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The Back-Up Plan is the eighteenth episode of Glee's fifth season and the one hundred and sixth episode overall. The episode aired on April 29, 2014.

Rachel is presented with a unique opportunity and takes a risk that could either take her career to the next level or kill it entirely. Meanwhile, Mercedes asks for Santana’s help finding a “new sound” for her latest single, and a wealthy New York socialite takes Blaine under her wing.

The episode was written by Roberto Aguirre-Sacasa and directed by Ian Brennan.


In New York, Rachel is enjoying her new-found fame since her opening night. Attending signings and surrounded by fans, she has signed with ICA, a talent agency, in order to expand her future job potential.

At ICA, she meets with Mr Rifkin, her agent. He tells her that he is extremely excited to be working with her,


and much to her delight, asks her what she wants, telling her she will have it. Rachel tells him that she plans to have a good run with Funny Girl and then maybe branch out into a TV or film career. Much to her surprise, he doesn't seem on board with the idea, telling Rachel that those dreams are not for her. Saying that she has "a face for radio," he urges her to get as much time as she can out of the show, telling her she could be playing Fanny Brice for up to 15 years. Rachel watches him, unsure.

Outside NYADA, Kurt meets up with Blaine. He tells him some exciting news - June Dolloway is visiting the school to open a new dance studio named after her, and he has been selected to sing at the opening. He tells Blaine that he has decided to sing Story of My Life, and when Blaine asks him how he's going to sing all the different parts, reveals that they will sing it together. Excited, they run off to rehearse.

Mercedes arrives home at her apartment. Santana meets her, and asks her why she's so early - she should have been at the recording studio all day. Mercedes tells her that her producer has announced that he "didn't hear a single" on the final cut of her album, and is now worried that the label won't release it. Santana tells her that Mercedes is still doing better than her - she's still working at the Spotlight Diner, with no direction in life. Remembering the greatness of their duets in high school, Mercedes invites Santana to help her find some again.


At her Funny Girl performances, Rachel sings Wake Me Up while preparing to go on. The monotony and pressure of her 8-performance week is getting to her, and she is struggling to stay on top of it. At the end of one Funny Girl performance, Rachel is taking off her makeup in her dressing room. She is interrupted by Lee Paulblatt, a representative from FOX. He tells her that he has a pilot, Song of Solomon, which he thinks she will be perfect for. Inviting her to come and test for it in Los Angeles on a show night, he leaves before she has a chance to accept or decline, leaving Rachel torn.

Rachel meets Sidney in the Spotlight Diner. Buying him desert, she tells him that she is worried about her health, and asks if she can have a show off. Sidney refuses, telling her that she is the show - and the show must go on.


In the studio, Mercedes and Santana try to warm up, but have trouble getting into the groove. Santana suggests that they get out of the recording studio to try and get a more New York vibe. Leaving the studio, they go through the basement of the building, singing Doo Wop (That Thing). The sound is great, and the producer tells Mercedes that she has herself an album. Ecstatic, Mercedes and Santana hug.

At the Bushwick apartment, Rachel explains her plans to audition for a TV role to Kurt. Despite her insistence that it is a really big chance for her, he is suspicious of her plan to lie to Sidney. When Rachel turns it around to ask him if he would take the deal, he grudgingly agrees, but strongly advises that she doesn't deceive Sidney. Rachel, not listening, is already on the phone confirming the audition, and Kurt watches her, worried.


At NYADA, Blaine and Kurt perform Story of My Life in front of June Dolloway and a large audience. At the end, they are warmly received, and June runs to them to congratulate them. She tells them that she has a tasteful and discerning eye for the extraordinary, and invites them to attend the Soho Centre for Outsider Art with her the following week. Kurt happily accepts, but is crestfallen when she reveals that invitation only extends to Blaine. Back at the apartment, Kurt helps Blaine get ready for the evening. Blaine feels guilty for going on his own, but Kurt encourages him to enjoy the experience, telling him that he's not resentful in the slightest. Blaine tells him that he loves him and walks out. Kurt watches him go with a hint of sadness on his face.


At the evening, Blaine is awestruck by the attendance of the party. June tells him that she has plans to launch his career and make him famous. She finds out that her stock price is lower than expected, and decides to have an impromptu performance at the party in order to drive it up. Blaine joins her, and they sing Piece of My Heart together. At the end, they hug and bow to rapturous applause.

