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Upper West Side Story is the 12th episode of Season 3 of the series and the 42nd produced episode.
When scholarship funds from a prestigious prep school mysteriously disappear, Neal poses as a substitute teacher to help Peter and the FBI figure out where the money is really going.
Neal, eager to please Peter after Keller kidnapping Elizabeth and with his commutation hearing fast approaching, goes undercover in a preppy private school after a scholarship student, Evan, brings suspicous bank account statements about the school's endowment to the FBI's attention. Neal goes undercover as the substitute teacher while Peter poses as a rich parent having an affair.
- Matt Bomer as Neal Caffrey
- Tim DeKay as Peter Burke
- Willie Garson as Mozzie
- Marsha Thomason as Diana Berrigan
- Hilarie Burton as Sara Ellis
- Tiffani Thiessen as Elizabeth Burke
- Sharif Atkins as Clinton Jones
- Dylan Baker as Andy Woods
- Elizabeth Gillies as Chloe Woods
- Graham Phillips as Evan Leary
- Rosalyn Coleman as School Administrator
- John Rothman as Graham Slater
- Matt McCarthy as Mr Cooper
- Gavin-Keith Umeh as Adams
- Drew Beasley as Kid
- Shawna Christensen as Amber