12/21/2012 at 03:00 PM EST
Alyssa Milano's husband wanted to give her the prom she never had – and boy, did he deliver.
For the actress's 40th birthday, her hubby David Bugliari and best friend Alaa Khaled threw her a '90s prom-themed surprise party at the London Hotel in West Hollywood. About 200 friends and family members showed up, including Milano's parents, who were celebrating their 44th wedding anniversary that evening – and used their made-up celebratory dinner plans as a way to get the actress to the hotel.
"When Alyssa walked into the ballroom, she fell to the ground in utter shock," Khaled tells PEOPLE.
Celebrity event planner Nicole Hirsty, of Cobalt Events, helped design the party, which featured a theme ("Starry Night"), passed snacks like sliders, French fries and onion rings, and a taco bar. For dessert, guests were treated to cake pops, macarons, custom cookies and, of course, birthday cake.
Once Milano got over her initial shock, she was whisked to a room where she got to pick from some '90s prom dresses selected by Roemehl Hawkins, the costume designer on her upcoming show, Mistresses. She (and the rest of her guests) received corsages from Butterfly Florals, as well.
During the party, guests snapped pics in a photo booth from Bearded Babushka, and danced to '80s and '90s tunes spun by DJ Vicious Lee. But for as much fun as the partygoers had, it was Milano who had the best time of all.
"Seeing the look of surprise and excitement on her face was a moment I'll never forget," Bugliari says proudly. – Julie Jordan