Back in the recording studio, Mercedes asks her producer if she can record her last song as a duet with Santana. DeShawn is skeptical, but Mercedes insists, telling him that it's the take she wants. When the producer asks how she expects the single to sell well with an unheard of duet partner on the album, Santana agrees. She tells Mercedes that it's her big chance and should be all about her. Santana says she appreciates what Mercedes tried to do for her, but she's just not worth it.  She walks out of the studio upset, leaving Mercedes exasperated.

In Los Angeles, Rachel calls Sidney. She pretends to be ill, telling him that she has the flu. Desperate, Sidney grudgingly agrees to letting her understudy play the show for the night. Pleased with the simplicity of her deception, Rachel happily walks to her audition.


At the audition, Rachel sings The Rose to the producers. They are impressed, but politely inform her that the show is not a musical. Rachel is shocked, but agrees to do a reading with her co-star. The reading is uncomfortable and broken by Rachel's unfamiliarity with the galactic jargon. At the end of the scene, they kiss painfully awkwardly. Before they can continue, Lee thanks her for her time. Leaving the building reflecting on the hideousness of the audition, Rachel receives a call from Sidney, who tells her that her understudy has fallen and injured herself, so won't be able to do the show that evening. He instructs her to hydrate herself and come to the theatre at 7.30pm. Horrified, Rachel rushes to a taxi.

Blaine is out having a meal with June. He tells her that he wants to be her when he's older. She advises him to put in what he wants to get out, and he listens, in awe. June informs him that they are planning a show based entirely around Blaine, which will be the biggest event of the year. Blaine thanks her, joyously, but requests that Kurt performs with him. When June flatly refuses, he tells her that he's not sure if he'll be able to do the show without him. She advises him to break off the engagement, telling him that he'll soon fall out of love, and asks whether he is going to settle, or venture out into the unknown and realise his full potential. Blaine watches her, torn.

In Los Angeles, Rachel's taxi is stuck in a traffic jam on the way to the airport. After determining that her taxi driver will be of little help, Rachel rings Kurt in desperation, and begs him to help her. He advises her to ring Sidney and tell him the truth, but realizing the ramifications it will have for her career, soon agrees to organize a distraction.

At the Spotlight Diner, Mercedes presents Santana with a contract. She tells her that she has managed to wrangle her a deal, saying that she makes her better. Santana protests, telling Mercedes that she's far from the world's best friend, but Mercedes says that she is worth the wait, and slides the contract over to her. Just as Santana is about to sign, Kurt bursts in. He informs them of the Rachel situation, and suggests some of his idea for organizing a distraction. Telling him that his ideas are horrible, Santana suggests an alternative.

At the theatre, Sidney angrily storms into the dressing room to find Santana ready to go on. He has major reservations, but Santana reassures him that she's got it.


The next day, Rachel cooks Santana a meal as a thank-you for stepping in at the last moment. She reveals that she's been instructed to attend a mandatory meeting with Sidney tomorrow, and has her suspicious that she'll be fired. Santana tells her not to worry, and says that she actually really enjoyed playing Fanny. She asks why she's been invited, and Rachel tells her that she was wondering what she wanted in return. Santana is at first offended, but soon realizes how she may have come off that way. Rachel comments on her new approach to life, and Santana says that she has resolved to use her bitch powers to protect the people she cares about. Touched, Rachel tells her that she was really good as Fanny. Beginning to cry, Rachel expresses her disbelief at her own stupidity, saying that she has screwed it all up for nothing. Santana tells her that she is the kind of person who can't be held down - no matter how awful she is, people will always want to work with her. Smiling, they begin to eat.

At Mercedes' apartment, Blaine and Kurt finally have some alone time together. Blaine explains that he's been really busy with June, and tells Kurt about the plans for his show. When he asks him why he didn't tell him about it sooner, he tentatively announces that he wanted to wait until Kurt's part had been fleshed out. Kurt is ecstatic, and apologizes for ruining the surprise. They hug, Blaine looking slightly overcome.

Rachel enters Sidney's office cautiously. She apologizes for her actions, and Sidney at first seems to be alright with what she has done. However, it soon becomes clear that he is furious that Rachel has lied to him.


