming he has Gerald's appearance, who states he has Sheila's nose. Upon hearing this he is horrified. Trying to get to sleep, Kyle is disturbed by Cartman who appears at his window boasting he is better looking than him. Kyle draws his blind and tries to get to sleep. Clyde meanwhile is in his bedroom, and after his mother leaves the room telling him to go to bed, he poses, trying to look attractive.
In the corridor, Clyde walks along greeting the girls. Kyle is still upset, and Clyde tells him that Abraham Lincoln was ugly but he accomplished a lot. Clyde walks off, telling Butters (whom has been insulting Kyle) that he can't help his looks. Cartman walks up to Kyle and tells him that he believes he should hang around with the ugly kids so he won't "stand out as much". Kyle sits with The Ugly Kids at lunch, all of which are incredibly hideous with odd traits, which makes him stand out even more than before. Kyle sits with them outside as well. After one of them explains he hates school and would like to burn it down, Kyle gets an idea: they need a makeover. He soon changes his mind after attempting to makeover a girl with huge glasses and a huge nose. He then takes his place back on the step.
Stan goes to Wendy and asks if they could talk. As they walk off, Lola questions if he'll ask her to come back. Wendy comments that it is a nice surprise, seeing as she thought he never wanted to talk to her again. Stan says he wants to ask her about the list, saying it's messed Kyle up and questions how she could vote Kyle ugliest. Wendy says she didn't, she voted for Cartman. Stan states it wasn't unanimous and that maybe she could change the list which she refuses as it's not just fun, there's protocol. Stan asks if they can ask the girls why they voted Kyle ugliest, which Wendy informs him won't be easy but she will try and get him in their next list-making meeting.
In their meeting hall, the girls are holding a meeting. Bebe is in charge, with Lola and a black haired girl as the next in charge. The girls discuss who has the cutest purse, then Wendy questions if they can open the previous week's list. Stan then asks about it but Bebe says no list is made hastily. Wendy states he is was only asking for it to be opened for debate. Bebe however says that she can't by "Sparkle Law", open it.
Kyle lies in bed flicking a lighter on and off, planning to burn the school down. Suddenly, the ghost of Abraham Lincoln appears and takes him on a journey around town. He shows him that attractive people are cursed for when they know they are attractive they don't have to work to be special and that attractive kids become nothing when they reach 40, Meanwhile kids like Kyle's ugly friend Jamal work hard for the respect that the attractive automatically get and because of that he will have character which is something those who are attractive rarely get. Kyle explains he does not want to wait until he is an adult to be happy.
At Wendy's house, Wendy discovers some of the girls gave Clyde a rating of one sparkle, which Stan adds he has no idea what she is talking about. Wendy tells him Rebecca could have made a mistake when tallying the votes onto the final list. Wendy then pays a visit to Rebecca, but as Wendy explains her theory, something in Rebecca snapped. She warns Wendy to keep out because she's getting close to a secret she can't handle and tells Wendy to let it go. And with that, she backs into her door and disappears. Shocked at realizing this, Stan remarks that it didn't sparkle with her.
At True Value, Kyle is buying the things he needs to burn down the school.
Returning to the meeting hall, Wendy shows Lola and Jenny a report she has made which shows no-one voted Clyde the cutest. Lola informs Wendy that Clyde's father owns a shoe shop and that now the list has been altered and he is popular, girls can date him and get free shoes. Wendy threatens to tell Bebe about this, but Bebe was the one who altered it and is currently dating Clyde. Wendy then says she'll tell the other girls, but Jenny Simon questions if the girls will believe her over the heads of the committee and that they will make a new list; biggest liars - and put Wendy right at the top. Lola tells Wendy to do herself a favor and keep her little mouth shut. Wendy then kicks Lola in her crotch (unlike Nelly, Lola grunts in pain) and runs off with Stan.
Stan then asks one of the ugly kids where Kyle is, who informs him that he is at the school about to burn it down.
Arriving just in time, Stan and Wendy tell Kyle the list was forged. A traitorous Bebe then points a gun at Wendy telling her all about how great the shoes she has are, which Wendy becomes temporarily mesmerized by. Wendy snaps back and informs Bebe she's contacted the police and told them all about the scandal. Bebe believes Wendy to be lying, but is shocked to hear police sirens as they arrive telling Bebe to surrender. With Bebe distracted, Wendy wrestles with her to get the gun. Suddenly, a bullet is fired. Stan cries out to Wendy who removes her hand from her breast, but there is no wound. Bebe removes her hand from her stomach, but once again there is no wound. The two of them stare around, wondering where the bullet went. Kenny is ready to eat dinner with his family, when a bullet comes through the window into the back of his head. As his face hits the table, the Pop-Tarts shoot out of the toaster.
The police arrest Bebe, and it's unknown what happened to her after this. Stan tells Kyle he can finally see his true position on the list. Wendy then burns the list on Kyle's request, for he does not want to know his rating and Abraham Lincoln was right (to Stan's confusion). Wendy tells Stan its been great hanging out with him again, and that he seems to have changed. Stan says things do change, and Wendy walks towards him and he does the same, but suddenly he comes over queasy and pukes over her continuously.