He tells her that if she ever pulls something like that again, he will not only fire her, but sue her for breach of contract - she'll never be able to work on Broadway again. Rachel leaves his office, and begins to sob outside. She receives a call from Lee, who tells her that they have decided not to go with her for Song of Solomon. However, he offers her a new opportunity: her own show. He is planning to send a writer to her in New York so that they can work out an idea. Rachel is lost for words, and can only thank him. Congratulating her, Lee hangs up, leaving Rachel to happily reflect on her new option.


Song Title Original Artist Performer(s)
Wake Me Up Avicii Rachel Berry
Doo Wop (That Thing) Lauryn Hill Mercedes Jones and Santana Lopez
Story of My Life One Direction Blaine Anderson and Kurt Hummel
Piece of My Heart Erma Franklin Blaine Anderson and June Dolloway
The Rose Bette Midler Rachel Berry

Guest Cast

Special Guest Star

Guest Stars

  • Amber Riley as Mercedes Jones
  • Michael Lerner as Sidney Greene
  • Gary Dourdan as DeShawn
  • Eric Roberts as June's friend
  • Jim Rash as Lee Paulblatt
  • Richard Kind as Mr. Rifkin
  • Nathan Keyes as Andrew Cosgrove
  • Philip Pavel as Fox Executive
  • Geri Jewell as Fox Executive
  • Nicholas Kadi as Alain Marceau
  • Ilia Volok as L.A. Taxi Driver


  • John Ainsworth as Barclay

Absent Cast Members


  • This episode was watched by 2.41 million viewers and received a 0.9 rating. Source
  • This episode has the most absent main cast members to date, with 10 characters missing.
    • This is the first episode in which Sam is absent since his return in Hold on to Sixteen and the second without Artie.
  • Doo Wop (That Thing) was filmed under the set of Dr. Phil.
  • Rachel states in the beginning of the episode that it has been 3 weeks since opening night of Funny Girl, this means it is May 2014.
  • This is the third episode ever where all the main characters present in the episode (RachelKurtBlaine and Santana) sing, the first being The Power of Madonna and the second being New New York.
  • Naya's tattoo on her right wrist can be seen when she tells Kurt to stop talking about his ideas to organising a distraction to the Broadway show.
  • This episode marks the final appearance of Sidney Greene.


  • When Kurt is on the phone with Rachel, his engagement ring disappears and reappears.



v - e - d

Glee Episodes

Season One
PilotShowmanceAcafellasPreggersThe Rhodes Not TakenVitamin DThrowdownMash-UpWheelsBalladHairographyMattressSectionalsHell-OThe Power of MadonnaHomeBad ReputationLaryngitisDream OnTheatricalityFunkJourney

Season Two
AuditionBritney/BrittanyGrilled CheesusDuetsThe Rocky Horror Glee ShowNever Been KissedThe SubstituteFurtSpecial EducationA Very Glee ChristmasThe Sue Sylvester ShuffleSilly Love SongsComebackBlame It on the AlcoholSexyOriginal SongA Night of NeglectBorn This WayRumoursProm QueenFuneralNew York

Season Three
The Purple Piano ProjectI Am UnicornAsian FPot o' GoldThe First TimeMash OffI Kissed a GirlHold on to SixteenExtraordinary Merry ChristmasYes/NoMichaelThe Spanish TeacherHeartOn My WayBig BrotherSaturday Night Glee-verDance with SomebodyChokeProm-asaurusPropsNationalsGoodbye

Season Four
The New RachelBritney 2.0MakeoverThe Break-UpThe Role You Were Born to PlayGleaseDynamic DuetsThanksgivingSwan SongGlee, ActuallySadie HawkinsNakedDivaI DoGirls (and Boys) on FilmFeudGuilty PleasuresShooting StarSweet DreamsLights OutWonder-fulAll or Nothing

Season Five
Love, Love, LoveTina in the Sky with DiamondsThe QuarterbackA Katy or A GagaThe End of TwerkMovin' OutPuppet MasterPreviously Unaired ChristmasFrenemiesTrioCity of Angels100New DirectionsNew New YorkBashTestedOpening NightThe Back-Up PlanOld Dog, New TricksThe Untitled Rachel Berry Project

Season Six
Loser Like MeHomecomingJagged Little TapestryThe Hurt Locker, Part OneThe Hurt Locker, Part TwoWhat the World Needs NowTransitioningA WeddingChild StarThe Rise and Fall of Sue SylvesterWe Built This Glee Club2009Dreams Come True